Indo Rama Synthetic-2019 - 20

IRSL: STEXCH: 2020-21:
31st July 2020
Corporate Listing Department Corporate Relations Department

National Stock Exchange of India Limited BSE Limited
Exchange Plaza, 5th Floor, · Floor 25, P. J. Towers,
Sandra - K·urla Complex, Dalal Street,
Sandra (E), Mumbai - 400 051. Mumbai - 400 001.
Thru.: NEAPS Thru.: BSE Listing Centre
Stock Code NSE: INDORAMA Stock Code SSE: 500207
ISIN: INE156A01020
lndo Rama Synthetics (India) Limited - CIN L17124MH1986PLC166615
Sub.: Regulations 30 and 34 - Submission of Notice of the 34th Annual General

Meeting (AGM) and Annual Report of the Company for the year ended
31 51 March 2020
Dear Sir/Madam,
This is furtherance to our letters dated 24th June 2020 and 16th July 2020, wherein the
Company has informed that the AGM of the Company is scheduled to be held on
Wednesday, 261h August 2020, at 11 :30 AM, through VC/OAVM facility.
In terms of the requirements of Regulations 30 and 34 of the SEBI (Listing Obligations

and Disclosure Requirements) Regulations,. 2015, please find enclosed Notice of the
ensuing 341h AGM and the Annual Report of the Company, for the year ended 31st
March 2020.
In compliance with Ministry of Corporate Affairs Circular No. 20/2020 dated 5th May,
2020 read with Circular No. 14/2020 dated ath April , 2020 and Circular No. 17/2020
dated 13th April, 2020, respectively and SEBI Circular No. SEBl/HO/CFD/CMD1/
CIR/P/2020/79 dated 1i h May, 2020, the Annual Report of the Company for Financial
Year 2019-20 and Notice of 341h Annual General Meeting have been sent on 31 st July
2020, through email to all the Members whose Email IDs are registered with the
Company/Depository Participants.
The said Notice and Annual Report are also placed on the Company's website,
http://www.indoramaindia.com/annual reports.php.
Page 1of2
INDO RAMA SYNTHETICS (INDIA) LTD .

Corporate Office : 20th Floor, DLF Square, DLF Phase-2, NH-8, Gurugram - 122002, Haryana, India. Tel: 0124-4997000, Fax : 0124-4997070
Registered Office & Manufacturing Complex : A-31, MIDC Industrial Area, Butibori, Nagpur - 441122, Maharashtra, India. Tel : 07104 -663000 / O1. Fax ; 07104-663200
E-mail : corp@indorama-ind.com •Website : www.indoramaindia.com
CIN : L17124MH1986PLC166615
IN DORAMA
Brief details of the 341h AGM of the Company are as below:
Date and Time of AGM Wednesday, 261h August 2020, 11 :30 AM
Mode Video Conference ("VC") I

Other Audio Visual Means {"OAVM")
Cut-off date for e-Voting Wednesday, 19th August 2020
e-Voting start date and time Sunday, 23rd August 2020, 9:00 AM
e-Voting end date and time Tuesday, 25th August 2020, 5:00 PM
e-Voting website httos://www. evoti na.nsdI.com
You are requested to kindly take the same on record .
Yours faithfully,
for lndo Rama Synthetics (India) Limited
Pawan Kumar Thakur

Company Secretary and Compliance Officer
Encl.: As above
Copy to:
1) National Securities Depository Ltd.

4th Floor, 'A' Wing, Trade World,
Kamala Mills Compound,
Senapati Bapat Marg, Lower Parel,
Mumbai-400013
2) Central Depository Services (India) Ltd .

16th Floor, P J Towers
Dalal Street, Fort
Mumbai - 400 001
3) MCS Share Transfer Agent Limited

F-65, First Floor,
Okhla Industrial Area, Phase-1
New Delhi-110 020
Page 2 of2
Annual Report
Synthetics (India) Limited 2019-20
Standing
strong
through
challenges
Contents
01-05 84-187
Corporate Overview Financial Statements
Corporate Information 01 Standalone Accounts 84
Our Identity 02 Consolidated Accounts 138
Chairman and Managing 04
Director’s Message
Notice 06
20-83
Statutory Reports
Directors’ Report 20
Management Discussion 42 Online Report
and Analysis
www.indoramaindia.com
Report on Corporate Governance 47
Business Responsibility Report 73
Forward-looking Statements
In this Annual Report, we have disclosed forward-looking information to enable investors to comprehend our prospects and
take investment decisions. This Report and other statements—written and oral—that we periodically make contain forward-
looking statements that set out anticipated results based on the Management’s plans and assumptions. We have tried
wherever possible to identify such statements by using words such as ‘anticipate’, ‘estimate’, ‘expects’, ‘projects’, ‘intends’,
‘plans’, ‘believes’, and words of similar substance in connection with any discussion of future performance.
We cannot guarantee that these forward-looking statements will be realised, although we believe we have been prudent in
our assumptions. The achievements of results are subject to risks, uncertainties and even inaccurate assumptions. Should
known or unknown risks or uncertainties materialise, or should underlying assumptions prove inaccurate, actual results could
vary materially from those anticipated, estimated or projected. Readers should bear this in mind. We undertake no obligation
to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.
Corporate Information
Board of Directors Auditors
Om Prakash Lohia Walker Chandiok & Co LLP
Chairman and Managing Director
Vishal Lohia
Whole-time Director Bankers
Standard Chartered Bank
M. N. Sudhindra Rao
Executive Director The Hongkong and Shanghai Banking
Corporation Ltd.
Udeypaul Singh Gill
Non-executive Non-Independent Director Australia and New Zealand
Dr Arvind Pandalai Banking Group Limited
Non-executive Independent Director Sumitomo Mitsui Banking Corporation
Suman Jyoti Khaitan IKB Deutsche Industriebank AG
Non-executive Independent Director
Ranjana Agarwal
Ashok Kumar Ladha
(upto November 25, 2019)
Dhanendra Kumar
(w.e.f. February 14, 2020)
Corporate Executives
M. N. Sudhindra Rao
Chief Executive Officer
Umesh Kumar Agrawal
Chief Commercial and Financial Officer
Susheel Kumar Mehrotra
Chief Financial Officer
Pawan Kumar Thakur

Company Secretary
Our Identity
Incorporated in 1986, we, at Indo Rama Synthetics (India)
Ltd., have emerged as one of the largest dedicated polyester
manufacturers in India. With nearly three decades of
market presence, we are one of the country’s most
cost-efficient polyester producers. Our investments in
innovation and capacity expansion allow us to integrate
value for our large customer base.
We have an integrated production facility in Butibori, near Nagpur, Maharashtra. We believe
polyester will be the ‘fibre of future’, which encouraged us to foray into this business with confidence.
Our well-defined quality and process management systems have enabled us to enjoy global presence.
Our Mission
To be the preferred polyester business partner by focusing on customer
delight and innovation to attain sustainable growth
Relevant Facts
30+ 45
Years of robust industry expertise Countries across five continents
and experience mark our presence
610,050 TPA 1,400+

Cumulative production capacity Members in Team Indo Rama
at our Butibori plant
2 Indo Rama Synthetics (India) Limited

Standing strong through challenges
Corporate Overview
OUR OFFERINGS OUR TECHNOLOGY
• Polyester Staple Fibre (PSF) 2,63,550 TPA ALLIANCES
• Polyester Filament Yarn (PFY) 2,59,000 TPA
Our global technology partners enable us to consistently
• Draw Texturised Yarn (DTY) 1,38,946 TPA
improve our capacities and make the most of emerging
Statutory Reports
• Polyester Chips 87,500 TPA
opportunities. These partners include:
• Power 71.08 MW
• Chemtex Intl. Inc., USA
• Oerlikon Barmag, Germany
• Zimmer AG, Germany
• Autefa, Germany
• LTG Ameliorair, France
• Bertrams, Switzerland
WIDE-RANGING PRODUCT • LVD, Belgium
APPLICATIONS • Wartsila Diesel, Finland
Financial Statements
• Foxboro Invensys, Singapore
• Apparel & Sportswear • Teijin Seiki, Japan
• Home Furnishing & Textiles • Toyobo, Japan
• Hygiene & Non-woven
• Automotive
OUR KEY RAW OUR ACCREDITATIONS

MATERIALS Our commitment to quality, occupational safety, health
and environment management has helped us achieve
The primary raw materials needed for polyester major certifications like:
production are Purified Terephthalic Acid (PTA) and
• ISO-9001:2008 for Quality Management System (QMS)
Mono Ethylene Glycol (MEG). Both PTA and MEG are
for ensuring stringent quality protocol
petrochemical derivatives, making the industry sensitive
• ISO-14001:2004 Certification for globally benchmarked
to crude oil prices
Environment Management System (EMS)
• OEKO Tex Certification for meeting Human and
Ecological requirements
• REACH – Substance of Very High Concern (SVHC) for
human health and environment safety
• ISO 45001:2018 for occupational health and safety
Our Awards and Accolades

onferred the Energy Conservation
C Received the Highest Exporter and
Award in the petrochemical sector by the Highest Importer award in Central India
Maharashtra State Energy Development from M/s Container Corporation of
Agency (MEDA) for FY 2015-16 India Ltd.
Annual Report 2019-20 3

Chairman and
Managing
Director’s Message
Dear Stakeholders,
‘Atmanirbhar Bharat’ is much more than a clarion call to
ensure the success of ‘Make in India’. It stands as a pledge
by Indians to support the Government of India’s goal of
crafting a US$5-trillion economy by 2025.
I am glad that we are a cog in the wheel of this

nation-building journey that will bring prosperity across
the country. Among the fastest growing economies of the
world, India—the youngest nation, demographically, is on
the verge of becoming an economic powerhouse with a
commanding presence.
An impaired global economy

FY 2019-20 carried forward the challenges to economic
growth observed during the latter part of FY 2018-19.
During the year under review, several factors like the
US-China trade tiff, a no-deal Brexit on the cards and others slew of measures to limit the economic fallout of the
gave rise to protectionist policies among major economies. nation-wide lockdown. This includes a ` 1.7 trillion relief
This eroded investor confidence, concurrently impacting package, equivalent to 1% of the country’s GDP, especially
international trade. directed towards citizens suffering due to loss of livelihoods.
Towards the middle of the financial year, green shoots of As a result, the IMF expects India to record a growth of 1.9%
recovery were observed. This was primarily due to focused during FY 2019-20 and 7.4% in the next financial year with
monetary policies from central banks of major economies and the baseline scenario in place.
improved investor sentiments due to progress made in the
The government has also announced a special package
US-China trade talks and Brexit deal.
worth ` 20 trillion, which is 10% of India’s GDP to remain on
However, global economic activity was brought to a standstill course towards its ambitious target of crafting a US$5-trillion
by the COVID-19 pandemic transcending borders. To contain economy by 2025.
the spread of this deadly virus, most nations, including India
India remains an attractive investment and manufacturing
promptly declared a lockdown, halting all non-essential
destination for investors from across the world on the back
economic activities.
of its young demography, rapidly urbanising population,
According to the International Monetary Fund’s (IMF’s) robust consumption demand and a development-
April 2020 predictions, the global economy is to contract focused government.
by 3% and is likely to experience its worst recession since
Despite this factor, FY 2019-20 began on a muted tone for
the Great Depression of 1930s as a result of COVID-induced
India. This was primarily due to weak rural income, decline in
lockdowns. Nevertheless, the IMF also forecasts a ‘V’ shaped
domestic demand and liquidity crunch in the capital markets.
recovery for the world economy during FY 2020-21 with a
Moreover, subdued global exports led to a decrease in
5.8% growth rate, in a baseline scenario where the pandemic
capacity utilisation and clogged fresh investments.
recedes in the second half of 2020.
The Government of India stepped in with agility to offset
Atmanirbhar Bharat: The cornerstone of these market conditions and infuse positivity in the economy.
a five-trillion-dollar economy It reduced corporate tax rates, offered credit guarantee for
Non-Banking Financial Institution (NBFCs) and facilitated
India responded to the threat of the pandemic with
the Reserve Bank of India’s (RBI) interest rate cut to inject
pre-emptive, proactive and graded initiatives, prioritising the
significant liquidity into the economy.
lives of its citizens. The Government of India undertook a

India’s focused approach to bolster growth and strong programme for our frontline employees, contract employees
Corporate Overview
fundamentals has led international investors and businesses and family members of employees residing in colonies.
to view India as a viable option for relocating their We formulated SOP for any outsider entering the factory
manufacturing base from China and other neighbouring premises and displayed boards of Dos and Don’ts at various
countries. With the government’s focus on developing India locations at the plant premise.
as the investment and manufacturing destination for the
world, the ‘Make in India’ programme is slated to receive a Value creation for all
significant boost and propel India to become atmanirbhar
We offer our people a conducive and meritocratic work
– self-reliant.
culture that helps sharpen their skills. Transparency and
knowledge sharing among our people promotes collaboration
A shift in the business paradigm
Statutory Reports
and camaraderie in the Indo Rama team.
The Government of India has undertaken several measures to
As a responsible corporate citizen, we engage in community
bolster India’s textile industry. A major step in this regard was
development activities and support education for 1,200
the abolition of anti-dumping duty on Purified Terephthalic
students in Ira International School. In addition, we enable
Acid (PTA), a critical input for the manufacture of textile fibres
skill training, collaborating with ITI Nagpur and ITI Butibori.
and yarns. At Indo Rama, we welcome this decision as PTA
We also organise free health check-up and eye camps in and
is one of our key raw materials.
around our plant and help local authorities in driving pulse
Additionally, the government aims to grow the country’s polio immunisation programmes.
technical textile industry to US$ 27.72 billion by FY 2020-21
We are cognisant of the impact our operations have on
and therefore has undertaken various steps, including:
the environment. Hence, we adopt several measures for
• Assigned 207 Harmonised System Nomenclature (HSN) ecological balance in and around production facilities. We
for the industry have a captive power plant (CPP), complete with coal-based
thermal power of 40 MW capacity and 31.08 MW FO-based
• Allocated US$ 100.15 million for the Amended
DG capacity. It is sufficient to meet our power requirement,
Technology Upgradation Fund Scheme (ATUFS)
still we opted to avail power from state grid from 11th June
ATUFS is a credit-linked capital investment subsidy and 2020. This will help in reducing carbon emission and will also
will facilitate investment in the textile industry and indirectly help our operations due to reduced cost of power in view of
promote finance in textile machinery manufacturing. state government subsidies.
The government is also looking to bridge the skill gap in the Our unwavering focus on effective energy utilisation helps to
industry and has approved a new skill development Scheme continuously pursue improvements in energy performance
for Capacity Building in the Textile Sector (SCBTS)—with an and efficiency.
outlay of US$ 202.9 million from FY 2017-18 to FY 2019-20.
We also focus on water conservation with a focused
approach towards reduce, reuse, recycle, recover and
Driving with determination
rethink alternate solutions. As a result, we have successfully
During the year, Company registered revenues from its decreased our specific water consumption in the
operations worth ` 2,122 crore as against ` 1,695 crore last few years.
previous year, registering a growth of more than 25% with
positive EBIDATA of ` 0.7 crore as against EBIDTA loss of Going forward
` 88.6 crore in the previous year.
Market opportunities beckon us to pursue growth.
We are working on enhanced capacity utilisation with better We are geared up with a customer-focused and
quality product and a satisfied customer base to make value-driven approach to enhance our product quality,
the operations profitable. With technical, financial and people engagement and safety measures as we give back
operational support from Indorama Ventures Public Limited to the society.
Company (IVL), a co-promoter and a leader in man-made
On behalf of the Board and our Indo Rama team, I thank
fibre segment, the Company is targeting to achieve capacity
everyone of you for your continued trust and support. We are
utilisation of more than 60% during FY 2020-21, with various
confident of turning the tide of our business soon with your
cost-efficiency initiatives as compared to 42% in FY 2019-20.
constant encouragement.
At Indo Rama, the safety of our people is an absolute priority;
and we proved it again during the COVID-19 crisis. During Regards
the national lockdown announced by the Government of
Om Prakash Lohia
India, we closed our operations and resumed on
Chairman and Managing Director
June 9, 2020 in a phased manner, adhering to all government
guidelines for social distancing, hand hygiene and people
safety and health. We have conducted regular awareness

Indo Rama Synthetics (India) Limited
CIN: L17124MH1986PLC166615
Regd. Office: A-31, MIDC Industrial Area, Butibori, Nagpur-441122, Maharashtra,
Tel. No.:+91-7104-663000-01 Fax No.: +91-7104-663200
E-Mail: investor-relations@indorama-ind.com Website: www.indoramaindia.com
Notice
NOTICE is hereby given that the 34th Annual General Meeting 2020,in terms of section 149 of the Companies Act, 2013,
of the Members of Indo Rama Synthetics (India) Limited will who is eligible for re-appointment and has submitted a
be held on Wednesday, 26th Day of August 2020, at 11:30 declaration that she meets the criteria for independence
AM, through Video Conferencing (“VC”) / Other Audio Visual as provided under the Act, and Listing Regulations be and
Means (“OAVM”) to transact the following business. The venue is hereby re-appointed as a Non-Executive Independent
of the meeting shall be deemed to be the Registered Office of Director of the Company for a second term of five
the Company situated at A-31, MIDC Industrial Area, Butibori, consecutive years commencing from 18th May, 2020 up
Nagpur-441122, Maharashtra, India. to 17th May, 2025, and whose office shall not liable to
retires by rotation;
ORDINARY BUSINESS
1. To receive, consider and adopt: RESOLVED FURTHER THAT for the purpose of giving

a)
the Audited Standalone Financial Statements of the effect to this Resolution, Board of Directors (including any
Company for the financial year ended 31st March, Committee thereof) and/or Company Secretary of the
2020 together with the Directors’ Reports and the Company be and are hereby severally authorised to file the
Auditors thereon; and necessary documents /form(s) returns, with the Registrar
of Companies and to do all such acts, deeds, matters and
b)
the Audited Consolidated Financial Statements of the things as may be deemed necessary, desirable, proper or
Company for the financial year ended 31st March, 2020 expedient for the purpose of giving effect to this resolution
together with the Report of Auditors thereon. and for matters connected therewith or incidental thereto.”
2.
To appoint a Director in place of Mr. Udeypaul Singh 4.
To consider and, if thought fit, to pass, with or
Gill (DIN 00004340), Non-Executive Non- Independent without modification(s), the following resolution as an
Director, who retires by rotation, and being eligible, offers Ordinary Resolution:
himself for re-appointment.
“RESOLVED THAT in accordance with the provisions
SPECIAL BUSINESS of sections 149, 150,152 and 161 and other applicable
3.
To consider and, if thought fit, to pass, with or provisions, if any of the Companies Act, 2013 (‘the
without modification(s), the following resolution as a Act’) and the rules made there under read with schedule
Special Resolution: IV of the Act, and Regulation 16 (1) (b) of the SEBI
(Listing Obligations and Disclosure Requirements)
“RESOLVED THAT pursuant to the provisions of Regulations,2015 (“Listing Regulations”) (including any
Sections 149, 152 and any other applicable provisions, statutory amendment(s) modification(s) or re-enactment
if any, of the Companies Act, 2013 (“Act”) and the rules thereof for the time being in force), Articles of Association
made thereunder read with Schedule IV to the Act, the of the Company, approvals and recommendations of the
SEBI (Listing Obligations and Disclosure Requirements) Nomination and remuneration Committee and that of the
Regulations, 2015 (“Listing Regulations”), as amended, Board, Mr. Dhanendra Kumar, (DIN 05019411), who
(including any statutory modification(s) or re-enactment(s) was appointed as an Additional Director in the category
thereof for the time being in force) or any other applicable of Non-Executive Independent Director of the Company
laws, rules and regulations as may be applicable from with effect from February 14, 2020, pursuant to section
time to time and pursuant to the recommendations of 161 of the Act, and who has submitted a declaration
Nomination & Remuneration Committee of the Board that he meets the criteria of independence as provided
and that of the Board of Directors, the consent of the under the Act, and the Listing Regulations and who holds
Members of the Company be and are hereby accorded office up to the date of this Annual General Meeting be
for the re-appointment of Mrs. Ranjana Agarwal and is hereby appointed as a Non- Executive Independent
(DIN03340032), who was appointed as a Non -Executive Director of the Company to hold office for a term up to
Independent Director of the Company for a term of 5 (five) 5 (Five) consecutive years with effect from February 14,
years commencing from 18th May 2015 till 17th May, 2020 up to 13 February, 2025;

RESOLVED FURTHER THAT for the purpose of giving

“RESOLVED THAT pursuant to the provisions of
Corporate Overview
effect to this Resolution, Board of Directors (including any Section 148 and other applicable provisions, if any,
Committee thereof) and/or Company Secretary of the of the Companies Act, 2013 (including any statutory
Company be and are hereby severally authorised to file the modifications of re-enactments thereof, for the time being
necessary documents /form(s), returns, with the Registrar in force) and the Companies (Audit and Auditors) Rules,
of Companies and to do all such acts, deeds, matters and 2014, including any amendment(s), statutory modification
things as may be deemed necessary, desirable, proper or (s) or re-enactment (s) thereof, the Remuneration of
expedient for the purpose of giving effect to this resolution INR.1,80,000/- (Rupees One Lakh Eighty Thousand
and for matters connected therewith or incidental thereto.” only) (apart from reimbursement out of pocket expenses
and applicable taxes) payable to Mr. R. Krishnan, Cost
5.
To consider and, if thought fit, to pass, with or Accountants (Membership No. 7799), appointed by the
Statutory Reports
without modification(s), the following resolution as a Board of Directors in their Meeting held on 24th June 2020,
Special Resolution: as Cost Auditors of the Company, to conduct the audit of
cost records of the Company for the financial year ending
“RESOLVED THAT pursuant to Regulation 17(1A) of the 31st March, 2021, be and is hereby approved and ratified;
SEBI (Listing Obligations and Disclosure Requirements)
Regulations,2015 (effective from 1st April, 2019 vide RESOLVED FURTHER THAT for the purpose of giving

SEBI (LODR) (Amendments) Regulation, 2018 and other effect to this Resolution, Board of Directors (including any
applicable provisions, if any, of the Companies Act, 2013 Committee thereof) and/or Company Secretary of the
including any amendment (s), statutory modification(s) Company be and are hereby severally authorised to do
or re-enactment thereof, for the time being in force and all acts, deeds, matters, things and take all such steps as
recommendation and/or approval of the Nomination and may be necessary, proper or expedient to give effect to
Remuneration Committee and Board of Directors of the this resolution.”
Company, approval of the Members of the Company
be and is hereby accorded for continuation of holding 7.
To consider and if thought fit, to pass with or
office of Non-Executive Independent Director of the without modifications, the following resolution as a
Company by Mr. Dhanendra Kumar (DIN 05019411), Special Resolution:
after his attaining the age of 75 (Seventy Five) years on
5th June, 2021 for the remaining period of his tenure as a “RESOLVED THAT pursuant to provisions of Section
Non-Executive Independent Director of the Company up 14 and other applicable provisions of the Companies
to 13th February 2025; Act, 2013, (including any, statutory modification(s) or
re-enactment thereof, for the time being in force) and
RESOLVED FURTHER THAT for the purpose of
rules framed there under, consent of the Members be
giving effect to this Resolution, the Board of Directors and are hereby accorded to adopt the restated Articles of
(including Committee thereof) and/or Company Secretary Association of the Company.”
of the Company be and are hereby severally authorised
to do all such acts, deeds and matters and things and ESOLVED FURTHER THAT for the purpose of giving
R
give such directions as it may in its absolute directions effect to this Resolution, Board of Directors (including
deem necessary, proper or desirables and to settle any any Committee thereof) and/or Company Secretary of
questions, difficulty, or doubts that may arise in this regards the Company be and are hereby severally authorised
and also to delegate to the extent permitted by law, all or to sign, execute, file any document in relation to the
any of the powers herein conferred to any committee of alteration of Articles of Association of the Company for
Directors or any director(s) or any other key Managerial and on behalf of the Company and is further authorised
Personnel or any other officer (s) of the Company.” to sign all forms, applications, documents, undertakings,
affidavits and papers that may be required in connection
6.
To consider and, if thought fit, to pass, with or with the alteration of the Articles of Association of the
without modification(s), the following resolution as an Company and make appropriate filings with the Registrar
Ordinary Resolution: of Companies in that regard.”
Registered Office: By order of the Board of Directors

A-31, MIDC Industrial Area Indo Rama Synthetics (India) Limited
Butibori, Nagpur - 441122, Maharashtra
CIN: L17124MH1986PLC166615
E-mail: investor-relations@indorama-ind.com
Website: www.indoramaindia.com
Tel.: 07104-663000 / 01
Fax: 07104-663200
Pawan Kumar Thakur
Place: Gurugram Company Secretary
Date: 24 June 2020 (FCS No. 6474)

Notes: 7. The recorded transcript of the forthcoming AGM scheduled
1.
In view of the continuing COVID-19 pandemic, the to be held on August 26, 2020, shall also be made available
Ministry of Corporate Affairs (“MCA”) has vide its circular on the website of the Company, www.indoramaindia.com,
dated May 5, 2020 read with circulars dated April 8, in the Investor Relations Section, as soon as possible after
2020 and April 13, 2020 (“Collectively referred to as MCA the Meeting is over.
Circular “) along with Circular number SEBI/HO/CFD/
CMD1/CIR/P/2020/79 issued by the Securities and 8.
The attendance of the Members (member logins)
Exchange Board of India (SEBI) dated May 12, 2020 attending the AGM through VC/OAVM will be counted
permitting the holding of the Annual General Meeting for the purpose of reckoning the quorum under section
(“AGM”) through VC/ OAVM without the physical 103 of the Act.
presence of Members at a common venue. In compliance
with the provisions of the Companies Act, 2013 (“Act”) 9. The Register of Members and the Share Transfer books
SEBI (Listing Obligations and Disclosure Requirements) of the Company shall remain closed from Thursday,
Regulation, 2015 (“SEBI Listing Regulation”) and MCA 20th August 2020 to Wednesday, 26th August 2020 (both
Circular the AGM of the Company is being held through days inclusive) for annual closing.
VC/OVAM. Hence, Member can attend and participate in
the AGM through VC/OAVM only. The detailed procedure 10.
An Explanatory Statement under Section 102 of the
for participating in the Meeting through VC/OAVM is Companies Act, 2013, which sets out details relating to
given herein below. Special Business at this meeting, is annexed hereto.
2.
The Company has appointed National Securities 11.
As per Regulation 40 of SEBI Listing Regulations,
Depositories Limited (NSDL) to provide VC/OAVM as amended, Securities of listed companies can be
facility for the AGM and the attendant enablers for transferred only in dematerialised form with effect from
conducting of the AGM. April 1, 2019, except in case of request received for
transmission or transposition of securities.
3.
Members can attend the Meeting using the remote
e-Voting login credentials provided to them to connect to 12. In View of this and to eliminate all risks associated with
Video conference. physical shares and for ease of portfolio management,
members holding shares in physical form are requested
4. Pursuant to provisions of the Companies Act, 2013, a to consider converting their holdings to dematerialised
member entitled to attend and vote at the AGM is entitled form. Members can contract the Company or Company’s
to appoint a proxy to attend and vote on his/her behalf Registrar and Transfer Agent, MCS Share Transfer Agent
and the proxy need not be a Member of the Company. Limited for assistance in this regard.
Since the AGM is being held pursuant to the MCA
Circulars through VC /OVAM, Physical attendance of 13. To support the green initiative; Members who have not yet
Members has been dispensed with. Accordingly, the registered their email address are requested to register the
facility for appointment of proxies by the Members will not same with their DPs in case the shares are held by them
be available for the AGM and hence the Proxy Form and in electronic form and with the MCS Share Transfer Agent
attendance slip are not annexed to this Notice. Limited in case shares are held by them in physical form.
5. In case of joint holders attending the AGM through video 14.
Members are requested to intimate changes if any,
conferencing only such joint holder who is higher in the pertaining to their names, postal address, email address,
order of name will be entitled to do the e-voting. telephone/mobile numbers, Permanent Account Number
(PAN), mandates, nominations, Power of Attorney, bank
6. The Members can join the AGM in the VC/OAVM mode details, bank account number, MICR Code, IFSC Code,
15 minutes before and after the scheduled time of the to their DP in case shares are held by them in electronic
commencement of the Meeting by following the procedure form to MCS share Transfer Agent Limited, in case shares
mentioned in the Notice. The facility of participation at the are held by them in physical Form.
AGM through VC/OAVM will be made available for at least
1000 members on first come first served basis. This will 15. As per provisions of section 72 of the Act, the facility
not include large Shareholders (Shareholders holding 2% for making nomination is available for the Members, in
or more shareholding), Promoters, Institutional Investors, respect of shares held by them. Members who have not
Directors, Key Managerial Personnel, the Chairpersons yet registered their nomination are requested to register
of the Audit Committee, Nomination and Remuneration the same by submitting Form No. SH-13. Members are
Committee and Stakeholders Relationship Committee, requested to submit the said details to their DP in case
Auditors etc. who are allowed to attend the AGM without shares are held by them in electronic form and to MCS
restriction on account of first come first served basis.

Share Transfer Agent Limited in case shares are held the Investor Education and Protection Fund Authority
Corporate Overview
in physical form. (Accounting, Audit, Transfer and Refund) Amendment
Rules, 2017 on 28th February, 2017 (‘‘IEPF Rules, 2017’’).
16. Members holding shares in physical form, in identical order
of names, in more than one folio are requested to send to The Rules, contain provisions for transfer of all those shares
the Company or MCS Share Transfer Agent Limited, the in respect of which dividend has not been encashed or
details of such folio together with the share certificates claimed by shareholders for seven consecutive years or
for consolidating their holding in one folio. A consolidated more in the account of the IEPF Authority.
share certificate will be issued to such members after
making requisite changes. In terms of the said Rules, the Company has already
transferred to the IEPF Authority those shares in respect
Statutory Reports
17.
Members who wish to obtain any information on the of which dividend has not been encashed or claimed
Company or view the Accounts or the year ended by shareholders for seven consecutive years or more in
31st March, 2020 may visit the Company’s website, Financial Year 2019-20.
www.indoramaindia.com or send their queries at least 10
days before the Annual General Meeting, to the Company Accordingly, the Company would be transferring every
Secretary at the Corporate Office at 20th Floor, DLF year to the IEPF Authority those shares in respect of which
Square, DLF Phase-II, NH-8, Gurugram-122002, Haryana. dividend has not been encashed or claimed by shareholders
for seven consecutive years. Members who have so far
18.
Pursuant to Section 124 of the Act and the Investor not encashed the Dividend for seven consecutive years
Education and Protection Fund Authority (Accounting, are advised to submit their claim to the Company’s RTA
Audit, Transfer and Refund) Rules, 2016 (“IEPF Rules, at the aforesaid address immediately quoting their folio
2016”) dividends for the financial year ended 31st March, number/ DP ID & Client ID, to avoid of transfer of their
2013 and thereafter, which remain unpaid or unclaimed for shares to IEPF Authority.
a period of 7 years from the respective dates of transfer
to the unpaid dividend account of the Company are due 19.
Non-resident Indian shareholders are requested to
for transfer to the Investor Education & Protection Fund inform about the following immediately to the Company
(“IEPF”) on the dates given in the table below: or its RTA or the concerned Depository Participant, as
the case may be:
Date of Declaration of Due date for transfer
Financial Year
Dividend to IEPF a) change in the residential status on return to India for
2012-13 4th July 2013 3rd August 2020
permanent settlement.
2013-14 1st August 2014 31st August 2021
2014-15 30th July 2015 29th August 2022
b) particulars of the NRE account with a Bank in India,
2015-16 30th September 2016 29th October 2023
if not furnished earlier

The Company has been sending reminders to
20.
In compliance with aforesaid MCA circulars and SEBI
those members having unpaid/unclaimed dividends
Circular dated May 12, 2020, Notice of AGM along
before transfer of such dividend(s) to IEPF.
with Annual Report 2019-20 is being sent only through
Details of the unpaid/unclaimed dividend(s) are also
electronic mode to those members whose email
uploaded as per the requirements, on the Company’s
address are registered with the Company /Depositories.
website www.indoramaindia.com. Members who have
Members may note that the Notice and Annual Report
so far not encashed the Dividend for the above years
2019-20 will also be available on the Company’s
are advised to submit their claim to the Company’s RTA
website www.indoramaindia.com, website of the Stock
at their Registered Address given below, immediately
Exchanges, i.e., BSE Limited and National Stock
quoting their folio number/ DP ID & Client ID.
Exchange of India Limited at www.bseindia.com and
www.nseindia.com, respectively and on the website of
MCS Share Transfer Agent Limited
NSDL https://www.evoting.nsdl.com.
F-65, First Floor
Okhla Industrial Area, Phase-1
21. Procedure for obtaining the Annual Report, AGM notice
New Delhi-110 020, India
and e-voting instructions by the shareholders whose
Tel. No.:+91-11-4140 6149-52
email addresses are not registered with the depositories
Fax No.:+91-11-4170 9881
or with Registrar & Transfer Agent on physical folios.
E-mail: helpdeskdelhi@mcsregistrars.com
On account of threat posed by COVID-19 and in terms
The MCA had notified the IEPF Rules, 2016 effective
of the above mentioned MCA Circulars and SEBI
from 7th September, 2016. Further, the MCA had notified
Circular, the Company has sent the Annual Report,

Notice of AGM and e-Voting instructions only in ii) Members are encouraged to join the Meeting through
electronic form to the registered email addresses of the Laptops with Google Chrome for better experience.
shareholders. Therefore, those shareholders who have
not yet registered their email address are requested iii) Further, Members will be required to allow camera,
to get their email addresses registered by following the if any, and hence use Internet with a good speed to
procedure given below: avoid any disturbance during the Meeting.
i)
Those shareholders who have registered/not iv) Please note that participants connecting from Mobile
registered their e-mail address or registered an Devices or Tablets or through Laptop connecting via
incorrect email address and mobile numbers Mobile Hotspot may experience Audio/Video loss
including address and bank details may please due to fluctuations in their respective network. It is
contact and validate/update their details with the therefore recommended to use stable Wi-Fi or LAN
Depository Participant in case of shares held in Connection to mitigate any kind of aforesaid glitches.
electronic form and with M/s MCS Share Transfer
Agent Limited, Registrar & Transfer Agent of the v) Due to limitations of transmission and coordination
Company (“RTA”) in case the shares are held during the Q&A session, the Company may dispense
in physical form. with the speaker registration during the AGM.
ii)
Shareholders who have not registered their 23.
Members holding shares in the electronic form are
e-mail address or registered an incorrect requested to intimate all changes with respect to
email address and in consequence the their bank details, mandate, etc., to their respective
Annual Report, Notice of AGM and e-voting Depository Participants (DPs). These changes will be
notice could not be serviced, may also temporarily automatically reflected in Company’s records, which will
get their email address and mobile number help the Company to provide efficient and better service
provided with the Company’s RTA, by sending to the members.
a request at email id: admin@mcsregistrars.com/
bonds@mcsregistrars.com. Shareholders are 24. To prevent fraudulent transactions, members are advised
requested to follow the process as guided to capture to exercise due diligence and notify the Company of any
the email address and mobile number for change in address or demise of any member as soon as
sending the soft copy of the notice and e-voting possible. Members are also advised not to leave their
instructions along with the User ID and Password. Demat account(s) dormant for long. Periodic statement
In case of any query, please refer to the FAQs of holdings should be obtained from the concerned
for Shareholders and e-voting user manual for Depository Participants and holdings should be verified.
Shareholders available at the download section
of https://www.evoting.nsdl.com or call on toll 25.
The Securities and Exchange Board of India (SEBI)
free no.: 1800-222-990 or send a request at has mandated the submission of Permanent Account
evoting@nsdl.co.in. Number (PAN) by every participant in securities market.
Members holding shares in electronic form are, therefore,
22.
Instructions for the Members for attending the AGM requested to submit the PAN to their Depository
through Video Conference: Participants with whom they are maintaining their Demat
Accounts. Members holding shares in physical form can
i) Members will be provided with a facility to attend submit their PAN details to the Company.
the AGM through video conferencing platform
provided by NSDL. Members may access the same 26. Members who have not registered their e-mail addresses
at www.evoting.nsdl.com under “shareholders/ so far are requested to register their e-mail address for
members” login by using the remote e-Voting receiving all communication including Annual Report,
credentials. The link for AGM will be available in Notices, Circulars, etc., from the Company electronically.
shareholder/members login where the EVENT
and the name of the Company can be selected. 27.
Members may also note that the Notice of the 34th
Please note that the Members who do not have Annual General Meeting and the Annual Report for the
the User ID and Password for e-Voting or have financial year 2019-20 will also be available on the
forgotten the User ID and Password may retrieve the Company’s website, www.indoramaindia.com, for their
same by following the remote e-Voting instructions download. Even after registering for e-communication,
mentioned in the notice. Further, Shareholders can members are entitled to receive such communication in
also use the OTP based login for logging into the physical form, upon making a request for the same, by
e-voting system of NSDL. post free of cost. For any communication, the members

may also send requests to the Company’s Investor email III)

The Company reserves the right to restrict
Corporate Overview
Id: investor-relations@indorama-ind.com. the number of questions and number of
speakers, as appropriate, to ensure the smooth
28.
The facility for voting through electronic voting system conduct of the AGM.
shall also be made available at the Meeting and Members
attending the Meeting who have not already cast their 33.
The instructions for shareholders voting
vote by Remote e-Voting shall be able to exercise their electronically are as under:
right at the meeting.
In compliance with provisions of Section 108 of the
29.
Brief resume of Directors proposed to be appointed Act, read with the Companies (Management and
/re-appointed, nature of their expertise in the functional Administration) Rules, 2014 and Regulation 44 of the
Statutory Reports
areas, name of companies in which they hold directorship SEBI (Listing Obligations and Disclosure Requirements)
and Membership/ Chairman of Board Committees Regulations, 2015, the Company is pleased to provide
and shareholdings is annexed hereto and form its Members, the facility to exercise their right to vote on
part of the Notice. resolutions proposed to be considered at the 34th AGM
by electronic means and the business may be transacted
30. The voting rights of the Members shall be in proportion through remote e-Voting Services. The facility of casting
to their shares in the paid up equity share capital of the the votes by the Members using an electronic voting
Company as on the cut-off date. system will also be provided at the AGM by NSDL.
31.
Any person, who acquires shares of the Company Members who have voted through remote e-Voting will
and become Member of the Company after sending be eligible to attend the AGM but will not be eligible
of the Notice and holding shares as of the cut off date, to vote thereat.
may obtain the login ID and password by sending a
request at evoting@nsdl.co.in. However, if he/she is I. The remote e-voting period commences on Sunday,
already registered with NSDL for remote e-voting then 23rd August, 2020 at 9:00 AM and ends on Tuesday,
he/she can use his/her existing user ID and password for 25th August, 2020 at 5:00 PM. During this period,
casting the vote. the Members of the Company, holding shares either
in physical form or in dematerialised form, as on
32.
Procedure to raise questions/seek clarifications the cut-off date of Wednesday, 19th August, 2020,
with respect to Annual Report: may cast their vote by remote e-voting. The remote
e-voting module shall be disabled by NSDL for
I) As the AGM is being conducted through VC/OAVM, voting thereafter. Those Members, who will be
Members are encouraged to express their views/ present at the AGM through VC/OAVM facility and
send their queries in advance mentioning their have not cast their vote on the Resolutions through
name, DP Id and Client Id/Folio No., e-mail Id, Mobile remote e-voting, shall be eligible to vote through
number at investor-relations@indorama-ind.com to e-voting system during the AGM.
enable smooth conduct of proceedings at the AGM.
Questions/Queries received by the Company on or II. Once the vote on a resolution is cast by the Member,
before Thursday, 20th August, 2020 on the afore such Member will not be allowed to change
mentioned e-mail Id shall only be considered and it subsequently.
responded to during the AGM.
III. A person who is not a Member as on cut-off date
II) Members who would like to express their views or ask should treat this Notice for information purpose only.
questions during the AGM may register themselves
as a speaker by sending their request from their IV. A person, whose name is recorded in the register
registered email address mentioning their name, DP of Members or in the register of beneficial owners
Id and Client Id/Folio No., PAN, mobile number at maintained by the depositories as on the cut-off
investor-relations@indorama-ind.com on or before date, viz., Wednesday, 19th August, 2020 only
Thursday, 20th August, 2020. Those Members who shall be entitled to avail the facility of remote
have registered themselves as a speaker will only be e-voting as well as voting at the AGM through
allowed to express their views/ask questions during electronic voting system.
the AGM. Speakers are requested to submit their
questions at the time of registration, to enable the V. CS Jaya Yadav (ACS 24582, CP 12070), Practicing
Company to respond appropriately. Company Secretaries, and falling him, failing
her Mr. Himanshu Gupta, Advocate (Enrolment
No. D/3139/2014.), has been appointed as the

Scrutinizer to scrutinize the e-voting process in a fair III) A new screen will open. You will have to enter
and transparent manner. your User ID, your Password and a Verification
Code as shown on the screen.

The Scrutinizer shall, immediately after the
conclusion of voting at the AGM, first count the Alternatively, if you are registered for NSDL
votes cast during the AGM, thereafter unblock the e-services, i.e., IDEAS, you can log-in at
votes cast through remote e-voting and make, not https://eservices.nsdl.com with your existing
later than 48 hours of conclusion of the AGM, a IDEAS login. Once you log-in to NSDL
consolidated Scrutinizer’s Report of the total votes e-services after using your log-in credentials,
cast in favour or against, if any, to the Chairman or click on e-voting and you can proceed to Step
a person authorised by him in writing, who shall 2, i.e., cast your vote electronically.
countersign the same.
IV) Your User ID details are given below:
The Results declared along with the report of the
Scrutinizer will be placed on the website of the
Manner of holding Your User ID is:
Company, www.indoramaindia.com and on the
shares, i.e., Demat (NSDL
website of NSDL, i.e., www.evoting.nsdl.com
or CDSL) or Physical
immediately after the declaration of result by the
Chairman or Managing Director or any one Director a) For Members who 8 Character DP ID followed by
of the Company. The results shall also be immediately hold shares in demat 8 Digit Client ID
forwarded to BSE Limited and National Stock account with NSDL..
For example if your DP ID
Exchange of India Limited, where the equity shares
is IN300*** and Client ID is
of the Company are listed.
12****** then your user ID is
IN300***12******.
VI. Subject to receipt of requisite number of votes, the
Resolutions shall be deemed to have been passed b) For Members who 16 Digit Beneficiary ID
on the date of the AGM, i.e., 26th August, 2020. hold shares in demat
For example if your Beneficiary
account with CDSL.
ID is 12************** then your
VII.
How to vote electronically using NSDL
user ID is 12**************
e-Voting system?
c) For Members holding EVEN Number followed by
The way to vote electronically on NSDL e-Voting shares in Physical Form. Folio Number registered
system consists of “Two Steps” which are with the Company
mentioned below:
For example if folio number is
001*** and EVEN is 101456
Step 1: Log-in to NSDL e-Voting system at

then user ID is 101456001***
https://www.evoting.nsdl.com/
V) Your password details are given below:
Step 2 : Cast your vote electronically on NSDL

e-Voting systems.
a)
If you are already registered for e-Voting, then
you can use your existing password to login and
Details on Step 1 is mentioned below:
cast your vote.
How to Log-in to NSDL e-voting website?

b) If you are using NSDL e-Voting system for the first
time, you will need to retrieve the ‘initial password’
I)
Visit the e-voting website of NSDL.
which was communicated to you. Once you retrieve
Open web browser by typing the following
your ‘initial password’, you need to enter the
URL: www.evoting.nsdl.com/ either on a
‘initial password’ and the system will force you to
Personal Computer or on a mobile.
change your password.
II) Once the home page of e-voting system is

c) How to retrieve your ‘initial password’?
launched, click on the icon “Login” which is
available under ‘Shareholders’ section.
(i) If your email ID is registered in your demat account
or with the Company, your ‘initial password’ is
communicated to you on your email ID. Trace the

email sent to you from NSDL from your mailbox. IV)

Now you are ready for e-voting as the Voting
Corporate Overview
Open the email and open the attachment i.e. a .pdf page opens.
file. Open the .pdf file. The password to open the
.pdf file is your 8 digit client ID for NSDL account, V) Cast your vote by selecting appropriate options, i.e.,
last 8 digits of client ID for CDSL account or folio “Assent” or “Dissent”, verify/ modify the number of
number for shares held in physical form. The .pdf file shares for which you wish to cast your vote and click
contains your ‘User ID’ and your ‘initial password’. on “Submit” and also “Confirm” when prompted.
ii) If your email ID is not registered, please follow the VI)
Upon confirmation, the message “Vote cast
Process as given in Notice for those shareholders successfully” will be displayed.
whose email IDs are not registered.
Statutory Reports
VII) You can also take the printout of the votes cast
VI) If you are unable to retrieve or have not received by you by clicking on the “print” option on the
the ‘initial password’ or you have forgotten confirmation page.
your password:
VIII) Once you confirm your vote on the resolution, you
a) Click on “Forgot User Details/Password?” (If you are will not be allowed to modify your vote.
holding shares in your demat account with NSDL or
CDSL) option available on www.evoting.nsdl.com. 34. The instructions for Members for e-voting at the AGM:
I) The procedure for e-Voting at the AGM is same as the
b) Physical User Reset Password?” (If you are holding
instructions mentioned above for remote e-voting.
shares in physical mode) option available on
www.evoting.nsdl.com.
II)
As mentioned herein above, only those
Shareholders, who will be present at the AGM
c)
If you are still unable to get the password by
through VC/ OAVM facility and who have not cast
aforesaid two options, you can send a request at
their vote by remote voting prior to the AGM and are
evoting@nsdl.co.in mentioning your demat account
otherwise not barred from doing so, shall be eligible
number/folio number, your PAN, your name and
to vote through e-voting system at the AGM.
your registered address.
III)
Shareholders who have voted through remote
d)
Members can also use the OTP (One Time
e-voting will be eligible to attend the AGM and
Password) based login for casting the votes on the
their presence shall be counted for the purpose of
e-Voting system of NSDL.
quorum, however such Shareholders shall not be
entitled to cast their vote again at the AGM.
VII) After entering your password, tick on Agree to “Terms
and Conditions” by selecting on the check box.
35. General Guidelines for shareholders
VIII) Now, you will have to click on “Login” button. (i) Institutional Shareholders (i.e., other than individuals
/HUF, NRI etc.;) are required to send a scanned copy
IX) After you click on the “Login” button, Home page of (PD/JPG Format) of the relevant Board Resolution
e-Voting will open. / Authority Letter etc with attested specimen
signature of the duly authorised signatory(ies) who
Details on Step 2 is given below: are authorised to vote, to the Scrutinizer by e-mail
to jayayadav@whitespan.in with a copy marked to
How to cast your vote electronically on NSDL e-voting
e-voting@nsdl.co.in.
system?
I) After successful login at Step 1, you will be able to (ii)

It is strongly recommended not to share your
see the Home page of e-voting. Click on “e-voting”. password with any other person and take
Then, click on “Active Voting Cycles”. utmost care to keep your password confidential.
Login to the e-voting website will be disabled upon
II) After clicking on “Active Voting Cycles”, you will five unsuccessful attempts to key in the correct
be able to see all the companies “EVEN” in which password. In such an event, you will need to go
you are holding shares and whose voting cycle is through the “Forgot User Details/Password?” or
in active status. “Physical User Reset Password?” option available
on www.evoting.nsdl.com to reset the password.
III)
Select “EVEN” of “Indo Rama Synthetics (India)
Limited.”

(iii) In case of any queries, you may refer the Frequently re-appointment as an Independent Director as specified in
Asked Questions (FAQs) for shareholders and the Act, and the SEBI Listing Regulations and is independent
e-voting user manual for shareholders available at of the Management. Based on the recommendation of the
the download section of www. Evoting.nsdl.com or Nomination & Remuneration Committee and keeping in view
call on toll free No. 1800-222-990 or send a request the expertise of Mrs. Ranjana Agarwal, the Board of Directors
at evoting@nsdl.co.in, vide Circular Resolution No.1 of 2020 dated 17th May, 2020
approved the re-appointment of Mrs. Ranjana Agarwal as
36. The Register of Directors and Key Managerial Personnel mentioned in the Resolution.
and their shareholding, maintained under Section
170 of the Act, and the Register of Contracts or Brief resume of Mrs. Ranjana Agarwal, nature of her expertise
Arrangements in which the directors are interested, in functional areas and names of companies in which she holds
maintained under Section 189 of the Act, will be available Directorships and Memberships/Chairmanships of Board
electronically for inspection by the members during Committees, shareholding and relationships between directors
the AGM. All documents referred to in the Notice will inter-se as stipulated under Regulation 36 of the SEBI (Listing
also be available for electronic inspection without any Obligations and Disclosure Requirements) Regulations, 2015
fee by the members from the date of circulation of this are provided in Annexure I of the Notice.
Notice up to the date of AGM, i.e., 26th August 2020.
Members seeking to inspect such documents can send Mrs. Agarwal is not debarred from holding the office of Director
an email to investor-relations@indorama-ind.com. pursuant to any SEBI order or any such statutory authority.
37. Since the AGM will be held through VC/OAVM, the Route Mrs. Agarwal is Non-Executive Independent Director and
Map is not annexed in this Notice. does not hold by herself or for any other person on a beneficial
basis, any shares in the Company.
ANNEXURE TO NOTICE
EXPLANATORY STATEMENT IN RESPECT Copy of the appointment letter of Mrs. Ranjana Agarwal
OF THE SPECIAL BUSINESS PURSUANT TO as an Independent Director setting out the terms and
SECTION 102 OF THE COMPANIES ACT, 2013: conditions is an available for inspection by members through
ITEM NO. 3 electronic mode, basis the request being sent on
Members of the Company at the 29th Annual General investor-relations@indorama-ind.com .
Meeting held on 30th July, 2015 approved the appointment
of Mrs. Ranjana Agarwal (DIN 03340032) as a Non-Executive The Board considers that her continued association would
Independent Director of the Company for a period of 5 (five) be of immense benefit to the Company and it is desirable to
years from 18th May, 2015 to 17th May, 2020., As per the continue to avail services of Mrs. Agarwal as an Independent
provisions of section 149 of the Companies Act, 2013., an Director of the Company.
Independent Director shall hold office for a term up to five
consecutive years on the Board of a Company and shall be Except Mrs. Agarwal, being an appointee, none of the
eligible for the re-appointment for another term of up to five Directors and Key Managerial Personnel of the Company and
years on passing of Special Resolution by the Shareholders. their relatives is concerned or interested, financial or otherwise,
in the resolution set out at Item No. 3.
The Company has received a declaration from
Mrs. Ranjana Agarwal that she is not disqualified from being The Board of Directors recommends the Special Resolution set
re-appointed as an Independent Director in terms of section 164 out at Item No. 3 of the Notice for approval by the Members.
of the Companies Act, 2013, submitted declaration that she
meets with the criteria of independence as prescribed under Item No. 4
section 149 (6) of the Companies Act, 2013 and Regulation 16 Pursuant to section 161 of the Companies Act, 2013 and the
(1) (b) of SEBI Listing Regulations and her consent to continue Articles of Association of the Company, the Board of Directors
as an Independent Director, Mrs. Agarwal is independent of of the Company on the recommendation of the Nomination and
the management. Remuneration Committee appointed Mr. Dhanendra Kumar,
(DIN 05019411) as an Additional Director in the Category of
The Resolution seek the approval of the Members for Non-Executive Independent Director of the Company with
the re-appointment of Mrs. Ranjana Agarwal as an effect from 14th February, 2020.
Independent Director of the Company for another term
of 5 (five) consecutive years commencing from 18th May, In terms of provisions of 161 of the Companies Act,
2020 to 17th May, 2025 in term of section 149 and other 2013 Mr. Dhanendra Kumar, (DIN 05019411) would hold
applicable provisions of the Act, and rules made there under. office up to the date of this Annual General Meeting.
She is not liable to retire by rotation. In the opinion of the On the recommendation of the Nomination & Remuneration
Board, Mrs. Ranjana Agarwal fulfills the conditions for her Committee, Board at its meeting held on February 14,

2020, recommended to the Members of the Company, the The Board of Directors recommends Ordinary Resolution as
Corporate Overview
appointment of Mr. Dhanendra Kumar, (DIN 05019411) as set out in item No. 4 of the Notice for approval by the Members.
Non-Executive Independent Director for a term of 5 (five)
consecutive years from 14th February, 2020 to 13 February, Item No. 05
2025 under Sections 149, 152 read with Schedule IV and all The Members of the Company are informed that SEBI has
other applicable provisions of the Companies Act, 2013 and the come out with a notification on 9th May, 2018 amending
Companies (Appointment and Qualification of Directors) Rules, the existing Listing Regulations by issuing the SEBI (Listing
2014 (including any statutory modification(s) or re-enactment Obligations Disclosure Requirements) (Amendment)
thereof for the time being in force) and the SEBI (Listing Regulations 2018. The Regulation is effective from 1st April,
Obligations and Disclosure Requirements) Regulations, 2015. 2019 unless any other specific date is provided for a specific
Regulation. Regulation 17 is one of the provisions in which
Statutory Reports
Mr. Dhanendra Kumar has given his consent to act as a the amendment have been made by insertion of new sub-
Director and declaration that he is not disqualified from regulation (1A) thereunder and same is applicable with effect
being appointed as Director in terms of section 164 of the from 1st April, 2019. In term of said sub-regulation, a person
Companies Act, 2013. shall not be eligible to get appointment as a Non-Executive
Director or in case of existing Non-Executive Director shall not
The Company has also received declaration from be eligible to continue such directorship, if he/she has attained
Mr. Dhanendra Kumar that he meets the criteria of the age of 75 (Seventy Five) years unless the approval of the
independence as provided under Section 149 (6) of the shareholders of the Company is obtained by way of Special
Act, and Regulation 16(1)(b) of the SEBI (Listing Obligations Resolution. The said Regulation is reproduced for ready
and Disclosure Requirements) Regulations, 2015, on the reference of the Members.
basis of above declaration, the Board is of the opinion that
Mr. Dhanendra Kumar fulfill the conditions specified in the said “(1A) No listed entity shall appoint a person or continue the
Act, and SEBI Regulations and also possesses appropriate directorship of any person as a Non-Executive Director,
balance of skill, experience and knowledge so as to enable who has attained the age of 75 (Seventy Five) years unless
the Board to discharge its functions and duties effectively and a Special Resolution is passed to that effect, in which case
both are independent of the Management. explanatory statement annexed to the Notice for such motion
shall indicate the justification for appointing such a person.”
Brief resume of Mr. Dhanendra Kumar, nature of his expertise
in functional areas and names of companies in which he holds Considering the implication of such amendment, the same
Directorships and Memberships /Chairmanships of Board shall result in the immediate vacation of such director as the
Committees, shareholding and relationships between directors restriction is not imposed only on the appointment but also on
inter-se as stipulated under Regulation 36 of the SEBI (Listing the continuation of the existing director. In view of the above,
Obligations and Disclosure Requirements) Regulations, 2015 Company is required to take the approval from the shareholders
are provided in Annexure I of the Notice. by way of Special Resolution beforehand so that the existing Non-
Executive Director who is about to attain the age of 75 (Seventy
Mr. Dhanendra Kumar is not debarred from holding the office of Five) can continue as a Non- Executive Independent Director.
Director pursuant to any SEBI order or any such statutory authority.
As per section 177 (4) (iv) of the Companies Act, 2013 and
Mr. Dhanendra Kumar is Non-Executive Independent Director Regulation 18 of the SEBI Listing Regulations read with part
and does not hold by himself or for any other person on a C of schedule II thereof, the Nomination and Remuneration
beneficial basis, any shares in the Company. Committee and of the Board have accorded its consent to
the continuation of Mr. Dhanendra Kumar as a Non-Executive
Copy of the appointment letter of Mr. Dhanendra Kumar as Independent Director of the Company at its meeting held on
Independent Director setting out the terms and conditions 24th June, 2020 on attaining his age of Seventy Five (75) years
is an available for inspection by members through on 5th June, 2021.
electronic mode, basis the request being sent on
investor-relations@indorama-ind.com. The Members are further apprised that Mr. Dhanendra Kumar
(DIN: 05019411) was appointed as Non-Executive Independent
Except Mr. Dhanendra Kumar, being an appointee, none of the Director of the Company with effect from 14th February, 2020
Directors and Key Managerial Personnel of the Company and for a period of 5 (five) years from the said date till 13th February,
their relatives is concerned or interested, financial or otherwise, 2025, subject to approval of the shareholders at the ensuing
in this Resolution. This Explanatory Statement may also be Annual General Meeting.
regarded as a disclosure under Listing Regulations with the
Stock Exchanges. The statement may also be regarded as a disclosure under
Regulation 36 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015,

Mr. Dhanendra Kumar is not debarred or disqualified from to ratify the remuneration payable to the Cost Auditors for the
continuing to act as a director of Company by SEBI, MCA or financial year ending 31st March 2021.
any other statutory authority.
None of the Directors and Key Managerial Personnel or their
Keeping in view that the aforesaid director possesses relative are, in any way, concerned or interested, financially or
requisite qualifications, the members are requested to otherwise, in the resolution set out at Item No. 6 of the Notice.
approve continuation of his appointment as Non-Executive
Independent Director on attaining his age of 75 (Seventy Five) The Board of Directors recommends the Ordinary Resolution
years on 5th June, 2021 for his existing term of appointment. set out at Item No. 6 of the Notice for approval by the Members.
Except Mr. Dhanendra Kumar, being an appointee, none of the ITEM NO. 7
Directors and Key Managerial Personnel of the Company and In view of the Investment Agreement dated 21st January,
their relatives is concerned or interested, financial or otherwise, 2019 executed by and among the Indorama Netherlands B.V.
in this Resolution. (‘INBV’), Mr. O.P. Lohia, Mr. Vishal Lohia, Mrs. Urmila Lohia,
Indorama Ventures Public Company Limited (‘IVL’) and Indo
The Board of Directors recommends Special Resolution as set Rama Synthetics (India) Limited and pursuant to the provision
out in item No. 5 of the Notice for approval by the Members. of section 14 of the Companies Act, 2013 and other applicable
provisions, if any (including any statutory modification (s) or
Item No. 6 re-enactment thereof for the time being in force) and rules
The Board of Directors of the Company, on the recommendation framed there under, the Company is required to adopt the new
of the Audit Committee, approved the re-appointment set of Articles of Association of the Company, incorporating
and remuneration of Mr. R. Krishnan, Cost Accountants, therein to incorporate the provisions of said Investment
(Membership No. 7799) as Cost Auditors of the Company Agreement and schedule to the Investment Agreement
for the financial year ending 31st March 2021, in accordance (“Restated Articles of Association”).
with the applicable provisions of the Companies Act, 2013
and Rules framed thereunder and the requisite resolution for The Board of Directors at its meeting held on June, 24th,
ratification of remuneration of Cost Auditors by the members 2020 has approved alteration of the Articles of Association
has been set out in the notice of 34th Annual General Meeting (‘AOA’) of the Company and the Board now seek Members’
of your Company. approval for the same.
In accordance with the provisions of Section 148 of the The draft Articles of Association of the Company will be open for
Companies Act, 2013, read with the Companies (Audit and inspection through electronic mode, basis the request sent by
Auditors) Rules, 2014, the remuneration payable to the the member to investor-relations@indorama-ind.com. The draft
Cost Auditors is required to be ratified by the Members of Articles of Association will also available for inspection at
the Company. The Board of Directors of the Company on the AGM.
the recommendation of the Audit Committee has approved
the appointment and remuneration of Mr. R. Krishnan, Cost None of the Directors and Key Managerial Personnel or their
Accountants, (Membership No. 7799), to conduct the audit relative are, in any way, concerned or interested, financially or
of the cost records of the Company for the financial year otherwise, in the resolution set out at Item No. 7 of the Notice.
2020-21 at a remuneration of `1,80,000/- (Rupees One Lakh
Eighty Thousand only. as audit fee plus applicable taxes plus The Board of Directors recommends the Special Resolution set
out of pocket expenses out at Item No. 7 of the Notice for approval by the Members.
Accordingly, consent of the Members is sought for passing

an Ordinary Resolution as set out at Item No.6 of the Notice,
Registered Office: By order of the Board of Directors

A-31, MIDC Industrial Area Indo Rama Synthetics (India) Limited
Butibori, Nagpur - 441122, Maharashtra
CIN: L17124MH1986PLC166615
E-mail: investor-relations@indorama-ind.com
Website: www.indoramaindia.com
Tel.: 07104-663000 / 01
Fax: 07104-663200
Pawan Kumar Thakur
Place: Gurugram Company Secretary
Date: 24 June 2020 (FCS No. 6474)

ANNEXURE I TO THE NOTICE

Details of Directors seeking appointment/re-appointment at the 34th Annual General Meeting:
Corporate Overview
In pursuance of Regulation 26(4) and Regulation 36(3) of Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirement) Regulations, 2015 and Secretarial Standard on General Meeting (SS-2).
1. Mr. Udeypaul Singh Gill (DIN: 00004340)

Name of Director Mr. Udeypaul Singh Gill
Father’s Name Shri Mahender Singh Gill
Age and date of birth 67, 16th October 1953
Date of first Appointment 3rd April 2019
Statutory Reports
Brief Profile Mr. Gill possesses rich experience in the field of Fibers, Polyester and
Yarns Business.
Qualification MBA (Market Management)
and holds International Trade Degree, from University of California, Davis.
Directorship/Chairman/CEO held in 1. Indorama Ventures PCL;
other Companies 2. Sinterama S.p.A.;
3. Wellman Neufchateau Recyclage S.A;
4. Avgol Industries 1953 Ltd.;
5. Performance Fibers Operations México;
6. Performance Fibers Services, S. de R.L;
7. Glanzstoff Industries A.G.;
8. Performance Fibers (Kaiping) No.3;
9. Performance Fibers (Kaiping) Company;
10. Performance Fibers (Kaiping) No.2;
11. Performance Fibers (Hong Kong) Limited;
12. PHP Fibers GmbH;
13. PHP Fibers Inc;
14. Indorama Germany GMBH (Former name is Trevira Holdings GmbH);
15. Indorama Polyester Industries PCL;
16. PT. Indorama Polychem Indonesia;
17. PT. Indorama Ventures Indonesia;
18. PT. Indorama Polyester Industries;
19. KP Equity Partners Inc; and
20. Wellman International Limited.
Chairman/Member of the Committee of the Board Nomination and Remuneration Committee-Member
of Directors of the Company Stakeholders Relationship Committee-Member
Banking and Finance Committee-Member
Share Allotment and Transfer Committee-Member
Corporate Social Responsibility Committee-Member
Risk Management Committee-Member
Chairman/Member of the Committee of the Nil
Board of Directors of other Company in which
he is Director
No of Equity Shares held in the Company Nil
No of Board Meeting attended during the 3
financial year 2019-20
Relationship of the Director, Manager and other None
KMP of the Company
2. Independent Director – Mrs. Ranjana Agarwal (DIN: 03340032)

Name of Director Mrs. Ranjana Agarwal
Father’s Name Late Shri Om Prakash Vaish
Age and date of birth 64, 25th November 1956
Date of first Appointment 18th May 2015

Brief Profile Mrs. Agarwal is the Founder and Managing partner of Vaish & Associates,
Chartered Accountants.
She has been in practice for more than 35 years. Her boutique firm specialises in
audit, taxation and related services including valuations and due diligence. She was
also partner in Deloitte Haskins & Sells up to 2000.
She was the President of FICCI Ladies Organisation in 2010-11 and heads the India
chapter of Women Corporate Directors, USA.
She did her graduation in Economic Honours from Lady Shri Ram College and CA
training from Price Waterhouse Coopers.
Mrs. Agarwal is life trustee in her own family welfare trusts working in the field of
health, education and welfare of handicapped persons
Qualification Graduation in Economic Honours and CA

Directorship held in other Companies 1. KDDL Limited;
2. ICRA Limited;
3. ICRA Analytics Limited;
4. URGO Capital Limited;
5. RBL Bank Limited; and
6. Joyville Shapoorji Housing Pvt. Limited.
Chairman/Member of the Committee of the Board Audit Committee-Member
of Directors of the Company Nomination and Remuneration Committee-Member
Chairman/Member of the Committee of the KDDL Limited:
Board of Directors of other Company in which Audit Committee-Member
she is Director Nomination and Remuneration Committee-Member
ICRA Limited:
Audit Committee-Chairperson
Corporate Responsibility Committee-Chairperson
Nomination and Remuneration Committee-Member
Buy Back Committee-Member
Stakeholders Relationship Committee-Member
Investment and Real Estate Committee-Chairperson
ICRA Analytics Limited:

Corporate Social Responsibility Committee-Chairperson
URGO Capital Limited:

Nomination and Remuneration Committee-Chairperson
Audit Committee-Member
Assets Liability Committee-Member
RBL Bank Limited:

Board Investment and Credit Committee-Member
Joyville Shapoorji Housing Pvt. Limited:

Financial year 2019-20
Relationship of the Director Manager and other None
KMP of the Company

3. Independent Director – Mr. Dhanendra Kumar (DIN: 05019411)

Name of Director Mr. Dhanendra Kumar
Corporate Overview
Father’s Name Shri Amar Nath Singhal
Age and date of birth 74, 6th June 1946
Date of first Appointment 14th February 2020
Brief Profile Mr. Dhanendra Kumar is the first Chairperson of Competition Commission of India
(February, 2009 - June, 2011) and was responsible for initiating right from inception
the enforcement of Competition Law and roll out of M&A Regulations, putting in
place the systems and procedures, recruitment of professionals, capacity building
and bilateral agreements with other jurisdictions. Over the years, CCI has come to be
globally respected as a mature market regulator
Statutory Reports
Post June 2011, he chaired the Government’s Committee for framing the National
Competition Policy and formulating needed amendments in the Act. He also
separately chaired the Committee for Reforms in Housing and Real Estate Sector.
Earlier, he was India’s Executive Director at the World Bank/IFC at Washington DC

(2005-09). He also represented besides India, Sri Lanka, Bangladesh and Bhutan.
While on the World Bank Board, he was on several sub-committees of the Board.
He is the Founder Chairman of Competition Advisory Services (India) LLP, a niche

consultancy and advisory service in Competition Law (www.compad.in) and
Investment related matters (set up in 2011).
He is also currently associated with Indian Institute of Corporate Affairs (Ministry

of Corporate Affairs) as a Distinguished Fellow, and was earlier a member of
Union Minister’s Committee on E-Commerce, and later the Competition Law
Review Committee
Qualification Master of Science (MSC, Physics) with a major in Electronics and is a
veteran IAS Officer
Directorship held in other Companies 1. Jay Bharat Maruti Limited; and
2. Ginni International Limited.
Chairman/Member of the Committee of the Board Stakeholders Relationship Committee-Chairman
of Directors of the Company Audit Committee-Member
Nomination and Remuneration Committee-Member
Share Allotment and Transfer Committee-Member
Chairman/Member of the Committee of the Jay Bharat Maruti Limited:
Board of Directors of other Company in which Nomination and Remuneration Committee-Chairman
he is director Stakeholders Relationship Committee-Member
financial year 2019-20
Relationship of the Director Manager and other None
KMP of the Company

Directors’ Report
To the Members,
Your Directors hereby presents their 34th Annual Report on the business and operations of the Company along with the audited
financial statements for the year ended March 31, 2020.
1. Financial Highlights
The financial performance of the Company for the year ended 31st March, 2020 is summarised below:
(` In Crores)
Standalone Consolidated
Particulars Year Ended Year Ended*
31 March 2020 31 March 2019 31 March 2020
Total Income 2,127.94 1,699.37 2,127.95
Profit before Financial Costs, Depreciation, Foreign exchange fluctuation, 0.66 (88.58) 0.22
Exceptional items and Tax (EBIDTA)
Finance Costs 92.31 131.32 92.31
Profit/(loss) before Depreciation, Foreign exchange fluctuation, Exceptional items (91.65) (219.90) (92.09)
and Tax (EBIDTA)
Depreciation 86.00 83.04 86.00
Foreign exchange fluctuation Loss / (Gain). 2.35 3.53 2.35
Profit / (Loss) before Exceptional items and Tax (180.00) (306.47) (180.44)
Exceptional Items 115.19
Profit / (Loss) before Tax (180.00) (421.66) (180.44)
Tax Charge /(Credit) 136.10 (150.60) 136.10
Profit / (Loss) after Tax from continuing operations (316.10) (271.06) (316.54)
Other comprehensive income/(expense) (net of tax) (1.46) 0.73 (1.46)
Total comprehensive income / (expense) after tax (317.56) (270.33) (318.00)
Profit / (Loss) brought forward from previous year (247.20) 23.13 (247.20)
Profits / (Loss) available for Appropriation (564.76) (247.20) (565.20)
Surplus/(Deficit) carried to Balance Sheet (564.76) (247.20) (565.20)
* Wholly Owned Subsidiary was incorporated on 16th August, 2019.
2. Operational results and the state of availability of sufficient future taxable profits against which
Company’s affairs deferred tax is fully recoverable.

On standalone basis, during the year 2019-20, we
achieved revenue from operations of `2,122.05 Crores On consolidated basis, during the year 2019-20, we
as against `1,694.56 Crores in 2018-19 due to focused achieved revenue from operations of `2,122.05 Crores.
marketing efforts and better outreach to customers Our net loss for the year is of `318.00 Crores. There is
nationally and internationally. The Company could achieve no comparable consolidated figures for the year 2018-19,
positive EBIDTA of `0.66 Crores as against EBIDTA since Wholly Owned Subsidiary, Indorama Yarns Private
loss of `88.58 Crores previous year. Our Loss before Limited, was incorporated on 16th August, 2019.
Tax for the year is `180.00 Crores as against `421.66
Crores in 2018-19. 3. Dividend
In view of loss suffered by the Company, your Directors do

The Company has reassessed the carrying value of not recommend any dividend for the year under review.
deferred taxes and made appropriate adjustment by
`136.10 Crores in the carrying value of deferred tax 4. Transfer to Reserve
assets based on prudence. The management is confident No amount is proposed to be transferred to Reserves.
about the achievement of its long-term business plan and

5. Change in the Nature of Business In light of the above regulations, the public shareholding
Corporate Overview
There was no change in the nature of the business of the of the Company on dropping to 18.28% (i.e., below 25%)
Company, during the year. on account of acquisition of equity shares in the Open
Offer, required to be increased to a minimum of 25%
6. Share Capital by 31st May, 2020 (i.e. within 1 year from the date of
During the year under review, the authorised share capital acquisition of equity shared under the open offer).
of the Company is `275,00,00,000/- (Indian Rupees
Two Hundred Seventy Five Crore only) divided into
The Company plans to comply with
27,50,00,000 (Twenty Seven Crore Fifty Lakhs) Equity SCRR, as per SEBI Circular no.
Shares of `10/- each and Issued Subscribed and Paid-up CFD/CMD/CIR/P/2017/115 dated 10th October 2017
Share Capital has been increased to `261,11,31,510/- read with Circular No. SEBI/HO/CFD/CMD1/CIR/P/
Statutory Reports
(Indian Rupees Two Hundred Sixty One Crore Eleven Lakhs 2020/81 dated 14th May 2020.
Thirty One Thousand Five Hundred Ten only) divided into
26,11,13,151 (Twenty Six Crore Eleven Lakhs Thirteen 9. Pre-mature Delisting of privately placed
Thousand One Hundred Fifty One) Equity Shares of `10/- Debt Securities
each from `178,11,31,510/- (Indian Rupees One Hundred During the year under review, the Company has delisted
Seventy Eight Crore Eleven Lakhs Thirty one Thousand its 19,999 Secured Rated Redeemable Non-Convertible
Five Hundred Ten only) divided into 17,81,13,151 Debentures (NCDs), from BSE Limited, on 19th September,
(Seventeen Crore Eighty One Lakhs Thirteen Thousand 2019 by prepaying NCDs amount in view of its high cost.
One Hundred Fifty One) Equity Shares of `10/- each.
10. Redemption of 20 Crore Unsecured 12%
7. Preferential Issue of Shares and Open Offer Optionally Convertible Debentures (OCD’s)
During the year under review, pursuant to the Investment The Company had allotted 20 (Twenty) unsecured 12%
Agreement the Company has allotted 8,30,00,000 Optionally Convertible Debentures (OCDs) to one of
(Eight Crore Thirty Lakhs) Equity Shares of face value of the Promoter of the Company (preferential basis) on
`10/- (Indian Rupees Ten only) each, at a price of `36/- 24th January 2018, bearing face value of `1,00,00,000/-
(Indian Rupees Thirty Six only) aggregating amount each at par, the Securities Exchange Board of India (Issue
to `298,80,00,000/- (Indian Rupees Two Hundred of Capital and Disclosure Requirements) Regulations,
Ninety Eight Crore and Eighty Lakhs only) to Indorama 2009. The Company had redeemed fully OCDs on
Netherlands B.V.,(Acquirer) on 3rd April 2019 representing 24th July, 2019, as per the terms of the issuance.
31.79% of the Emerging Share Capital.
11. Committees of the Board

The Acquirer has made mandatory Open Offer in The Board of Directors has the following Committees:
accordance with the Regulation 3 (1) and 4 of SAST i) Audit Committee;
Regulations as a result of the direct acquisition of Equity
ii) Nomination and Remuneration Committee;
Shares of the Company by way of a preferential issue.
iii) Stakeholders Relationship Committee;
Your Company made post offer public announcement
iv) Share Allotment and Transfer Committee;
dated 6th June, 2019 informing post open offer increase in
the shareholding of the Acquirer to 38.56% from 31.79% v) Corporate Social Responsibility Committee;
on preferential issue basis.
vi) Risk Management Committee;
8.
Compliance with minimum public shareholding vii) Banking and Finance Committee; and
requirements set out in the Securities Contracts
viii) Business Responsibility Reporting Committee.
(Regulation) Rules, 1957 (“SCRR”), SEBI (Listing
Obligations and Disclosure Requirements)
The details of the Committees along with their composition,
Regulations, 2015 (“LODR Regulations”) and SEBI
number of meetings and attendance at the meetings are
(Substantial Acquisition of Shares and Takeovers)
provided in the Corporate Governance Report.
Regulations, 2011 (“SAST Regulations”)
12. Meeting of the Board of Directors

On 31st May 2019, with the completion of the preferential
During the year 2019-20, your Company had convened
issuance and acquisition of shares tendered in the
and held (5) five Board Meetings. The Details of the
Open Offer, the aggregate promoter shareholding in the
Board Meeting with regard to their dates and attendance
Company increased from 74.94% (prior to the Open Offer)
of each of the Directors thereat have been provided
to 81.72% (post the Open Offer). Consequentially, the
in the Corporate Governance Report. The intervening
public shareholding in the Company dropped from 25.06%
gap between the meetings was within the period
(prior to the Open Offer) to 18.28% (post the Open Offer).

prescribed under the Companies Act, 2013 and SEBI of the Company have approved his re-appointment as
Listing Regulations. the Annual General Meeting of the Company held on
26th July, 2019.
13. Directors and Key Managerial Personnel
Pursuant to the provisions of Section 149 of the Companies Mr. M. N Sudhindra Rao, (DIN 01820347), was appointed
Act, 2013, Mr. Ashok Kumar Ladha and Mr. Suman Jyoti as an Additional Director with effect from 3rd April 2019.
Khaitan were re-appointed as Non-Executive Independent Mr. Rao was also appointed as the Executive Director
Directors, for further five consecutive years, with effect and Chief Executive Officer/Key Managerial Personnel of
from 15th May 2019 for a second term. the Company, for a period of 3 (three) years, with effect
from 8th April 2019 to 7th April 2022, subject to approval

On the recommendation of the Nomination and of the shareholders. The shareholders of the Company
remuneration Committee, the Board has appointed at the Annual general Meeting held on 26th July, 2019,
Mr. Dhanendra Kumar as an Additional Non-executive approved his appointment.
Independent Director of the Company with effect from
14th February 2020, who hold office up to the date of
Mr. Umesh Kumar Agrawal was appointed as Chief
ensuing Annual General Meeting of the Company in terms Commercial and Chief Financial Officer with effect from
of Section 161 of the Companies Act, 2013 (“Act”) and is 16th April, 2019.
eligible for appointment.
During the year, Mr. Jayant K Sood resigned from the post
In line with the provisions of Sections 149, 160 and of CHRO and Company Secretary and Mr. Pawan Kumar
other applicable provisions of the Companies Act, 2013 Thakur has been appointed as Company Secretary and
read with applicable rules made thereunder and Listing Compliance Officer of the Company, both, with effect from
Regulations, Mr. Dhanendra Kumar, has been appointed 6th August 2019.
as Non-executive Independent Director of the Company,
with effect from 14th February 2020. Mr. Ashok Kumar Ladha resigned on 25th November 2019
from the Board of Directorship due to personal reason
As recommended by the Nomination and Remuneration and the Board places on records its appreciation
Committee and approved by the Board of Directors towards his invaluable contribution and guidance made
vide Circular Resolution No. 1 which was approved by by Mr. Ladha during his tenure as Independent Director
the Board on 17th May, 2020. Mrs. Ranjana Agarwal of the Company.
(DIN: 03340032) has been re-appointed as Non-Executive
Independent Director under Section 149(10) of the The SEBI has come out with notifications on 9th May,
Companies Act, 2013 and Listing Regulations to hold 2018, amending the existing listing Regulations by issuing
office for further 5 (five) consecutive years for a second the SEBI (Listing Obligations Disclosure Requirements)
term with effect from 18th May, 2020 till 17th May, 2025 (Amendment) Regulations 2018. The Regulation is
subject to the approval of the shareholders at the ensuing effective from 1st April, 2019 unless any other specific
Annual General Meeting date is provided for a specific Regulation, Regulation 17 is
one of the provisions in which the amendments have been
Mr. Udeypaul Singh Gill, (DIN 00004340), was appointed made by insertion of new sub- regulation (1A) thereunder
as an Additional Director of the Company with effect from and same is applicable with effect from 1st April, 2019.
3rd April 2019 and he was regularised as Director at the In term of said sub-regulation, a person shall not be
33rd Annual general Meeting of the Company held on eligible to get appointment as a Non-Executive Director
26th July, 2019. or in case of existing Non-Executive Director shall be
eligible to continue such directorship, if he/she has
In accordance with the Companies Act, 2013 and Articles attained the age of 75 (seventy five) years unless the
of Association of the Company, Mr. Udeypaul Singh approval of the shareholders of the Company is obtained
Gill (DIN: 00004340), Non-executive Non-Independent by Special Resolution.
Director of the Company, will retire by rotation at the
ensuing Annual General meeting and being eligible, offers Considering the implication of such amendment, the same
himself for re-appointment. shall result in the immediate vacation of such director as
the restriction is not imposed only on the appointment but
The Board of Directors of the Company at its meeting also on the continuation of the existing director. In view of
held on February 14, 2019 re-appointed Mr. Vishal Lohia the above, Company is required to take the approval from
(DIN 00206458) as Whole-time Director of the Company the shareholders by way of Special Resolution beforehand
for a further period of 3 (three) years with effect from so that the existing Non-executive Director, who is about
1st April 2019 to 31st March 2022, subject to approval to attain / has already attained the age of 75 (seventy five)
of the shareholders of the Company. The shareholders can continue as a Non- Executive Independent Director.

Mr. Dhanendra Kumar (DIN: 05019411) was appointed Committee, a policy for selection and appointment
Corporate Overview
as Non-Executive Independent Director of the Company of Directors,, senior management and remuneration
with effect from 14th February 2020 for a period of 5 (five) including criteria for determining qualifications, positive
years from the said date till 13th February 2025, subject attributes, independence of Directors and other matters
to approval of the shareholders at the ensuing Annual provided in section 178 (3) of the Companies Act, 2013.
General Meeting. The said policy has been posted on the website of the
Company, www.indoramaindia.com.
Mr. Dhanendra Kumar (DIN: 05019411) will attain the age
of 75 (seventy five) years on 5th June, 2021. 16. Board Evaluation
Pursuant to the provisions of the Companies Act, 2013
Keeping in view that the aforesaid director possesses and SEBI Regulation 17 of Listing Regulations, 2015 the
Statutory Reports
requisite qualifications, carry rich and varied experience Board has carried out the annual evaluation of its own
and also considering his independence, it is desirables to performance and of the Directors individually, as well as
continue to avail his services as Non-executive Directors the evaluation of the working of its Audit Committee,
of the Company, accordingly board recommends Nomination & Remuneration and other Committees.
continuation of his appointment as Non-Executive At the meeting of the Board, all the relevant factors that
Independent Director on attaining his age of 75 (seventy are material for evaluation the performance of individual
five) years on 5th June, 2021 for his existing term Directors, the Board and its various Committees, were
of appointment. discussed in detail and structured questionnaire each,
for evaluation of the Board, its various Committee and

Pursuant to the provisions of Section 203 of the individual Directors, was prepared and recommended
Companies Act, 2013, the Key Managerial Personnel to the Board by the Nomination and Remuneration
of the Company (KMP) are, Mr. M. N. Sudhindra Rao, Committee, for doing the required evaluation, after taking
Mr. Umesh Kumar Agrawal, Mr. Susheel Kumar Mehrotra into consideration the input received from the Directors,
and Mr. Pawan Kumar Thakur. covering various aspect of the Board’s functioning, such
as adequacy of the composition of the Board and its

Necessary Resolutions for the appointment/ Committee, execution and performance of specific duties,
re-appointment of the aforesaid Directors have been obligations and governance, etc.
included in the notice convening the ensuing AGM and
requisite details have been provided in the explanatory A separate exercise was carried out to evaluate the
statement of the Notice. The Board recommends their performance of individual Directors, including the Chairman
appointment/re-appointment. of the Board, who was evaluated on the parameters such
as level of engagement and contribution, Independence

During the year, the Non-Executive Directors of the of judgement, safeguarding the interest of the Company
Company had no pecuniary relationship or transactions and its minority shareholders, etc. The performance
with the Company, other than sitting fee for the evaluation of the Independent Directors was carried out
purpose of attending the meetings of the Board and by the entire Board. The performance evaluation of the
committees of the Board. Chairman and Non-Independent Directors were also
carried out by the Independent Directors at their separate
14. Declaration by Independent Director of the meeting. The Directors expressed their satisfaction with
Company the evaluation process.
For the Year 2019-20, all the Independent Directors of the
Company have given their declaration to the Company 17. Separate Meeting of Independent Directors
that they meet the criteria of independence as laid down In terms of the requirements under Schedule IV of the
under Section 149(7) read with Section 149(6) of the Companies Act, 2013 and Regulation 25(3) of the Listing
Companies Act, 2013 and Regulation 16 of the Listing Regulations, a separate meeting of the Independent
Regulations and affirmed compliance with Code of Ethics Directors was held on 16th March 2020. The Independent
and Business Principles as required under Regulation Directors at the meeting, inter-alia, reviewed the following:-
26(3) of SEBI (LODR) Regulations, 2015 (as amended).
• Performance of Non-Independent Directors and
The Appointment and Tenure of the Independent Directors, Board as a whole;
including code for Independent Directors are available on
the website of the Company, www.indoramaindia.com. • Performance of the Chairperson of the Company,
taking into account the views of Executive Directors
15. Nomination & Remuneration Policy and Non-Executive Directors; and
The Board of Directors of the Company has adopted on
recommendation of the Nomination and Remuneration

• Assessed the quality, quantity and timeliness of flow Company, work performed by the Internal, Statutory and
of information between the Company management Secretarial Auditors and external consultants, including
and the Board that is necessary for the Board to audit of Internal Financial Controls over financial reporting
effectively and reasonably perform their duties. by the Statutory Auditors and the reviews performed by
the Management and the relevant Board Committees,
18. Familiarisation program for Independent including the Audit Committee, the Board is of the opinion
Directors that the Company’s Internal Financial Controls were
The familiarisation programmes to Independent Directors adequate and effective during the year 2019-20.
with the Company, their roles, rights, responsibilities in the
Company, nature of the industry in which the Company 21. Particulars of Employees and Related
operates, business model of the Company and related Disclosures
matters are put up on the website of the Company, Disclosures pertaining to remuneration and other details
www.indoramaindia.com. as required under section 197(12) of the Companies Act,
2013 read with Rule 5(1) of Companies (Appointment and
19. Secretarial Standards Remuneration of Managerial Personnel) Rules, 2014 is
The Directors state that applicable Secretarial Standards, annexed with this Report. However, as per the provision
i.e., SS-1 and SS-2 relating to Meeting of the Board of of section 136 of the Act, the Annual Report is being sent
Directors and General Meeting, respectively, have been to the Members and other entitled thereto, excluding
duly followed by the Company. the information on employees’ remuneration particulars
as required under Rule 5 (2) & (3) of the Companies
20. Directors’ Responsibility Statement (Appointment and Remuneration of Managerial
As required under Section 134(5) of the Companies Act, Personnel), Rules 2014, shareholders interested in
2013, your Directors state: obtaining this information may access the same from
the Company website. In accordance with section 136
(i) that in the preparation of the Annual Accounts for of the Companies Act, 2013, this exhibit is available for
the year ended 31st March, 2020, the applicable inspection by shareholders through electronic mode.
accounting standards had been followed and there
are no material departures; Any member interested in obtaining such information may
write to the Company Secretary and the same will be
(ii) that the accounting policies selected and applied are furnished on request.
consistent and the judgments and estimates made
are reasonable and prudent so as to give a true and 22. Business Responsibility Report
fair view of the state of affairs of the Company at In compliance with the Regulation 34 of SEBI (Listing
the end of year and of the Loss of the Company Obligations and Disclosure Requirements) Regulations
for that period; 2015, the Business Responsibility Report, detailing
various initiative taken by the Company on Environmental,
(iii) that proper and sufficient care has been taken for social, and governance fronts is forming part of this
the maintenance of adequate accounting records in report. The Board of Director has adopted Business
accordance with the provisions of the Companies Responsibility Policy. The said policy has been disclosed
Act, 2013 for safeguarding the assets of the on the Company’s website at www.indoramaindia.com/
Company and for preventing and detecting fraud irsl/pdf/Business-Responsibility- Policy.pdf.
and other irregularities;
23. Information under the Sexual Harassment
(iv)
that the Annual Accounts for the year ended of women at workplace (Prevention,
31st March, 2020 have been prepared on a Prohibition and Redressal) Act, 2013
going concern basis. The Company has constituted an Internal Complaints
Committee under section 4 of the Sexual Harassment
(v) that the internal financial controls laid down by the of women at workplace (Prevention, prohibition and
Board and being followed by the Company are Redressal) Act, 2013. During the year no complaint was
adequate and were operating effectively. filed before the said Committee.
(vi) that the proper systems, devised by Directors to The Company has a Policy on “Prevention of Sexual
ensure compliance with the provisions of all applicable Harassment of Women at Workplace” and matters
laws, were adequate and operating effectively. connected therewith or incidental thereto covering all
the aspects as contain under “The Sexual Harassment
Based on the framework of Internal Financial Controls and of Women at Workplace (Prevention, Prohibition and
compliance systems established and maintained by the Redressal) Act, 2013”.

The Policy of the “Prevention of Sexual Harassment of In accordance with third proviso of section 136 (1) of the
Corporate Overview
Women at Workplace” of the Company is available on the Companies Act, 2013, the Annual Report of the Company,
website of the Company, www.indoramaindia.com. containing therein its standalone and consolidated
financial statements has been placed on the website
24. Audit Committee of the Company www.indoramaindia.com . Further as
The Audit Committee of the Board of Directors of the per fourth proviso of the said section, audited annual
Company consists of Dr. Arvind Pandalai as Chairman and accounts of the subsidiary company has also been placed
Mr. Vishal Lohia, Mr. M. N. Sudhindra Rao, Mr. Suman Jyoti on the website of the Company, www.indoramaindia.com
Khaitan, Mrs. Ranjana Agarwal, Dr. Dhanendra Kumar as its Shareholders interested in obtaining a copy of the annual
other Members. The Company Secretary is the Secretary audited accounts of the subsidiary Company may write to
of the Committee. The details of terms of reference of the Company Secretary at the Company registered office.
Statutory Reports
Audit Committee, number and dates of meetings held, A statement containing the salient features of subsidiary in
attendance of the Directors and remunerations paid AOC-1 is annexed to this Report.
to them are given separately in the attached Corporate
Governance Report. During the year, there were no 29. Related Party Transactions
instances where the Board had not accepted the There are no material significant related party transactions
recommendations of the Audit Committee. made by the Company which may have potential
conflict with the interest of the Company. Related party
25. Vigil Mechanism / Whistle Blower transactions that were entered into during the year under

The Company has adopted a Whistle Blower policy review were on the arm’s length basis and were in ordinary
as per the requirement of Companies Act, 2013 and course of business. The Particulars of material related
List Regulations and has established the necessary party transactions, if any, is provided in Form AOC-2 as
vigil mechanism for Directors and Employees to report required under section 134 (3) (h) of the Companies Act,
concerns about unethical behavior, actual or suspected 2013 read with Rule 8(2) of the Companies (Accounts)
fraud or violation of the Company Code of conduct. Rules, 2014 is annexed with this Report.
The said policy has been disclosed on the Company’s
website www.indoramaindia.com.
Further, suitable disclosures as required under the
Accounting Standards has been made to the notes of the
26. Credit Rating Financial Statements.
During the year, India Rating & Research (IND-RA) has
assigned your company, a Long-Term Issuer Rating “IND The Board has approved a policy of the related party
BBB-”. The outlook is stable. The instrument wise rating transaction, which has been uploaded on the website of
action are as under: the Company, www.indoramaindia.com.
Instrument Size of Issue

Rating/Outlook Rating Action
30. Statutory Auditors
Type (` in Crores)
Pursuant to the provisions of Section 139 of the
Long-term `500 IND BBB-/Stable Assigned
Companies Act, 2013 and the Rules made thereunder,
loan
the Company at its 32 Annual General Meeting
Working `900 IND BBB-/stable/ Assigned
Capital Limits IND A3
appointed, M/s Walker Chandiok & Co LLP (FRN
00/076N/N 500013) as Statutory Auditors of the
Company, to hold office for five consecutive years from
27. Subsidiary
the conclusion of the 32nd Annual General Meeting of the

Presently, your Company has one Wholly Owned
Company held on 28th July 2018, until the conclusion
Subsidiary, viz.; Indorama Yarns Private Limited, which
of 37th Annual General Meeting of the Company to be
was incorporated on 16th August 2019.
held in the year 2023. The requirement for the annual
rectification of Auditors appointed at the AGM has been
Pursuant to Section 129(3) of the Companies Act, 2013
omitted pursuant to the Companies (Amendment) Act,
read with Rule 5 of the Companies (Accounts) Rules,
2017, notified on 7th May 2018.
2014, the statement containing salient features of the
Financial Statements of the Company’s Subsidiary, Joint
The observations of the Auditors explained wherever
Venture and Associate Company (in Form AOC-1) is
necessary in the appropriate Notes on Accounts.
annexed to this Report.
The Auditors Report does not contain any qualification,
reservation or adverse remarks.
28. Consolidated Financial Statements

For the period under review, the Company has
consolidated the financial Statements of its wholly owned
subsidiary namely Indorama Yarns Private Limited.

31. Cost Auditors 34. Annual Secretarial Compliance Report
In compliance with the provisions of the Companies The Company has undertaken an audit for the financial
Act, 2013 and relevant rules the Company has been year 2019-20 for all applicable compliances as per SEBI
maintain cost Records. Regulations and Circulars/guidelines issued thereunder.
In conformity with the Directives of the Central Government, The Annual Secretarial Compliance Report has been
the Company has appointed R. Krishnan, Cost submitted to Stock Exchange within the sixty days of the
Accountants, (Membership No.7799) as Cost Auditor end of financial year.
under section 148 of the Companies Act, 2013 for audit of
Cost Record of the Company to carry out the audit of cost 35. Response to Secretarial Auditor
records maintained by the Company for the year 2019-20. observations
Your Director wishes to inform you that the observations

The Company has received consent from R. made by the secretarial Auditor are self-explanatory, need
Krishnan, Cost Accountants, for re-appointment as no further clarification except the following:
Cost Auditors for the year 2020-21, in accordance with
the applicable provisions of the Companies Act, 2013 1. It has been observed by the Secretarial Auditor that
and Rules framed thereunder. The remuneration of Cost Some of the e-forms have been filed beyond the due
Auditors has been approved by the Board of Directors date with MCA with the payment of additional fees.
on the recommendation of the Audit Committee and the
requisite resolution for ratification of remuneration of Cost In response to same, Directors would like to submit
Auditors by the members has been set out in the notice of that all efforts are taken to file the forms within
34th Annual General Meeting of your Company. the stipulated dates. However, sometimes some
delay occurs due to various technical reasons, like
32. Internal Auditor non-functioning of MCA portal, etc. beyond the
The Company has appointed M/s S S Kothari Mehta control of the Company. However, all such forms
& Company as Internal Auditor under Section 138 of have been submitted by paying requisite additional
the Companies Act, 2013 and Rules made thereunder. fee and no form is pending for filing as on date
The scope, functioning, periodicity and methodology for
conducting internal audit were approved by the Board 2. It has been observed by the Secretarial Auditor
of Directors and reviewed by the Audit Committee that Company has not completely complied this
from time to time. regulation for the quarter April, 2019 to June, 2019,
trading restriction period started by the Company
33. Secretarial Auditor from 30.07.2019 instead it should be started from
Pursuant to provision of section 204 of the Act, read 01.07.2019 till 48 hours after the declaration of the
with Companies (Appointment and Remuneration of financial results.
Managerial Personnel) Rules, 2014 The Board of Directors
had appointed Mr. Sanjay Grover, Partner, M/s Sanjay In response to same, Directors would like to
Grover and Associates, Company Secretaries, (Firm submit that Securities and Exchange Board of
Registration No. P2001DE052900), as the Secretarial India (Prohibition of Insider Trading) (Amendment)
Auditor of the Company, for conducting the Secretarial Regulations, 2018 vide its amendment in Schedule
Audit for the year 2019-20 and due to his sudden demise, B to the Securities and Exchange Board of India
casual vacancy created. (Prohibition of Insider Trading) Regulations, 2015
suggested trading restriction period for the listed

Subsequently, Mr. Pradeep Kathuria, Proprietor, M/s entities which can be made applicable from
P. Kathuria & Associates, Company Secretaries, the end of every quarter till 48 hours after the
(Membership No. 4655), has been appointed as the declaration of financial results. The said amendment
Secretarial Auditor of the Company, for conducting became effective from April 1, 2019 and hence
the Secretarial Audit for the Year 2019-20, to fill-up the any compliance in this regard was deemed to be
casual vacancy. applicable for the quarter ending falling on or after
April 1, 2019 only. Further, the trading window
The Secretarial Audit report of Mr. Pradeep Kathuria, closure period was suggestive in nature and was
Proprietor, M/s P. Kathuria & Associates, Company not made mandatory as the Companies were free
Secretaries, in Form MR-3, for the year ended 31st March, to fix its trading restriction period according to their
2020 is annexed to this Directors’ Report. Insider Trading Code. However, with subsequent

amendment vide Securities and Exchange Board conservation of energy, technology absorption, foreign
Corporate Overview
of India (Prohibition of Insider Trading) (Second exchange earnings and outgo is annexed to this Report.
Amendment) Regulations, 2019 effective from
July 25, 2019, the provisions were subsequently 37. Public Deposits
amended, and the trading restriction period were During the year 2019-20, the Company did not invite or
made mandatory. In light of the above, there is accept any deposit from the Public.
no violation of any of the provisions of the Insider
Trading Regulations as reported, 38. Significant and Material Orders passed by
the Regulators/courts/Tribunal impacting
3. It has been observed by the Secretarial Auditor the going concern status and the Company’s
that as the date publication of the financial results operation in future
Statutory Reports
for the quarter ended 31.03.2019 on 16.05.2019 As such there is no significant and material orders passed
but the disclosures of the related party transactions by regulators/ courts or tribunals impacting the going
on a consolidated basis for the half year started concern status and Company’s operations in future.
from 01.10.2018 to 31.03.2019 sent to the stock
exchange on 13.08.2019 instead it should be 39. Application for Condonation of Delay with
submitted on or before 15.06.2019 (i.e. within 30 Central Government
days from the date of publication of financial results). The Company had filed an application for Condonation of
Delay with the Central Government with regard non filling
In response to same Directors would like to of MGT-14 within stipulated period for the appointment
submit that your company made disclosure to of Mr. Rajendra Kumar Gupta as Chief Financial Officer
Stock Exchange on 13th June, 2020 but due to of the Company for the period from 28th May 2018 to
some technical reason it was not being reflected 17th October 2018. The Central Government (Regional
at BSE and NSE Portal and the same was again Director) has approved the Form CG 1 for Condonation of
submitted by the Company on 13th August, 2019. Delay on 20.03.2020 vide SRN R21669395.
Director state that there is no non-compliance/delay
on the part of the Company in this regard. 40. Internal Control Systems and their
Adequacy
4. It has been observed by the Secretarial Auditor As per the provision of section 134 (5) (e) of the Companies
that Company has dispatched the notice of Act, 2013, Company has in place Internal Control System
Annual General Meeting to the shareholders on designed to ensure proper recording of financial and
1st July 2019 as mentioned in the newspaper operational information and compliance of various internal
advertisement in respect of the Notice of General controls and other regulatory and statutory compliances.
Meeting but Annual Report submitted to the stock Self-certification exercise is also conducted by which
exchange on 4th July 2019 instead it should be senior management certifies effectiveness of the internal
submitted on or before 1st July 2019. control system of the Company. Internal Audit has been
conducted throughout the organisation by qualified
In response to same Directors would like to submit outside Internal Auditor. The findings of the Internal Audit
that as per the requirement Regulation 34 of SEBI Report are reviewed by the Management and by the Audit
(Listing Obligations and Disclosure Requirements) Committee of the Board and proper follow-up actions are
Regulations, 2015, Company needs to submit ensured wherever required. The Statutory Auditors have
Annual Report to Stock Exchanges simultaneously evaluated the internal financial controls framework of the
with dispatch of Annual report to shareholders. Company and have reported that the same are adequate
The Company submitted its Annual Report on and commensurate with the size of the Company and
Stock Exchange well within the time, in view of nature of its business.
AGM held on 26th July, 2019. Director state that
there is no non-compliance/delay on the part of the 41. Particulars of Loans, Guarantee or
Company in this regard Investments
There are no Loans, Guarantees and Investments made
36. Conservation of Energy, Technology by the Company during the year 2019-20.
Absorption, Foreign Exchange Earnings and
Outgo 42. Insurance

The information required pursuant to Section All the properties including buildings, plant and machinery
134(3)(m) of the Companies Act, 2013, read with Rule and stocks have been adequately insured.
8(3) of the Companies (Accounts) Rules, 2014 relating to

43. Particulars of Loans/Advances/Investments The detailed CSR policy of the Company is also available
as required under Schedule V of the Listing on the website of the Company, www.indoramaindia.com.
Regulations.
The details of the related party disclosures with respect 46. Listing
to loans/advance/investment at the year end maximum The shares of your Company are listed at BSE Limited
outstanding amount thereof during the year as required and National Stock Exchange of India Limited, Mumbai.
under part A of Schedule V of the Listing Regulations have The listing fees to the Stock Exchanges for the year
been provided in the Notes to the Financial Statements 2020-21 have been paid.
of the Company. Further, there was no transaction with
the person/entity belonging to the Promoter and Promoter 47. Corporate Governance
Group, which holds 10% or more shareholding in the
Corporate Governance Report along with Practicing
Company as per Para 2A of the aforesaid schedule. Company Secretary Certificate complying with the
conditions of Corporate Governance as stipulated in
44. Risk Management Policy Regulation 27 of SEBI (Listing Obligations and Disclosure
The Board of Directors has constituted Risk Management Requirements) Regulations 2015 has been annexed as a
Committee to identify elements of risk in different areas part of this Annual Report.
of operations and develop policy for actions associated
to mitigate the risks. It regularly analyses and takes 48. Management Discussion and Analysis
corrective actions for managing/mitigating the same. Report
Your Company’s Risk Management framework ensures Management Discussion and Analysis Report for the year
compliance with the provisions of the Listing Regulations. under review, as stipulated under the Listing Regulations
with the Stock Exchanges, is presented in a separate

Your Company has institutionalised the process for chapter forming part of this Annual Report.
identifying, minimising and mitigating risks which is
periodically reviewed. Some of the risks identified and 49. Transfer of Unclaimed Dividend/Equity
acted upon by your Company are Securing critical Shares to Investor Education and Protection
resources; ensuring sustainable plant operations; ensuring Fund (IEPF) Authority
cost competitiveness including logistics; completion of
Pursuant to the provisions of Section 125 of the
CAPEX; maintaining and enhancing customer service Companies Act, 2013, relevant amounts, which remained
standards and resolving environmental and safety unpaid or unclaimed for a period of seven years have
related issues. been transferred by the Company, from time to time on
due dates, to the Investor Education and Protection Fund
45. Corporate Social Responsibility (CSR) (IEPF) Authority.
Committee
Your Company aims to remain essential to the society Pursuant to the provisions of Investor Education and
with its social responsibility, strongly connected with Protection Fund, the Company has uploaded the details
the principle of sustainability, an organisation based of unpaid and unclaimed dividend amounts lying with
not only on financial factors, but also on social and the Company as on 26th July 2019 (date of last Annual
environmental consequences. General Meeting) on the website of the Company,
www.indoramaindia.com and also on the Ministry of
As required under Section 135 of the Companies Act, Corporate Affairs’ website, www.mca.gov.in.
2013, the CSR Committee comprises of Mr. Om Prakash
Lohia as the Chairman, Mr. Vishal Lohia, Mr. M. N. Pursuant to the provisions of Investor Education and
Sudhindra Rao, Mr. Udeypaul Singh Gill, Dr. Arvind Pandalai Protection Fund Authority (Accounting, Audit, Transfer
and Mrs. Ranjana Agarwal as Members. The CSR and Refund) Rules, 2016 (IEPF Rules), the Company has
Committee of the Company has laid down the policy to transferred 28,162 (Twenty Eight Thousand One Hundred
meet the Corporate Social Responsibility. The CSR Policy Sixty Two) equity shares of `10/- each of the Company held
includes any activity that may be prescribed as CSR by various Investors, physical as well as dematerialised
activity as per the Rules of the Companies Act, 2013. form, whose dividend amount is unclaimed/unpaid
for seven years to Suspense Account of the Investor
The CSR Committee met once during the year to review Education and Protection Fund (IEPF) Authority, during
the Corporate Social Responsibility Policy and due to the the year 2019-20 and the details thereof uploaded on the
average net profit for the last three years being negative, website of the Company, www.indoramaindia.com.
your Company did not allocated / is not required to
spend any amount on the CSR activities during the 50. Industrial Relations / Human Resources
year under review. Your Company maintained healthy, cordial and harmonious
industrial relations at all levels during the year under

report. Your Company firmly believes that a dedicated Report. Executive Director & CEO and CFO also provide
Corporate Overview
workforce constitutes the primary source of sustainable quarterly certification on financial results, while placing
competitive advantage. Accordingly, human resource the financial results before the Board in terms of the
development continues to receive focused attention. Listing Regulations.
Your Directors wish to place on record their appreciation
for the dedicated and commendable services rendered by 56. Code of Conduct for the Directors and
the staff and workforce of your Company. Senior Management Personnel

The Code of Conduct for the Directors and Senior
51. Extract of Annual Return Management Personnel is posted on the website of the
As required under section 92(3) of the Companies Act, Company. The Chairman and Managing Director of the
2013, the details forming part of the extract of the Annual Company has given a declaration that all the Directors
Statutory Reports
Return in Form MGT-9 is annexed to this report. and Senior Management Personnel concerned, affirmed
compliance with the Code of Conduct with reference
52. Material Changes and Commitments to year ended 31st March, 2020 and a declaration is

No material changes and commitment affecting the attached with the Annual Report.
financial position of the Company have occurred after
the end of the year 31st March, 2020 and till the date 57. Nodal Officer
of this report. During the year under review, Mr. Pawan Kumar Thakur,
Company Secretary has been appointed as Nodal Officer
53. Fraud Reporting of the Company under the provisions of IEPF and details
There was no fraud reported by the Auditors of the of Nodal Officer are available on the website of the
Company under sub-section 12 of Section 143 of the Company, www.indoramaindia.com.
Companies Act, 2013, to the Audit Committee or Board
of Directors during the year under review. 58. Acknowledgements
Your Directors would like to express their appreciation
54. Disclosures with respect to Demat Suspense for the assistance and co-operation received from the
Account/Unclaimed Suspend Account Financial Institutions, Banks, Government authorities,
The relevant details in this regards have been provided in customers, vendors and members during the year under
the Corporate Governance Report annexed to this Report. review. Your Directors also wish to place on record their
deep sense of appreciation for the committed services by
55. CEO and CFO certification. the Company’s executives, staff and workers.
Pursuant to the Listing Regulations, Executive Director
& CEO and CFO Certification is attached with Annual
For and on behalf of the Board of Directors of

Om Prakash Lohia
Place: New Delhi Chairman & Managing Director
Date: 24th June 2020 (DIN 00206807)

ANNEXURES TO DIRECTORS’ REPORT
Particulars required under Section 134(3)(m) of the Companies Act, 2013, read with Rule 8(3) of the Companies (Accounts) Rules,
2014 and forming part of the Directors’ Report for the financial year ended 31st March, 2020.
A. Conservation of Energy:
Energy Saving measures taken and proposals under implementation.
S.
Steps taken Impact (Annualised Savings)
No.
(a) Electricity In Lacs (KWh)
(i) VFD installation in Dow Circulation Pump, Hot Condensate transfer pump and Air handling unit. 3.68
(ii) Installation of detuned reactor for power factor improvement 54.75
(iii) Optimisation of quench temperature 16
(b) Steam (in KT)
(iv) Optimise Spinning Quench temperatures to save energy 30
FORM – A
Form for disclosure of particulars with respect to Conservation of Energy.
Current Year Previous Year
PARTICULARS
31 March 2020 31 March 2019
(A) POWER & FUEL CONSUMPTION
1) ELECTRICAL
a) Purchases from MSEDCL & Other
Units (kwh in '000) 68,691 9,811
Total Amount (` in '000) 290,613 49,248
Rate / kwh (in `) 4.23 5.02
b) Generation for own consumption
(Net of power sale including auxiliary consumption)
i) Through DG (FO Based)
Units (kwh in ‘000) 5,336 522
Units / Ltr of FO 3.90 3.90
Cost / Unit (`/Unit) 7.89 8.28
ii) Through STG (Coal based)
Units (kwh in ‘000) 209,803 172,206
Units / kg of Coal 1.05 1.01
Cost / Unit (`/Unit) 4.01 3.09
3) COAL
Quantity in MT 327,445 268,118
Total Cost (` in '000) 1,378,667 892,503
Average Rate (` / MT) 4,210 3,329
3) FURNACE OIL
Quantity (KL) 1,819 424
Total Cost (` in '000) 56,050 13,704
Average Rate (` / Lt) 30.81 32.32
(B) CONSUMPTION PER UNIT OF PRODUCTION
Production of Polymer products (Fresh) - MT* 362,214 218,345
Electricity / Kg (in kwh) 0.78 0.84
*includes POY consumed for captive use 105,857 MT (PY 56,016 MT)

B. Technology Absorption: (ii) Installation of 220 KV 70/85 MVA Trafo parallel to

1. Implementation of Advanced Quality Control facilities; existing 50 MVA Trafo for redundancy and reliability
Corporate Overview
• Latest generation Gas Chromatography in power infrastructure.
• HTHP Dyeing machine Retrofitting :
• Hand held Spin Finish measurement at line. (i) Procurement of New technology attachment to
2. PTA Blend recipe optimisation. produce specialty products.
3. Modification of polymer pump control logic 5. Expenditure on Research & Development:
Form for disclosure of particulars with respect to – Capital (` in ‘000) - Nil
technology absorption (Form-B). – Recurring - Nil
– Total - Nil
Research & Development – Total R & D expenditure as % of Turnover - Nil
Statutory Reports
1. Specific Areas in which R & D carried out by the
Company: 6. Technology Absorption, Adoption and Innovation:
(Product Development & Process Improvement Areas) Company:
(i) PSF machine modification at draw bath, crimper (i) Modification of TA Spray System for reduced spin
and quench. finish consumption.
(ii) Modification at draw line to ensure no metal (ii) Modification of invertor control system of
contamination. critical pumps.
(iii) Development of differential products. (iii) Developed advanced EMS.
(iv) Installation of automation for stable polymerisation 7. Benefits derived as a result of above efforts:
process. (i) Specialty products development.
2. Benefit derived as a result of above Product (ii) Improved reliability of the process.
development and process improvement:: (iii)
Optimised manufacturing cost and improved
product quality.
Enhanced product portfolio to cater new applications. (iv) Improved human and asset safety.
3. Import Substitution: C. Foreign Exchange Earnings and Outgo of
Development of indigenous vendors to substitute import of : the Company:
a) Equipment and Assemblies : Earnings in Foreign Currency (accrual basis)
- Spares for Draw Line - Thermosetting Unit, (` In Crores)
Particulars 2019-20 2018-19
godet roll, intermediate shaft, brake liner.
F.O.B. value of exports 501.71 255.95
- Spares for Spin finish Bracket, Winder
Others 0.38 -
Touch Rolls, Automation, Quench
Total 502.09 255.95
Chamber –Accenture.
- Classifier special imported vibrating motor. CIF value of imports
- PGP Power flex 730 Inverter cooling fans. (` In Crores)
b) Services:
Raw materials 434.51 25.19
- Repair of DRR gear box, Agitator gear box, Stag Stores and spares 6.54 3.41
controller with latest technology PLC & HMI Capital goods 0.80 0.02
4. Future Plan of Action (2020-2021): Total 441.85 28.62
Technology Upgradation:
Expenditure in Foreign Currency (accrual basis)
(i) PSF, Draw Line - Dryer Heating Coil.
(` In Crores)
(ii) Inverters & Rectifier for draw-lines and other
applications to be upgraded.
Travelling 0.57 0.56
(iii) Servers and PLC, Drives, Encoders, etc. of POY Commission 2.56 1.05
automation to be upgraded. Others 0.51 1.56
(iv) DCS to be replaced/ upgraded. Total 3.64 3.17
Reliability :
(i) Installation of additional Capacitor banks and SVG
at 33KV & 6.6 KV bus for unity power factor due
to KVAH billing.
Om Prakash Lohia
Date: 24.06.2020 (DIN 00206807)

FORM NO. AOC - 2
(Pursuant to Clause (h) of sub-section (3) of Section 134 of the Companies Act, 2013 and Rule 8(2) of the Companies
(Accounts) Rules, 2014)
Form for disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred to in
sub-section (1) of Section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto.
Details of contracts or arrangements or transactions not at arm’s length basis:

Sl. Name(s) of the Nature of Duration of Salient terms of Justification Date(s) of Amount paid as Date on which the
No. related party contracts/ contracts/ the contracts/ for entering approval by the advances, if any special resolution
and nature of arrangements/ arrangements/ arrangements/ into contracts/ Board was passed in
relationship transactions transactions transactions arrangements/ general meeting
including the transactions (u/s 188)
value, if any
Not Applicable
Details of material contracts or arrangement or transactions at arm’s length basis:

(` In Crores)
Sl. Name(s) of the Related Party and nature Nature of Contracts/ Duration of Main terms of Date(s) of Amount
No. of Relationship Arrangements/ the Contracts/ the Contracts/ approval by the paid as
Transactions Arrangements/ Arrangements/ Board, if any advances,
Transactions Transactions including if any
the value, if any
1 Indorama Petrochem Limited, Relative Buying PTA General 5.75 06-Aug-19 -
2 TPT Petrochemicals Public Buying PTA General 6.04 06-Aug-19 -
Co Ltd., Relative
Sub-Total (A) 11.79
3 PT Indorama Polychem Buying Poy General 0.10 05-Nov-19
Indonesia, Relative
Sub-Total (B) 0.10
4 Indorama Industries Limited, Relative Buying of Spandex General 3.75 06-Aug-19 -
5 Indorama Industries Limited, Relative Buying of Spandex General 3.51 05-Nov-19 -
6 Indorama Industries Limited, Relative Buying of Spandex General 1.67 14-Feb-20 -
7 Indorama Industries Limited, Relative Buying of Spandex General 2.91 24-Jun-20 -
Sub-Total (C) 11.84
8 Starpet USA, Relative Buying Spares General 0.59
Sub-Total (D) 0.59
9 Indorama Industries Limited, Relative Sale of PSF General 5.62 06-Aug-19
10 Indorama Industries Limited, Relative Sale of PSF General 2.83 05-Nov-19
11 Indorama Industries Limited, Relative Sale of PSF General 2.51 14-Feb-20
12 Indorama Industries Limited, Relative Sale of PSF General 1.57 24-Jun-20
Sub-Total (E) 12.53
13 Indorama Polyester Industries Public Advance PSF General 21.41 05-Nov-19
Co. Ltd., Relative
Sub-Total (F) 21.41
14 Indorama Polyester Industries Public Advance General 35.38 14-Feb-20
Co. Ltd., Relative PSF & DTY
Sub-Total (G) 35.38
Grand Total (A+B+C+D+E+F+G) 93.64

Om Prakash Lohia
Date :24th June, 2020 (DIN 00206807)

FORM NO. MGT 9
Corporate Overview
EXTRACT OF ANNUAL RETURN
As on the Financial Year ended 31st March, 2020
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 L17124MH1986PLC166615
ii) Registration Date 28th April, 1986
Statutory Reports
iii) Name of the Company Indo Rama Synthetics (India) Limited
iv) Category / Sub-category of the Company Public Company / Limited by shares
v) Address of the Registered Office and contact details A-31, MIDC Industrial Area, Butibori,
Nagpur - 441122, Maharashtra, India.
Tel.: 07104-663000/01 Fax: 07104-663200
vi) Whether Listed Company Yes
vii) Name, Address and contact details of the Registrar and Transfer Agent, if any MCS Share Transfer Agent Limited
F-65, First Floor, Okhla Industrial Area,
Phase-1, New Delhi-110 020, India
Tel.: 011-4140 6149-52
Fax No.: 011-4170 9881
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
All the business activities contributing 10% or more of the total turnover of the As per Attachment - A
Company shall be stated
III. PARTICULARS OF HOLDING, SUBSIDIARY INCLUDING SUBSIDIARIES OF As per Attachment - B
SUBSIDIARIES AND ASSOCIATE COMPANIES
IV. SHAREHOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS
PERCENTAGE OF TOTAL EQUITY)
i) Category-wise Shareholding As per Attachment - C
ii) Shareholding of Promoters As per Attachment - D
iii) Change in Promoters’ Shareholding As per Attachment - E
iv) Shareholding Pattern of top ten Shareholders (Other than Directors, Promoters As per Attachment - F
and Holders of GDRs and ADRs)
v) Shareholding of Directors and Key Managerial Personnel As per Attachment - G
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not As per Attachment - H
due for payment
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
A. Remuneration to Managing Director, Whole-time Directors and/ or Manager As per Attachment - I
B. Remuneration to other Directors As per Attachment - J
C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD As per Attachment - K
VII. PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCES As per Attachment - L

Attachment - A
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
All the business activities contributing 10% or more of the total turnover of the Company are given below:
Sl. NIC Code of the % to total turnover
Name and Description of main products / services
No. product / service of the Company #
1 Polyester Staple Fibre 55032000 42.63%
2 Polyester Filament Yarn 54024200 10.20%
3 Draw Texturised Yarn 54023300 45.75%
# Products contributing 10% or more of Gross Turnover.
Attachment - B
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
Sl. Name and Address of the Company CIN / GIN Holding / Subsidiary / % of Share held Applicable Section
No. Associate
1 Indorama Yarns Private Limited U17299MH2019PTC329375 Subsidiary 100 2(87)(ii)
A-31, MIDC Industrial Area, Butibori,
Tel.: 07104-663000/01
Attachment - C
IV. SHAREHOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
i) Category-wise Shareholding
Category of No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Change
Shareholders (As on 1st April, 2019) (As on 31st March, 2020) during the
Demat Physical Total % of Total Demat Physical Total % of Total year
Shares Shares
A. Promoter
(1) Indian
a) Individual/ HUF 59013663 59013663 33.13% 59013663 59013663 22.60% -10.53%
b) Central Govt. - - - - - - - -
c) State Govt(s) - - - - - - -
d) Bodies Corp. - - - - - - - - -
e) Banks / FI - - - - - - -
f) Any other - - - - - - -
Sub Total A(1) 59013663 - 59013663 33.13% 59013663 - 59013663 22.60% -10.53%
(2) Foreign
a) NRIs - Individuals 99200 - 99200 0.06% 99200 - 99200 0.04% -0.02%
b) Other - Individuals - - - - - -
c) Bodies Corp. 53564057 - 53564057 30.07% 154260645 - 154260645 59.08% 29.01%
d) Banks/FI - - - - - -
e) Any Other - - - - - -
Sub-Total A(2) 53663257 - 53663257 30.13% 154359845 - 154359845 59.12% 28.99%
Total Shareholding of 112676920 - 112676920 63.26% 213373508 - 213373508 81.72% 18.46%
Promoter A=A(1)+A(2)
B. Public Shareholding
1. Institutions
a) Mutual Funds 10043507 3100 10046607 5.64% 9096945 3100 9100045 3.49% -2.16%
b) Banks / FI 17070 144 17214 0.01% 6762 144 6906 0.00% -0.01%
c) Central Govt. 245907 - 245907 0.14% 270659 - 270659 0.10% -0.03%
d) State Govt(s) - - - - - - - - -
e) Venture Capital Funds - - - - - - - - -
f) Insurance Companies 4006850 - 4006850 2.25% 4006850 - 4006850 1.53% (0.72%)

Category of No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Change
Shareholders (As on 1st April, 2019) (As on 31st March, 2020) during the
Corporate Overview
Demat Physical Total % of Total Demat Physical Total % of Total year
Shares Shares
g) FIIs 14035074 4300 14039374 7.88% 1038 4300 5338 0.00% (7.88%)
h) Foreign - - - - - - - - -
Venture Capital Funds
i) Others (Specify) - - - - - - - - -
Sub-total (B) (1) 28348408 7544 28355952 15.92% 13382254 7544 13389798 5.13% (10.79%)
2. Non-Institutions
a) Bodies Corp.
i) Indian 3954999 17206971 21161970 11.88% 19965637 4447 19970084 7.65% (4.23%)
Statutory Reports
ii) Overseas - - - - - - - - -
b) Individuals
i) Individuals shareholders 7923891 546645 8470536 4.76% 7142629 506752 7649381 2.93% (1.83%)
holding nominal share
capital upto `2 Lakh
ii) Individual shareholders 6374303 - 6374303 3.58% 5612873 - 5612873 2.15% (1.43%)
holding nominal share
capital in excess of `2 Lakh
c) Others (specify) NBFC 25000 0 25000 0.01% 10404 0 10404 0.00% (0.01%)
Non Resident Indians 1048470 0 1048470 0.59% 1107103 0 1107103 0.42% (0.16%)
Overseas Corporate Bodies - - - - - - - - -
Foreign Nationals - - - - - - - - -
Clearing Members - - - - - - - - -
Trusts - - - - - - - - -
Foreign Bodies-D R - - - - - - - - -
Sub-total (B) (2) 19326663 17753616 37080279 20.82% 33838646 511199 34349845 13.16% (7.66%)
Total Public Shareholding 47675071 17761160 65436231 36.74% 47220900 518743 47739643 18.28% (18.46%)
(B)=(B) (1) + (B) (2)
C. Shares held 0 0 0 0.00% 0 0 0 0.00% 0.00%
by Custodian
for GDRs & ADRs
Grand Total (A+B+C) 160351991 17761160 178113151 100.00% 260594408 518743 261113151 100.00% 0.00%
Attachment - D
ii) Shareholding of Promoters
S. Shareholder’s Name Shareholding at the beginning of the year Shareholding at the end of the year
No. (As on 1st April, 2019) (As on 31st March, 2020) % change in
No. of Shares % of total % of Shares No. of Shares % of total % of shares shareholding
Shares of the Pledged / Shares of the Pledged / during the
Company encumbered to Company encumbered to year
total shares total shares
1 Brookgrange 5,35,64,057 30.07 0.00 5,35,64,057 20.51 0.00 -9.56
Investments Ltd.
2 Indorama - - - 10,06,96,588 38.56 0.00 38.56
Netherlands B.V.
3 Mr. Om Prakash Lohia 3,84,73,369 21.60 98.73 3,84,73,369 14.73 0.00 (6.87)
4 Mrs. Urmila Lohia 1,81,84,518 10.21 68.07 1,81,84,518 6.96 0.00 (3.25)
6 Mr. Aloke Lohia 99,200 0.06 0.00 99,200 0.04 0.00 (0.02)
7 Mr. Devang Kumar 4,14,796 0.23 0.00 4,14,796 0.16 0.00 (0.07)
8 Mr. Vishal Lohia 11,37,896 0.64 0.00 11,37,896 0.44 0.00 (0.20)
9 Ms. Aradhna Lohia 3,13,256 0.18 0.00 3,13,256 0.12 0.00 (0.06)
10 Mrs. Rimple Lohia 2,39,940 0.13 0.00 2,39,940 0.09 0.00 (0.04)
11 Mr. Yashovardhan Lohia 2,49,888 0.14 0.00 2,49,888 0.10 0.00 (0.04)
Total 11,26,76,920 63.26 44.70 21,33,73,508 81.72 0.00 18.46

Attachment - E
iii) Change in Promoters’ Shareholding
Sl. Particulars Shareholding at the beginning of the year Cumulative Shareholding during the year
No. (As on 1st April, 2019) (1st April, 2019 to 31st March, 2020)
No. of shares % of total shares of No. of shares % of total shares of
the Company the Company
1 At the beginning of the year 11,26,76,920 63.26
2 Date wise Increase/Decrease in Promoters #
Shareholding during the year specifying the reasons
for increase/decrease
(e.g. allotment/transfer/bonus/sweat equity, etc.): #
3 At the end of the year 21,33,73,508 81.72 *
# Increase in the percentage of total equity shares of the Promoters from 63.26% to 81.72%, due to increase in Paid-up Share Capital from 17,81,13,151 Equity
Shares to 26,11,13,151 Equity Shares upon allotment of 8,30,00,000 Equity Shares on preferential basis to Indorama Netherlands B.V. on 3rd April, 2019 and its
acquisition of 1,76,96,588 Equity shares through Open Offer on 31st May, 2019
# The details of equity shares allotted/acquired through Open Offer, during the year under review.
Sl. Name Shareholding Date Increase/ Reason Cumulative Shareholding
No. Decrease in during the year (01-04-19
shareholding to 31-03-20)
No. of shares at the % of the total No. of Shares % of total
beginning (01-04- shares of the shares of the
19) / end of the year Company Company
(31-03-20)
1 Indorama - - 1-Apr-19
Netherlands 3-Apr-19 83000000 Allotment 8,30,00,000 31.79
B.V. 30-May-19 17696588 Open Offer 10,06,96,588 38.56
10,06,96,588 38.56 31-Mar-20
Attachment - F
iv) Shareholding Pattern of top ten Shareholders (Other than Directors, Promoters and Holders of GDRs and ADRs)
(31-03-20)
1 Siam Stock 1,72,00,000 9.65 1st April, NIL movement
Holdings Limited 2019 during the
1,72,00,000 6.59 31-Mar-20 year 1,72,00,000 6.59
2 Edelweiss India 43,09,091 2.42 1-Apr-19
Special Situations 13-Dec-19 79,486 Market 43,88,577 1.68
Fund-II 20-Dec-19 4,74,150 Purchase
48,62,727 1.86 31-Mar-20 48,62,727 1.86
3 EC Special 31,81,818 1.77 1-Apr-19 Nil movement
Situations Fund 31,81,818 1.22 31-Mar-20 during the 31,81,818 1.22
year
4 Life Insurance 30,05,152 1.67 1st April, Nil movement
Corporation of India 2019 during the
30,05,152 1.55 31-Mar-20 year 30,05,152 1.55
5 Edelweiss India 16,00,000 0.90 1-Apr-19
Special Situations 20-Dec-19 -4,74,150 Market 11,25,850
Fund - EISAF II 31-Dec-19 -79,486 Sale
Onshore Fund 10,46,364 0.40 31-Mar-20 10,46,364 0.40
6 Monica Burman 10,00,000 0.56 1-Apr-19 Nil movement
10,00,000 0.38 31-Mar-20 during the 10,00,000 0.38
year


Corporate Overview
(31-03-20)
7 Chowdry 0 0 1-Apr-19
Associates 21-Jun-19 47286 47,286 0.02
12-Jul-19 15251 62,537 0.02
2-Aug-19 43089 1,05,626 0.04
30-Aug-19 94559 2,00,185 0.08
13-Sep-19 236764 4,36,949 0.17
Statutory Reports
27-Sep-19 22195 4,59,144 0.18
4-Oct-19 10000 4,69,144 0.18
11-Oct-19 5000 4,74,144 0.18
18-Oct-19 32199 Market 5,06,343 0.19
1-Nov-19 2000 Purchase 5,08,343 0.19
17-Jan-20 25000 5,33,343 0.20
24-Jan-20 27500 5,60,843 0.21
31-Jan-20 16972 5,77,815 0.22
21-Feb-20 4500 5,82,315 0.22
28-Feb-20 5000 5,87,315 0.22
6-Mar-20 18373 6,05,688 0.23
13-Mar-20 10004 6,15,692 0.24
27-Mar-20 20000 6,35,692 0.24
6,35,692 0.24 31-Mar-20
8 United India 6,13,536 0.34 1-Apr-19 Nil movement
Insurance Company 6,13,536 0.23 31-Mar-20 during the 6,13,536 0.23
Ltd. year
9 Pacific 5,59,923 0.31 1-Apr-19 Nil movement
Management Pvt. 5,59,923 0.21 31-Mar-20 during the 5,59,923 0.21
Ltd. year
10 Lal Tolani 4,83,118 0.27 1-Apr-19 Nil movement
4,83,118 0.19 31-Mar-20 during the 4,83,118 0.19
year
Attachment - G
v) Shareholding of Directors and Key Managerial Personnel
beginning (01-04- shares of the shares
19) / end of the year Company of the
(31-03-20) Company
A DIRECTORS:
1 Mr. Om Prakash Lohia 3,84,73,369 21.60 1-Apr-19 Nil movement
Chairman & 3,84,73,369 14.73 31-Mar-20 during the 3,84,73,369 14.73
Managing Director year
2 Mr. Vishal Lohia 11,37,896 0.64 1-Apr-19 Nil movement
Whole-time Director 11,37,896 0.44 31-Mar-20 during the 11,37,896 0.44
year
3 Mr. M. N. Sudhindra Rao 0 0 1-Apr-19 Nil Holding
Executive Director & CEO 0 0 31-Mar-20 during the 0 0
year
4 Mr. Udeypaul Singh Gill 0 0 1-Apr-19
Nil Holding
Non-Executive 0 0 31-Mar-20 0 0
during the
Non-Independent
year
Director

beginning (01-04- shares of the shares
19) / end of the year Company of the
(31-03-20) Company
5 Dr. Arvind Pandalai 0 0 1-Apr-19 Nil Holding
Independent Director 0 0 31-Mar-20 during the
year
6 Mr. Suman Jyoti Khaitan 0 0 1-Apr-19 Nil Holding
Independent Director 0 0 31-Mar-20 during the 0 0
year
7 Mrs. Ranjana Agarwal 0 0 1-Apr-19 Nil Holding
Independent Director 0 0 31-Mar-20 during the 0 0
year
8 Mr. Dhanendra Kumar 0 0 1-Apr-19
Nil Holding
Independent Director 0 0 31-Mar-20 0 0
during the
(Appointed on 14-Feb-20 as
year
Additional Director)
B Key Managerial Personnel
1 Mr. M. N. Sudhindra Rao 0 0 1-Apr-19 Nil Holding
Chief Executive Officer 0 0 31-Mar-20 during the 0 0
year
2 Mr. Umesh Kumar Agrawal 0 0 1-Apr-19 Nil Holding
Chief Commercial and 0 0 31-Mar-20 during the 0 0
Financial Officer year
3 Mr. Susheel Kumar 0 0 1-Apr-19 Nil Holding
Mehrotra 0 0 31-Mar-20 during the
Chief Financial Officer year
4 Mr. Jayant k Sood 0 0 1-Apr-19 Nil Holding
Company Secretary 0 0 31-Mar-20 during the 0 0
(upto 31/08/2019) year
5 Mr. Pawan Kumar Thakur 0 0 1-Apr-19
Nil Holding
Company Secretary 0 0 31-Mar-20
during the
(from 01-08-
year
2019 to 31-03-2020)
Attachment - H
V. INDEBTEDNESS
v) Indebtedness of the Company including interest outstanding/accrued but not due for payment
(` in Crores)
Secured Loans Unsecured Loans Deposits Total
excluding Deposits Indebtedness
Indebtedness at the beginning of the financial
year (01/04/19)
i) Principal Amount 379.04 195.00 574.04
ii) Interest due but not paid 1.08 1.08
iii) Interest accrued but not due 20.90 20.90
TOTAL (i+ii+iii) 399.94 196.08 - 596.02
Change in Indebtedness during the financial year
Addition 447.41 - 447.41
Reduction 368.61 196.08 564.69
Exchange Difference loss 3.00 - 3.00
Net Change 81.80 (196.08) (114.28)
Indebtedness at the end of the financial year (31/03/20)
i) Principal Amount 471.37 471.37
ii) Interest due but not paid 0.10 0.10
iii) Interest accrued but not due 10.27 10.27
TOTAL (i+ii+iii) 481.74 - 481.74

Attachment - I
Corporate Overview
A. Remuneration to Managing Director, Whole-time Directors and/ or Manager
(` In Crores)
Sr. Particulars of Remuneration Name of MD / WTD / Manager
No. M.N. Sudhindra Total Amount
Om Prakash Lohia Vishal Lohia
Rao
CMD WTD ED & CEO
1 Gross Salary
(a) Salary as per provisions contained in Section 17 (1) of 2.03 1.22 1.90 5.15
the Income-tax Act, 1961
Statutory Reports
(b) Value of perquisites u/s 17 (2) Income-tax Act, 1961 0.45 0.69 0.00 1.14
(c) Profits in lieu of salary under Section 17 (3) - - - -
Income-tax Act, 1961
2 Stock Option - - - -
3 Sweat Equity - - - -
4 Commission - - - -
- as % of profit - - - -
- others, specify - - - -
5 Others, please specify - - - -
Total (A) 2.48 1.91 1.91 6.30
Ceiling as per the Act *As per the Provisions of the Companies Act, 2013
Note : Above payments includes perquisite value as defined under Income Tax Act 1961 for various payment made during the period.
Attachment - J
B. Remuneration to other Directors
(` In Crores)
Non-
executive
Non- Non-executive Independent Directors
Sl. Independent
Particulars of Remuneration
No. Director
Udeypaul Ashok Arvind Suman Ranjana Dhanendra Total
Singh Gill Kumar Pandalai Jyoti Agarwal Kumar Amount
Ladha Khaitan
1 Independent Directors
- Fee for attending Board / - 0.04 0.05 0.04 0.03 0.01 0.17
Committee meetings
- Commission - - - - - - -
- Others, please specify - - - - - - -
Total (1) - 0.04 0.05 0.04 0.03 0.01 0.17
2 Other Non-Executive Directors
- Fee for attending Board / - - - - - - -
Committee meetings
- Commission - - - - - - -
- Others, please specify - - - - - - -
Total (2) - - - - - - -
Total (B) = (1+2) - 0.04 0.05 0.04 0.03 0.01 0.17
Total Managerial Remuneration (A) +
6.47
(B)
Overall Ceiling as per the Act No Remuneration, only Sitting Fee

Attachment - K
A. Remuneration to Key Managerial Personnel other than MD/Manager/WTD
(` In Crores)
Sr. Particulars of Remuneration CCFO CFO Company Secretary
No. Umesh Kumar Susheel Kumar Jayant k Pawan Kumar
Agrawal Mehrotra Sood (Upto Thakur Total Amount
31/08/2019) (01/08/2019 to
31/03/2020)
1 Gross Salary
(a) Salary as per provisions contained in section 17 (1) of 0.87 0.75 0.49 0.14 2.25
the Income-tax Act, 1961
(b) Value of perquisites u/s 17 (2) Income-tax Act, 1961 0.01 0.00 0.00 - 0.01
(c) Profits in lieu of salary under section 17 (3)
Income-tax Act, 1961
2 Stock Option
3 Sweat Equity
4 Commission
- as % of profit
- others, specify
5 Others, please specify
Total 0.88 0.75 0.49 0.14 2.26
Note: Above payments includes perquisite value as defined under Income Tax Act 1961 for various payment made and retiral benefits given during the period.
Attachment - L
VII. PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCES
Type Section of the Brief Description Details of Penalty Authority (RD / Appeal made, if
Companies Act / Punishment / NCLT / COURT) any (give details)
Compounding fees
imposed
A. COMPANY
Penalty
Punishment
Compounding
B. DIRECTORS
Penalty
NIL
Punishment
Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
Punishment
Compounding

Om Prakash Lohia
Date: 24th June 2020 (DIN 00206807)

DISCLOSURE IN THE DIRECTORS’ REPORTS’ UNDER RULE 5 OF COMPANIES (APPOINTMENT

AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014
Corporate Overview
The information required under section 197 of the Companies Act, 2013, read with Rule 5 (1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules 2014, are given below:
(a) T
he Ratio of remuneration of each Director to the median Remuneration of the employees of the Company for the financial
year 2019-20 and percentage increase in remuneration of each Director, Chief Financial Officer and Company Secretary in
the Financial Year 2019-20.
Remuneration of Ratio of remuneration % increase in
Statutory Reports
Sr. Director /KMP for of each director to remuneration in
Name of Director/KMP and Designation
No Financial Year 2019-20 median remuneration the Financial year
(ìn Crores) of employees 2019-20
1 Mr. Om Prakash Lohia Chairman and Managing Director 2.48 64.11 Nil
2 Mr. Vishal Lohia (Whole-time Director) 1.91 49.34 Nil
3 Mr. M. N. Sudhindra Rao* (ED & CEO) 1.91 49.25 1.13
4 Mr. Udeypaul Singh Gill* Non-executive Non-Independent Director - - -
5 Mr. Umesh Kumar Agrawal ** Chief Commercial and Financial Officer 0.87 22.52 NA
6 Mr. Susheel Kumar Mehrotra Chief Financial Officer 0.76 19.51 Nil
7 Mr. Jayant K Sood, CHRO & CS *** 0.49 12.58 Nil
8 Mr. Pawan Kumar Thakur **** Company Secretary 0.14 3.68 NA
Note: Non-executive Independent Directors are only receiving fees for attending the meetings.
* Appointed with effect from 03. 04.2019
** Appointed with effect from 16.04.2019
*** Ceased to be in employment with effect from 06.08.2019
**** Appointed with effect from 06.08.2019
b) The ratio of the remuneration of each director to the median remuneration of the Company for the Financial Year:
The median remuneration of employees of the Company during the financial year was 0.0387 Crore and ratio of remuneration
of each Director to the median remuneration of the employees of the Company for the financial year is provided in
the above tables.
(c) Percentage increase in the median remuneration of employees in the financial year 2019-20:
In the Financial Year 2019-20, there was 13.17% increase in the median remuneration of employees.
(d) The number of permanent employees on the rolls of the Company:

There were 1,457 permanent employees on the rolls of the Company as on 31st March, 2020.
(e) average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial
year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if
there are any exceptional circumstances for increase in the managerial remuneration:
During the year average percentage increase in the salary of employees of the Company other than the managerial personnel
in the Financial year 2019-20 was 6.65%, whereas percentage increase in the managerial remuneration in the Financial year
2019-20 was insignificant.
The Board of Directors of the Company affirms that the remuneration is as per the Remuneration Policy of the Company.

Mr. Om Prakash Lohia

Place: New Delhi Chairman and Managing Director
Date: : 24th June, 2020 (DIN 00206807)

Management Discussion and Analysis
The Government of India has responded to this economic

Global economy
fallout by announcing two stimulus packages and liquidity
The global economy faced several challenges during the year
easing measures to fuel the economic activity. The lockdown is
2019. Trade tensions between various nations, impending
being removed in a phased manner and efforts are being made
Brexit deal, risks of global recession, volatility in the crude oil
to revive the manufacturing, services and other productive
market and various other geopolitical risks have negatively
activities. However, with the resurgence of COVID-19 in
impacted world trade.
China, New Zealand and the United States, with no cure or
vaccine being found as yet, we are looking at uncertain and
The rise in uncertainty because of these events has
challenging times ahead.
affected demand and therefore business sentiments.
Investor confidence has fallen to a great extent, thereby
Indian textile industry
shrinking investments in various sectors.
India’s textile industry is one of the largest and most important
sectors of the country’s economy in terms of output,
The struggling global economy was further worsened by the
exports/foreign exchange earnings and employment (~45
COVID-19 pandemic breakout and the economic shut down
million people, second highest after agriculture). The textile
in advanced economies and other parts of the world have
sector has a 2% share in the GDP and 12.5 % share in the
disrupted billions of lives and are jeopardising decades of
Indian manufacturing GDP.
development progress.
With the ensuing lockdowns worldwide and in India, the impact

The baseline forecast by World Bank envisions a 5.2%
has increased manifold. Even before COVID-19, India’s textile
contraction in global GDP in 2020 – the deepest in eight
exports and companies were grappling with muted growth;
decades. The global recession would be deeper, if bringing
with the lockdowns, the situation has worsened.
the pandemic under control took longer than expected, or if
financial stress triggered cascading defaults. Adding fuel to
The economy as a whole and the textile industry in particular
the fire, an unprecedented collapse in oil demand, surge in oil
are staring at lower domestic and international demand due
inventories and steepest one month decline in oil prices have
to anticipation of recession and job losses, falling exports,
further escalated the economic distress. The fall in oil prices
shortage of workmen due to migration and impact on margins.
to some extent might help mitigate the misery of the emerging
market and developing economies in their recovery path.
In all this gloom, we also see a silver lining for the Indian
textile industry.
India’s growth pattern (%)
2017 2018 2019E 2020F 2021F
1. Post the pandemic, many countries and companies are
World 3.3 3.0 2.4 -5.2 4.2
likely to expand their supply nations rather than relying on
EMDE 4.5 4.3 3.5 -2.5 4.6
a few countries. India can gain out of this if it manages to
India 7.0 6.1 4.2 -3.2 2.8
stay competitive.
Indian economy
The Indian economy continued its growth trajectory by 2. The man-made fibre and cotton fibre ratio globally is 70:30
achieving 4.2% in 2019 though lower than estimated. whereas in India it 30:70. A focus on man-made fibre will
A country-wide lock down was enforced by the government increase consumption and also gain market share.
in late March 2020 due to the COVID-19 pandemic.
The economic impact of this has been so devastating that 3. The Government of India in the Union Budget announced
manufacturing and services activity came to a grinding halt, in February 2020 gave a fillip to this by meeting a
resulting in demand falling to unprecedented lows that fed into long-standing demand of the industry by removing
PMI indices going into a free fall. The country is now faced with anti-dumping duty on PTA, a basic raw material required
enormous job losses, migration of labour, increased expenses for the manufacture of man-made fibre. The textile
in medical and health infrastructure, lower tax collections and industry is also suffering from inverted duty structure of
high fiscal deficit. Goods and Service Tax (GST), which the government is
actively considering neutralising. The government is also

formulating a new textile policy which is expected to help Financial performance
Corporate Overview
the textile Industry grow at double digit rates. (` in Crores)
Particulars FY 2019-20 FY 2018-19
5. India is the largest producer of cotton in the world and Total income 2,127.94 1,699.37
also there is abundance of other raw materials required. EBIDTA 0.66 (88.58)
The country has manufacturing and production capabilities PBT (180.00) (421.66)
across the entire value chain, competitive manufacturing PAT (317.56) (270.33)
costs, availability of skilled manpower, large and growing Book value per share (`) 8.52 13.54
domestic market, rising per capita income, and a growing Earnings per share (`) (12.13) (17.01)
middle-class urban population creating demand for the
apparel market. Raw material dynamics
Statutory Reports
For the Polyester industry, the main raw materials are Purified
Indo Rama Synthetics (India) Limited Terephthalic Acid (PTA) and Mono Ethylene Glycol (MEG).
Indo Rama Synthetics Ltd. is India’s largest dedicated polyester These are derivatives of petrochemical industry. Any change in
manufacturer, incorporated in 1986. It has an integrated crude oil price affects the prices of feedstocks PTA and MEG.
production facility in Butibori, near Nagpur, Maharashtra.
Oil prices have been very volatile during the last financial
Our large product gamut comprises Polyester Stable Fibre
year varying between US$33 and US$ per 77 per barrel.
(PSF), Polyester Filament Yarn (PFY), Draw Texturised Yarn
The COVID-19 pandemic added further to the volatility
(DTY), Fully Drawn Yarn and Textile Grade Chips.
in March 2020, with oil prices crashing to historic lows
due to negligible demand as a result of the lockdowns
We have an annual production capacity of supreme quality
imposed globally.
products at 610,050 tonnes. Our presence is prominent and
growing across major global geographies like the US, France, Purified Terephthalic Acid (PTA)
Germany, Turkey, Russia and Japan, among others. There are only three suppliers of PTA in the country and
the demand supply balance is matched with around 10%
Our core strengths of imports. Prices are based on import parity and it varied
• Over three decades of rich industry experience between US$488 to US$846 PMT due to the volatility of oil
prices indicated above.
• Centrally located plant in India to cater demand
throughout India. There are also three suppliers of MEG in the country and
the demand supply balance is matched with around 30%
• One of India’s most cost-efficient
of imports. The MEG price varied between US$455 PMT
polyester manufacturers
to US$598 PMT. The MEG - Ethylene Delta varied between
• Well-defined quality and process management system US$20 PMT to US$162 PMT, with an average of US$89 PMT
as against the average of US$165 PMT in the previous year.
• Technological excellence
Significant decrease in price of MEG as well as MEG - Ethylene
• Global presence Delta took place due to over supply in MEG market caused by
commissioning of new MEG capacity in various parts of the
• Enduring and stable relationship with clients
world, which resulted in fierce competition.
• Strong technical, financial and operational support
Power generation
with management control by Indorama Ventures Public
Indo Rama’s Captive Power Plant (CPP), complete with
Company Limited (IVL), a world leader in fibre segment.
coal-based thermal power of 40 MW capacity and 31.08 MW
Production and sales performance FO-based DG capacity, is sufficient to meet the Company’s
Particulars FY 2019-20 FY 2018-19 demand. The coal-based thermal power source enables an
Total revenue from 2,122 1,695 uninterrupted power supply for processes and production.
operations (` in Crores) The DG-based power sets are used sparingly to meet
Total exports (` in Crores) 564 328 contingencies and emergencies.
Electrical power (MWPH) 24.49 19.72
The Thermal Power Plant (TPP) also caters to the demand
Polyester Staple Fibre (TPA) 117,255 83,285
of processed DM water and steam, through extraction from
Polyester Filament Yarn (TPA) 134,187 77,263
turbines in production facilities. Power by open access on
Draw Texturised Yarn (TPA) 107,868 56,810
available opportunities during ASD of power boilers and TG
Polyester Chips (TPA) 2,904 987
sets as well as in off-peak hours.
The Company continues to monitor its power use, internally

and externally, to find out avenues for reducing cost of
power in polyester production, thereby contributing to core
business profitability.

During FY 2019-20, the Company had to mainly source coal prospects. We ensure free flow of knowledge across all tiers
from spot auction of WCL as LOI for the linkage coal is still of the management in an endeavour to maintain transparency
awaited, Hence, during the year coal cost was higher as and a collaborative spirit. Total number of employees, including
compared to last year. contract labour are 3,111 as on 31st March, 2020.
The Company is availing power from the state grid from Risk management
11th June 2020. This will help in reducing carbon emission and A comprehensive risk management process is indispensable
also reduce the cost of power to the Company due to the state for survival in today’s capricious business world. With rising
government subsidies in power to encourage textile industry. globalisation, we continuously evolve our risk management
system. It is enabling our business to achieve its strategic
People at Indo Rama
objectives; and deliver sustainable, long-term growth and
Our people are the heart of our business and a critical lever
a commitment to responsible business practices. Our risk
for our growth. We implement a systematic performance
management system is prudently decentralised to facilitate
management strategy, while investing heavily in human
risk mitigation at transaction levels.
resource initiatives to attract and retain the best talent.
In order to maximise employee satisfaction, we provide We have classified various risks and their mitigation process:
comprehensive learning opportunities and good long-term
Risks Mitigation measures

Cost Risk • The Company procures its major raw material, PTA mainly locally with minimum effect of price fluctuations
Cost of raw materials due to crude sensitivity in view of lesser transit time
fluctuate as polyester making • Renegotiating with vendors and alternative sourcing of raw materials has helped the Company to
raw materials are crude oil optimise cost of raw materials
price sensitive • Prices are linked with published price Index of various raw materials
Quality Risk • The Company has stout quality measures in place

A drop in quality of products may • Our strong technology backup helps in maintaining the quality
impair the Company’s image • The Company enjoys quality certification – ISO-9001:2008
• Our fully equipped quality-control laboratory with contemporary equipment and software ensures
continuous supply of high-standard products
Employee Risk • Indo Rama follows a uniform and merit-based recruitment process. It is sustained by a structured and
Inability to attract and retain precise selection procedure to avoid discrimination
skilled workforce can have a • Impartial assessment process and unbiased performance appraisal help retain skilled workforce
negative impact on our growth • The Company encourages people with rewards and recognitions
• Arranging employee engagement activities to strengthen relationships and develop a pleasant
work environment
Technological Risk • We have several technical collaborations with technology leaders in Japan, Germany and the US
Technological obsolescence may • Re-engineering and improvisation help the organisation in optimisation
hurt our operational performance • Continuous investment in technology up-gradations has enabled us to stay at the cutting-edge
• A strong team monitors the entire process to ensure stability
Customer Risk • We maintain a strong sales and marketing team to increase market penetration
Inability to reach demand • Indo Rama takes various measures to increase customer satisfaction
pockets and not catering to • The marketing department tries to maintain long-term relations with customers to ensure repeat business
evolving needs may have a • Market trends are analysed to derive demand trends for customers
detrimental effect
Competition Risk • We are widening customer base and catering to specific needs to gain customer trust
Competition from other players • With an expanded value-added product portfolio, we now can address a broader client base
might affect business
Forex Risk • Maintaining an equilibrium between exports receipts and import payments create a natural hedge against
Volatility in global currencies can currency fluctuations effect
impact profit margins • To safeguard against currency volatility, forward contracts are taken on need- and
assessment-based approach

Safety, Health and Environment their plant by providing fire tender to extinguish the fire
Corporate Overview
At Indo Rama, we believe that organisations’ sustainability during FY 2019-20
is directly proportional to the safety, health and environment
• Fire hydrant system was kept in working condition round
management. We endeavour to demonstrate environmental
the clock to cater to fire emergency
and social responsibility at every step.
Health
We are devoted to benefit communities – workforce, public and • Diagnostic and treatment camp conducted by
environment. Our safety, health and environment objectives Seven Star Hospital, Nagpur. ECG, blood sugar and
include complying with all applicable laws relevant to the physician check-up done. Total 95 persons took the
industry. The Management believes in sharing responsibility advantage of this camp
throughout the hierarchy in conforming to the existing laws.
• Blood donation camp conducted by Jeevan Jyoti
Statutory Reports
Blood Bank, Nagpur. Total 93 persons donated
During FY 2019-20, the Company got the ISO: 45001:2018
blood voluntarily
certification to further strengthen the Management’s
commitment to occupational health and safety. • Ira International School yearly Medical Examination done
– VI to X Standard total 375 students covered.
Fire & Safety
• Lecture on Adolescence given to VII-VIII Standard
• We abide by all statutory compliance as per
students of Ira International School
Factories Act 1948, Maharashtra Factories Rules
1963 and Maharashtra Fire Prevention and Life • Awareness lecture on Hypertension and Dengue
Safety Measures Rules conducted for colony residents
• ISO: 45001:2018 certificate received from M/s • Awareness lecture on diet conducted for employees by a
Societe Generale de Surveillance in the month Dietician Doctor from Nagpur
of December 2019
• Awareness lecture on Cancer and its prevention
• There is a continuous effort from the Management for conducted on the occasion of ‘World No Tobacco Day’
creating awareness on fire and safety among employees, by expert doctor from Nagpur
including their family members and contractor workers
• Total nine lectures taken on First Aid and CPR and more
• No major fire incidents took place in 2019-20 than 175 persons educated
• No fatality took place in 2019-20 • World Aids Day celebrated and organised four camps
on HIV/AIDS for voluntary testing (270 tests done) under
• Occupational Health and Safety Audit as per IS: 14489
ELM project throughout the year with help of Sahyadri
was conducted during the month of July, 2019 as per
Foundation, Nagpur
statutory requirement of Maharashtra Factory Rule, 1963
• Awareness lecture programmes on Tobacco – 27
• Fire Audits (form B) were conducted during the
programmes conducted, more than 600 employees and
month of January and July 2019 as per statutory
contract labours educated
requirement of Maharashtra Fire Protection and Life
Safety Measures Act • More than 25 awareness workshops on COVID-19
conducted covering 700 employees and we are
• Well-defined and updated on-site Emergency
continuing these workshops on a regular basis
Management Plan to tackle any major emergency inside
and outside plant premises • Dos and Don’ts of COVID-19 prevention pamphlets;
5,000 distributed to all employees, contract labourers
• Conducted mock drills on various emergency scenarios
and to nearby residents through PHC Takalghat
to ensure emergency preparedness
• Corona Pocket Booklet of Indo Rama; 5,000 distributed
• Conducted awareness programmes for family members
in a similar way
of Company employees on LPG Safety, Home Safety,
Road Safety and other relevant topics • Board announced preventive measures for COVID-19
displayed in both residential colonies and plant premises
• Celebrated safety month (4 February to 4 March-2020)
to create safety awareness among employees, • Sanitsation done in colonies and plant premises and is
including their family members and contractor workers. repeated at regular intervals
Around 600 participants participated in various 14
• Thermal screening of all colony residents done twice
competitions directly
in April and May
• Help extended to nearby industries in coordination with
• Thermal screening and sanitisation are being done at
government organisation during fire emergencies in
each entrance gate on regular basis

Environment and Companies Act, 2013 and rules thereof and all other
At Indo Rama, we adopt several measures to maintain applicable statutes.
ecological balance in and around our production facilities –
particularly with regard to solid hazardous waste management. The Company has identified the following ratios as key
Polymer and fibre wastes are sold to authorised parties for financial ratios:
reuse and we ensure that hazardous wastes reach the
registered recyclers. We sustained our various efforts to Sr.
Particulars FY 2019-20 FY 2018-19
protect the environment. No.
1 Debtors Turnover Ratio (times) 22 .40 26.74
Information technology (IT) 2 Inventory 17 .08 19 .29
Turnover Ratio (times)
Due to obsolescence in technology of IBM server which
3 Interest Coverage Ratio (times) (1.23) -2.74
was hosting ERP SAP, a new server from IBM P8-S824
4 Current Ratio (times) 0.75 0.53
was purchased by IRSL, and installed in the Data Center
5 Debt Equity Ratio (times) 1.70 1.17
- Butibori. All historical data of SAP was also migrated to
6 Operating Profit Margin (%) 0.0003% (12.82%)
these IBM servers.
7 Net Profit Margin (%) (15.43%) (17.05%)
8 Return on Net Worth (%) (156%) (123%)
Internal controls and their adequacy
Indo Rama has a robust internal control system in place,
designed to achieve efficacy of systems, processes and Cautionary statement
controls. Internal audit is carried out by an independent agency The Management of Indo Rama has prepared and is
and internal enterprise risk management team. All the major responsible for the financial statements that appear in this
areas and processes are covered in the review plan, drawn report. These are in conformity with accounting principles
in consultation with the Management. Standard operating generally accepted in India. Statements in this Management
procedure compliance and Management-approved policies Discussion and Analysis describing the Company’s objectives,
are reviewed and areas of improvement, if any, are identified. projections, estimates and expectations may be ‘forward
Internal audit process verifies whether all systems and looking statements’ within the meaning of applicable laws and
processes are commensurate with the business size and regulations. The Management has made these statements
structure. Adequate internal control systems safeguard based on its current expectations and projections about
the assets of the Company with timely identification and future events. Wherever possible, it has tried to identify such
intervention to assuage risks. The internal audit report is statements by using words such as ‘anticipate’, ‘estimate’,
discussed with the Management and members of the Audit ‘expect’, ‘project’, ‘intend’, ‘plan’, ‘believe’ and words of
Committee to keep a check on the existing systems and take similar substance. Such statements, however, involve known
corrective action to further enhance the control measures. and unknown risks, significant changes in the political and
economic environment in India or key markets abroad, tax
Statutory compliance laws, litigation, labour relations, exchange rate fluctuations,
Mr. Pawan Kumar Thakur, Company Secretary and Compliance interest and other costs which may cause actual results to
Officer makes a declaration at each Board Meeting regarding differ materially. The Management cannot guarantee that
the compliance with the provisions of various statutes, after these forward-looking statements will be realised, although it
obtaining confirmation from all the units of the Company. believes that it has been prudent in making these assumptions.
He also ensures compliance accordance to SEBI regulations The Management undertakes no obligation to publicly update
any forward-looking statements, whether as a result of new
information, future events or otherwise.

Report on Corporate Governance
Corporate Overview
The Directors present the Company’s Report on Corporate the Board is as under which is headed by Chairman &
Governance for the financial year ended 31st March, 2020, Managing Director.
in terms of Regulation 34(3) read with Schedule V of the
Sl. No. of % of total no.
Securities and Exchange Board of India (Listing Obligations Category
No. Directors of Directors
and Disclosure Requirements) Regulations, 2015 (the Executive Director-Promoter 2 25.00
Statutory Reports
“Listing Regulations”). Executive Director & CEO 1 12.50
Non- Executive Non- 1 12.50
1. COMPANY PHILOSOPHY ON THE CODE Independent Director
OF CORPORATE GOVERNANCE Non- Executive 4 50.00
Indo Rama Synthetics (India) Limited (the “Company”) Independent Directors
(Including one women Director)
has complied with the principles and practices of good
Total 8 100.00
Corporate Governance. The Company’s philosophy is to
attain transparency and accountability in its relationship
None of the Directors on the Board holds directorship
with employees, shareholders, creditors, consumers,
in more than ten public companies. None of the
dealers and lenders, ensuring a high degree of regulatory
Independent Director serves as an Independent Director
compliance. Your Company firmly believes that a good
of more than seven listed entities. Necessary disclosures
governance process represents the foundation of
regarding committee positions in other public companies
corporate excellence. Our business fosters a culture of
as on March 31, 2020 have been made by the Directors.
ethical behaviour and disclosures aimed at building trust
None of the Director is related to each other except
of our stakeholders. We have adopted various codes
Mr. Om Prakash Lohia and Mr. Vishal Lohia
and policies to carry out our duties and responsibilities in
ethical and transparent manner.
B) Chart matrix setting out the skills/expertise/
2. BOARD OF DIRECTORS competence of the Board of Directors:
The Board has identified the following core skills, expertise,
A) Composition:
competencies as required in the context of business of the
The Board of the Company is comprised of Executive
Company and the sector in which Company is operating.
and Non- Executive Directors including Independent
Directors. As on 31st March, 2020, the composition of
Mr. Om Mr. M N Mr. Mr. Suman Mrs. Mr.

Sl. Skills / Expertise / Competence Mr. Vishal Dr. Arvind
Prakash Sudhindra Udeypaul Jyoti Ranjana Dhanendra
No identified by the Board Lohia Pandalai
Lohia Rao Singh Gill Khaitan Agarwal Kumar
1 Knowledge/Understanding of √ √ √ √ √
the Business of the Company,
the industry/ sector to which it
relates with respect to relevant,
rules, regulations and status
of compliances thereof, best
corporate governance practice,
business ethics, and structures
to manage risk and crisis
2 Strategic expertise, √ √ √ √ √ √ √ √
strategic planning and
implementation with clear
vision and incorporation of
necessary changes required
due to existence of dynamic
global environment.
3 Behavioral competencies/ √ √ √ √ √ √ √ √
personal attributes displaying
i) Integrity and
ethical standard
ii) Mentoring ability

Mr. Om Mr. M N Mr. Mr. Suman Mrs. Mr.
Sl. Skills / Expertise / Competence Mr. Vishal Dr. Arvind
Prakash Sudhindra Udeypaul Jyoti Ranjana Dhanendra
No identified by the Board Lohia Pandalai
Lohia Rao Singh Gill Khaitan Agarwal Kumar
4 Mind- set or Attitude: √ √ √ √ √ √ √ √
i) Possession of
ethical mindset;
ii) Carrying of
professional attitude;
iii) Performance oriented
5 Finance and technical skill: √ √ √ √ √ √ √ √
i) Ability to interpret financial
statements and accounts
and to assess the financial
viability of the projects
ii) Gauging potential
business opportunities
iii) Assessing importance of
information technology
of the Company or other
specific skills
6 Risk oversight / management √ √ √ √ √ √ √ √
i) Ability to identify key risks
ii) Possession of Risk
Management skill
C) Board Meeting & Attendance:

During 2019-20, 5 (five) Board Meetings were held, i.e., 15th May, 2019, 20th July, 2019, 6th August, 2019, 5th November, 2019
and 14th February, 2020. The necessary quorum was present in all the meetings.
The attendance of Directors at the Board Meetings during 2019-20 and the last Annual General Meeting held on 26th July,
2019, is as under:
Name of Directors and Date of No of Board

Date of No of Board Attendance at the
Directors Identification appointment in Category of Directorship meeting
Appoint-ment Meeting attended last AGM
Number the Current term held
Mr. Om Prakash Lohia 28.04.1986 26.12.2017 Executive Director - 5 3 No

(DIN:00206807) Promoter
Mr. Vishal Lohia 16.04.2002 01.04.2019 Executive Director - 5 5 Yes

(DIN: 00206458) Promoter
Mr. M.N. Sudhindra Rao 03.04.2019 NA Executive Director 5 5 Yes
(DIN: 01820347) & CEO
Mr. Udeypaul Singh Gill 03.04.2019 NA Non-executive - 5 3 No
(DIN: 00004340) Non Independent Director
Mr. Suman Jyoti Khaitan 30.01.2013 15.05.2019 Non- Executive 5 4 No
(DIN: 00023370) Independent Director
Mrs. Ranjana Agarwal 18.05.2015 18.05.2020 Non- Executive 5 4 No
Dr. Arvind Pandalai 31.08.2016 NA Non- Executive 5 5 Yes
(DIN: 00352809 Independent Director
Mr. Ashok Kumar Ladha* 14.06.1995 15.05.2019 Non- Executive 4 3 No
(DIN : 00089360) Independent Director
Dhanendra Kumar** 14.02.2020 NA Non- Executive 1 1 NA
* Ceased to be Director, with effect from 25th November, 2019.
** Appointed as Non- Executive Independent Director, with effect from 14th February, 2020.

D) Outside Directorships, Committee Membership(s)/Chairmanship(s):
Corporate Overview
The number of other Board and Board Committee in which the Directors of the Company are holding the position of
Member/Chairperson, as on 31st March, 2020.
No of Outside Directorship held No of Outside

Committees
Name of other Listed Company and
Name of the Director and Public Co./ Private Co. Other Co. Member* Chairman#
Category of Directorship
Director Identification No. Listed /
Unlisted
Mr. Om Prakash Lohia 2 2 1 Nil Nil GFL Limited -
(DIN: 00206807 Non- Executive Independent Director
Gujarat Fluorochemicals Limited - Non-
Statutory Reports
Executive Independent Director
Mr. Vishal Lohia Nil 1 Nil Nil Nil None
(DIN: 00206458)
Mr. M.N. Sudhindra Rao 1 3 NIL 1 NIl Everest Kanto Cylinder Limited- Non-
(DIN: 01820347) Executive Independent Director
Mr. Udeypaul Singh Gill Nil Nil 10 ## Nil Nil None
(DIN: 00004340)
Mr. Suman Jyoti Khaitan 2 1 1 2 2 Oriental Carbon Chemical Limited- Non-
(DIN: 00023370) Executive Independent Director
Jindal Stainless Limited-
Non- Executive Independent Director
Mrs. Ranjana Agarwal 5 1 1 5 1 KDDL Limited-
(DIN: 03340032) Non- Executive Independent Director
ICRA Limited-
UGRO Capital Limited-
ICRA Analytics Limited
RBL Bank Limited-
Dr. Arvind Pandalai Nil Nil Nil Nil Nil None
(DIN: 00352809)
Mr. Dhanendra Kumar 2 Nil 1 1 Nil Jay Bharat Maruti Limited-
(DIN: 05019411) Non- Executive Independent Director
* All committee including Chairmanship and Membership of Audit Committee and the Stakeholders Relationship Committee have been considered.
# Including Chairmanship.
## Foreign Companies Directorships
The number of Directorships, Committee Memberships Chairmanships of all Directors is within respective Limits prescribed under the Companies Act, 2013 (“Act”)
and Listing Regulations.
E) The Board periodically reviews, the Compliance Regulation 16(1)(b) of the List Regulations and that they
Report of all laws applicable to the Company. are independent of the Management.
F) Independent Director confirmations by the Board: G) Detailed reason for the Resignation of Independent
Independent Directors are Non- Executive Director as Director:
defined under Regulation 16 (1) (b) of the SEBI Listing Mr. Ashok Kumar Ladha, Non- Executive Independent
Regulations read with section 149 (6) of the Companies Director, resigned from the Directorship of the Company
Act, 2013 along with rules framed there under. In terms of with effect from 25th November 2019, due to personal
Regulation 25 (8) of SEBI Listing Regulations, they have reason and he confirmed that there is no other material
confirmed that they are not aware of any circumstance or reason other than those provided in the resignation letter.
situation which exits or may be reasonably anticipated that
could impair or impact their ability to discharge their duties. H) Information supplied to the Board of Directors:
Based on the declaration received from Independent During 2019-20, all necessary information as required
Directors, the Board of Directors have confirmed that they under the applicable provisions of the Companies Act,
met the criteria of Independence as mentioned under 2013, Listing Regulations and other applicable laws and
rules were placed and discussed at the Board Meeting.

I) During the year following resolutions were passed
The following Independent Directors were present
by the circulation: at the Meeting:
i) Mr. Suman Jyoti Khaitan;
Sl.
Agenda
Date of Resolution passed by ii) Mrs. Ranjana Agarwal;
No the Board / Committee
iii) Mr. Dhanendra Kumar; and
i) To approve Cost Auditors Report 25th September, 2019
for the financial year 2018-19.
iv) Dr. Arvind Pandalai.
ii) Acceptance of Resignation of 25th November, 2019
Mr. Ashok Kumar Ladha (DIN: L) Familiarisation programme for Independent
00089360) from Directorship (Non- Directors:
Executive Independent Director) Pursuant to regulation 25(7) of the SEBI (Listing Obligations
of the Company. and Disclosure Requirements) Regulations, 2015, the
iii) To consider and give No Objection 2nd January, 2020
Certificate for using the premises
Company should familiarise the Independent Directors
situated at the Metropolitan, through various programs about the Company.
6th floor, C-26/27, Bandra
Kurla Complex, Bandra East, At the time of appointing an Independent Director, a formal
Mumbai-400051, Maharashtra, letter of appointment is given to him, which inter-alia explain
by Indorama Ventures Global the role, function, duties and responsibilities expected
Shared Services Pvt. Ltd., as its
from him as an Independent Director of the Company.
Registered Office.
The Independent Director is also explained in details the
compliance required from him under Companies Act,
J) Disclosure of relationship between Director, inter-se:
2013, Listing Regulations and other various other statutes
and an affirmation is required.
Name of the Director Category of Relationship
Directorship between Directors
Mr. Om Prakash Lohia Executive Director - Mr. Vishal
Periodic presentations are made at the Board and
(DIN: 00206807) Promoter Lohia (Son) Board Committee Meetings, on the business and
Mr. Vishal Lohia Executive Director - Mr. Om Prakash performance updates of the Company. The details of
(DIN: 00206458) Promoter Lohia (Father) the familiarisation programme have been disclosed
Mr. M.N. Sudhindra Rao Executive Director None on the website of the Company at the following
(DIN: 01820347) web-link, https://www.indoramaindia.com/pdf/policies
Mr. Udeypaul Singh Gill Non- Executive Non- None
/Familiarisation- Programme-IDs-REVISED.pdf.
Mr. Suman Jyoti Khaitan Non- Executive None
M) Evaluation of the Board’s Performance:
Mrs. Ranjana Agarwal Non- Executive None As per the applicable provisions of the Companies
(DIN: 03340032 Independent Director Act, 2013 and Listing Regulations, the Board has to
Dr. Arvind Pandalai Non- Executive None carry out evaluation of its performance, Committees
(DIN: 00352809) Independent Director of the Board and individual Directors of the Company
Mr. Dhanendra Kumar Non- Executive None based on the criteria laid down by the Nomination and
(DIN: 05019411) Independent Director Remuneration Committee. Feedback was sought by way
of structured questionnaires covering various aspects
K) Separate Meeting of Independent Directors: of the Board’s functioning/ effectiveness, such as Board
During the year under review, a separate meeting of the Structure, Business Excellence, Managing Stakeholders,
Independent Directors of the Company was convened on Business Performance Evaluation, Compliance, Internal
16th March, 2020, inter- alia, to perform the following: Control, Audit Function, Risk Management and the
evaluation was carried out based on responses received
• Review the performance of Non-Independent from the Directors.
Directors and the Board as a whole;
N) Code of Conduct:
• Review the performance of the Chairperson
The Code of Conduct for Board Members and Senior
of the Company, taking into account the
Management of the Company is available on the
views of the Executive Directors and Non-
Company’s website, http://www.indoramaindia.com.
Executive Directors; and
Annual declaration by the Chairman and Managing
• Assess the quality, quantity and timeliness of flow Director of the Company pursuant to the SEBI (Listing
of information between the Company Management Obligations and Disclosure Requirements) Regulations,
and the Board that is necessary for the Board to 2015, regarding compliance with the code by all the
effectively and reasonably perform their duties. Directors and Senior Management is attached with
the Annual Report.

O) Terms and conditions of appointment of Independent (2) To seek information required from any employee;
Corporate Overview
Directors:
The terms and conditions of appointment of (3) To obtain outside legal or other
Independent Directors have been placed on the professional advice; and
website of the Company. The same is available on the
Company’s website, https://www.indoramaindia.com (4) To secure attendance of outsiders with relevant
/pdf/policies/Terms-and-Conditions-of-Indepentdent-Directors.pdf. expertise, if it considers necessary.
3. COMMITTEES OF THE BOARD (b) Role:

There are eight Committees of the Board, viz; the Audit
Committee, Nomination and Remuneration Committee, The role of the Audit Committee includes the following:
Statutory Reports
Stakeholders Relationship Committee, Share Allotment
and Transfer Committee, Corporate Social Responsibility (1)
Oversight of the Company’s financial reporting
Committee, Risk Management Committee, Business process and the disclosure of its financial information
Responsibility Reporting Committee and Banking and to ensure that the financial statement is correct,
Finance Committee. sufficient and credible;
I) Audit Committee (2)

Recommendation for appointment, remuneration
A) Composition: and terms of appointment of auditors of the Company
As on 31st March, 2020, the Company’s Audit Committee
comprises of four Non- Executive Independent (3) Approval of payment to statutory auditors for any
Directors, one Executive-Promoter Director and one other services rendered by the statutory auditors
Executive Director. except those which are specifically prohibited;
The Company Secretary acts as the Secretary to the Audit (4) Reviewing, with the management, and examination
Committee. The composition is as under: of the financial statements and auditor’s report
thereon before submission to the board for approval,
(i) Dr. Arvind Pandalai (DIN: 00352809), Non- Executive with particular reference to:
Independent Director, Chairman;
a)
Matters required to be included in the
(ii)
Mr. Suman Jyoti Khaitan (DIN: 0023370), Director’s Responsibility Statement to be
Non- Executive Independent Director, Member; included in the Board’s report in terms of
clause (c) of sub-section 3 of section 134 of
(iii)
Mrs. Ranjana Agarwal (DIN: 03340032), the Companies Act, 2013;
Non- Executive Independent Director Member;
b)
Changes, if any, in accounting policies and
(iv)
Mr. Dhanendra Kumar (DIN: 05019411), practices and reasons for the same;
Non- Executive Independent Director, Member
c)
Major accounting entries involving
(v)
Mr. Vishal Lohia (DIN: 00206458), Executive estimates based on the exercise of
Director, Promoter, Member; and judgment by management;
(vi) Mr. M.N. Sudhindra Rao (DIN: 01820347), Executive d) Significant adjustments made in the financial
Director, Member. statements arising out of audit findings;
All Members of the Committee are financially literate and e)

Compliance with listing and other legal
most of them have accounting and/or related financial requirements relating to financial statements;
management expertise.
f) Disclosure of any Related Party Transactions;
B) Terms of Reference:
Powers and Role of the Audit Committee: g) Modified opinion(s) in the draft audit report.
(a) Powers:
(5)
Reviewing, with the management, the quarterly
The powers of Audit Committee include the following: financial statements before submission to the
board for approval;
(1) o investigate any activity within its terms of
T
reference;

(6) Reviewing, with the management, the statement of (18)
To review the functioning of the Whistle
uses / application of funds raised through an issue Blower mechanism;
(public issue, rights issue, preferential issue, etc.),
the statement of funds utilised for the purposes (19) Approval of appointment of Chief Financial Officer
other than those stated in the offer document / after assessing the qualifications, experience and
prospectus / notice and the report submitted by background, etc. of the candidate;
the monitoring agency monitoring the utilisation of
proceeds of a public or rights issue, and making (20) Reviewing the utilisation of loans and/or advances
appropriate recommendations to the Board to take from/investment by the holding company in the
up steps in this matter; subsidiary exceeding rupees 100 crore or 10% of
the asset size of the subsidiary, whichever is lower
(7) Review and monitor the auditor’s independence and including existing loans/advances/investments
performance, and effectiveness of audit process; existing as on the date of coming into force of
this provision;
(8)
Approval or any subsequent modification of
transactions of the company with related parties (21)
Reviewing the compliance with the provisions of
and scrutiny of the method used to determine the SEBI (Prohibition of Insider Trading) Regulations,
arm’s length price of any transaction; 2015 at least once in a financial year and shall verify
that the systems for internal control are adequate
(9) Scrutiny of inter-corporate loans and investments; and are operating effectively; and
(10) Valuation of undertakings or assets of the company, (22) Carrying out any other function as may be delegated
wherever it is necessary; by the Board of Directors from time to time or as may
be required by applicable law or as is mentioned in
(11)
Evaluation of internal financial controls and risk the terms of reference of the audit committee.
management systems;
C) Review of information by the Audit Committee:
(12) Reviewing, with the management, performance of The Audit Committee mandatorily review the
statutory and internal auditors, adequacy of the following information:
internal control systems; (a) Management discussion and analysis of financial
condition and results of operations;
(13) Reviewing the adequacy of internal audit function,
if any, including the structure of the internal audit (b)
Statement of significant related party
department, staffing and seniority of the official transactions (as defined by the Audit Committee),
heading the department, reporting structure submitted by management;
coverage and frequency of internal audit;
(c)
Management letters / letters of internal control
(14) Discussion with internal auditors of any significant weaknesses issued by the statutory auditors;
findings and follow up there on;
(d)
Internal audit reports relating to internal
(15) Reviewing the findings of any internal investigations control weaknesses;
by the internal auditors into matters where there is
suspected fraud or irregularity or a failure of internal
(e)
The appointment, removal and terms of
control systems of a material nature and reporting remuneration of the Chief internal auditor shall be
the matter to the board; subject to review by the Audit Committee; and
(16) Discussion with statutory auditors before the audit (f) Statement of deviations:
commences, about the nature and scope of audit
as well as post-audit discussion to ascertain any (i)
quarterly statement of deviation(s) including
area of concern; report of monitoring agency, if applicable,
submitted to stock exchange(s) in terms of
(17) To look into the reasons for substantial defaults in Regulations 32(1); and
the payment to the depositors, debenture holders,
shareholders (in case of non-payment of declared (ii)
annual statement of funds utilised for
dividends) and creditors; purposes other than those stated in the offer
document/prospectus/notice in terms of
Regulation 31(1).

D) Meeting & Attendance: B. Term of reference:
Corporate Overview
During 2019-20, 4 (four) Meetings of the Audit Committee The Nomination and Remuneration Committee is
were held, i.e., 15th May, 2019, 6th August, 2019, responsible for, among other things, as may be required
5th November, 2019 and 14th February, 2020 and by the Company from time to time, the following:
attendance of Members Directors, are as follows:
(a) To formulate criteria for:
No. of Meetings (i) determining qualifications, positive attributes and
Name of Members Category Held independence of a director; and
under Attended
tenure
(ii) evaluation of performance of independent directors
Dr. Arvind Pandalai Non- Executive 4 4
(DIN: 00352809) Independent Director and the Board of Directors.
Statutory Reports
Mr. Suman Jyoti Non- Executive 4 4
Khaitan Independent Director (b) To devise the following policies on:
(DIN: 0023370) (i) remuneration including any compensation related
Mrs. Ranjana Agarwal Non- Executive 4 3 payments of the directors, key managerial personnel
DIN: 03340032 Independent Director and other employees and recommend the same to
Mr. Dhanendra Kumar ** Non- Executive 1 1 the Board of the Company; and
Mr. Ashok Kumar Ladha* Non- Executive 3 3 (ii)
Board diversity laying out an optimum mix of
executive, independent and non- independent
Mr. Vishal Lohia Executive 4 4
directors keeping in mind the needs of the Company.
(DIN: 00206458) Director- Promoter
Mr. M N Sudhindra Rao Executive Director 2 2
(DIN: 01820347) (c) To identify persons who are qualified to:
(i) become directors in accordance with the criteria
* Ceased to be Director with effect from 25th November 2019.
laid down, and recommend to the Board the
**
Appointed as Non- Executive Independent Director with effect from appointment and removal of directors; and
14th February 2020.
(ii) be appointed in senior management in accordance

II. Nomination and Remuneration Committee
with the policies of the Company and recommend
A. Composition:
their appointment or removal to the HR Department
As on 31st March, 2020, Company’s Nomination and
and to the Board.
Remuneration Committee comprises (4) four Non-
Executive Independent Directors and one Non- Executive
(d)
To specify the manner for effective evaluation of
Non-independent Director.
performance of Board, its committees and individual
directors to be carried out either by the Board, by

The Company Secretary acts as Secretary to
the Nomination and Remuneration Committee or
the Nomination and Remuneration Committee.
by an independent external agency and review its
The Composition is as under:
implementation and compliance;
(i)
Mr. Suman Jyoti Khaitan (DIN: 0023370), Non-
(e) To carry out evaluation of the performance of every
Executive Independent Director, Chairman;
director of the Company;
(ii) Dr. Arvind Pandalai (DIN: 00352809), Non- Executive

(f) To express opinion to the Board that a director
Independent Director, Member;
possesses the requisite qualification(s) for the
practice of the profession in case the services to be
(iii)
Mr. Udeypaul Singh Gill (DIN: 00004340), Non-
rendered by a director are of professional nature.
Executive Non Independent Director, Member;
C. Meeting & Attendance:
(iv)
Mrs. Ranjana Agarwal (DIN: 03340032), Non-
During the financial year 2019-20, the Nomination and
Executive Independent Director, Member; and
Remuneration Committee of the Company met (4) four times
on 15th May 2019; 6th August 2019; 5th November 2019;
(v)
Mr. Dhanendra Kumar (DIN: 05019411), Non-
and 14th February 2020. The attendance of the Member
Executive Independent Director, Member.
Director, is as follows:

No. of Meetings is available on the website of the Company. The web
Held
Name of Members Category link is, https://www.indoramaindia.com/pdf/policies/
under Attended
tenure Nomination-Remuneration-Policy-REVISED.pdf.
(DIN: 00352809) Independent Director E. Remuneration to Directors:
Mr. Suman Jyoti Non- Executive 4 4 Subject to the approval of the Board of Directors and
Khaitan Independent Director subsequent approval by the Shareholders at the ensuing
(DIN: 0023370) General Meeting and such other authorities as the case
Mrs. Ranjana Agarwal Non- Executive 4 3 may be the remuneration of the Managing Director,
Whole-time Director and ED & CEO of the Company is
Mr. Ashok Kumar Ladha* Non- Executive 3 3
fixed by the Nomination and Remuneration Committee.
The remuneration is determined considering various
Mr. Dhanendra Kumar ** Non- Executive NA NA
(DIN: 05019411) Independent Director factors such as qualification, experience, expertise,
Mr. Udeypaul Singh Gill Non- Executive Non- 2 1 prevailing remuneration in the competitive industries,
(DIN: 00004340) Independent Director financial position of the Company, etc. The remuneration
structure comprises basic salary, commission linked
to profits, wherever applicable, perquisites and
** Appointed as Non- Executive Independent Director with effect from allowances, contribution to provident fund and other
14th February 2020. funds in accordance with various related provisions of the
Companies Act, 2013.
D. Remuneration policy, details of remuneration and
other terms of appointment of Directors:

The Non- Executive Directors have not drawn any
In terms of Section 178 of the Companies Act, 2013 and
remuneration from the Company except sitting fee for
Regulation 19 of Listing Regulations, as amended from
meetings of the Board and Committees attended by them.
time to time, this policy on nomination and remuneration
The Company does not have a stock option scheme
of the Directors, Key Managerial Personnel (KMP), Senior
for its Directors.
Management and other employees of the Company has
been formulated by the Nomination and Remuneration

The remuneration paid or payable to the Directors
Committee of the Company and approved by the Board
of the Company, during the year ended 31st March,
of Directors. The Nomination and Remuneration Policy
2020, is as under:
(` in Crores)
Deferred
Sitting Fees for
Benefits
Relationship with other Board and
Name of the Director Salary Perquisites (PF and Commission Total
Directors Committee
Gratuity)
Meetings
Mr. Om Prakash Lohia Father of 1.74 0.45 0.29 - - 2.48

(DIN: 00206807) Mr. Vishal Lohia
Executive Director- Promoter
Mr. Vishal Lohia Son of 1.08 0.69 0.14 - - 1.91
(DIN: 00206458) Mr. Om Prakash Lohia
Executive Director- Promoter
Mr. M.N Sudhindra Rao None 1.81 0.01 0.09 - - 1.91
(DIN: 01820347
Executive Director & CEO
Mr. Udeypaul Singh Gill None - -
- - - -
(DIN: 00004340)
Non- Executive Non-
Independent Director
Mr. Ashok Kumar Ladha * None - - - - 0.04 0.04
(DIN: 00089360)
Non- Executive
Dr. Arvind Pandalai None - - - - 0.05 0.05
(DIN: 00352809)
Non- Executive

(` in Crores)
Deferred
Corporate Overview
Sitting Fees for
Benefits
Relationship with other Board and
Name of the Director Salary Perquisites (PF and Commission Total
Directors Committee
Gratuity)
Meetings
Mr. Suman Jyoti Khaitan None - - - - 0.04 0.04

(DIN: 00023370)
Non- Executive
Mrs. Ranjana Agarwal None - - - - 0.03 0.03
(DIN: 03340032)
Non- Executive
Statutory Reports
Dhanendra Kumar ** None - - - - 0.01 0.01
(DIN: 05019411)
Non- Executive
Total 4.63 1.15 0.52 - 0.17 6.47

** Appointed as Non- Executive Independent Director with effect from 14th February 2020.
Further, there is no notice period and severance fee for Non- All the Non- Executive Directors shall give notice of their
Executive Directors. The provisions of the Companies Act, 2013 resignation/ termination to the Company as per the applicable
and appointment letter issued with respect to appointment of provisions of the Companies Act, 2013 and they will not be
Executive Director(s) govern their service contracts and other entitled to any severance pay from the Company.
terms and conditions (including notice period and severance
fee) of appointment. The Company has not granted any stock option to its Directors.
There are no pecuniary relationships or transactions between The details of shares/convertible instruments held by the
the Non- Executive Directors (including independent directors) Executive and Non- Executive Directors of the Company as on
and the Company, except for sitting fees drawn by them for 31st March, 2020, are as follows:
attending the meeting of the Board and Committee(s) thereof.
No of Equity No of Convertible
Name of Director Category
Shares instruments
Mr. Om Prakash Lohia Executive Director-Promoter 38,473,369 Nil
(DIN: 00206807)
Mr. Vishal Lohia Executive Director-Promoter 11,37,896 Nil
(DIN: 00206458)
Mr. M N Sudhindra Rao Executive Director & CEO Nil Nil
(DIN: 01820347)
Mr. Udeypaul Singh Gill Non- Executive Non-Independent Director Nil Nil
(DIN: 00004340)
Mr. Suman Jyoti Khaitan Non- Executive Independent Director Nil Nil
(DIN: 00023370)
Mrs. Ranjana Agarwal Non- Executive Independent Director Nil Nil
(DIN: 03340032)
Dr. Arvind Pandalai Non- Executive Independent Director Nil Nil
(DIN: 00352809)
Mr. Ashok Kumar Ladha* Non- Executive Independent Director Nil Nil
(DIN: 00089360)
Dhanendra Kumar** Non- Executive Independent Director Nil Nil
(DIN: 05019411)
** Appointed as Non- Executive Independent Director with effect from 14th February 2020

F. Criteria for making payment to Non- Executive 1) Transfer/transmission of Shares;
Directors: 2) Non-receipt of annual reports; and
The Company has formulated criteria for making payment 3) Non-receipt of declared dividends.
to Non- Executive Directors, which has been uploaded on
the Company’s website, https://www.indoramaindia.com. (b)
All such complaints directly concerning the
shareholders of the Company;
G. Criteria for Performance Evaluation of all the
Directors (including Independent Directors): (c) Any such matters that may be considered necessary
The Nomination and Remuneration Committee has duly in relation to shareholders of the Company;
formulated the performance evaluation criteria for all
the directors (including Independent Directors) of the (d) Reviewing the measures taken for effective exercise
Company. The said criteria is disclosed in the Directors’ of voting rights by shareholders;
Report forming part of the Annual report of the Company.
(e) Reviewing the adherence to the service standards
III. Stakeholders Relationship Committee adopted by the Company in respect of various
A. Composition: services being rendered by the Registrar & Share
As on 31st March, 2020, the Company’s Stakeholders Transfer Agent;
Relationship Committee comprises (1) one
Non- Executive Independent Director, one Non- (f) Review of the various measures and initiatives taken
Executive Non-Independent Director, two Executive by the listed entity for reducing the quantum of
Director-Promoter and one Executive Director, as under: unclaimed dividends and ensuring timely receipt of
dividend warrants/annual reports/statutory notices
(i)
Mr. Dhanendra Kumar (DIN: 05019411), Non- by the shareholders of the Company;
Executive Independent Director, Chairman, w.e.f
14th February, 2020; (g)
Formulation of procedures in line with the
statutory guidelines to ensure speedy disposal of
(ii) Mr. Ashok Kumar Ladha (DIN: 00089360), Non- various requests received from the shareholders
Executive Independent Director, Chairman, up to from time to time;
25th November, 2019;
(h) To review and / or approve applications for transfer,
(iii)
Mr. Udeypaul Singh Gill (DIN: 00004340), Non- transmission, transposition and mutilation of share
Executive Non-Independent Director, Member; certificates including issue of duplicate certificates
and new certificates on split/sub-division/
(iv) Mr. Om Prakash Lohia (DIN: 00206807), Executive consolidation / renewal and to deal with all related
Director-Promoter, Member; matters as may be permissible under applicable law;
(v)
Mr. Vishal Lohia (DIN: 00206458), Executive (i)
To review and/or approve requests of
Director-Promoter, Member; and dematerialisation and rematerialisation of securities
of the Company and such other related matters;
(vi) Mr. M.N Sudhindra Rao (DIN: 01820347), Executive
Director & CEO, Member. (j) Appointment and fixing of remuneration of RTA and
overseeing their performance;
Mr. Pawan Kumar Thakur, Company Secretary, acts as
the Secretary to the Committee and Compliance Officer (k) Review the status of the litigation(s) filed by/ against
of the Company. the security holders of the Company;
B. Terms of Reference for the Committee: (l)

Review the status of claims received for
The Stakeholders Relationship Committee is responsible unclaimed shares;
for, among other things, as may be required by the
Company from time to time, the following: (m) Recommending measures for overall improvement
in the quality of investor services;
(a)
To ensure proper and timely attendance and
redressal of grievances of security holders of the (n)
Review the impact of enactments/ amendments
Company in relation to: issued by the MCA/ SEBI and other regulatory
authorities on matters concerning the
investors in general;

(o)
Such other matters as per the directions of the (i) Mr. Om Prakash Lohia (DIN: 00206807), Executive
Corporate Overview
Board of Directors of the Company and/ or as Director-Promoter, Chairman;
required under Regulation 20 read with Part D of
Schedule II of the SEBI (Listing Obligations and (ii)
Mr. Vishal Lohia (DIN: 00206458), Executive
Disclosure Requirements) Regulations, 2015, as Director-Promoter, Member;
amended, from time to time; and
(iii) Mr. M.N Sudhindra Rao ((DIN: 01820347), Executive
(p) To carry out such other business as may be required Director & CEO, Member;
by applicable law or delegated by the Board of
Directors of the Company or considered appropriate (iv)
in view of its terms of reference Executive Non-Independent Director, Member;
Statutory Reports

The table gives the number of complaints received, (v)
Mrs. Ranjana Agarwal (DIN: 03340032), Non-
resolved and pending during the year 2019-20: Executive Independent Director, Member; and
Unresolved at Received Resolved Not solved to the Pending at (vi) Dr. Arvind Pandalai (DIN: 00352809), Non- Executive
the beginning during the during the satisfaction of the the end of
Independent Director, Member.
of the year year year shareholders the year
Nil 4 4 Nil Nil
B. Terms of Reference
Terms of reference of CSR Committee is as follows:
Meeting and attendance:
During the financial year 2019-20, the Stakeholders
(a)
Formulate and recommend to the Board, a
Relationship Committee of the Company met two times on
Corporate Social Responsibility Policy, which
29th June, 2019 and 30th September, 2019. The attendance
shall indicate the activities to be undertaken by
of the Member Director is as follows:
the company as specified in Schedule VII of the
Companies Act, 2013;
No. of Meetings
Held
Name of Members Category (b) To review the existing CSR Policy and to make it
under Attended
tenure more comprehensive so as to indicate the activities
Mr. Om Prakash Lohia Executive 2 2 to be undertaken by the Company as specified in
(DIN: 00206807) Director-Promoter schedule VII of the Companies Act, 2013;
(DIN: 00206458) Director-Promoter
(c)
Recommend the amount of expenditure to be
Mr. Udeypaul Singh GillNon- Executive NIL NIL
incurred on the CSR activities;
(DIN: 00004340) Non-Independent
Director
Mr. M.N Sudhindra Rao Executive Director NIL NIL (d)
Prepare a transparent monitoring mechanism
(DIN: 01820347) for ensuring implementation of the
Mr. Ashok Kumar Ladha* Non- Executive 2 2 project/programmes/activities proposed to be
(DIN: 00089360) Independent Director undertaken by the Company;
Mr. Dhanendra Kumar** Non- Executive NIL NIL
(DIN: 05019411) Independent Director (e) To review the Company’s disclosure of CSR matters;

(f)
To submit a report on CSR matters to the
** Appointed as Non- Executive Independent Director with effect from
14th February 2020. Board at such intervals and in such format as
may be prescribed;
IV. Corporate Social Responsibility Committee

(g)
To consider other functions, as defined by the
A. Composition:
Board or as may be stipulated under any law, rule or
As on 31st March, 2020, the Company’s Corporate
regulation, Corporate Social Responsibility Voluntary
Social Responsibility Committee comprises two
Guidelines 2009 and the Companies Act, 2013.
Non- Executive Independent Directors, one Non-
Executive Non-Independent Director, two Executive
Directors-Promoter and one Executive Director.

The Company formulated CSR Policy, which is available on the Terms of Reference
website of the Company, i.e., https://www.indoramaindia.com
Terms of reference of Share Allotment and Transfer
/pdf/policies/CSR- Policy-REVISED.pdf. Committee is as follows:
During the financial year 2019-20, the Corporate Social •

To approve transfer of shares and issue of
Committee of the Company met (1) one time on 15th May, duplicate/split/consolidation/sub-division/ allotment
2019. The attendance of the Member Director is as follows: of share certificates;
No. of Meetings •
To note Dematerialisation/Rematerialisation of
Name of Members Category Held shares;
under Attended
tenure
• To fix record date/closure of Share Transfer books of
Mr. Om Prakash Lohia Executive 1 1
(DIN: 00206807) Director-Promoter the Company from time to time; and
(DIN: 00206458) Director-Promoter • To appoint representatives to attend the General
Mr. Udeypaul Singh Gill
Non- Executive NIL NIL Meeting of other Companies in which the Company
(DIN: 00004340) Non-Independent is holding shares.
Director
Mr. M.N Sudhindra Rao Executive Director NIL NIL VI. Risk Management Committee
(DIN: 01820347) As on 31st March, 2020, the Company’s Risk Management
Mrs. Ranjana Agarwal Non- Executive 1 1
Committee comprises, one Non- Executive Independent
(DIN:03340032) Independent Director
Director, one Non- Executive Non-Independent Director,
(DIN:00352809) Independent Director
Two Executive Director-Promoter and One Executive
Director. The Composition is as under:
V. Share Allotment and Transfer Committee

(i) Mr. Om Prakash Lohia (DIN: 00206807), Executive
As on 31st March, 2020, the Company’s Share
Director-Promoter, Chairman;
Allotment and Transfer Committee comprises two
Non- Executive Independent Director, one Non-
(ii)
Mr. Vishal Lohia (DIN 00206458), Executive
Executive Non-Independent Director, two Executive
Director-Promoter, Member;
Directors-Promoter and one Executive Director.
(iii) Mr M.N Sudhindra Rao (DIN: 01820347), Executive
Director, Member;
(iv)
Mr. Udeypaul Singh Gill (DIN 00004340), Non-
Executive Non-Independent Director, Member; and
(ii)
(v) Dr. Arvind Pandalai (DIN 00352809), Non- Executive
Director, Member;
VII. Banking & Finance Committee
As on 31st March, 2020, the Company’s Banking & Finance
(iv)
Committee comprises one Non- Executive Independent
Executive Non-Independent Director, Member;
Director, one Non- Executive Non-Independent Director,
two Executive Director-Promoter and one Executive
(v)
Mr. Dhanendra Kumar (DIN: 05019411), Non-
Director. The Composition is as under:
Executive Independent Director, Member; and
(vi) Dr. Arvind Pandalai (DIN: 00352809), Non- Executive
(ii)

During 2019-20, the Share Allotment and
Transfer Committee met 7 (seven) times on
3rd April 2019; 16th April 2019; 13th June 2019;
19th July 2019; 7th October 2019; 5th November 2019;
Director, Member;
and 7th February 2020.

(iv)
Mr. Udeypaul Singh Gill (DIN: 00004340), Non- (iii)
Mr. M. N. Sudhindra Rao, Executive
Corporate Overview
Executive Non-Independent Director, Member; and Director and CEO.
(v) Dr. Arvind Pandalai (DIN: 00352809), Non- Executive

Mr. Om Prakash Lohia is Chairman of the said
Independent Director, Member. Committee. He has also been designated as the Business
Responsibility Head.

During the financial year 2019-20, the
Banking & Finance Committee met 11 (eleven) Mr. M. N. Sudhindra Rao, Executive Director and CEO
times on 19th April 2019; 2nd May 2019; is responsible for implementation of BR Policy as
21st May 2019; 13th June 2019; 29th June 2019; directed by the Business Responsibility Reporting
5th July 2019; 27th August 2019; 17th October 2019; Committee (BRRC).
Statutory Reports
19th November 2019; 16th December 2019; and
20th February 2020. The Company Secretary would act as Secretary
of the Committee.
Terms of Reference

Terms of reference of Banking & Finance 4. GENERAL BODY MEETINGS:
Committee is as follows: I) The details of last three Annual General Meetings of the
Shareholders are as follows:
•
The Committee is authorised to decide and
oversee matters relating to banking operations Financial
No of
Special
and to decide the investment strategy with regard year Date of AGM Venue Time
Resolution(s)
to the available short term surplus funds with the ended
passed
Company as well as the borrowings from banks and 31st Friday, A-31, MIDC, 1:30 PM Nil
financial institutions; March, 26th July, Industrial Area,
2019 2019 Nagpur-441122,
• The Committee enjoys the delegation of the Board Maharashtra
in matters relating to the borrowings/ placement 31st Friday, A-31, MIDC, 1:30 PM
March, 28th July, Industrial Area,
of funds in normal and routine course of business
2018 2018 Nagpur-441122,
and to change the signatories for availment of Maharashtra
various facility from Banks/Financial Institutions, 31st Friday, A-31, MIDC, 1:30 PM
opening/modification of operation and closing of March, 19th September, Industrial Area,
Bank accounts, grant of special/general Power of 2017 2017 Nagpur-441122,
Attorney in favour of Employees of the Company Maharashtra
from time to time in connection with the conduct of
the business of the Company particularly with State/ II) Special Resolutions passed at the last three Annual
Central Government and Quasi-Government, Bank/ General Meetings, are as follows:
financial Institutions, etc., and to grant authority to (a) At the 33rd Annual General Meeting held on Friday,
execute and sign foreign exchange contract and 26th July, 2019:
derivative transactions and to carry out any other • Appointment of Mr. M.N Sudhindra Rao (DIN:
duties that may be delegated to the Committee by 01820347) as an Executive Director and Chief
the Board of Directors from time to time; and Executive Officer of the Company, for a period of 3
(three) years, commencing from 8th April 2019 up to
• The other terms of reference, inter-alia, include 7th April 2022;
review of capital structure, financial policies, treasury
and foreign exchange risk management. • Re-appointment of Mr. Vishal Lohia (DIN: 00206458)
as Whole-time Director of the Company, for a
VIII.BUSINESS RESPONSIBILITY REPORTING further period of 3 (three) years commencing from
COMMITTEE 1st April 2019 to 31st March 2022;
The Board of Directors at its meeting held on 24th June,
2020 constituted the Business Responsibility Reporting •
Re-appointment of Mr. Ashok Kumar Ladha
Committee. The Composition is as under: as an Independent Director of the Company,
for a second term;
(i)
Mr. Om Prakash Lohia, Chairman and
Managing Director; •
Re-appointment of Mr. Suman Jyoti Khaitan
as an Independent Director of the Company,
(ii) Mr. Vishal Lohia, Whole-time Director; and for a second term;

• To increase Borrowing Limits of the Company under form to the shareholders. The resolutions passed through
section 180(1)(c) of the Companies Act, 2013, so postal ballot and voting pattern are as under:
that the monies already borrowed by the Company,
apart from temporary loans obtained from the (a) Details of resolutions passed by way of Postal Ballot
Company’s Bankers in the ordinary course of for the financial year 2019-20:
business, and outstanding at any point of time shall
not exceed `3,000 Crores (Indian Rupees Three Last Date of
Ordinary
Dispatch of Item approved by Date of passing of
Thousand Crores only); / Special
Postal Ballot the Shareholders Resolution
Resolution
Forms
• Creation of Charge / Mortgage on the Assets of Leasing Out DTY 28-Sep-2019 Nil
the Company; and 29-Aug-2019 Machines to Wholly
Owned Subsidiary
of the Company,
• To enter into Related Party Transactions for for
Indorama Yarns
an aggregating maximum amount not exceeding Private Limited.
during the financial year by `1,500 Crores (Indian
Rupees One Thousand Five Hundred Crore only)
with related parties as mentioned therein.
(b) Details of Voting Pattern of the Special Resolution

(b) t the 32nd Annual General Meeting held on
A
passed by way of Postal Ballot on 28th September
Saturday, 28th July, 2018:
2019:
• Issuance of 90,90,909 Equity Shares on preferential
No. of PBF/ No. of Shares
basis on Private Placement basis; Particulars
E-voting Voted
Postal Ballot Form (PBF) received 2 429
S.
Name of the Proposed Allottees No. of Equity Shares allotted
No. e-Voting confirmations 63 11,98,74,085
1 EC Special Situations Fund 31,81,818 Total 65 11,98,74,514
Less: Invalid Postal Ballot Form - -
2 Edelweiss India Special 43,09,091
/e-Voting Confirmations
Situations Fund-II
Net valid Postal Ballot Forms / 65 11,98,74,514
3 Edelweiss India Special 16,00,000
e-Voting for the Resolutions
Situations Fund-
Postal Ballot Forms / e-Voting cast 61 11,98,73,884
EISAF-II Onshore Fund
in favour of the Resolutions
Postal Ballot Forms / e-Voting cast 4 630
• To enter into Related Party Transactions for an aggregating against the Resolutions
maximum amount not exceeding during the financial year
by `1,000 Crore (Rupees One Thousand Crore only) with Mr. Sanjay Grover, Managing Partner, M/s Sanjay Grover
related parties as mentioned therein; & Associates, Company Secretaries, (Membership No.
FCS 4223 and CP No. 3850), New Delhi, was appointed
(c) At the 31st Annual General Meeting held on, as the Scrutinizer to conduct the postal ballot exercise in
Tuesday, 19th September, 2017: a fair and transparent manner.
• To enter into Related Party Transactions for an
aggregating maximum amount not exceeding (c) Procedure for Postal Ballot:
during the financial year by `1,000 Crore (Rupees Where a Company is required or decides to pass any
One Thousand Crore only) with related parties as resolution by way of postal ballot, it shall send a notice
mentioned therein; to all the shareholders, along with a draft resolution
explaining the reasons thereof and requesting them to
III) Resolutions passed by way of Postal Ballot: send their assent or dissent in writing on a postal ballot
Resolutions passed during the financial year 2019-20: because postal ballot means voting by post or through
Pursuant to Section 110 of the Companies Act, 2013, electronic means within a period of thirty days from the
read with the Rule 22 of the Companies (Management date of dispatch of the notice. Your Company has followed
and Administration) Rules, 2014, the Company had the aforesaid procedure stipulated in the Companies Act,
conducted the following by way of through Postal Ballot 2013 and Listing Regulations and has carried out Postal
(including Remote e-Voting) and sent the postal ballot Ballot for the item(s) mentioned above.
(d) e-Voting:
To widen the participation of shareholders in the
Company decisions pursuant to provisions of Section
108 of Companies Act, 2013 read with Rule 20 of the

Companies (Management and Administration) Rules, blowers may also lodge their complaints/concern with the
Corporate Overview
2014 as amended, the Company has provided e-Voting Chairman of the Audit Committee, whose contact details
facility to its shareholders, in respect of all shareholders are provided in the Whistle Blower Policy of the Company.
resolutions to be passed at general meeting. The policy offers appropriate protection to the whistle
blowers from victimisation, harassment or disciplinary
5. SUBSIDIARY: proceedings. The Whistle Blower Policy is available on the

Details of the Subsidiary of the Company and its website of the Company and the web link of the same
business activities are provided in the Directors Report is as under https://www.indoramaindia.com /pdf/policies
forming part of the Annual Report of the Company. /Whistle-Blower- Policy-REVISED.pdf.
The Company has formulated a policy for determining
“material” subsidiaries pursuant to the provisions of The Company has provided opportunities to encourage
Statutory Reports
the Listing Regulations as amended from time to time. employees to become whistle blowers. It has also ensured
The Policy was revised in line with the amendments a mechanism within the same framework to protect them
made to the Listing Regulations and the same is from any kind of harm and unfair treatment. It is hereby
displayed on the website of the Company. The web affirmed that no personnel has been denied access to the
link is https://www.indoramaindia.com/pdf/policies Audit Committee.
/Policy-for-Determining-Material- Subsidiary-REVISED.pdf.
d) Details of Compliance with Mandatory requirements
6. OTHER DISCLOSURES: and adoption of Non-mandatory requirements:
a) Related Party Transaction (i) Mandatory requirements:
The Company has not entered into any materially Your Company has adhered to all the mandatory
significant transactions with related parties during the requirements of Corporate Governance norms as
financial year, which may have potential conflict with the prescribed under the Listing Regulations to the extent
interest of the Company at large. Suitable disclosure as applicable to the Company. The Company also complied
required by the Ind AS 24 has been made in the notes to with the notified secretarial standards on the Board and
the Financial Statements. The details of the transactions General Meetings as issued by the Institute of Company
with related parties are placed before the Audit Committee Secretaries of India. The Certificate regarding Compliance
from time to time. The Board of Directors has formulated of the conditions of Corporate Governance received from
a policy on related party transaction and also on dealing Pramod Kothari & Co, Practicing company secretary is
with related party transactions pursuant to provisions annexed to this Report.
of the Companies Act, 2013 and listing Regulations,
which has been uploaded on the Company’s website. (ii) Discretionary or Non-mandatory requirements
The web-link as required under listing Regulation is as as specified in Part E of Schedule II of SEBI Listing
under https://www.indoramaindia.com /pdf/policies-/Policy-on- Regulations:
Materiality-of-Related-Party-Transaction-REVISED.pdf. 1) Office for Non- Executive Chairman at Company’s
expense: Not applicable to the Company since the
b) Compliance Chairman of the Company is executive Director
There has been no non-compliance, penalties or strictures
imposed on the Company by Stock Exchanges and/or 2)
Half-yearly declaration of financial performance
SEBI and/or any other Statutory Authorities, on any matter including summary of the significant events
related to capital markets during the last three years. in last six-months to each household of
shareholders: Not adopted
c) Vigil mechanism
As per the requirement of the Companies Act, 2013 3) Modified opinion(s) in audit report: The Auditors of
and Listing Regulations, the Company has framed the Company have issued an unmodified report on
and implemented ‘Whistle Blower Policy’ to establish financial statements for FY 2019-20;
vigil mechanism for directors and employees to report
genuine concerns. This policy provides a process to 4) Separate posts of Chairman and Chief Executive
disclose information confidentially and without fear of Officer: Not applicable
victimisation, where there is reason to believe that there
has been serious malpractice, fraud, impropriety, abuse 5) Reporting of Internal Auditors directly to the Audit
or wrong doing within the Company or violation of the Committee: Complied
Company’s Code of Conduct or ethical policy. The whistle

e) Policy for determining “material” Subsidiaries: the Sexual Harassment of Women at the Workplace
The Company has framed the policy for (Prevention, Prohibition & Redressal) Act, 2013. Details of
determining ‘material’ subsidiaries and the complaints received and redressed during the financial
same has been placed on the website of the year 2019-20, as under:
Company and web-link to the same is as under:
Https://www.indoramaindia.com/pdf /policies/Policy-for- (i)
Number of complaints filed during the
Determining-Material-Subsidiary-REVISED.pdf. financial year : Nil
f) Accounting Treatment: (ii)

number of complaints disposed of during the
In the preparation of the financial statements, the Company financial year : Nil
has followed the Accounting Standards referred to in
Section 133 of the Companies Act, 2013. The significant (iii) number of complaints pending as on end of the
accounting policies which are consistently applied are set financial year : Nil
out in the Notes to the Financial Statements.
l) Code of Conduct for Prevention of Insider Trading:
g) Details of utilisation of funds raised through The Company has adopted a Code of Conduct to
preferential allotment or qualified institutions regulate monitor and report trading by designated person
placement as specified under Regulation 32(7A): code of practices and procedures for fair disclosures of
During the year 2019-20, Company has raised 8,30,00,000 unpublished price sensitive information (Code) in terms
Equity Shares of the Company to the promoter group on of SEBI (Prohibition of Insider Trading) Regulations, 2015
preferential basis. The object of the preferential issue was and any statutory amendment(s)/ Modification(s) thereof.
to finance growth and long term working capital finance of
the Company and to meet the funding requirements of the In Compliance with SEBI (Prohibition of Insider Trading
Company as well as expansion of business activities. (Amendment) Regulations, 2018 Company has amended
the Code. The Code is applicable to Directors, employees,
Further, The Company has not raised any funds through designated persons, and other connected persons
qualified institutions placement. of the Company.
h) The Certificate from a Company Secretary in Practice that m) in addition to Directors Report, a Management Discussion
none of the directors on the Board of the Company have and Analysis Report forms part of the Annual Report to
been debarred or disqualified from being appointed or the shareholders.
continuing as director of the Company by SEBI/ Ministry
of Corporate Affairs or any such statutory authority is n) All members of the Board, Key Managerial Personnel and
annexed to this report. senior Management has confirmed that they do not have
material, financial and commercial in any transaction with
i)
During the financial year 2019-20, there was no the Company that may have potential conflict with the
recommendation of any committee of the Board of interest of the Company at Large.
Company which is mandatorily required and is not
accepted by the Board of the Company. o) All details relating to financial or commercial transaction
where directors may have a pecuniary detail provided to
j) During the financial year 2019-20, total fees for all services the Board and the interested Directors neither participate
paid by the Company and its subsidiary, on a consolidated in the discussion nor vote on such matters.
basis, to the Statutory Auditor of the Company and all
entities in the network firm/parties below: p)
Shareholding of Non- Executive Director: None of the
Non- Executive Director hold any shares in the Company.
Particulars Amount in (Crores)
Statutory Audit Fee 0.47 q) Unclaimed Dividend:
Other Services 0.01 Pursuant to the provisions of the Companies Act, 2013,
Out of pocket expenses 0.06 dividends that are unpaid/ unclaimed for a period of seven
years are required to be transferred by the Company
to the Investor Education and Protection Fund (IEPF)
k)
Disclosure under the Sexual Harassment of
administered by the Central Government. Given below are
Women at Workplace (Prevention, Prohibition and
the dates of declaration of dividend and corresponding
Redressal) Act, 2013:
dates when unpaid/unclaimed dividends are due for
transfer to IEPF:
The Company has in place a Policy on Prevention of
Sexual Harassment in line with the requirements of

Financial Year Date of Declaration of Due date of transfer to During the year under review, the Company has transferred
ended Dividend IEPF
Corporate Overview
28,162 (Twenty Eight Thousand One Hundred Sixty Two)
2012-13 4th July, 2013 3rd August, 2020 equity shares of `10/- each of the Company held by
2013-14 1st August, 2014 31st August, 2021 various investors, physical as well dematerialised form,
2014-15 30th July, 2015 29th August, 2022 whose dividend amount is unclaimed/unpaid for seven
2015-16 30th September, 2016 29th October, 2023 years to suspense account of the Investor Education
and Protection Fund (IEPF) Authority, during the financial
Pursuant to the provisions of Investor Education and Protection
year 2019-20 and the details thereof uploaded on the
Fund (Uploading of information regarding unpaid and
Company’s website, www.indoramaindia.com, under the
unclaimed amounts lying with companies) Rules, 2012, the
provisions of Section 124(6) of the Companies Act, 2013
Company has uploaded the details of unpaid and unclaimed
and Investor Education and Protection Fund Authority
amounts lying with the Company as on 26th July 2019 (date of
Statutory Reports
(Accounting, Audit, Transfer and Refund) Rules, 2016
previous Annual General Meeting) on the Company’s website,
(“IEPF Rules”) as amended.
https://www.indoramaindia.com/dividend_amount.php and
on the website of the Ministry of Corporate Affairs.

The Company will publish appropriate notice in
newspaper, as and when required to those shareholders,
Members who have not encashed their dividend warrants
whose shares are eligible to be transferred to IEPF.
for the above financial years may approach to the
Company at 20th Floor, DLF Square, DLF Phase-II, NH-8,
t) The Financial Statements have been made in accordance
Gurugram-122002, Haryana.
with Accounting Standard so as to represent a true and
fair view of the state of the affairs of the Company.
r) Demat Suspense Account/Unclaimed Suspense
Account:
u)
The Company has complied with all the mandatory
The disclosure as required to be given under Regulation
requirements as prescribed in the SEBI Listing Regulations
34(3) read with Clause F of Schedule V of SEBI (Listing
and the Companies Act, 2013.
Obligations and Disclosure Requirements) Regulations,
2015, is as follows:
v) Executive Director & CEO and CFO Certifications:
Executive Director & CEO and the CFO have issued
Sl. No. of Outstanding
Particulars certificate pursuant to the provisions of Regulation 17(8)
No. Shareholders shares
1 Aggregate number of 2,144 2,45,907 of the Listing Regulations certifying, inter-alia, that the
shareholders and the outstanding financial statements do not contain any materially untrue
shares in the Suspense Account statement and these statements represent a true and
lying at the beginning of the year; fair view of the Company’s affairs. The said certificate is
2 Number of shareholders who 01 192 annexed and forms part of this Annual Report.
approached listed entity for
transfer of shares from Suspense
Account during the year; 7. DETAILS ABOUT MEANS OF
3 Number of shareholders to 01 192 COMMUNICATIONS:
whom shares were transferred Recommendations Compliance
from Suspense Account Quarterly/Annual Results Published in leading Newspapers
during the year;
4 Aggregate number of 181 28,162 Newspapers wherein results Loksatta (Marathi) - Daily (Nagpur)
shareholders and the outstanding are normally published The Indian Express - English Daily
shares transferred to Suspense Any website, where displayed www.indoramaindia.com
Account during the year; Whether it also displays Yes
5 Aggregate number of 2,324 2,73,877 official news releases and
shareholders and the outstanding presentation made to
shares in the Suspense Account institutional investors or
lying at the end of the year; to the analysts
6 That the voting Rights on these 2,324 2,73,877
shares shall remain frozen till the
rightful owners of such shares
claim the shares.
s) Transfer of equity shares corresponding to the dividend,

which has remained unclaimed for consecutive seven
years and transfer to IEPF:

8. GENERAL SHAREHOLDER INFORMATION:
Sl.
Particulars No. of Shareholders
No.
(a) ate, time and venue of the Annual
D Wednesday, 26th August, 2020, at 11:30 AM
General Meeting
Venue: through Video Conferencing (“VC”) /
Other Audio Visual Means (“OAVM”)
(b) Financial Year Financial year of the Company is from April 01 to March 31.
Publication of results for the financial year 2020-21 (tentative and subject to change)
First quarter Results: On or before August 14, 2020
Second quarter and half year Results: On or before November 14, 2020
Third quarter results: On or before February 14, 2021
Fourth quarter results and results for the year ending 31st March, 2020:
On or before May 30, 2021
(c) Dates of book closure From Thursday, 20th August 2020
to Wednesday, 26th August, 2020 (both days inclusive)
(d) Dividend payment date No dividend has been recommended for the Financial Year 2019-20, by the Board
of Directors of the Company.
(e) Listing of Equity Shares at Stock Exchanges (i) BSE Limited (BSE)
and payment of Annual Listing fees: P. J. Towers, 1st Floor
Dalal Street, Mumbai-400 001
Tel.: +91 22 22721233-34
Fax: +91 22 22721919
Email: corp.relations@bseindia.com
ii) National Stock Exchange of India Ltd. (NSE)
Exchange Plaza, Bandra Kurla Complex
Bandra (E), Mumbai-400 051
Tel.: +91 22 26598100-14
Fax: +91 22 26598120
Email: cmlist@nse.co.in
The Company has paid Annual Listing fees to both the Stock Exchanges.
(f) Stock Code / Symbol BSE Limited : 500207
National Stock Exchange of India Limited : INDORAMA
(g) The ISIN number for Equity Shares of the Company on both the NSDL and CDSL is INE 156A 01020.
(h) Market Price Data for the Financial Year 2019-20:
Monthly high and low quotations of shared traded at the BSE & NSE
Month BSE Limited (BSE) National Stock Exchange of India Ltd. (NSE)
High (`) Low (`) High (`) Low (`)
April 2019 37.00 34.65 37.00 34.75

May 2019 35.85 30.50 35.95 30.45
June 2019 31.90 24.75 31.10 24.50
July 2019 34.50 24.75 35.00 24.80
August 2019 33.00 25.15 33.65 25.10
September 2019 35.00 25.25 35.00 25.55
October 2019 34.00 25.60 32.80 25.15
November 2019 34.00 24.50 33.20 24.25
December 2019 33.70 25.50 30.45 25.55
January 2020 26.70 22.95 27.40 23.50
February 2020 26.80 19.00 25.90 19.45
March 2020 21.00 8.35 21.85 8.25

i) Email ID for the Investor: investor-relations@indorama-ind.com
Corporate Overview
j) Performance in comparison to broad based indices such as BSE Sensex, CRISIL Index among others Indo Rama
shares performance:
Indo Rama (`) IRSL Sensex Sensex
40 43000
35 40000
Statutory Reports
30 37000
25 34000
20 31000
15 28000
10 25000
Apr-19 May-19 Jun-19 Jul-19 Aug-19 Sep-19 Oct-19 Nov-19 Dec-19 Jan-20 Feb-20 Mar-20
Note: Based on Monthly closing share price on BSE (April, 2019 to March, 2020)
k) Registrar and Share Transfer Agent: No. of Shares 26,05,94,408 99.80% of

MCS Share Transfer Agent Limited Dematerialised total share capital
No. of shareholders in 13,593 81.09% of the total no.
F-65, First Floor, Okhla Industrial Area, Phase-1
Demat Form of shareholders
New Delhi - 110 020.
Tel. No.: +91-11-4140 6149-52 | Fax No.:
n) Reconciliation of Share Capital Audit:
+91-11-4170 9881
As stipulated by SEBI, a qualified Company Secretary
E-mail : helpdeskdelhi@mcsregistrars.com /
in practice conducts the Reconciliation of Share Capital
admin@mcsregistrars.com
Audit of the Company for the purpose of reconciliation
of total admitted capital with the depositories, i.e.,
l) Share Transfer System:
National Securities Depository Limited (NSDL) and Central
The transfer of shares in physical form is processed and
Depository Services (India) Limited (CDSL), and the total
completed by Registrar and Share Transfer Agent within
issued and listed capital of the Company.
a period of 15 (fifteen) days from the date of receipt
thereof provided all the documents are in order. In case of
The Company Secretary in practice conducts such audit in
shares in electronic form, the transfers are processed by
every quarter and issues a Reconciliation of Share Capital
National Securities Depository Limited (NSDL) and Central
Audit Certificate to this effect to the Company. A copy of
Depository Services Limited (CDSL) through respective
such audit report is submitted to the stock exchanges,
Depository Participants.
where the Company’s shares are listed and is also placed
before the Board.
m) Table below gives the position of shares
held in electronic form as on 31st March,
o) Electronic Clearing Service (ECS) Mandate:
2020:
All the shareholders are requested to update their bank

The shares of the Company are in compulsory
account details with their respective depositories urgently.
dematerialised segment and are available for trading
This would facilitate transfer of dividend directly to the
system of both NSDL and CDSL. The details of the
bank account of the shareholders.
number of shares held in Dematerialised form as on
31st March, 2020 are as follows:

p) Shareholding Pattern and Distribution of Shareholding as on 31st March, 2020:
Below Tables give the pattern of shareholding by ownership and share class respectively:
(i) Pattern of Shareholding by ownership as on 31st March, 2020

No. of Equity Shareholding (%)
Particulars
Shares
A. PROMOTERS’ HOLDING 21,33,73,508 81.72
B. NON-PROMOTERS’ HOLDING
Banks, Financial Institutions, Insurance Companies, Central / State Govt. Institutions, Non- 40,13,492 1.54
government Institutions
Foreign Institutional Investors (FIIs) 5,338 0.00
Foreign Direct Investment (FDI) - -
Mutual Funds (including UTI) 91,00,045 3.49
NBFC 10,404 0.00
Bodies Corporate 27,70,084 1.06
NRIs / OBCs 1,89,19,393 7.25
Central Government/State Government 2,73,877 0.10
Indian Public 1,26,47,010 4.84
Grand Total 26,11,13,151 100.00
(q) Pattern of shareholding by share class as on 31st March, 2020:

Number of Number of Shareholding %
Shareholding class shares held
shareholders
Up to 500 13,465 21,34,995 0.82
501 to 1,000 1,602 13,04,358 0.50
1,001 to 5,000 1,285 29,92,946 1.15
5,001 to 10,000 188 14,45,233 0.55
10,001 to 50,000 163 35,19,078 1.35
50,001 to 100,000 24 16,97,105 0.65
100,001 and above 35 24,80,19,436 94.98
Total 16,762 26,11,13,151 100.00
r) Web link for various documents/policies:

The Company’s website contains a separate dedicated section “Investor Relations”, where shareholders’ information is
available and the following documents/information are linked with the website of the Company, i.e., www.indoramaindia.com..
Particulars Web link

Code of Practices and Procedures and Code of Conduct to https://www.indoramaindia.com/pdf/policies/Code-of-Conduct-for-Prevention-
Regulate, Monitor and Report Trading by Insiders and Fair of-Insider-Trading-REVISED.pdf
Disclosure of Unpublished Price Sensitive Information
Policy on Preservation of Documents https://www.indoramaindia.com/pdf/policies/Policy-on-Preservation-of-
Documents-REVISED.pdf
Policy for determining “material’ Subsidiaries https://www.indoramaindia.com/pdf/policies/Policy-for-Determining-Material-
Subsidiary-REVISED.pdf
Code of Conduct for Directors and Senior Management https://www.indoramaindia.com/pdf/policies/Code-of-Conduct-for-Directors-n-
Sr-Management-REVISED.pdf
Code for Independent Directors https://www.indoramaindia.com/pdf/policies/Code-for-Independent-Directors-
REVISED.pdf
Nomination and Remuneration Policy https://www.indoramaindia.com/pdf/policies/Nomination-Remuneration-Policy-
REVISED.pdf
Policy on Diversity of Board of Directors https://www.indoramaindia.com/pdf/policies/Policy-on-Diversity-of-Board-
REVISED.pdf
Whistle Blower / Vigil Mechanism Policy https://www.indoramaindia.com/pdf/policies/Whistle-Blower-Policy-REVISED.pdf
Policy on Materiality of Related Party Transactions https://www.indoramaindia.com/pdf/policies/Policy-on-Materiality-of-Related-
Party-Transaction-REVISED.pdf
Familiarisation Programmes for Independent Directors https://www.indoramaindia.com/pdf/policies/Familiarisation-Programme-IDs-
REVISED.pdf
Business Responsibility Policy https://www.indoramaindia.com/pdf/policies/Business Responsibility Policy.pdf

Particulars Web link
Corporate Overview
Policy on determination of Materiality of Events or Information https://www.indoramaindia.com/pdf/policies/Policy-for-Determination-of-
Materiality-REVISED.pdf
Policy on Archival of Documents https://www.indoramaindia.com/pdf/policies/Policy-on-Archival-REVISED.pdf
CSR Policy https://www.indoramaindia.com/pdf/policies/CSR-Policy-REVISED.pdf
Performance Evaluation Policy https://www.indoramaindia.com/pdf/policies/Performance-Evaluation-Policy-
REVISED.pdf
Policy on Preservation on Sexual Harassment https://www.indoramaindia.com/pdf/policies/POSH-IRSL-REVISED.pdf
Risk Management Policy https://www.indoramaindia.com/pdf/policies/Risk-Management-Policy.pdf
Contact details of Key Managerial Personnel https://www.indoramaindia.com/pdf/Contact-Details-of-KMP-Revised.pdf
Unpaid and Unclaimed Dividend Amount https://www.indoramaindia.com/dividend_amount.php
Statutory Reports
Notices/Intimations to Stock Exchanges https://www.indoramaindia.com/notices.php
Quarterly/Annual Financial Results https://www.indoramaindia.com/financial_results.php
Annual Report https://www.indoramaindia.com/annual_reports.php
s) Outstanding ADRs/GDRs/Warrants or any other convertible instruments, conversion date and

likely impact on equity: Not Applicable.
t) Corporate Identification Number (CIN) : L17124MH1986PLC166615
u) Commodity price risks and Commodity hedging activities:
The Company is exposed to the risk of price fluctuation of raw materials as well as finished goods. The Company proactively
manages these risks through forward booking Inventory management and proactive vendor development practices.
The Company’s reputation for quality, products differentiation and service, coupled with existence of powerful brand image
with robust marketing network mitigates the impact of price risk on finished goods.
v) Plant Location:
The Company has its manufacturing and operating complex at:
Nagpur-441 122
Maharashtra, India
Tel. : +91-7104-663000-01
Fax. : +91-7104-663200
w) Compliance Officer for Investor Redressal/ Address for Correspondence:

Mr. Pawan Kumar Thakur
Company Secretary and Compliance Officer
20th Floor, DLF Square, DLF Phase-II, NH-8,
Gurugram-122002, Haryana, India.
Tel No. +91-124-4997000; Fax: +91-124-4997070
E-mail ID: investor-relations@indorama-ind.com
x) Address for Correspondence:

Registered Office Corporate Office Registrar &Share Transfer Agent
Indo Rama Synthetics (India) Limited Indo Rama Synthetics (India) Limited MCS Share Transfer Agent Limited
A-31, MIDC, Industrial Area 20th Floor, DLF Square F-65, First Floor
Butibori, Nagpur-441122 DLF Phase - II, NH-8 Okhla Industrial Area, Phase-1
Maharashtra, India Gurugram-122 002, Haryana, India. New Delhi-110 020, India
Tel. No.:+91-7104-663000-01 Tel. No.:+91-124-4997000 Tel. No.:+91-11-4140 6149-52
Fax No.: +91-7104-663200 Fax No.: +91-124-4997070 Fax No.:+91-11-4170 9881
Website: www.indoramaindia.com E-Mail: investor-relations@indorama-ind.com E-mail: helpdeskdelhi@mcsregistrars.com

y) Nodal Officer (IEPF):
Mr. Pawan Kumar Thakur
Company Secretary & Compliance Officer
20th Floor, DLF Square, DLF Phase-II, NH-8
Gurugram-122 020, Haryana
Tel. No.: +91-124-4997000,
Fax No.: +91-124-4997070
z) Deputy Nodal Officer (IEPF):

Mr. B. S. Rana
Assistant General Manager
20th Floor, DLF Square, DLF Phase-II, NH-8
Gurugram-122 020, Haryana
Tel. No.: +91-124-4997000,
Fax No.: +91-124-4997070
z)(a) List of all credit ratings obtained by the Company along with any revisions thereto, for all debt
instruments of the Company or any fixed deposit programme or any scheme or proposal of the
Company involving mobilisation of funds, whether in India or abroad:
India Rating and Research (Ind-Ra) has assigned Indo Rama Synthetics (India) Limited a long term issuer rating of “IND BBB-
”. The Outlook is stable. The Instrument wise rating action is as follows:
Instrument Type Size of issue (Billion) Rating/outlook Rating action

Long term Loan `5 IND BBB-/Stable Assigned
Working Capital Limit `9 IND BBB-/Stable/IND A3 Assigned
z)(b) Green Initiative:

y Virtue of Ministry of Corporate Affairs (MCA) circular No. 17/2011 and 18/2011 dated 21st April, 2011 and 29th April,
B
2011 respectively read with Rule 11 of the Companies (Accounts) Rules, 2014, service of documents may be made to
shareholders by electronic mode.
e therefore appeal to members to be part of said “Green initiatives” and request the members to register their name in
W
getting the said documents in electronic mode by sending an email by giving their registered folio no and/or DP ID/Client ID
at admin@mcsregistrars.com.
The Members, who want the above documents in physical form, Send a email at the email ID: admin@mcsregistrars.com
by giving their registered folio No. and/or DPID/ Client ID.

Om Prakash Lohia
Date: 24th June 2020 (DIN 00206807)

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

(Pursuant to Regulation of 34(3) and Schedule V Para C clause (10) (i) of the SEBI (Listing
Corporate Overview
Obligations and Disclosure Requirements) Regulations, 2015
To,
The Members
Statutory Reports
31-A, MIDC Industrial Area
Butibori, Maharashtra-441122
We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Indo Rama
Synthetics (India) Limited having CIN L17124MH1986PLC166615 and having registered office at 31-A, MIDC Industrial Area,
Butibori, Maharashtra-441122 (hereinafter referred to as the ‘Company’), produced before us by the Company for the purpose
of issuing this certificate, in accordance with Regulations 34(3) read with Schedule V Para – C Sub clause 10 (i) of the Securities
and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
In our opinion and to the best of our information according to the verification (including Directors Identification Number (DIN) status
at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company & its officers, we hereby
certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on 31st March, 2020
have been debarred or disqualified from being appointed or continuing as Directors of Companies by the Securities and Exchange
Board of India, Ministry of Corporate Affairs or any such other Statutory Authority:
S. Date of Appointment in
Name of Director DIN
No. Company
1 Mr. Om Prakash Lohia, Chairman & Managing Director 00206807 28.04.1986
2 Mr. Vishal Lohia, Executive Director 00206458 16.04.2002

3 Mr. M. N. Sudhindra Rao, Executive Director & CEO 01820347 03.04.2019
4 Mr. Udeypaul Singh Gill, Non-Executive Non -Independent Director 00004340 03.04.2019
5 Mr. Suman Jyoti Khaitan, Non-Executive Independent Director 00023370 30.01.2013
6 Dr. Arvind Pandalai, Non-Executive Independent Director 00352809 31.08.2016
7 Mrs. Ranjana Agarwal, Non-Executive Independent Director 03340032 18.05.2015
8 Mr. Dhanendra Kumar, Non-Executive Independent Director 05019411 14.02.2020
Please note that ensuring the eligibility of/for the appointment/continuity of every Director of the Board is the responsibility of the
management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is
neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management
has conducted the affairs of the Company.
Thanking You,
For, PRAKASH CHANDER & ASSOCIATES

Company Secretary
(PRAKASH CHANDER)
M. No.: F8990
Place: Delhi C.P. No. 18534
Date: June 2, 2020 UDIN: F008990B000309202

DECLARATION BY CHAIRMAN AND MANAGING DIRECTOR PURSUANT TO SCHEDULE
V (PART D) OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS)
REGULATIONS 2015 REGARDING COMPLIANCE WITH CODE OF CONDUCT
To
The Board of Directors
I, Om Prakash Lohia, (DIN 00206807), Chairman and Managing Director of Indo Rama Synthetics (India) Limited, hereby declare
that all the members of the Board of Directors and Senior Management Personnel have affirmed compliance with the Code of
Conduct as applicable to them, for the year ended 31st March, 2020.

Om Prakash Lohia
Place : New Delhi Chairman & Managing Director
Date : 24th June 2020 (DIN: 00206807)

Certificate by Executive Director & CEO and Chief Financial Officer pursuant to sub-
regulation 8 of Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements)
Corporate Overview
Regulations, 2015
To
The Board of Directors
We, M. N. Sudhindra Rao (DIN 01820347), Executive Director & CEO and Susheel Kumar Mehrotra (ICAI M. No. 085483), Chief
Statutory Reports
Financial Officer of Indo Rama Synthetics (India) Limited, hereby certify that:
(a) We have reviewed the Financial Statements and the Cash Flow Statement for the financial year ended 31st March,
2020 and that to the best of our knowledge and belief:
(i) these statements do not contain any materially untrue statement or omit any material fact or contain statements
that might be misleading;
(ii) these statements together present a true and fair view of the Company’s affairs and are in compliance with existing
accounting standards, applicable laws and regulations.
(b) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which
are fraudulent, illegal or violative of the Company’s Code of Conduct;
(c) 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 Company pertaining to financial reporting and we have
disclosed to the auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if
any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies;
(d) We have indicated, wherever applicable, to the Auditors and the Audit Committee:
(i) significant changes in internal control over financial reporting during the year;
(ii) significant changes in accounting policies during the year and that the same have been disclosed in the notes to
the financial statements; and
(iii) instances of significant fraud of which we have become aware and the involvement therein of the management or
an employee having a significant role in the Company’s internal control system over financial reporting.
M. N. Sudhindra Rao Susheel Kumar Mehrotra

Executive Director & CEO Chief Financial Officer
(DIN: 01820347) (ICAI M. No.: 085483)
Place : Mumbai Place : Gurugram

Date : 24 June 2020 Date : 24 June 2020

Practising Company Secretary Certificate on Corporate Governance Report
To
The Members of
Indo Rama Synthetics (India) Limited,
We have examined the compliance of the conditions of Corporate Governance by Indo Rama Synthetics (India) Limited
(‘The Company’) for the year ended on March 31, 2020, as stipulated under Regulations 17 to 27, clauses (b) to (i) of sub-
regulation (2) of Regulation 46 and para C, D and E of Schedule V of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”).
The compliance of the conditions of Corporate Governance is the responsibility of the management of the Company. Our examination
was limited to the review of procedures and implementation thereof, as adopted by the Company for ensuring compliance with
conditions of 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 and considering the relaxations granted by the Ministry of Corporate Affairs and Securities
and Exchange Board of India warranted due to the spread of the COVID-19 pandemic, we certify that the Company has complied
with the conditions of Corporate Governance as stipulated in the SEBI Listing Regulations for the year ended on March 31, 2020.
We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or
effectiveness with which the management has conducted the affairs of the Company.
For, For Pramod Kothari & Co.

Company Secretary
(Pramod Kothari)
Proprietor
Place: Noida C.P. No. 11532
Date: 01.06.2020 UDIN No. F007091B000306654

Business Responsibility Report
Corporate Overview
[Regulation 34 (2) (f)]
Pursuant to Regulation 32(2)(f) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Directors present the Business Responsibility Report of the Company, for the financial year 2019-20.
The reporting frame work is based on the National Voluntary Guidelines (NVGs) on Social Environment and Economic Responsibility,
released by Ministry of Corporate Affairs, Government of India, in July 2011, which contains 9 (nine) Principal and Core Elements
of each of 9 (nine) Principal.
Statutory Reports
SECTION - A: GENERAL INFORMATION ABOUT THE COMPANY
Sl.
Particulars Details
No.
1 Corporate Identity Number (CIN) of the Company L17124MH1986PLC166615
2 Name of the Company Indo Rama Synthetics (India) Limited

3 Registered Address A-31, MIDC Industrial Area, Butibori-441122, Nagpur, Maharashtra, India
4 Website www.indoramaindia.com
5 Email ID pawank.thakur@indorama-ind.com
6 Financial Year reported 1st April, 2019 to 31st March, 2020
7 Sector(s) that the Company is engaged in Manufacturer of Polyester Staple Fibre,
(industrial activity code-wise) Polyester Filament Yarn,
Draw Texturised Yarn and Polyester Chips
8 List three key products/services that the Company Product NIC Code
manufactures/provides (as in Balance Sheet) Polyester Staple Fibre 55032000
Polyester Filament Yarn 54024200
Draw Texturised Yarn 54023300
9 Total number of locations, where business activity The Company has one manufacturing unit situated at Butibori, Nagpur,
is undertaken by the Company Maharashtra., India.
Number of International Locations (Provide None

details of major 5)
Number of National Locations: The Company has its Corporate Office at Gurugram and 6 (six) Marketing Offices,
situated across India
10 Markets served by the Company - Local/ State / National as well as International
National / International
SECTION - B: FINANCIAL DETAILS OF THE COMPANY

Sl.
Particulars Details
No.
1 Paid-up Capital (Amount in ` Crores) 261.11
2 Total Turnover (Amount in ` Crores) 2048.93

3 Total Profit after Taxes (Amount in ` Crores) (316.10)
4 Total spending on Corporate Social Responsibility The average Net Profit of last three years is negative, thus the Company is not
(CSR) as percentage of Profit after Tax (%) required to spend any amount on CSR.
5 List of activities in which expenditure in (4) above Not Applicable
has been incurred
SECTION - C: OTHER DETAILS

Sl.
Particulars Details
No.
1 Does the Company have any Subsidiary Yes, the Company has one Wholly Owned Subsidiary (WOS), Indorama Yarns
Company/Companies? Private Limited.
2 Do the Subsidiary Company/ Companies WOS was incorporated on 16th day of August, 2019 and is managed by its
participate in the BR Initiatives of the parent own Board of Directors. WOS does not participate in the BR initiatives of the
Company? If yes, then indicate the number of Parent Company.
such Subsidiary Company(s).

Sl.
Particulars Details
No.
3 Do any other entity/entities (e.g. suppliers, No
distributors, etc.) that the Company does
business with, participate in the BR initiatives of
the Company? If yes, then indicate the percentage
of such entity/entities? [Less than 30%, 30-60%,
More than 60%].
SECTION - D: BR INFORMATION
Sl.
Particulars Details
No.
1. Details of Director/Directors responsible for BR
(a) Details of the Director/ Director responsible for 1. DIN : 01820347
implementation of the BR Policy/ Policies: 2. Name : Mr. M. N. Sudhindra Rao
3. Designation : ED & CEO
(b) Details of the BR Head: 1. DIN : 00206807
2. Name : Mr. Om Prakash Lohia
3. Designation : Chairman and Managing Director
4. Telephone No. : 91-124-4997000
5. E-Mail ID : omprakash.lohia@indorama-ind.com
Principle-wise (as per NVGs) BR Policy / Policies
2. (a) Details of Compliance (Reply in Y/N):
No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
1 Do you have a Policy/ Policies for. Y Y Y Y Y Y Y Y Y
Various Principles
2 Has the policy being formulated in consultation All the policies have been formulated or modified in consultation with the
with the relevant stakeholders Management of the Company and is approved by the Board. The policies have
been framed or modified considering the best interest of the stakeholders.
3 Does the policy conform to any Yes, the policies are based on “National Voluntary Guidelines on Social,
national / international standards? If yes, specify? Environmental and Economic Responsibility of Business”.
4 Has the policy being approved by the Board? Is Yes, Policies mandated under the Companies Act, 2013 and SEBI (LODR)
yes, has it been signed by MD/ owner/ by CEO/ Regulations, 2015 are approved by the Board and signed by the Company
appropriate Board Director? Secretary on behalf of the Board of Directors of the Company.
5 Does the company have a specified committee The Company has, Audit Committee, Stakeholders Relationship Committee,
of the Board/ Director/ Official to oversee the CSR Committee, Risk Management Committee and also has adequate internal
implementation of the policy? control system to oversee the implementation of policies.
6 Indicate the link for the policy to The links to view the public policies online are given herein below*.
be viewed online?
7 Has the policy been formally communicated to Yes, the policies have been posted in the Company’s website and
all relevant internal and external stakeholders? communicated to all internal stakeholders, wherever applicable.
8 Does the company have in-house structure to Y Y Y Y Y Y Y Y Y
implement the policy/policies.
9 Does the Company have a grievance redressal Y Y Y Y Y Y Y Y Y
mechanism related to the policy/ policies to
address stakeholders’ grievances related to the
policy/ policies?
10 Has the company carried out No
independent audit/ evaluation of the working of
this policy by an internal or external agency?
(b) If answer to the question at serial number 1 Not applicable
against any principle, is ‘No’, please explain why:
(Tick up to 2 options)
Links to Company’s Policies:
• Code of Conduct for Employees : https://www.indoramaindia.com/pdf/policies/Code-of-Conduct-for-Directors-n-Sr-
Management-REVISED.pdf
• CSR Policy : - https://www.indoramaindia.com/pdf/policies/CSR-Policy-REVISED.pdf
• Whistle Blower Policy : https://www.indoramaindia.com/pdf/policies/Whistle-Blower-Policy-REVISED.pdf
• Policy for Prevention of Sexual Harassment : https://www.indoramaindia.com/pdf/policies/POSH-IRSL-REVISED.pdf
• Business Responsibility Policy : https://www.indoramaindia.com/pdf/policies/Businessresponsibility policy.pdf

3 Governance related to BR
(a) Indicate the frequency with which the Board of Annually
Corporate Overview
Directors, Committee of the Board or CEO to
assess the BR performance of the Company.
Within 3 months, 3-6 months, Annually,
More than 1 year.
(b) Does the Company publish a BR or Sustainability SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Fifth
Report? What is the hyperlink for viewing this Amendment Regulations,) 2019 substituted Regulation 34 (2)(f) for its applicability
report? How frequently it is published? for top 1000 listed entities in place of top 500 listed entities based on market
capitalisation, with effect from December 26, 2019 and accordingly to include in
Business Responsibility Report in the Annual Report., It is applicable first time
for the Company and will be published annually and can be accessed at https://
www.indoramaindia.com/ annual_reports.php.
Statutory Reports
SECTION - E: PRINCIPLE-WISE PERFORMANCE
Sl.
Particulars Details
No.
Principle 1:
1 Does the Policy relating to ethics, bribery and The Company has a Policy on the Code of Business Conduct/Ethics, which applies to
corruption cover only the Company? Yes/ No. all directors, officers and employees of the Company. This Code is intended to (a) focus
Does it extend to the Group/Joint Ventures/ on areas of ethical risk; (b) set forth basic standards of ethical and legal behavior; (c) to
Suppliers/ Contractors/NGOs /Others? provide guidance to directors to help them recognise and deal with ethical issues; (d)
provide reporting mechanisms for known or suspected unethical conduct and/or legal
violations; (e) help foster a culture of honesty and accountability. The Company has its
Vigil Mechanism Policy which provides mechanism for employees and Directors of the
Company to approach the Chairman of the Audit Committee or Managing Director of
the Company for reporting genuine concerns. The executive directors and employees
of the Company strictly adheres to the provisions of the Code with regard to their
association with any professional, trade, legislative, political or public body.
The Company has also in place Anti-Sexual Harassment Policy to maintain a work
environment free from any form of conduct which can be considered as harassing,
coercive or disruptive.
2 How many stakeholder complaints have been During 2019-20, no complaint was received from the shareholder.
received in the past financial year and what
percentage was satisfactorily resolved by the
management? If so, provide details thereof, in
about 50 words or so.
As an environmental conscious Company, the Company

Principle 2: Businesses should provide goods
continues to innovate and use efficient technologies to
and services that are safe and contribute to
bring down strain on ecology for all of its products namely
sustainability throughout their life cycle.
Polyester Staple Fibre, Polyester Filament Yarn, Draw
The Company is in the Business of manufacture of Polyester
Texturised Yarn and Polyester Chips.
Staple Fibre, Polyester Filament Yarn, Draw Texturised Yarn and
Polyester Chips. Our robust commitment to ensure compliance
Company has incorporated following initiatives:
with relevant standards of health and safety commences at the
design stage, wherein appropriate health and safety elements
1) Installed RO Plant to enable recycling of 35% of
across manufacturing/construction activities, delivery and
total effluent;
consumption are identified and evaluated. Environment, health
and safety continue to be key focus areas and the Company
2)
Added effluent storage capacity of 7500 M³ to
strives to reduce its environmental impact through various
meet any exigency;
initiatives in the field of Energy Efficiency and Conservation.
3) Installed water sprinklers around coal handling plant
1.
Are there any products or services of the Company
to suppress the coal dust;
whose design has incorporated social or environmental
concerns, risks and/or opportunities?
4) Installed online effluent quality monitoring device
with connectivity to CPCB & MPCB;
a) List up to 3 of your products or services whose
design has incorporated social or environmental
concerns, risks and/or opportunities.

5)
Installed online Ambient Air Quality Monitoring good & work safely. Wellness programs of Company raise
System (AAQMS) with online connectivity with awareness of health issues by encouraging its employees to
statuary authorities; adopt a healthy lifestyle. The Company also tailors its safety
programs to minimise hazards at workplace.
6) Installed air curtains in Coal fired Boiler to reduce
air pollution; and 1. Please indicate the total number of employees -1457
7) Phasing out diesel operated forklifts & replacing 2.

Please indicate the total number of employees
them with battery operated forklifts. hired on temporary/contractual/casual basis - Daily
Deployment -1854
8) For each such product, provide the following details
in respect of resource use (energy, water, raw 3.
Please indicate the Number of permanent
material, etc.) per unit of product (optional). women employees - 13
Details of conservation of energy are given in Annexure to 4. Please indicate the Number of permanent employees with
the Directors’ Report. disabilities - 02
2.
Does the company have procedures in place for 5. D
o you have an employee association that is recognised
sustainable sourcing (including transportation)? by management - No
(a) If yes, what percentage of your inputs was sourced 6.

What percentage of your permanent employees is
sustainably? Also, provide details thereof, in about members of this recognised employee association? NA
50 words or so.
7. P
lease indicate the number of complaints relating to child
The Company strives to integrate social, ethical and labour, forced labour, involuntary labour, sexual harassment
environmental factors across the entire supply chain. in the last financial year and pending, as on the end of the
financial year.
3.
Has the company taken any steps to procure goods
and services from local & small producers, including No of complaints
No of complaints
Sr. pending as on
communities surrounding their place of work? Category filed during the
No. end of the
financial year
financial year
(a) If yes, what steps have been taken to improve their 1 Child labour/forced Nil Nil
capacity and capability of local and small vendors? labour/involuntary labour
2 Sexual harassment Nil Nil

Yes. Significant part of the spares & consumables 3 Discriminatory employment Nil Nil
are procured from local /indigenous suppliers.
The Company also extensively works with local suppliers 8. W
hat percentage of your under mentioned employees were
to develop vendors’ capabilities for import substitutions given safety & skill upgradation training in the last year?
on ongoing basis.
No of complaints
Sr.
Category filed during the
4. Does the company have a mechanism to recycle products No.
financial year
and waste? If yes what is the percentage of cycling of
1 Permanent Employees 76%
products and waste (separately as <5%, 5-10%, >10%).
2 Permanent Women Employees 100%
Also, provide details thereof, in about 50 words or so.
3 Casual/Temporary/Contractual Employees 100%
4 Employees with Disabilities NA
Company recycles packaging materials, -paper tubes,
and wooden pallets. Packaging materials are also
Principle 4: Businesses should respect the interests
collected from customers for recycling/ reuse.
of, and be responsive towards all stakeholders,
especially those who are disadvantaged, vulnerable
Principle 3: Businesses should promote the
and marginalised.
wellbeing of all employees.
The Company aims to meet the expectations of its stakeholders
Indo Rama, as a Company ensures its development and
that include shareholders, consumers, employees, suppliers
growth by investing in the satisfaction and well-being of its
and various service providers. The Company understands the
employees. The Company takes seriously its responsibility
needs of its stakeholders and develops action plans to fulfill
to provide a safe working environment and recognise that
them while achieving its business goals.
employees are more productive when they are healthy, feel

The Company also has in place investor grievance redressal The Company has internal guidelines for environment, which
Corporate Overview
system, consumer complaint redressal system and is followed strictly.
various other committees to protect the interest of all the
stakeholders. It discloses all the relevant information about its During FY 2019-20, the Company has taken various initiatives
products, business, financial performance and other statutory for conservation of energy and reducing its environmental
information on the website of the Company to ensure effective impact as given in Annexure to the Directors’ Report.
stakeholders engagement.
1.
Does the policy related to Principle 6 cover only
1.
Has the company mapped its internal and external the company or extends to the Group/Joint
stakeholders? Yes/No Ventures/Suppliers/Contractors/NGOs/others.
Statutory Reports
Yes. The policy applicable to Company only.
2.
Out of the above, has the company identified the 2. Does the company have strategies/ initiatives to address
disadvantaged, vulnerable & marginalised stakeholders. global environmental issues such as climate change,
global warming, etc? Y/N. If yes, please give hyperlink
As per our understanding and knowledge, there are no for webpage etc.
disadvantaged, vulnerable and marginalised stakeholders)

The Company is continuously implementing process
3. Are there any special initiatives taken by the company improvements to reduce emissions and wastes.
to engage with the disadvantaged, vulnerable and
marginalised stakeholders. If so, provide details thereof, in 3.
Does the Company identify and assess potential
about 50 words or so. environmental risks? Y/N
Not Applicable. Sustainable development is at the core of the Company’s

operations which is also outlined in the Environment,
Principle 5: Businesses should respect and Health and Safety Practices. The Company follows
promote human rights. sound environmental management practices at its
The Company firmly believes in upholding and promoting manufacturing unit.
human rights. Human Rights are protected under Code
of Business Conduct, Whistle Blower Policy, Anti - Sexual 4.
Does the company have any project related to Clean
Harassment Policy Development Mechanism? If so, provide details thereof,
in about 50 words or so. Also, if Yes, whether any
1. Does the policy of the Company on human rights cover environmental compliance report is filed?
only the Company or extend to the Group/ Joint Ventures/
Suppliers/ Contractors/ NGOs/ Others? The Company has not identified any project related to
Clean Development Mechanism.
The policy stated in our code and policies which include
respect of human rights and dignity of all stakeholders, 5.
Has the company undertaken any other initiatives on
extend to group, suppliers and all those who works with us. clean technology, energy efficiency, renewable energy,
etc., Y/N. If yes, please give hyperlink for web page. etc.
2. How many stakeholder complaints have been received in
the past financial year and what percent was satisfactorily 6. The Company has already availed power supply from the
resolved by the management? grid as major initiatives on clean technology and energy
efficiency as against power generation using coal based
The Company has not received any complaints from power plant captively. It will reduce carbon emission
any stakeholders. substantially and foster clean energy.
Principle 6: Business should respect, protect 7.

Are the Emissions/Waste generated by the company
and make efforts to restore the environment. within the permissible limits given by CPCB/SPCB for the
The Company understands its responsibility towards financial year being reported?
environment and has taken various initiatives to reduce
its environmental impact. Energy conservation and use of Yes, all applicable statutory requirements with respect to
clean fuels continue to be a priority area of the Company. emissions/ waste are complied with and emission / waste
A focused energy program has been established with a view generated by the company are within the permissible
to carry out specific initiatives in the field of Energy Efficiency limit given by SPCB.
and Conservation.

8.
Number of show cause/ legal notices received from 3. Have you done any impact assessment of your initiative?
CPCB/SPCB which are pending (i.e. not resolved to
No.
satisfaction) as on end of Financial Year.
What is your Company’s direct contribution to community
As on 31 March, 2020, there is no pending show cause or
development projects- Amount in INR and the details of
legal notice received from CPCB or SPCB.
the projects undertaken.
Principle 7: Businesses, when engaged in

The company is a loss making for the past many
influencing public and regulatory policy,
years and hence no community development projects
should do so in a responsible manner.
have been taken up.
1. Is your company a member of any trade and chamber or
association? If Yes, Name only those major ones that your
4.
Have you taken steps to ensure that this community
business deals with:
development initiative is successfully adopted by the
community? Please explain in 50 words, or so.

Name of Various Associations of which Company is
member: Not Applicable.
i) BUTIBORI MANUFACTURERS’ ASSOCIATION;

Principle 9: Businesses should engage with
ii) CONFEDRATION OF INDIAN INDUSTRY and provide value to their customers and
consumers in a responsible manner.
iii) CONFEDERATION OF INDIAN TEXTILE INDUSTRY;
The Company has established itself as a high quality product
iv) FICCI; suppliers to its customers both nationally and internationally.
v) FEDERATION OF INDIAN EXPORT ORGANISATION;
1.
What percentage of customer complaints/consumer
vi) NORTHERN INDIA TEXTILE MILLS ASSOCIATION; cases are pending as on the end of financial year.
vii) THE SYNTHETICS & RAYON TEXTILES EXPORT NIL
PROMOTION COUNCIL; and
2. Does the company display product information on the
viii) VIDARBHA INDUSTRIES ASSOCIATION
product label, over and above what is mandated as per
local laws? Yes/No/N.A. /Remarks(additional information)
2. Have you advocated/lobbied through above associations
for the advancement or improvement of public good?
Company’s products being industrial products do not
Yes/No; if yes specify the broad areas (drop box:
require any mandated display of product information.
Governance and Administration, Economic Reforms,
Nevertheless, all basic product information is
Inclusive Development Policies, Energy security, Water,
displayed on the product packaging. Product quality
Food Security, Sustainable Business Principles, Others)
certificate containing all necessary specifications are
No. provided to customers.
Principle 8: Businesses should support inclusive 3. Is there any case filed by any stakeholder against the
growth and equitable development. company regarding unfair trade practices, irresponsible
The Company supports the principle of inclusive growth and advertising and/or anti-competitive behaviour during the
equitable development through its core business. last five years and pending as on end of financial year.
If so, provide details thereof, in about 50 words or so.
1.
Does the Company have specified programmes
No.
/initiatives/projects in pursuit of the policy related to
Principle 8? If yes, details thereof.
4.
Did your Company carry out any consumer survey/
consumer satisfaction trends?
The Company is providing initiative for local employment
as well as local vendors to the extent possible. No.
2.
Are the programmes/projects undertaken through For and on behalf of the Board of Directors of
in-house team/own foundation/external NGO/government Indo Rama Synthetics (India) Limited
structures/any other organisation?
Om Prakash Lohia
Programmes are being undertaken through in-house team. Place: New Delhi Chairman & Managing Director
Date: 24th June, 2020 (DIN 00206807)

FORM NO. MR-3
Corporate Overview
SECRETARIAL AUDIT REPORT
For the financial year ended 31st March, 2020
[Pursuant to section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014]
To (a)
The Securities and Exchange Board of India
The Members, (Substantial Acquisition of Shares and Takeovers)
Statutory Reports
Indo Rama Synthetics (India) Limited Regulations, 2011.
(CIN: L17124MH1986PLC166615)
Regd. Office.: 31-A, MIDC Industrial Area, Butibori, MH - 441122 (b)
(Prohibition of Insider Trading) Regulations, 2015.
I have conducted the secretarial audit of the compliance of
applicable statutory provisions and the adherence to good (c) The Securities and Exchange Board of India (Issue of
corporate practices by Indo Rama Synthetics (India) Capital and Disclosure Requirements) Regulations,
Limited (hereinafter called the company). Secretarial Audit was 2009 and The Securities and Exchange Board of
conducted in a manner that provided me a reasonable basis India (Issue of Capital and Disclosure Requirements)
for evaluating the corporate conducts/statutory compliances Regulations, 2018
and expressing my opinion thereon.
(d)
Based on my verification of the company’s books, papers, (Employee Stock Option Scheme and Employee
minute books, forms and returns filed and other records Stock Purchase Scheme) Guidelines, 1999-Not
maintained by the company and also the information Applicable as the Company has not granted
provided by the Company, its officers, agents and authorised any Options to its employees during the
representatives during the conduct of secretarial audit, I financial year under review.
hereby report that in my opinion, the Company has, during the
audit period covering the financial year ended on March 31, (e) The Securities and Exchange Board of India (Issue
2020 complied with the statutory provisions listed hereunder and Listing of Debt Securities) Regulations, 2008
and also that the Company has proper Board-processes and
compliance mechanism in place to the extent, in the manner (f)
and subject to the reporting made hereinafter: (Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act
I have examined the books, papers, minute books, forms and and dealing with client.
returns filed and other records maintained by the company
for the financial year ended on March 31, 2020 according to (g)
the provisions of: (Delisting of Equity Shares) Regulations, 2009- Not
Applicable as the Company has not get delisted
(i)
The Companies Act, 2013 (the Act) and the rules its equity shares from the stock exchange
made thereunder; during the financial year under review.
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) (h)

and the rules made thereunder; (Buyback of Securities) Regulations, 1998-Not
Applicable as the Company has not bought
(iii)
The Depositories Act, 1996 and the Regulations and back any of its securities during the financial
Bye-laws framed thereunder; year under review.
(iv) Foreign Exchange Management Act, 1999 and the rules (j)
and regulations made thereunder to the extent of Foreign (Depositories and Participants) Regulations, 2018
Direct Investment, Overseas Direct Investment and
External Commercial Borrowings, wherever applicable (vi)
Other law applicable specifically to the Company, as
identified and on the basis of representation given by
(v)
The following Regulations and Guidelines prescribed the management:
under the Securities and Exchange Board of India Act,
1992 (‘SEBI Act’):

• The Sexual Harassment of Women at Workplace from 01.10.2018 to 31.03.2019 sent to the stock
(Prevention, Prohibition & Redressal Act, 2013). exchange on 13.08.2019 instead it should be
submitted on or before 15.06.2019 (i.e. within 30
•
The Indian Electricity Act, 2003 and Rules/ days from the date of publication of financial results).
Regulations made thereunder; and
4. As per Regulation 34 of the SEBI (Listing Obligations
• Indian Boilers Act, 1923 and Rules/ Regulations and Disclosure Requirement) Regulations, 2015, the
made thereunder, and listed entity shall submit to the stock exchange and
publish on its website a copy of the Annual Report
• Indian Explosive Act, 1884 and Rules/ Regulations sent to the shareholders along with the notice of
made thereunder; Annual General Meeting not later than the day of
commencement of dispatch to its shareholders.
I have also examined compliance with the applicable
clauses of the following: Company has dispatched the notice of Annual
General Meeting to the shareholders on 01.07.2019
(i) Secretarial Standards issued by The Institute of as mentioned in the newspaper advertisement
Company Secretaries of India. (Notified and effective in respect of the Notice of General Meeting but
from 1stJuly, 2015 and the revised version effective Annual Report submitted to the stock exchange on
from October 1st, 2017). 04.07.2019 instead it should be submitted on or
before 01.07.2019.
(ii)
The SEBI (Listing Obligations and Disclosure
Requirement) Regulations, 2015. I further report that the Board of Directors of the Company
is duly constituted with proper balance of Executive
During the period under review the Company has complied Directors, Non-Executive Directors and Independent
with the provisions of the Act, Rules, Regulations, Directors. The changes in the composition of the Board of
Guidelines, Standards etc. mentioned above except the Directors during the period under review were carried out
following observations: in compliance with the provisions of this Act.
1. Some of the e-forms have been filed beyond the due Normally adequate notice is given to all directors to
date with MCA with the payment of additional fees. schedule the Board Meetings, agenda and detailed notes
on agenda were sent at least seven days in advance, and a
2.
As per SEBI (Prohibition of Insider Trading) system exists for seeking and obtaining further information
Regulations, 2015, Trading Restriction period starts and clarifications on the agenda items before the meeting
from the end of every quarter till 48 hours after the and for meaningful participation at the meeting.
declaration of financial results.
All decisions at Board Meetings and Committee Meetings
The Company has not completely complied this were carried out with majority as recorded in the minutes
regulation for the quarter April, 2019 to June, 2019, of the meetings of the Board of Directors or Committee of
trading restriction period started by the Company the Board, as the case may be. There was no dissenting
from 30.07.2019 instead it should be started from vote for any matter.
01.07.2019 till 48 hours after the declaration of the
financial results. I further report that I have relied on the representation
made by the Company and its officers for system and
3.
As per Regulation 23(9) of the SEBI (Listing mechanism formed by the Company for compliances
Obligations and Disclosure Requirement) under other applicable Acts, Laws and Regulations to
Regulations, 2015, the listed entity shall submit the Company. Therefore, I am of the opinion that the
within 30 days from the date of publication of its management has adequate systems and processes in
financial results for the half year, disclosures of the company commensurate with the size and operations
related party transactions on a consolidated basis, of the company to monitor and ensure compliance with
in the format specified in the relevant accounting applicable laws, rules, regulations and guidelines.
standards for annual results to the stock exchanges
and publish the same on the website. I further report that the following material events occurred
during the audit period:
As the date of the publication of the financial results
for the quarter ended 31.03.2019 on 16.05.2019 1. The Company has made the partially redemption
but the disclosures of the related party transactions of the face value of Secured Rated Redeemable
on a consolidated basis for the half year started Non-Convertible Debentures (NCDs) on 07.05.2019

of an amount of `137 Crores to the holders of NCDs 4. The Company has incorporated on 16.08.2019 its
Corporate Overview
and accordingly face value has been reduced to Wholly Owned Subsidiary i.e. Indorama Yarns Private
`31,496.57 per debenture in place of `1,00,000/- Limited having CIN U17299MH2019PTC329375.
per NCD which has been issued during the Financial
year 2018-2019 on private placement basis 5. Pursuant to the provisions of Section 180(1)(a) of
aggregating to `199.99 Crores (19999 Secured the Companies Act, 2013 read with the Companies
Rated Redeemable Non-Convertible Debentures of (Management and Administration) Rules, 2014
`1,00,000 each). and the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements)
Further, on 03.07.2019 the Company has fully Regulations, 2015, the members has given their
redeemed the principal amount of NCDs i.e. consent by passing of Special Resolution by way
Statutory Reports
an aggregate amount of `62.99 Crores. Hence, the of postal ballot dated 28.09.2019 for leasing out
19999 Secured Rated Redeemable Non-Convertible DTY Machines of the Company along with the land
Debentures (NCDs) are no longer tradable. appurtenant to the shed in which such machineries
are installed at A-31, MIDC Industrial Area, Butibori,
2. Pursuant to the provisions of Section 42, 62(1)(c) Nagpur-441122, Maharashtra, India, with all the
of the Companies Act, 2013 and the Securities supporting accessories and facilities required to
and Exchange Board of India (Listing Obligations Wholly Owned Subsidiary of the Company, Indorama
and Disclosure Requirements) Regulations, 2015, Yarns Private Limited together with the use of all
on 03.04.2019 the Board has given their consent the licenses, permits, consent and approvals by
for the allotment of 8,30,00,000 Equity Shares of entering into the Lease Agreement.
`10/- each at a premium of `26/- aggregating to
`298,80,00,000/- to the Promoters Group i.e. 6.
The Company has filed an application for
Indorama Netherlands B.V. by way of preferential Condonation of Delay with the Central Government
issue on private placement basis. with regard to the appointment of Mr. Rajendra Kumar
Gupta as Chief Financial Officer of the Company
3. The Company had refunded on 23.07.2019 the for the financial year 2018-2019. The Central
full consideration of 20 Unsecured Optionally Government (Regional Director) has approved the
Convertible Debentures (OCDs) issued earlier on Form CG 1 for Condonation of Delay on 20.03.2020
preferential basis to Promoter of the Company, vide SRN R21669395.
Mr. Om Prakash Lohia bearing face value of
`1,00,00,000 per OCD for an aggregating amount This report is to be read with my letter of even date which
upto `20,00,00,000 along with interest thereon. is annexed as ‘Annexure A’ and forms an integral part
of this report.
For, P. KATHURIA & ASSOCIATES.

Company Secretaries
(PRADEEP KATHURIA)
FCS 4655
Place: New Delhi CP 3086
Date: 24th June, 2020 UDIN: F004655B000374101

‘Annexure A’
To
The Members,
Indo Rama Synthetics (India) Limited (CIN: L17124MH1986PLC166615)
Regd. Office: 31-A, MIDC Industrial Area, Butibori, MH - 441122
My report of even date is to be read along with this letter.
1. Maintenance of secretarial record is the responsibility of the management of the company. My responsibility is to express an
opinion on these secretarial records based on my audit.
2. I have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness
of the contents of the secretarial records. I believe that the processes and practices I followed provide a reasonable basis
for my opinion.
3. I have not verified the correctness and appropriateness of financial record and Books of Accounts of the company since the
same have been subject to review by Statutory Auditor.
4. Where ever required, I have obtained the Management Representation Letter about the compliance of laws, rules and
regulations and happening of events etc.
5. The Compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of
management. My examination was limited to the verification of procedures on test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficiency or effectiveness
with which the management has conducted the affairs of the company.
For, P. KATHURIA & ASSOCIATES.

Company Secretaries
(PRADEEP KATHURIA)
FCS 4655
Place: New Delhi CP 3086
Date: 24th June, 2020 UDIN: F004655B000374101

CORPORATE SOCIAL RESPONSIBILITY POLICY
Corporate Overview
The Company has already constituted a Corporate Social Responsibility (“CSR”) Committee, and has aligned its CSR Policy in
accordance with the Companies Act, 2013 (‘the Act’) read with the Companies (Corporate Social Responsibility Policy) Rules,
2014 to make it compliant with the provisions of the Act and the Rules made thereunder and to undertake the admissible CSR
activities notified by the Ministry of Corporate Affairs in Schedule VII to the Act.
ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILTY ACTIVITES

As prescribed under Section 135 of the Companies Act, 2013 and Companies (Corporate Social Responsibility Policy) Rules, 2014.
Statutory Reports
1) A brief outline of the Company’s CSR Policy, including overview of projects or programmes proposed to be
undertaken and a reference to the web-link to the CSR policy and projects or programmes:
The CSR Policy of the Company has been formulated and adopted in terms of Section 135 of the Companies Act, 2013 and
the Rules made thereunder.
2) The Composition of the CSR Committee:

Mr. Om Prakash Lohia (Chairman)
Mr. Mr. Vishal Lohia -Member
Mr. M. N. Sudhindra Rao-Member
Mr. Udeypaul Singh Gill- Member
Mrs. Ranjana Agarwal -Member
Dr. Arvind Pandalai- Member
3) Average Net Profit of the Company for last three financial years (2016-17, 2017-18 & 2018-19):
The average profit for the last three financial years is negative.
4) Prescribed CSR expenditure (two percent of the Amount as in item 3 above) (2019-20):
Not required
5) Details of CSR spend during the financial Year 2019-20:

As the average profit for the last three financial years was negative so there was no spending on CSR.
(a) Manner in which the Amount spent during the financial year is detailed below:
(1) (2) (3) (4) (5) (6) (7) (8)
Sr. No. CSR Project Sector in which Projects or Amount outlay Amount spent on the projects or Cumulative Amount
or Activity the project is programmes (Budget) projects programmes expenditure up spent: directly
identified covered (1) Local area or programmes to the reporting or through
or other (2) wise (`) period (`) implementing
Direct expenditure Over-heads (`)
Specify projects agency (`)
on programme or
or programmes
projects (`)
were undertaken
Not Applicable
6) In case the Company has failed to spend two per cent of the average net profit of the last three financial years
or any part thereof, the Company shall provide the reasons for not spending the amount in its Directors’ report:
Not Applicable
7) The CSR Committee of the Company hereby confirms that the implementation and monitoring of CSR Policy, is
in compliance with CSR objectives and policy of the Company
Not Applicable
Om Prakash Lohia
Place: New Delhi Chairman and Managing Director
Date: 24.06.2020 (DIN 00206807)

Independent Auditor’s Report
To the Members of Indo Rama Synthetics (India) Limited independent of the Company in accordance with the Code
Report on the Audit of the Standalone Financial Statements of Ethics issued by the Institute of Chartered Accountants
of India (‘ICAI’) together with the ethical requirements
Opinion that are relevant to our audit of the financial statements
1. We have audited the accompanying standalone financial under the provisions of the Act and the rules thereunder,
statements of Indo Rama Synthetics (India) Limited (‘the and we have fulfilled our other ethical responsibilities
Company’), which comprise the Balance Sheet as at 31 in accordance with these requirements and the Code
March 2020, the Statement of Profit and Loss (including of Ethics. We believe that the audit evidence we have
Other Comprehensive Income), the Cash Flow Statement obtained is sufficient and appropriate to provide a basis
and the Statement of Changes in Equity for the year then for our opinion.
ended, and a summary of the significant accounting
policies and other explanatory information. Emphasis of Matter - Uncertainties related to Covid-19
2.
In our opinion and to the best of our information and 4.
We draw attention to Note 44 to the accompanying
according to the explanations given to us, the aforesaid standalone financial statements, which describes
standalone financial statements give the information management’s assessment of uncertainties relating to
required by the Companies Act, 2013 (‘Act’) in the manner the effects of the COVID-19 pandemic on the Company’s
so required and give a true and fair view in conformity operations. Our opinion is not modified in respect
with the accounting principles generally accepted in India of this matter.
including Indian Accounting Standards (‘Ind AS’) specified
under section 133 of the Act, of the state of affairs (financial Key Audit Matter
position) of the Company as at 31 March 2020, and its loss 5.
Key audit matters are those matters that, in our
(including other comprehensive income), its cash flows professional judgment, were of most significance in our
and the changes in equity for the year ended on that date. audit of the standalone financial statements of the current
period. These matters were addressed in the context of
Basis for Opinion our audit of the financial statements as a whole, and in
3. We conducted our audit in accordance with the Standards forming our opinion thereon, and we do not provide a
on Auditing specified under section 143(10) of the Act. separate opinion on these matters.
Our responsibilities under those standards are further
described in the Auditor’s Responsibilities for the Audit 6. We have determined the matters described below to be
of the Financial Statements section of our report. We are the key audit matters to be communicated in our report
Key audit matter How the matter was addressed in the audit
Recognition of deferred tax assets (Refer note 8(b) to the Our audit procedures in relation to the recognition of deferred tax
accompanying standalone financial statements) assets included, but were not limited to, the following:
As detailed in note 8(b) to the accompanying standalone financial • Evaluated the design and tested the operating effectiveness of
statements, the Company has deferred tax assets (net) aggregating to key controls implemented by the Company over recognition of
`110.01 crores as at 31 March 2020. deferred tax assets based on the assessment of Company’s
ability to generate sufficient taxable profits in foreseeable future
During the current year, the Company has recognised deferred tax allowing the use of deferred tax assets within the time prescribed
assets amounting to `15.90 crores and has reversed `152.00 crores by income tax laws.
based on taxable profit as per revised projections.
• Reconciled the future taxable profit projections to future business
The Company’s ability to recover the deferred tax assets is assessed plans of the Company as approved by the Board of Directors.
by the management at the close of each financial year which depends
on the forecasts of the future results and taxable profits that Company • Tested the assumptions used in the aforesaid future projections
expects to earn within the period by which such brought forward such as growth rates, expected saving, increased utilization of
losses can be adjusted against the taxable profits as governed by the plants, etc. considering our understanding of the business, actual
Income-tax Act, 1961. historical results, other relevant existing conditions, external
data and market conditions, including the impact of COVD-19
pandemic on such assumptions.

Corporate Overview
The projected cash flows involve key assumptions such as future • Tested the arithmetical accuracy of the calculations including those
growth rate and market conditions including considering impact of related to sensitivity analysis performed by the management.
COVID-19 pandemic. Any change in these assumptions could have
a material impact on the carrying value of deferred tax assets. These • Performed independent sensitivity analysis to test the impact of
assumptions and estimates are judgmental, subjective and depend on possible variations in key assumptions.
the future market and economic conditions, including industry focused
trade policies, materialization of the Company’s expansion plans. • Reviewed the historical accuracy of the cash flow projections
prepared by the management in prior periods.
We have identified the recoverability of deferred tax assets recognised
on carried forward tax losses and unabsorbed depreciation as a key • Evaluated management’s assessment of time period available
audit matter for the current year audit considering the materiality of for adjustment of such deferred tax assets as per provisions of
the amounts, complexities and significant judgments involved, as the Income-tax Act, 1961 and appropriateness of the accounting
described above.
Statutory Reports
treatment with respect to the recognition of deferred tax assets
as per requirements of Ind AS 12, Income Taxes.
We also consider the uncertainty relating to availability of sufficient
future taxable profits estimated by the management as a matter • Evaluated the derecognition of deferred tax assets in absence of
fundamental to the understanding of the users of the accompanying expected sufficient future taxable profits.
financial statements.
• Evaluated the appropriateness and adequacy of the disclosures
made in the financial statements in respect of deferred tax assets
in accordance with applicable accounting standards.
Going concern basis of accounting (Refer Note 44 to the Our audit procedures included, but were not limited to, the following
accompanying standalone financial statements) in relation to assessment of appropriateness of going concern
basis of accounting:
During the year ended 31 March 2020, the Company has incurred
•
Obtained an understanding of the management’s process
losses before tax of `180.00 crores for the year ended 31 March 2020 for identifying all events or conditions that could impact the
and has had negative cash flow from its operations. Also, as at 31 March company’s ability to continue as a going concern, and the
2020, the current liabilities exceed its current assets by `279.93 crores. process followed to assess the mitigating factors existing for
such events or conditions.
Further, due to outbreak of COVID 19 pandemic and lock-down imposed
by the Government, manufacturing plants of the Company were shut •
Evaluated the design and tested the operating effectiveness
down till end of May 2020 and have partially resumed operations from of key controls around aforesaid identification of events or
June 2020 and company expects to normal production by August conditions and mitigating factors, and controls around cash flow
projections prepared by the management.
2020. This is also likely to impact the profitability and cashflows of the
Company for the subsequent periods.
• Reconciled the cash flow projections to future business plans of
the Company as approved by the Board of Directors.
While the above indicates doubt about the company’s ability to
continue as a going concern and as detailed in aforesaid note to the • In order to corroborate management’s future business plans and
accompanying standalone financial statements, the Company has taken to identify potential contradictory information we read the board
into consideration the following mitigating factors in its assessment of minutes, supervisory board minutes and discussed the business
appropriateness of using the going concern basis of accounting: plans with management and the Audit Committee.
• Company has been sanctioned credit limits, which it is yet to avail; • Tested the appropriateness of the key assumptions including the
impact of COVID 19 pandemic on such assumptions, that had
the most material impact including the growth rates, increased
•
Company has option to arrange additional credit lines with the utilization of plants and reduced raw material cost. In challenging
support of the promoter Group Company to the tune of US$50 these assumptions, we considered our understanding of
million by way of the Stand By Letter of Credit (SBLC) to meet any the business, actual historical results, other relevant existing
unforeseen exigencies; conditions, external data and market conditions.
• Increased capacity utilization of plants; • Tested the arithmetical accuracy of the calculations including those
related to sensitivity analysis performed by the management.
• Expected additional benefit of GST refund on increased future
• Performed independent sensitivity analysis to test the impact of
sales within the state of Maharashtra; and
variation in the key assumptions.
• Improved margins due to reduction in raw material prices. • Reviewed the historical accuracy of the cash flow projections
Management has prepared future cash flow forecasts taking into
cognizance the above developments and performed sensitivity analysis •
Inspected the approved unutilized loan sanction letter and
of the key assumptions such as future growth rate and market conditions evidence of support given by the promoter group company in
including impact of COVID-19 pandemic, therein to assess whether the favour of the Company.
Company would be able operate as a going concern for a period of at
least 12 months from the date of financial statements, and concluded • Evaluated the appropriateness and adequacy of the disclosures
made in the financial statements in respect of going concern.
that the going concern basis of accounting used for preparation of the
accompanying standalone financial statements is appropriate with no
material uncertainty over going concern.

We have considered the assessment of management’s evaluation
of going concern basis of accounting as a key audit matter due to
the pervasive impact thereof on the standalone financial statements
and the significant judgements and assumptions that are inherently
subjective and dependent on future events, involved in preparation of
cash flow projections and the overall conclusion.
Provisions and contingent liabilities relating to litigations Our audit procedures in relation to the assessment of litigations and
(Refer note 32 to the accompanying standalone provisions included, but were not limited to, the following:
financial statements)
• Obtained an understanding of the management process for:
As detailed in note 32 to the standalone financial statements, the - identification of legal and tax matters initiated
Company is exposed to a large number of litigations including matters against the Company,
pertaining to income tax and prior years’ matters pertaining to excise, - assessment of accounting treatment for each such litigation
customs, sales tax, value added tax, service tax, etc., which could identified under Ind AS 37 accounting principles, and
have a significant impact on the financial position of the Company, if the - measurement of amounts involved.
potential exposures were to materialize.
• Evaluated the design and tested the operating effectiveness of key
Provision for such litigations amounts to `54.02 crores as at 31 March controls around above process including for completeness and
2020 based on its estimate of the likelihood of such liability devolving accuracy of the list of litigations outstanding against the Company.
upon the Company.
• Obtained understanding of the developments during the year in
The amounts involved are material and the application of accounting each existing litigation, and understanding of the new litigations
principles as given under Ind AS 37, Provisions, Contingent Liabilities initiated against the Company during the year by inquiry with
and Contingent Assets, in order to determine the amount to be the management, inspection of case related documents such
recognised as a liability or to be disclosed as a contingent liability, in as notices, orders, etc. and correspondence of the Company
each case, is inherently subjective, and needs careful evaluation and with their external counsels handling such matters on behalf
judgement to be applied by the management. of the Company.
The key judgements involved are with respect to the potential exposure •
Conducted a critical review of the assessment done by the
of each litigation and the likelihood and/or timing of cash outflows from management with the help of its legal and tax experts for the
the Company, and requires interpretation of laws and past legal rulings. likelihood and potential impact of each litigation, examining the
available supporting documents. Tested the independence,
Considering the significant judgments, materiality of the amounts objectivity and competence of such external experts involved.
involved, inherent high estimation uncertainty and reliance on external
legal and tax experts, this matter has been identified as a key audit • Exercised our professional judgment to assess the management’s
matter for the current year audit. assessment of the potential likelihood of liability devolving upon
the Company with respect to each legal case.
• Involved auditor’s experts to assess the Company’s interpretation

and application of relevant tax laws to evaluate the appropriateness
of key assumptions used and the reasonableness of estimates
made in relation to uncertain tax positions, taking into account
past precedents.
•
Reviewed significant movements in provision with
supporting documents.
•
Tested the underlying calculations of amount of liability
recognized and contingent liability disclosed in the standalone
•
Evaluated the appropriateness and adequacy of disclosures
made in the financial statements with respect to provisions
and contingent liability in accordance with applicable
accounting standards.
Information other than the Financial Statements and Our opinion on the financial statements does not cover
Auditor’s Report thereon the other information and we will not express any form of
assurance conclusion thereon.
7. The Company’s Board of Directors is responsible for the
other information. The other information comprises the In connection with our audit of the financial statements,
information included in the Annual Report, but does not our responsibility is to read the other information identified
include the financial statements and our auditor’s report above when it becomes available and, in doing so, consider
thereon. The Annual Report is expected to be made whether the other information is materially inconsistent
available to us after the date of this auditor's report. with the financial statements or our knowledge obtained in
the audit or otherwise appears to be materially misstated.


When we read the Annual Report, if we conclude 12.
As part of an audit in accordance with Standards on
Corporate Overview
that there is a material misstatement therein, we are Auditing, we exercise professional judgment and maintain
required to communicate the matter to those charged professional skepticism throughout the audit. We also:
with governance.
•
Identify and assess the risks of material
Responsibilities of Management and Those misstatement of the financial statements, whether
Charged with Governance for the Standalone due to fraud or error, design and perform audit
Financial Statements procedures responsive to those risks, and obtain
audit evidence that is sufficient and appropriate
8. The Company’s Board of Directors is responsible for the
to provide a basis for our opinion. The risk of not
matters stated in section 134(5) of the Act with respect to
detecting a material misstatement resulting from
the preparation of these standalone financial statements
Statutory Reports
fraud is higher than for one resulting from error,
that give a true and fair view of the state of affairs (financial
as fraud may involve collusion, forgery, intentional
position), profit or loss (including other comprehensive
omissions, misrepresentations, or the override of
income), changes in equity and cash flows of the
internal control.
Company in accordance with the accounting principles
generally accepted in India, including the Ind AS specified
• Obtain an understanding of internal control relevant
under section 133 of the Act. This responsibility also
to the audit in order to design audit procedures that
includes maintenance of adequate accounting records in
are appropriate in the circumstances. Under section
accordance with the provisions of the Act for safeguarding
143(3)(i) of the Act, we are also responsible for
of the assets of the Company and for preventing and
expressing our opinion on whether the Company has
detecting frauds and other irregularities; selection and
adequate internal financial controls system in place
application of appropriate accounting policies; making
and the operating effectiveness of such controls.
judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of
•
Evaluate the appropriateness of accounting
adequate internal financial controls, that were operating
policies used and the reasonableness of
effectively for ensuring the accuracy and completeness of
accounting estimates and related disclosures
the accounting records, relevant to the preparation and
made by management.
presentation of the financial statements that give a true
and fair view and are free from material misstatement,
• Conclude on the appropriateness of management’s
whether due to fraud or error.
use of the going concern basis of accounting and,
based on the audit evidence obtained, whether
9.
In preparing the financial statements, management
a material uncertainty exists related to events or
is responsible for assessing the Company’s ability to
conditions that may cast significant doubt on the
continue as a going concern, disclosing, as applicable,
Company’s ability to continue as a going concern.
matters related to going concern and using the going
If we conclude that a material uncertainty exists, we
concern basis of accounting unless management either
are required to draw attention in our auditor’s report
intends to liquidate the Company or to cease operations,
to the related disclosures in the financial statements
or has no realistic alternative but to do so.
or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit
10.
Those Board of Directors are also responsible for
evidence obtained up to the date of our auditor’s
overseeing the Company’s financial reporting process.
report. However, future events or conditions may
cause the Company to cease to continue as
Auditor’s Responsibilities for the Audit of the
a going concern.
11. Our objectives are to obtain reasonable assurance about • Evaluate the overall presentation, structure and
whether the financial statements as a whole are free from content of the financial statements, including the
material misstatement, whether due to fraud or error, disclosures, and whether the financial statements
and to issue an auditor’s report that includes our opinion. represent the underlying transactions and events in
Reasonable assurance is a high level of assurance, but is a manner that achieves fair presentation.
not a guarantee that an audit conducted in accordance
with Standards on Auditing will always detect a material 13. We communicate with those charged with governance
misstatement when it exists. Misstatements can arise from regarding, among other matters, the planned scope and
fraud or error and are considered material if, individually or timing of the audit and significant audit findings, including
in the aggregate, they could reasonably be expected to any significant deficiencies in internal control that we
influence the economic decisions of users taken on the identify during our audit.
basis of these financial statements.

14.
We also provide those charged with governance with f) on the basis of the written representations received
a statement that we have complied with relevant from the directors and taken on record by the Board
ethical requirements regarding independence, and to of Directors, none of the directors is disqualified
communicate with them all relationships and other as on 31 March 2020 from being appointed as a
matters that may reasonably be thought to bear on our director in terms of section 164(2) of the Act;
independence, and where applicable, related safeguards.
g) we have also audited the internal financial controls
15. From the matters communicated with those charged with over financial reporting (IFCoFR) of the Company as
governance, we determine those matters that were of on 31 March 2020 in conjunction with our audit of
most significance in the audit of the financial statements the standalone financial statements of the Company
of the current period and are therefore the key audit for the year ended on that date and our report
matters. We describe these matters in our auditor’s report dated 24 June 2020 as per Annexure II expressed
unless law or regulation precludes public disclosure about unmodified opinion;
the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in h) with respect to the other matters to be included
our report because the adverse consequences of doing in the Auditor’s Report in accordance with rule
so would reasonably be expected to outweigh the public 11 of the Companies (Audit and Auditors) Rules,
interest benefits of such communication. 2014 (as amended), in our opinion and to the
best of our information and according to the
Report on Other Legal and Regulatory Requirements explanations given to us:
16. As required by section 197(16) of the Act, we report that i.

the Company, as detailed in note 32 to the
the Company has paid remuneration to its directors during standalone financial statements, has disclosed the
the year in accordance with the provisions of and limits laid impact of pending litigations on its financial position
down under section 197 read with Schedule V to the Act. as at 31 March 2020;
17. As required by the Companies (Auditor’s Report) Order, ii. the Company did not have any long-term contracts
2016 (‘the Order’) issued by the Central Government of including derivative contracts for which there were
India in terms of section 143(11) of the Act, we give in any material foreseeable losses as at 31 March 2020;
the Annexure I a statement on the matters specified in
paragraphs 3 and 4 of the Order. iii. there has been no delay in transferring amounts,
required to be transferred, to the Investor Education
18. Further to our comments in Annexure I, as required by and Protection Fund by the Company during the
section 143(3) of the Act, we report that: year ended 31 March 2020;
a) we have sought and obtained all the information and iv.
the disclosure requirements relating to holdings
explanations which to the best of our knowledge and as well as dealings in specified bank notes were
belief were necessary for the purpose of our audit; applicable for the period from 8 November 2016 to
30 December 2016, which are not relevant to these
b) in our opinion, proper books of account as required standalone financial statements. Hence, reporting
by law have been kept by the Company so far as it under this clause is not applicable
appears from our examination of those books;
c) the standalone financial statements dealt with by this

report are in agreement with the books of account;
For Walker Chandiok & Co LLP
d) in our opinion, the aforesaid standalone financial Chartered Accountants
statements comply with Ind AS specified under Firm’s Registration No.: 001076N/N500013
section 133 of the Act;
Sandeep Mehta
e)
the matter described in paragraph 5 under the Place: Mohali Partner
Emphasis of Matter, in our opinion, may have an Date: 24th June 2020 Membership No.: 099410)
adverse effect on the functioning of the Company; UDIN:0099410AAAABC3872

Annexure I to the Independent Auditor’s Report of even
Corporate Overview
date to the members of Indo Rama Synthetics (India)
Limited, on the standalone financial statements for the
year ended 31 March 2020
(iii)
The Company has not granted any loan, secured
Statutory Reports
Annexure I
or unsecured to companies, firms, Limited Liability
Based on the audit procedures performed for the purpose of
Partnerships (LLPs) or other parties covered in the register
reporting a true and fair view on the financial statements of the
maintained under Section 189 of the Act. Accordingly, the
Company and taking into consideration the information and
provisions of clauses 3(iii)(a), 3(iii)(b) and 3(iii)(c) of the
explanations given to us and the books of account and other
Order are not applicable.
records examined by us in the normal course of audit, and to
the best of our knowledge and belief, we report that:
(iv)
In our opinion, the Company has complied with the
(i)
(a)
The Company has maintained proper records provisions of Section 186 in respect of investments.
showing full particulars, including quantitative details Further, in our opinion, the Company has not entered into
and situation of fixed assets. any transaction covered under Section 185 and Section
186 of the Act in respect of loans, guarantees and security.
(b) The Company has a regular program of physical
verification of its fixed assets under which fixed
(v)
In our opinion, the Company has not accepted any
assets are verified in a phased manner over a period
deposits within the meaning of Sections 73 to 76 of the
of three years, which, in our opinion, is reasonable
Act and the Companies (Acceptance of Deposits) Rules,
having regard to the size of the Company and the
2014 (as amended). Accordingly, the provisions of clause
nature of its assets. In accordance with this program,
3(v) of the Order are not applicable.
certain fixed assets were verified during the year
by engaging the outside expert and no material
(vi)
We have broadly reviewed the books of account
discrepancies were noticed on such verification.
maintained by the Company pursuant to the Rules made
(c)
The title deeds of all the immovable properties by the Central Government for the maintenance of cost
(which are included under the head ‘Property, records under sub-section (1) of Section 148 of the Act
plant and equipment’) are held in the name of the in respect of Company’s products and are of the opinion
Company except for the following property whose that, prima facie, the prescribed accounts and records
title deed is not available with the Company: have been made and maintained. However, we have not
made a detailed examination of the cost records with a
Nature of Total Whether Gross Net block Remarks view to determine whether they are accurate or complete.
property number leasehold / block on
of cases freehold as on 31 March
31 March 2020 (vii) (a) The Company is regular in depositing undisputed
2020 (` in
(` in crores) statutory dues including provident fund, employees’
crores) state insurance, income-tax, sales-tax, service
Land 1 Freehold 0.01 0.01 Management is
tax, duty of customs, duty of excise, value added
in the process tax, cess and other material statutory dues,
of arranging as applicable, to the appropriate authorities.
certified Further, no undisputed amounts payable in respect
copies of
the title deeds.
thereof were outstanding at the year-end for a
period of more than six months from the date they
(ii) In our opinion, the management has conducted physical become payable.
verification of inventory at reasonable intervals during the
year, except for goods-in-transit and stocks lying with (b)
The dues outstanding in respect of income-tax,
third parties. For stocks lying with third parties at the sales-tax, service-tax, duty of customs, duty of
year-end, written confirmations have been obtained by excise and value added tax on account of any
the management. No material discrepancies were noticed dispute, are as follows:
on the aforesaid verification.

Statement of disputed dues
Name of the statute Nature of dues Amount Amount paid Period to which the Forum where dispute
(` in crores) under protest amount relates is pending
(` in crores)
Income Tax Act, 1962* Income tax 0.19 - AY 2002-03 Hon’ble Supreme Court
Income Tax Act, 1962* Income tax 0.26 0.26 AY 2006-07 Hon’ble High Court, New Delhi
Income Tax Act, 1962* Income tax 0.23 - AY 2007-08 Hon’ble High Court, New Delhi
The Central Excise Act, 1944 Duty of excise 11.37 2.00 2006-07 Commissioner (Appeals)
The Central Excise Act, 1944 Duty of excise 1.98 - September-2005 Customs, Excise & Service Tax
to April-2007 Appellate Tribunal
The Central Excise Act, 1944 Duty of excise 1.37 - December-2007 Commissioner of Central Excise,
to September-2008 Customs & Service Tax, Nagpur
The Central Excise Act, 1944 Duty of excise 1.12 0.83 2005-2007 Customs, Excise & Service Tax
Appellate Tribunal
The Central Excise Act, 1944 Duty of excise 0.43 - 2013-14 Assistant /Deputy
Commissioner, Nagpur
The Central Excise Act, 1944 Duty of excise 0.31 - January 2013 Assistant /Deputy
to November 2013 Commissioner, Nagpur
The Central Excise Act, 1944 Duty of excise 0.20 - 2015-16 Assistant /Deputy
The Central Excise Act, 1944 Duty of excise 10.90 - 2008-09 Joint secretary,
Government of India
The Central Excise Act, 1944 Duty of excise 18.93 - 2011-12 to 2015-16 Commissioner (Appeals), Nagpur
The Central Excise Act, 1944 Duty of excise 1.16 0.08 1996-2000 Commissioner (Appeals), Nagpur
The Central Excise Act, 1944 Duty of excise 0.33 - 2001-02 Commissioner (Appeals), Nagpur
The Central Excise Act, 1944 Duty of excise 0.52 - 2008-09 to 2009-10 Customs, Excise & Service Tax
Appellate Tribunal
The Central Excise Act, 1944 Duty of excise 0.24 - December Commissioner/Assistant
2008 to June 2010 Commissioner /Deputy
The Central Excise Act, 1944 Duty of excise 0.28 0.02 2004-05 to 2014-15 Assistant /Deputy
Customs Act, 1962 Duty of customs 0.04 - 1997-98 to 1998-99 Assistant Commissioner/ Deputy
Customs Act, 1962 Duty of customs 6.02 0.45 2006-07 Customs, Excise and Service
Tax Appellate Tribunal
Customs Act, 1962 Duty of customs 3.67 0.15 2014-15 to 2015-16 Customs, Excise and Service
Customs Act, 1962 Duty of customs 214.25 - 2006-07 Supreme Court
Customs Act, 1962 Duty of customs 0.23 - 2017-18 Assistant /Deputy
Customs Act, 1962 Duty of customs 0.01 - 2018-19 Assistant /Deputy
Bombay Sales Tax Sales tax 0.07 0.06 1998-99 to 1999-00 Joint Commissioner Sales Tax
Act, 1959/ Central Sales (Appeals), Nagpur
Tax Act, 1956
Maharashtra Value Added Value added tax 5.23 0.10 2010-11 to 2014-15 Joint Commissioner Sales Tax
Tax Act, 2002 (Appeals), Nagpur
Finance Act, 1994 Service tax 0.71 - 2007-08 Commissioner
(Appeals), Nagpur
Finance Act, 1994 Service tax 0.08 - 1997-98 and 2000-01 Assistant/ Deputy
Finance Act, 1994 Service tax 0.20 - 2002-03 to 2005-06 Commissioner, Nagpur
Finance Act, 1994 Service tax 0.22 0.08 2004-05 to 2009-10 Customs, Excise and Service
Finance Act, 1994 Service tax 0.01 - 2016-17 Assistant/ Deputy
*excluding cases where losses/unabsorbed depreciation have been adjusted by the tax authorities without raising any demands, though disputed by the Company.
The above amounts are exclusive of interest and penalty, if any, which may be levied on conclusion of the matters at respective forums.

viii) After receiving the approvals for rescheduling its loan from (xiv)
During the year, the Company has made preferential
the bank, the Company has not defaulted in repayment allotment of shares. In respect of the same, in our opinion,
Corporate Overview
of its loans or borrowings to any bank during the year. the Company has complied with the requirement of
The Company has no loans or borrowings payable to any Section 42 of the Act and the Rules framed thereunder.
financial institution or government and no dues payable to Further, in our opinion, the amounts so raised have been
debenture-holders during the year. used for the purposes for which the funds were raised.
During the year, the Company did not make private
(ix) In our opinion, the Company has applied moneys raised placement of shares/fully/partly convertible debentures.
by way of the term loans for the purposes for which
these were raised. The Company did not raise moneys (xv) In our opinion, the Company has not entered into any
by way of initial public offer/ further public offer (including non-cash transactions with the directors or persons
debt instruments). connected with them covered under Section 192
Statutory Reports
of the Act.
(x)
No fraud by the Company or on the Company by its
officers or employees has been noticed or reported during (xvi)
The Company is not required to be registered under
the period covered by our audit. Section 45-IA of the Reserve Bank of India Act, 1934.
(xi) Managerial remuneration has been paid and provided by

the Company in accordance with the requisite approvals
mandated by the provisions of Section 197 of the Act read
Chartered Accountants
with Schedule V to the Act.
Firm’s Registration No.: 001076N/N500013
(xii) In our opinion, the Company is not a Nidhi Company.

Sandeep Mehta
Accordingly, provisions of clause 3(xii) of the Order are
Place: Mohali Partner
not applicable. Date: 24th June 2020 Membership No.: 099410)
UDIN:0099410AAAABC3872
(xiii) In our opinion all transactions with the related parties are
in compliance with Sections 177 and 188 of Act, where
applicable, and the requisite details have been disclosed
in the financial statements etc., as required by the
applicable Ind AS.

Annexure II to the Independent Auditor’s Report of even
date to the members of Indo Rama Synthetics (India)
Limited, on the standalone financial statements for the
year ended 31 March 2020
Note on Audit of Internal Financial Controls Over Financial
Annexure II
Reporting (‘the Guidance Note’) issued by the ICAI.
Independent Auditor’s Report on the Internal Financial
Those Standards and the Guidance Note require that we
Controls under Clause (i) of Sub-section 3 of Section 143 of
comply with ethical requirements and plan and perform
the Companies Act, 2013 (‘the Act’)
the audit to obtain reasonable assurance about whether
adequate internal financial controls with reference to
1. In conjunction with our audit of the standalone financial
financial statements were established and maintained and
statements of Indo Rama Synthetics (India) Limited (‘the
if such controls operated effectively in all material respects.
Company’) as at and for the year ended 31 March 2020, we
have audited the internal financial controls with reference
4. Our audit involves performing procedures to obtain audit
to financial statements of the Company as at that date.
evidence about the adequacy of the internal financial
controls with reference to financial statements and their
Responsibilities of Management and Those
operating effectiveness. Our audit of internal financial
Charged with Governance for Internal
controls with reference to financial statements includes
Financial Controls
obtaining an understanding of such internal financial
2.
The Company’s Board of Directors is responsible for
controls, assessing the risk that a material weakness
establishing and maintaining internal financial controls
exists, and testing and evaluating the design and
based on the internal control over financial reporting
operating effectiveness of internal control based on the
criteria established by the Company considering the
assessed risk. The procedures selected depend on the
essential components of internal control stated in the
auditor’s judgement, including the assessment of the
Guidance Note on Audit of Internal Financial Controls
risks of material misstatement of the financial statements,
over Financial Reporting issued by the Institute of
whether due to fraud or error.
Chartered Accountants of India. These responsibilities
include the design, implementation and maintenance of
5. We believe that the audit evidence we have obtained is
adequate internal financial controls that were operating
sufficient and appropriate to provide a basis for our audit
effectively for ensuring the orderly and efficient conduct
opinion on the Company’s internal financial controls with
of the Company’s business, including adherence to
reference to financial statements.
the Company’s policies, the safeguarding of its assets,
the prevention and detection of frauds and errors, the
Meaning of Internal Financial Controls with
accuracy and completeness of the accounting records,
Reference to Financial Statements
and the timely preparation of reliable financial information,
6. A company's internal financial controls with reference to
as required under the Act
financial statements is a process designed to provide
reasonable assurance regarding the reliability of financial
Auditor’s Responsibility for the Audit of the
reporting and the preparation of financial statements
Internal Financial Controls with Reference to
for external purposes in accordance with generally
accepted accounting principles. A company's internal
3.
Our responsibility is to express an opinion on the
financial controls with reference to financial statements
Company's internal financial controls with reference to
include those policies and procedures that (1) pertain
financial statements based on our audit. We conducted
to the maintenance of records that, in reasonable
our audit in accordance with the Standards on Auditing
detail, accurately and fairly reflect the transactions and
issued by the Institute of Chartered Accountants of India
dispositions of the assets of the company; (2) provide
(‘ICAI’) prescribed under Section 143(10) of the Act, to the
reasonable assurance that transactions are recorded as
extent applicable to an audit of internal financial controls
necessary to permit preparation of financial statements in
with reference to financial statements, and the Guidance

accordance with generally accepted accounting principles, the degree of compliance with the policies or procedures
Corporate Overview
and that receipts and expenditures of the company are may deteriorate.
being made only in accordance with authorisations of
management and directors of the company; and (3) Opinion
provide reasonable assurance regarding prevention or 8. In our opinion, the Company has, in all material respects,
timely detection of unauthorised acquisition, use, or adequate internal financial controls with reference to
disposition of the company's assets that could have a financial statements and such controls were operating
material effect on the financial statements.. effectively as at 31 March 2020, based on the internal
control over financial reporting criteria established by
Inherent Limitations of Internal Financial the Company considering the essential components of
Controls with Reference to Financial internal control stated in the Guidance Note on Audit of
Statutory Reports
Statements Internal Financial Controls over Financial Reporting issued
7.
Because of the inherent limitations of internal financial by the Institute of Chartered Accountants of India.
controls with reference to financial statements, including
the possibility of collusion or improper management For Walker Chandiok & Co LLP
override of controls, material misstatements due to error Chartered Accountants
or fraud may occur and not be detected. Also, projections Firm’s Registration No.: 001076N/N500013
of any evaluation of the internal financial controls with
reference to financial statements to future periods are Sandeep Mehta
subject to the risk that the internal financial controls Place: Mohali Partner
with reference to financial statements may become Date: 24th June 2020 Membership No.: 099410)
inadequate because of changes in conditions, or that UDIN:0099410AAAABC3872

Standalone Balance Sheet
as at 31 March 2020
(All amounts in ` crores, unless stated otherwise)
As at As at
Notes
31 March 2020 31 March 2019
Assets
Non-current assets
a) Property, plant and equipment 2 702.75 759.25
b) Capital work-in-progress 3 7.19 2.45
c) Intangible assets 4 0.14 -
d) Financial assets
i) Investments 5(a) 1.00 -
ii) Loans 6 3.35 3.24
iii) Other financial assets 7 1.53 0.82
e) Non-current tax assets [net] 8(a) 10.54 11.07
f) Deferred tax assets [net] 8(b) 110.01 246.11
g) Other non-current assets 9 16.89 14.84
Total non-current assets 853.40 1,037.78
Current assets
a) Inventories 10 250.54 183.63
b) Financial assets
i) Investments 5(b) 0.06 0.38
ii) Trade receivables 11 91.46 59.45
iii) Cash and cash equivalents 12 12.50 4.97
iv) Other bank balances not considered as cash and cash equivalents 13 9.96 53.56
vi) Other financial assets 7 4.88 5.83
c) Other current assets 9 260.70 244.63
Total current assets 630.10 552.45
Total assets 1,483.50 1,590.23
Equity And Liabilities
Equity
a) Equity share capital 14 261.11 178.11
b) Other equity 15 (38.66) 63.10
Total equity 222.45 241.21
Liabilities
Non-current liabilities
a) Financial liabilities
i) Borrowings 16 306.50 222.00
ii) Other financial liabilities 17 16.99 -
b) Provisions 18 27.53 22.24
Total non-current liabilities 351.02 244.24
Current liabilities
i) Borrowings 19 92.87 292.34
ii) Trade payables 20
- total outstanding dues of micro enterprises and small enterprises 3.25 1.11
- total outstanding dues of creditors other than micro enterprises and 548.42 577.74
small enterprises
iii) Other financial liabilities 17 99.24 135.04
b) Other current liabilities 21 109.15 11.66
c) Provisions 18 57.10 86.89
Total current liabilities 910.03 1,104.78
Total equity and liabilities 1,483.50 1,590.23
Notes 1 to 47 forms an integral part of these standalone financial statements
This is the Standalone Balance Sheet referred to in our report of even date
For Walker Chandiok & Co LLP For Indo Rama Synthetics (India) Limited
Firm Registration No.: 001076N/N500013
Sandeep Mehta Om Prakash Lohia Arvind Pandalai M N Sudhindra Rao

Partner Chairman and Managing Director Director Executive Director and Chief Executive Officer
Membership No.: 099410 DIN Number: 00206807 DIN Number: 00352809 DIN Number: 01820347
Place: Mohali Place: New Delhi Place: New Delhi Place: Mumbai
Date: 24 June 2020 Date: 24 June 2020 Date: 24 June 2020 Date: 24 June 2020
Umesh Kumar Agrawal Susheel Kumar Mehrotra Pawan Kumar Thakur
Chief Commercial and Financial Officer Chief Financial Officer Company Secretary
ICAI Membership No.: 055210 ICAI Membership No.: 085483 ICSI Membership No.: FCS6474
Place: Gurugram Place: Gurugram Place: Gurugram
Date: 24 June 2020 Date: 24 June 2020 Date: 24 June 2020
Standalone Statement of Profit and Loss
Corporate Overview
for the year ended 31 March 2020
Year ended Year ended

Notes
31 March 2020 31 March 2019
I. Income
Revenue from operations 22 2,122.05 1,694.56
Other income 23 5.89 4.81
Total income 2,127.94 1,699.37
Statutory Reports
II. Expenses
Cost of materials consumed 24 1,619.96 1,325.17
Purchases of stock-in-trade 25 0.75 66.67
Changes in inventories of finished goods, work-in-progress and stock-in-trade 26 (17.14) (58.88)
Employee benefits expense 27 90.13 77.97
Other expenses 28 433.58 377.02
2,127.28 1,787.95
Profit/(loss) before finance costs, depreciation and amortisation expense, 0.66 (88.58)
foreign exchange fluctuation loss and exceptional items
Finance costs 29 92.31 131.32
Depreciation and amortisation expense 30 86.00 83.04
Foreign exchange fluctuation loss 2.35 3.53
Total expenses 2,307.94 2,005.84
III. Loss before exceptional items and tax [I-II] (180.00) (306.47)
IV. Exceptional items
Exceptional items 42 - (115.19)
V. Loss before tax [III-IV] (180.00) (421.66)
VI. Tax
Deferred tax expense/(credit) 8 (b) 136.10 (150.60)
Total tax expenses 136.10 (150.60)
VII. Loss for the year [V-VI] (316.10) (271.06)
VIII. Other comprehensive income (OCI)
Items that will not be reclassified to income
Re-measurement of defined benefit liability (1.46) 1.12
Less/(add): Income tax relating to remeasurement of defined benefit liability 8 (b) - 0.39
Other comprehensive income for the year, net of tax (1.46) 0.73
IX. Total comprehensive income for the year (317.56) (270.33)
X. Earnings/(loss) per equity share [nominal value of equity share `10]
Basic and diluted 31 (12.13) (17.01)

This is the Standalone Statement of Profit and Loss referred to in our report of even date



Standalone Cash Flow Statement
For the year ended For the year ended

31 March 2020 31 March 2019
A. Cash flow from operating activities:
Loss before tax (180.00) (421.66)
Add : Adjustment for non-cash and non-operating items
Re-measurement gains on defined benefit plan (1.46) 1.12
Depreciation and amortisation expense 86.00 83.04
Loss on disposal/discard of property, plant and equipment 0.44 0.02
Finance cost 92.31 131.32
Interest income (6.19) (9.69)
Provision for doubtful debts and advances - 43.28
Provision for insurance claim and interest thereon - 67.84
Provision for doubtful advances to vendors - 2.40
Provision for non-moving inventory - 3.07
Provision for contingencies - 84.00
Liabilities/provisions no longer required, written back (17.93) -
Surrender value of keyman insurance written off - 7.31
Debts/advances written off 2.12 0.39
Dividend income - (0.01)
Fair valuation of investments through profit and loss (0.07) 0.08
Operating loss before working capital changes (24.78) (7.49)
Adjustments for movement in:
Changes in trade receivables and other receivables (32.01) 8.34
Changes in financial assets-loans 0.07 0.12
Changes in other financial assets (0.26) 0.68
Changes in other assets (18.70) (109.44)
Changes in inventories (66.91) (70.49)
Changes in trade and other payables (23.66) (44.97)
Changes in provisions (10.35) 0.85
Changes in other financial liabilities (39.91) 37.56
Changes in other liabilities 97.49 (26.93)
Cash used in operating activities (119.02) (211.77)
Income tax refund 0.53 0.63
Net cash used in operating activities [A] (118.49) (211.14)
B. Cash flow from investing activities:
Purchase of property, plant and equipment [including capital advances and creditors
(10.77) (4.97)
for capital goods]
Proceeds from sale of investments 0.39 -
Proceeds from sale of property, plant and equipment - 0.01
Investment in subsidiary (1.00) -
Other bank balances not considered as cash and cash equivalents [net] 42.83 14.70
Interest received 7.22 7.39
Dividend received - 0.01
Net cash generated from investing activities [B] 38.67 17.14

Standalone Cash Flow Statement
Corporate Overview

31 March 2020 31 March 2019
C. Cash flow from financing activities:
Repayment of non-current borrowings (248.51) (30.40)
Proceeds from non-current borrowings 344.18 199.99
Movement in current borrowings [net] (199.47) 38.95
Statutory Reports
Payment of lease liabilities (6.09) -
Proceeds from issue of share capital [including premium on allotment of equity shares] 298.80 91.86
Dividend paid (0.06) (0.07)
Finance cost paid (101.50) (115.00)
Net cash generated from financing activities [C] 87.35 185.33
Net increase/(decrease) in cash and cash equivalents [A+B+C] 7.53 (8.67)
Cash and cash equivalents at the beginning of the year 4.97 13.64
Closing cash and cash equivalents 12.50 4.97
Cash and cash equivalents include:
Cash on hand 0.22 0.79
Balances with banks 12.28 4.18
Cash and bank balances 12.50 4.97
Notes:
1. The above cash flow statement has been prepared under the "Indirect Method" as set out in Indian Accounting Standard 7 (Ind AS-7) on
"Statements of Cash Flows".
2. Negative figures have been shown in brackets.
3. Additions to property, plant and equipment and intangible assets includes movement of capital work-in-progress during the year.

This is the Standalone Cash Flow Statement referred to in our report of even date



Standalone Statement of Changes in Equity
As at As at
31 March 2020 31 March 2019
A. Equity share capital
Balance at the beginning of the year 178.11 151.82
Issued during the year 83.00 26.29
Balance at the end of the year 261.11 178.11
B. Other equity
Attributable to the equity holders
Other equity
Capital Securities General Debenture Retained Other Total
Particulars reserve premium reserve redemption earnings comprehensive
reserve income
Balance at 31 March 2018 20.38 166.22 58.13 - 22.66 0.47 267.86
Loss for the year - - - - (271.06) - (271.06)
Other comprehensive income for the - - - - - 0.73 0.73
year [net of tax]
Additions during the year - 65.57 - - - - 65.57
Transfer to debenture redemption reserve - - - 10.00 - - 10.00
Transfer from general reserve - - (10.00) - - - (10.00)
Balance at 31 March 2019 20.38 231.79 48.13 10.00 (248.40) 1.20 63.10
Loss for the year - - - - (316.10) - (316.10)
Other comprehensive income for the year - - - - - (1.46) (1.46)
Transfer from debenture redemption reserve - - - (10.00) - - (10.00)
Transfer to general reserve - - 10.00 - - - 10.00
Balance at 31 March 2020 20.38 447.59 58.13 - (564.50) (0.26) (38.66)

This is the Standalone Statement of Changes in Equity referred to in our report of even date



Notes to the Standalone financial statements
Corporate Overview
Summary of significant accounting policies and other explanatory information for the year ended 31 March 2020
1(i) Corporate information accounting policies and the reported amounts of assets,
Indo Rama Synthetics (India) Limited (hereinafter referred to liabilities, income, expenses and other comprehensive income
as ‘the Company’ or ‘IRSL’) is a Public Company domiciled in (OCI) that are reported and disclosed in the standalone financial
India, with its registered office situated at A-31, MIDC Industrial statements and accompanying notes. Accounting estimates
Area, Butibori, Nagpur. The Company has been incorporated could change from period to period. Actual results may differ
under the provisions of Companies Act, 1956 and its equity from these estimates.
Statutory Reports
shares are listed on the National Stock Exchange of India
Limited and BSE Limited. The Company is a manufacturer These estimates and judgment are based on the management’s
of polyester filament yarn (PFY), polyester staple fibre best knowledge of current events, historical experience,
(PSF), draw texturised yarn (DTY), specialty fiber and chips. actions that the Company may undertake in the future and on
The Company is also engaged in trading of spun yarn, and various other estimates and judgments that are believed to be
also engaged in power generation, which is used primarily for reasonable under the circumstances. Accounting estimates
captive consumption. could change from period to period. Accounting estimates
and underlying assumptions are reviewed on an ongoing
(ii) Basis of preparation and presentation basis. Revisions to accounting estimates are recognised in the
These standalone financial statements have been prepared in standalone financial statements in the period in which changes
accordance with Indian Accounting Standards (Ind AS) notified are made. In particular, information about significant areas
under the Companies (Indian Accounting Standards) Rules, of estimation, uncertainty and critical judgments in applying
2015 notified under Section 133 of Companies Act, 2013 (the accounting policies that have the most significant effect of the
‘Act’) and other relevant provisions of the Act. amounts recognised in the standalone financial statements.
These standalone financial statements are presented in Indian b. Going concern

Rupees (INR), which is also the Company’s functional currency. As detailed in note 44 to the standalone financial statements,
All amounts have been rounded-off to the nearest crores and going concern basis of accounting used for preparation of the
two decimals thereof, unless otherwise indicated. accompanying standalone financial statements is appropriate
with no material uncertainty.
Transactions and balances with values below the rounding off
norm adopted by the Company have been reflected as “0” in c. Current/non-current classification
the relevant notes in these standalone financial statements. All assets and liabilities have been classified as current or
non-current as per the Company’s normal operating cycle and
The statement of cash flows have been prepared under other criteria set out in the Schedule III to the Companies Act,
indirect method. 2013. Based on the nature of services and the time between
the acquisition of assets for processing and their realisation
The standalone financial statements have been prepared on in cash and cash equivalents, the Company has ascertained
the historical cost basis, except for the following assets and its operating cycle as 12 months for the purpose of current or
liabilities which have been measured at fair value: non-current classification of assets and liabilities.
• Certain financial assets and liabilities (including derivatives Assets

instruments) at fair value, if any. An asset is classified as current when it satisfies any of the
following criteria:
• Defined benefit liabilities are measured at present value of
defined benefit obligation. 1) It is expected to be realised in, or is intended to be sold or
consumed in, the Company’s normal operating cycle;
• Property, plant and equipment and intangible assets have
been carried at deemed cost on the date of transition 2) It is held primarily for the purpose of being traded;
using the optional exemption allowed under Ind AS 101.
3) It is expected to be realised within twelve months after the
(iii) Significant accounting policies reporting date; or
a. Use of estimates and judgements
The preparation of standalone financial statements in conformity 4) It is cash or cash equivalent unless it is restricted from
with Ind AS requires management to make judgments, being exchanged or used to settle a liability for at least
estimates and assumptions that affect the application of twelve months after the reporting date.

Current assets include the current portion of non-current proceeds and the carrying amount of the asset) is included in the
financial assets. All other assets are classified as non-current. Statement of Profit and Loss when the asset is derecognised.
Liabilities Property, plant and equipment under construction and cost

A liability is classified as current when it satisfies any of the of assets not ready for use at the year-end are disclosed as
following criteria: capital work- in- progress.
1)
It is expected to be settled in the Company’s normal Foreign currency exchange differences are capitalised as per
operating cycle; the policy stated in note 1(i) below.
2) It is held primarily for the purpose of being traded; Subsequent expenditure

Subsequent expenditure related to an item of property, plant
3)
It is due to be settled within twelve months after the and equipment is added to its book value only if it increases
reporting date; or the future benefits from the existing asset beyond its previously
assessed standard or period of performance. All other expenses
4) The Company does not have an unconditional right to on existing property, plant and equipment, including day-to-day
defer settlement of the liability for at least twelve months repairs, maintenance expenditure and cost of replacing parts,
after the reporting date. are charged to the Statement of Profit and Loss for the year
during which such expenses are incurred.
Current liabilities include current portion of non-current financial
liabilities. All other liabilities are classified as non-current. Depreciation
Depreciation on property, plant and equipment is provided on
d. Property, plant and equipment the straight-line method over their estimated useful lives, as
Recognition and measurement determined by the management. Depreciation is charged on a
Under the previous GAAP, property, plant and equipment (‘PPE’) pro-rata basis for assets purchased/sold during the year.
were carried in the balance sheet at their cost of purchase
less accumulated depreciation and impairment losses (if any). Based on technical assessment made by technical expert
Using the deemed cost exemption available as per Ind AS 101, and management estimate, the Company have assessed the
the Company has elected to carry forward these net block estimated useful lives of certain property, plant and equipment
of PPE under previous GAAP as on 31 March 2015 as book that are different from the useful life prescribed in Schedule II to
value of such assets under Ind AS as at the transition date the Companies Act, 2013. The management believes that these
i.e. 1 April 2015. estimated useful lives are realistic and reflect fair approximation
of the period over which the assets are likely to be used.
Items of property, plant and equipment are measured at cost,
which includes capitalised borrowing costs, less accumulated The estimated useful lives of items of property, plant and
depreciation and accumulated impairment losses, if any. equipment are as follows:
Cost of an item of property, plant and equipment comprises
its purchase price, including import duties and non-refundable Management Useful life as
purchase taxes, after deducting trade discounts and rebates, Particulars estimate of useful per Schedule II
life
any directly attributable cost of bringing the item to its working
Building (factory buildings/ non 28 years 30 years
condition for its intended use. The Company identifies and factory buildings) other than
determines separate useful lives for each major component of RCC frame structure
the property, plant and equipment, if they have a useful life that Building (factory buildings/ 58 years 60 years
is materially different from that of the asset as a whole. non factory buildings) RCC
frame structure
An item of property, plant and equipment and any significant Plant and equipment 18 years/ 25 years/
part initially recognised is derecognised upon disposal or (continuous process plant) 6 years 3 years
Furniture and fixtures 15 years 10 years
when no future economic benefits are expected from its use
Vehicles 10 years 8 years
or disposal. Any gain or loss arising on derecognition of the
Office equipment 20 years 5 years
asset (calculated as the difference between the net disposal

Corporate Overview
Leasehold improvements are amortised over the period of Evidence that a financial asset is credit impaired includes the
lease or their useful lives, whichever is shorter. following observable data:
Assets costing less than `5,000 are fully depreciated over the - significant financial difficulty of the issuer or the borrower;
period of one year from the date of purchase/ acquisition and
such treatment did not have any material impact on standalone -
a breach of contract such as a default in payment
Statutory Reports
financial statements of the Company for the current year. within the due date;
The residual values, useful lives and methods of depreciation - the lender(s) of the borrower, for economic or contractual
of property, plant and equipment are reviewed at each financial reasons relating to the borrower’s financial difficulty, having
year-end and adjusted prospectively, if required. granted to the borrower a concession(s) that the lender(s)
would not otherwise consider;
e. Intangible assets
Recognition and measurement - it is probable that the debtor will enter bankruptcy or other
Intangible assets include software, that are acquired financial reorganisation;
by the Company, that are measured initially at cost.
After initial recognition, an intangible asset is carried at its -
the disappearance of an active market for a security
cost less any accumulated amortisation and any accumulated because of financial difficulties;
impairment loss, if any.
- the purchase or origination of a financial asset at a deep
Gains or losses arising from derecognition of an intangible discount that reflects the incurred credit losses.
asset are measured as the difference between the net disposal
proceeds and the carrying amount of the asset and are The Company measures loss allowances at an amount equal
recognised in the Statement of Profit and Loss when the asset to lifetime expected credit losses. Loss allowances for trade
is derecognised. receivables are always measured at an amount equal to lifetime
expected credit losses. Lifetime expected credit losses are
Subsequent expenditure the expected credit losses that result from all possible default
Subsequent expenditure related to an item of intangible asset events over the expected life of a financial instrument.
is added to its book value only if it increases the future benefits
from the existing asset beyond its previously assessed standard In all cases, the maximum period considered when estimating
or period of performance. All other expenses are charged to expected credit losses is the maximum contractual period over
the Statement of Profit and Loss for the year during which such which the Company is exposed to credit risk.
expenses are incurred.
When determining whether the credit risk of a financial asset
Amortisation has increased significantly since initial recognition and when
Intangible assets include software that are amortised over the estimating expected credit losses, the Company considers
useful economic life of 3 years. The amortisation period and the reasonable and supportable information that is relevant and
amortisation method for an intangible asset with a finite useful available without undue cost or effort. This includes both
life are reviewed at least at the end of each reporting period. quantitative and qualitative information and analysis, based
on the Company’s historical experience and informed credit
f. Impairment assessment and including forward looking information.
(i) Impairment of financial assets The Company considers a financial asset to be in default
The Company recognises loss allowance for expected credit when the debtor is unlikely to pay its credit obligations to the
losses on financial assets measured at amortised cost. At each Company in full, without recourse by the Company to actions
reporting date, the Company assesses whether financial such as realising security (if any) is held.
assets carried at amortised cost are credit impaired. A financial
asset is ‘credit impaired’ when one or more events that have Measurement of expected credit losses
a detrimental impact on the estimated future cash flows of the Expected credit losses are a probability weighted estimate of
financial asset have occurred. credit losses. Credit losses are measured as the present value
of all cash shortfalls (i.e. the difference between the cash flows

due to the Company in accordance with the contract and the amount that would have been determined, net of depreciation
cash flows that the Company expects to receive). or amortisation, if no impairment loss had been recognised.
Presentation of allowance for expected credit losses in the g. Right-of-use assets and lease liabilities
balance sheet For all existing and new contract on or after 01 April 2019, the
Loss allowances for financial assets measured at amortised Company considers whether a contract is, or contains a lease.
cost are deducted from the gross carrying amount of the assets. A lease is defined as ‘a contract, or part of a contract, that
conveys the right to use an asset (the underlying asset) for a
Write-off period of time in exchange for consideration’.
The gross carrying amount of a financial asset is written off
(either partially or in full) to the extent that there is no realistic Classification of leases
prospect of recovery. This is generally the case when the The Company enters into leasing arrangements for various
Company determines that the debtor does not have assets or assets. The assessment of the lease is based on several
sources of income that could generate sufficient cash flows factors, including, but not limited to, transfer of ownership
to repay the amounts. However, financial assets that are of leased asset at end of lease term, lessee’s option to
written off could still be subject to enforcement activities in extend/purchase etc.
order to comply with the Company’s procedures for recovery
of amounts due. Transition
Effective 1 April 2019, the Company adopted Ind AS 116
(ii) Impairment of non-financial assets "Leases", applied to all lease contracts existing on 1 April 2019
The Company’s non-financial assets, other than inventories using the modified retrospective method along with the
and deferred tax assets, are reviewed at each reporting date transition option to recognise Right-of-Use asset (ROU) at an
to determine whether there is any indication of impairment. amount equal to the Lease Liability.
If any such indication exists, then the asset’s recoverable
amount is estimated. For impairment testing, assets that do Recognition and initial measurement
not generate independent cash inflows are grouped together At lease commencement date, the Company recognises a
into cash-generating units (CGUs). Each CGU represents the right-of-use asset and a lease liability on the balance sheet.
smallest group of assets that generates cash inflows that are The right-of-use asset is measured at cost, which is made up
largely independent of the cash inflows of other assets or CGUs. of the initial measurement of the lease liability, any initial direct
costs incurred by the Company, an estimate of any costs to
The recoverable amount of a CGU (or an individual asset) is dismantle and remove the asset at the end of the lease (if
the higher of its value in use and its fair value less costs to any), and any lease payments made in advance of the lease
sell. Value in use is based on the estimated future cash flows, commencement date (net of any incentives received).
discounted to their present value using a pre-tax discount rate
that reflects current market assessments of the time value of Subsequent measurement
money and the risks specific to the CGU (or the asset). The Company depreciates the right-of-use assets on a
straight-line basis from the lease commencement date to the
An impairment loss is recognised if the carrying amount of earlier of the end of the useful life of the right-of-use asset or
an asset or CGU exceeds its estimated recoverable amount. the end of the lease term. The Company also assesses the
Impairment losses are recognised in the Statement of Profit right-of-use asset for impairment when such indicators exist.
and Loss. Impairment loss recognised in respect of a CGU is
allocated to reduce the carrying amounts of the assets of the At lease commencement date, the Company measures the
CGU (or group of CGUs) on a pro rata basis. lease liability at the present value of the lease payments unpaid
at that date, discounted using the interest rate implicit in the
In respect of assets for which impairment loss has been lease if that rate is readily available or the Company’s incremental
recognised in prior periods, the Company reviews at each borrowing rate. Lease payments included in the measurement
reporting date whether there is any indication that the loss has of the lease liability are made up of fixed payments (including
decreased or no longer exists. An impairment loss is reversed if in substance fixed payments) and variable payments based on
there has been a change in the estimates used to determine the an index or rate. Subsequent to initial measurement, the liability
recoverable amount. Such a reversal is made only to the extent will be reduced for payments made and increased for interest.
that the asset’s carrying amount does not exceed the carrying It is re-measured to reflect any reassessment or modification, or
if there are changes in in-substance fixed payments. When the

Corporate Overview
lease liability is re-measured, the corresponding adjustment is All exchange differences except those relating to long-term
reflected in the right-of-use asset. monetary foreign currency items are dealt with in the Statement
of Profit and Loss. Exchange differences in respect of long-term
The Company has elected to account for short-term leases monetary foreign currency items prior to 1 April 2016, are added
and leases of low-value assets using the practical expedients. to or deducted from the cost of asset and are depreciated over
Instead of recognising a right-of-use asset and lease liability, the balance life of the asset.
Statutory Reports
the payments in relation to these are recognised as an expense
in Statement of Profit and Loss on a straight-line basis over j. Employee benefits
the lease term. i. Short-term employee benefits
Short-term employee benefit obligations are measured on an
h. Inventories undiscounted basis and are expensed as the related service is
Inventories are measured at the lower of cost and net provided. A liability is recognised for the amount expected to
realisable value. be paid e.g., under short-term cash bonus, if the Company has
a present legal or constructive obligation to pay this amount
Raw materials, traded finished goods, packing material as a result of past service provided by the employee, and the
and stores and spares: The cost of inventories is calculated amount of obligation can be estimated reliably.
on weighted average basis, and includes expenditure incurred
in acquiring the inventories, production or conversion costs ii. Defined contribution plans
and other costs incurred in bringing them to their present A defined contribution plan is a post-employment benefit plan
location and condition. Raw materials, components and other under which an entity pays fixed contributions into a separate
supplies held for use in the production of finished products are entity and will have no legal or constructive obligation to pay
not written down below cost except in cases where material further amounts. The Company operates a defined benefit
prices have declined and it is estimated that the cost of the gratuity plan in India. The cost of providing benefits under the
finished products will exceed their net realisable value. defined benefit plan is determined using the projected unit credit
method. The Company makes specified monthly contributions
Work-in-progress and manufactured finished goods: towards Government administered provident fund scheme.
Cost includes raw material costs and an appropriate share Obligations for contributions to defined contribution plans are
of fixed production overheads based on normal operating recognised as an employee benefit expense in Statement of
capacity. Net realisable value is the estimated selling price in Profit and Loss in the periods during which the related services
the ordinary course of business, less the estimated costs of are rendered by employees.
completion and selling expenses. The net realisable value of
work-in-progress is determined with reference to the selling Prepaid contributions are recognised as an asset to the extent
prices of related finished products. that a cash refund or a reduction in future payments is available.
Waste: The valuation is done at net realisable value. iii. Defined benefit plans
A defined benefit plan is a post-employment benefit plan other
The comparison of cost and net realisable value is made on an than a defined contribution plan. The Company’s net obligation
item-by-item basis. in respect of defined benefit plans is calculated separately
for each plan by estimating the amount of future benefit that
i. Foreign exchange transactions employees have earned in the current and prior periods,
Transactions in foreign currencies are initially recorded by the discounting that amount and deducting the fair value of any
Company at its functional currency spot rates at the date the plan assets. The calculation of defined benefit obligation is
transaction first qualifies for recognition. performed annually by a qualified actuary using the projected
unit credit method.
All monetary assets and liabilities denominated in foreign currencies
are translated into the functional currency at the exchange rate Remeasurements of the net defined benefit liability, which comprise
at the reporting date. Non-monetary assets and liabilities that are actuarial gains and losses, are recognised in OCI. The Company
measured at fair value in a foreign currency are translated into determines the net interest expense (income) on the net defined
the functional currency at the exchange rate when the fair value benefit liability or the period by applying the discount rate used
was determined. Non-monetary assets and liabilities if any that to measure the defined benefit obligation at the beginning of the
are measured based on historical cost in a foreign currency are annual period to the then net defined benefit liability, taking into
translated at the exchange rate at the date of the transaction. account any changes in the net defined benefit liability during

the period as a result of contributions and benefit payments. as transaction costs of the loan to the extent that it is probable
Net interest expense and other expenses related to defined that some or all of the facility will be drawn down.
benefit plans are recognised in Statement of Profit and Loss.
Borrowings are removed from the balance sheet when the
When the benefits of a plan are changed or when a plan is obligation specified in the contract is discharged, cancelled
curtailed, the resulting change in benefit that relates to past or expired. The difference between the carrying amount of
service (‘past service cost’ or ‘past service gain’) or the gain or a financial liability that has been extinguished or transferred
loss on curtailment is recognised immediately in Statement of to another party and the consideration paid, including any
Profit and Loss. The Company recognises gains and losses on the non-cash assets transferred or liabilities assumed, is recognised
settlement of a defined benefit plan when the settlement occurs. in Statement of Profit and Loss as other gains/(losses).
iv. Other long-term employee benefits Borrowings are classified as current financial liabilities unless
Entitlements to annual leave are recognised when they accrue the Company has an unconditional right to defer settlement of
to employees. Leave entitlements may be availed while in the liability for at least twelve months after the reporting period.
service or encashed at the time of retirement/termination of Where there is a breach of a material provision of a long-term
employment, subject to a restriction on the maximum number loan arrangement on or before the end of the reporting period
of accumulation. The Company determines the liability for with the effect that the liability becomes payable on demand
such accumulated leave entitlements on the basis of actuarial on the reporting date, the entity does not classify the liability
valuation carried out by an independent actuary at the year end. as current, if the lender agreed, after the reporting period and
before the approval of the financial statements, not to demand
k. Revenue payment as a consequence of the breach.
i. Sale of goods
Revenue is measured based on the transaction price, which m. Government grants
is the consideration, adjusted for volume discounts, service Government grants are recognised where there is reasonable
level credits, performance bonuses, price concessions and assurance that the grant will be received and all attached
incentives, if any, as specified in the contract with the customer. conditions will be complied with. When the grant relates to an
Revenue also excludes taxes collected from customers. expense item, it is recognised as income on a systematic basis
over the periods that the related costs, for which it is intended
Revenue is recognised upon transfer of control of promised to compensate, are expensed.
products to customers in an amount that reflects the
consideration which the Company expects to receive in n. Financial instruments
exchange for those products or services, the associated costs i. Recognition and initial measurement
and possible return of goods can be estimated reliably, there is A financial instrument is any contract that gives rise to a
no continuing effective control over or managerial involvement financial asset of one entity and a financial liability of another
with, the goods, and the amount of revenue can be measured entity. Trade receivables are initially recognised when they are
reliably. Where the payment extends beyond normal credit originated. All other financial assets and financial liabilities are
period, interest is recovered separately. initially recognised when the Company becomes a party to the
contractual provisions of the instrument. A financial instrument
ii. Interest income is measured initially at fair value adjusted for transaction costs,
Interest income is recognised on a time proportion basis taking into except for those carried at fair value through profit or loss
account the amount outstanding and the interest rate applicable. (FVTPL) which are measured initially at fair value.
l. Borrowings ii. Classification and subsequent measurement

Borrowings are initially recognised at fair value, net of Financial assets
transaction costs incurred. Borrowings are subsequently On initial recognition, a financial asset is classified as measured
measured at amortised cost. Any difference between the at amortised cost or at FVTPL. Financial assets are not
proceeds (net of transaction costs) and the redemption reclassified subsequent to their initial recognition, except if and
amount is recognised in Statement of Profit and Loss over the in the period the Company changes its business model for
period of the borrowings using the effective interest method. managing financial assets.
Fees paid on the establishment of loan facilities are recognised

Corporate Overview
A financial asset is measured at amortised cost if it meets both −

the frequency, volume and timing of sales of financial
of the following conditions and is not designated as at FVTPL: assets in prior periods, the reasons for such sales and
expectations about future sales activity.
− the asset is held within a business model whose objective
is to hold assets to collect contractual cash flows; and Transfers of financial assets to third parties in transactions
that do not qualify for derecognition are not considered sales
Statutory Reports
− the contractual terms of the financial asset give rise on for this purpose, consistent with the Company’s continuing
specified dates to cash flows that are solely payments of recognition of the assets.
principal and interest on the principal amount outstanding.
Financial assets that are held for trading or are managed and
All financial assets not classified as measured at amortised cost whose performance is evaluated on a fair value basis are
as described above are measured at FVTPL. measured at FVTPL.
For all other equity instruments, the Company decides to classify Financial assets: Assessment whether contractual cash
the same either as at fair value through other comprehensive flows are solely payments of principal and interest
income (FVOCI) or fair value through profit and loss (FVTPL). For the purposes of this assessment, ‘principal’ is defined as the
On initial recognition, the Company may irrevocably designate fair value of the financial asset on initial recognition. ‘Interest’ is
a financial asset that otherwise meets the requirements to be defined as consideration for the time value of money and for
measured at amortised cost at FVTPL if doing so eliminates the credit risk associated with the principal amount outstanding
or significantly reduces an accounting mismatch that would during a particular period of time and for other basic lending
otherwise arise. risks and costs (e.g. liquidity risk and administrative costs), as
well as a profit margin.
Financial assets: Business model assessment
The Company makes an assessment of the objective of the In assessing whether the contractual cash flows are solely
business model in which a financial asset is held at a portfolio payments of principal and interest, the Company considers the
level because this best reflects the way the business is managed contractual terms of the instrument. This includes assessing
and information is provided to management. The information whether the financial asset contains a contractual term
considered includes: that could change the timing or amount of contractual cash
flows such that it
−
the stated policies and objectives for the portfolio and
the operation of those policies in practice. These include would not meet this condition. In making this assessment, the
whether management’s strategy focuses on earning Company considers:
contractual interest income, maintaining a particular
interest rate profile, matching the duration of the financial −
contingent events that would change the amount or
assets to the duration of any related liabilities or expected timing of cash flows;
cash outflows or realising cash flows through the
sale of the assets; −
terms that may adjust the contractual coupon rate,
including variable interest rate features;
−
how the performance of the portfolio is evaluated and
reported to the Company’s management; − prepayment and extension features; and
− the risks that affect the performance of the business model − terms that limit the Company’s claim to cash flows from
(and the financial assets held within that business model) specified assets (e.g. non-recourse features).
and how those risks are managed;
A prepayment feature is consistent with the solely payments
− how managers of the business are compensated – e.g. of principal and interest criterion if the prepayment amount
whether compensation is based on the fair value of the substantially represents unpaid amounts of principal and
assets managed or the contractual cash flows collected; and interest on the principal amount outstanding. Additionally, for

a financial asset acquired at a significant discount or premium Financial liabilities

to its contractual par amount, a feature that permits or requires The Company derecognises a financial liability when its
prepayment at an amount that substantially represents the contractual obligations are discharged or cancelled or expire.
contractual par amount plus accrued (but unpaid) contractual The Company also derecognises a financial liability when its
interest is treated as consistent with this criterion if the fair value terms are modified and the cash flows under the modified
of the prepayment feature is insignificant at initial recognition. terms are substantially different. In this case, a new financial
Financial assets at amortised cost are measured at amortised liability based on the modified terms is recognised at fair value.
cost using the effective interest method. Interest income The difference between the carrying amount of the financial
recognised in Statement of Profit and Loss. liability extinguished and the new financial liability with modified
terms is recognised in Statement of Profit and Loss.
Subsequent measurement and gains and losses
Financial These assets are subsequently measured at fair iv. Offsetting of financial instruments
assets at FVTPL value. Net gains and losses, including any interest Financial assets and financial liabilities are offset and the net
or dividend income, are recognised in Statement amount is reported in the balance sheet if there is a currently
of Profit and Loss enforceable legal right to offset the recognised amounts and
Financial assets These assets are subsequently measured at
there is an intention to settle on a net basis to realise the assets
at amortised cost amortised cost using the effective interest method.
and settle the liabilities simultaneously.
The amortised cost is reduced by impairment
losses. Interest income, foreign exchange gains
and losses and impairment are recognised in o. Measurement of fair values
Statement of Profit and Loss. Any gain or loss In determining the fair value of its financial instruments, the
on derecognition is recognised in Statement of Company uses a variety of methods and assumptions that
Profit and Loss. are based on market conditions and risks existing at each
reporting date. All methods of assessing fair value result in
Financial liabilities general approximation of value, and such value may never
Financial liabilities are classified as measured at amortised actually be realised.
cost or FVTPL. A financial liability is classified as at FVTPL if
it is classified as held for trading. Financial liabilities at FVTPL Fair values are categorised into different levels in a fair
are measured at fair value and net gains and losses, including value hierarchy based on the inputs used in the valuation
any interest expense, are recognised in Statement of Profit techniques as follows.
and Loss. Other financial liabilities are subsequently measured
at amortised cost using the effective interest method. - Level 1: quoted prices (unadjusted) in active markets for
Interest expense and foreign exchange gains and losses are identical assets or liabilities.
recognised in Statement of Profit and Loss. Any gain or loss on
derecognition is also recognised in Statement of Profit and Loss. - Level 2: inputs other than quoted prices included in Level
1 that are observable for the asset or liability, either directly
iii. Derecognition (i.e. as prices) or indirectly (i.e. derived from prices).
Financial assets
The Company derecognises a financial asset when the - Level 3: inputs for the asset or liability that are not based
contractual rights to the cash flows from the financial asset on observable market data (unobservable inputs)
expire, or it transfers the rights to receive the contractual cash
flows in a transaction in which substantially all of the risks and When measuring the fair value of an asset or a liability, the
rewards of ownership of the financial asset are transferred or in Company uses observable market data as far as possible.
which the Company neither transfers nor retains substantially If the inputs used to measure the fair value of an asset or a
all of the risks and rewards of ownership and does not retain liability fall into different levels of the fair value hierarchy, then the
control of the financial asset. If the Company enters into fair value measurement is categorised in its entirety in the same
transactions whereby it transfers assets recognised on its level of the fair value hierarchy as the lowest level input that is
balance sheet, but retains either all or substantially all of the significant to the entire measurement.
risks and rewards of the transferred assets, the transferred
assets are not derecognised. The Company recognises transfers between levels of the fair
value hierarchy at the end of the reporting period during which
the change has occurred.

Corporate Overview
p. Cash and cash equivalents s. Taxation

Cash and cash equivalent in the balance sheet comprise cash Income tax comprises current and deferred tax. It is recognised
at banks, cheques on hand and cash on hand, which are not in Statement of Profit and Loss except to the extent that it
subject to risk of changes in value. Also, for the purpose of the relates to a business combination or to an item recognised
statement of cash flows, cash and cash equivalents consist of directly in equity or in other comprehensive income.
cash at banks, cheques on hand and cash on hand.
Statutory Reports
i. Current tax
q. Earnings per share Current tax comprises the expected tax payable or receivable
Basic earning per share are calculated by dividing the net on the taxable income or loss for the year and any adjustment
profit or loss for the year attributable to equity shareholders to the tax payable or receivable in respect of previous years.
by the weighted average number of equity shares outstanding The amount of current tax reflects the best estimate of the tax
during the year. amount expected to be paid or received after considering the
uncertainty, if any, related to income taxes. It is measured using
For the purpose of calculating diluted earnings per share, the tax rates (and tax laws) enacted or substantively enacted by
net profit or loss for the year attributable equity shareholders the reporting date.
and the weighted average number of shares outstanding
during the year are adjusted for the effects of all dilutive Current tax assets and current tax liabilities are offset only if
potential equity shares. there is a legally enforceable right to set off the recognised
amounts, and it is intended to realise the asset and settle the
Potential ordinary shares shall be treated as dilutive when, liability on a net basis or simultaneously.
and only when, their conversion to ordinary shares would
decrease earnings per share or increase loss per share from ii. Deferred tax
continuing operations. Deferred tax is recognised in respect of temporary differences
between the carrying amounts of assets and liabilities for
r. Provisions, contingent liabilities and contingent assets financial reporting purposes and the corresponding amounts
A provision is recognised if, as a result of a past event, the used for taxation purposes. Deferred tax is also recognised in
Company has a present legal or constructive obligation that respect of carried forward tax losses and tax credits.
can be estimated reliably, and it is probable that an outflow
of economic benefits will be required to settle the obligation. Deferred tax assets are recognised to the extent that it is
Provisions are determined by discounting the expected probable that future taxable profits will be available against
future obligation at pre-tax rate that reflects current market which they can be used. The existence of unused tax losses is
assessments of the time value of money risks specific to liability. strong evidence that future taxable profit may not be available.
They are not discounted where they are assessed as current in Therefore, in case of a history of recent losses, the Company
nature. Provisions are not made for future operating losses. recognises a deferred tax asset only to the extent that it has
sufficient taxable temporary differences or there is convincing
Contingent liabilities are disclosed when there is a possible other evidence that sufficient taxable profit will be available
obligation arising from past events, the existence of which will against which such deferred tax asset can be realised.
be confirmed only by the occurrence or non-occurrence of one
or more uncertain future events not wholly with in the control of The Company’s ability to recover the deferred tax assets is
the Company or a present obligation that arises from past events assessed by the management at the close of each financial
where it is either not probable that an outflow of resources will year which depends upon the forecasts of the future results
be required to settle or reliable estimate of the amount cannot and taxable profits that Company expects to earn within the
be made. Therefore, in order to determine the amount to be period by which such brought forward losses may be adjusted
recognised as a liability or to be disclosed as a contingent against the taxable profits as governed by the Income-tax Act,
liability, in each case, is inherently subjective, and needs careful 1961. Deferred tax assets – unrecognised or recognised, are
evaluation and judgement to be applied by the management. reviewed at each reporting date and are recognised/ reduced
In case of provision for litigations, the judgements involved are to the extent that it is probable/ no longer probable respectively
with respect to the potential exposure of each litigation and the that the related tax benefit will be realised.
likelihood and/or timing of cash outflows from the Company,
and requires interpretation of laws and past legal rulings.

Deferred tax is measured at the tax rates that are expected maker. The Company’s Chairman and Managing Director
to apply to the period when the asset is realised or the liability assesses the financial performance and position of the
is settled, based on the laws that have been enacted or Company, and makes strategic decision and has been identified
substantively enacted by the reporting date. The measurement as the chief operating decision maker. The Company’s business
of deferred tax reflects the tax consequences that would activity is organised and managed separately according to the
follow from the manner in which the Company expects, at the nature of the products, with each segment representing a
reporting date, to recover or settle the carrying amount of its strategic business unit that offers different products and serves
assets and liabilities. different market. The Company's primary business segment
is reflected based on principal business activities carried on
Deferred tax assets and liabilities are offset if there is a legally by the Company. As per Indian Accounting Standard 108,
enforceable right to offset deferred tax liabilities and assets, Operating Segments, as notified under the Companies (Indian
and they relate to income taxes levied by the same tax authority Accounting Standards) Rules, 2015, the Company operates
on the same taxable entity, or on different tax entities, but they in one reportable business segment i.e., manufacturing of
intend to settle deferred tax liabilities and assets on a net basis Polyester goods. The geographical information analyses the
or their tax assets and liabilities will be realised simultaneously. Company’s revenue and trade receivables from such revenue
in India and other countries. In presenting the geographical
t. Segment reporting information, segment revenue and receivables has been
Operating segments are reported in a manner consistent with based on the geographic location of customers. Refer note 37
the internal reporting provided to the chief operating decision for segment information presented.

Corporate Overview
2. Property, plant and equipment

Freehold Leasehold Buildings Right of use Leasehold Plant and Furniture Vehicles Office Total
land land buildings improvements equipments and equipments
[refer note 5 fixtures
below]
A. Gross carrying value
Statutory Reports
Balance as at 0.16 2.89 106.94 - 1.27 948.25 2.89 4.76 8.45 1,075.61
31 March 2018
Additions during the year - - - - - 1.27 1.29 - 0.43 2.99
Disposals during the year - - - - - 0.39 - - 0.04 0.43
[refer note 1 below]
Balance as at
0.16 2.89 106.94 - 1.27 949.13 4.18 4.76 8.84 1,078.17
31 March 2019
Additions during the year - - - 31.54 - 4.47 0.17 0.32 0.97 37.47
Disposals during the year - - - 7.16 - 1.98 - 0.11 0.08 9.33
Balance as at 0.16 2.89 106.94 24.38 1.27 951.62 4.35 4.97 9.73 1,106.31
31 March 2020
B. Accumulated depreciation
Balance as at - 0.12 11.33 - 1.09 219.10 0.49 1.26 2.50 235.89
31 March 2018
Additions during the year - 0.04 3.73 - 0.18 76.48 0.41 0.52 1.68 83.04
Disposals during the year - - - - - - - - 0.01 0.01
Balance as at - 0.16 15.06 - 1.27 295.58 0.90 1.78 4.17 318.92
31 March 2019
Additions during the year - 0.04 3.77 5.30 - 75.27 0.44 0.54 0.59 85.95
Balance as at - 0.20 18.83 4.15 1.27 370.78 1.34 2.26 4.73 403.56
31 March 2020
Net carrying value
As at 31 March 2019 0.16 2.73 91.88 - - 653.55 3.28 2.98 4.67 759.25
As at 31 March 2020 0.16 2.69 88.11 20.23 - 580.84 3.01 2.71 5.00 702.75
Notes:
1. Disposal to plant and equipment include gain on foreign exchange fluctuation on long-term monetary items for purchase of plant and equipment amounting to
nil [previous year : `0.39 crores] and capital subsidy under TUF scheme received during the year for purchase of plant and equipment amounting to `1.57 crores
[previous year : nil]..
2. Additions to plant and equipment include loss on foreign exchange fluctuation on long-term monetary items for purchase of plant and equipment amounting to
`3.00 crores [previous year : nil].
3. Refer note 33 for information on capital commitments for the acquisition of property, plant and equipment.
4. Refer note 34 for information on assets pledged as security by the Company. '
5. Refer note 39 for information on assets taken on lease.
3. Capital work-in-progress
As at As at
31 March 2020 31 March 2019
Additions during the year 7.91 2.36
Capitalisation during the year (3.17) (2.58)
Balance as at end of the year 7.19 2.45
Note:
1. Capital work-in-progress includes property, plant and equipment under construction, installation and cost of asset not ready for use as at year end.
2. Refer note 34 for information on assets pledged as security by the Company.

4. Intangible assets
As at As at
31 March 2020 31 March 2019
Software
A. Gross carrying amount
Additions during the year 0.19 -
B. Accumulated amortisation
Additions during the year 0.05 -
Net carrying value
As at 31 March 2019 - -
As at 31 March 2020 0.14 -
5. Investments
As at As at
31 March 2020 31 March 2019
5 (a) Non-current investments
Unquoted equity shares
Equity shares carried at fair value through profit or loss ['FVTPL']
Subsidiary [refer note 40 and 41]
1,000,000 [31 March 2019: nil] equity shares of Indorama Yarns Private Limited 1.00 -
[`10 each, fully paid up]
Others
1,500,000 [31 March 2019 : 1,500,000] equity shares of Ritspin Synthetics Limited 1.50 1.50
[`10 each, fully paid up]
2.50 1.50
Less: Provision for impairment in the value of investment (1.50) (1.50)
1.00 -
Aggregate amount of unquoted investments 2.50 1.50
Aggregate provision for diminution in value of investments 1.50 1.50
5 (b) Current investments

Quoted equity shares
52,501 [31 March 2019 : 52,501] equity shares of Optel Telecommunications Limited - -
[`10 each, fully paid up]*
708,400 [31 March 2019 : 708,400] equity shares of Sanghi Polyesters Limited - -
[`10 each, fully paid up]*
20 [31 March 2019 : 20] equity shares of Reliance Industries Limited [`10 each, fully paid up]** - -
72,601 [31 March 2019 : 72,601] equity shares of Balasore Alloys Limited [`5 each, fully paid up] 0.05 0.17
0.05 0.17
Quoted preference shares
56,500 [31 March 2019 : 446,000] 0.01% cumulative redeemable preference of JSW Steel Limited 0.01 0.21
[10 each, fully paid up] 0.01 0.21
0.06 0.38
Aggregate amount of quoted investments 0.85 1.24
Market value of quoted investments 0.06 0.38
Note:
1. Refer note 38 for disclosure of fair values in respect of financial assets measured at amortised cost.
* Fair value of the investments are nil [31 March 2019 : nil]
** `22,275 [31 March 2019 : `27,265], amount in absolute rupees.

Corporate Overview
6. Loans
Non-current Current
As at As at As at As at
31 March 2020 31 March 2019 31 March 2020 31 March 2019
[Unsecured considered good, unless otherwise stated]
Security deposits 3.35 3.24 - -
Statutory Reports
3.35 3.24 - -
Note:
7. Other financial assets

Non-current Current
Interest accrued on deposits - - 0.17 1.38
Non-current bank balances* 1.53 0.82 - -
Advance to employees - - 1.54 1.17
Claims and other receivables - - 71.01 71.12
Less : Provision for claims and other receivables [refer note 42] - - (67.84) (67.84)
1.53 0.82 4.88 5.83
Note:
2. Refer note 34 for information on other financial assets pledged as security by the Company.
* Pledged with banks for credit limits.
8 (a) Non-current tax assets

As at As at
31 March 2020 31 March 2019
Advance tax [net of provisions of `106.42 crores (31 March 2019: `106.42 crores)] 10.54 11.07
10.54 11.07
8 (b) Deferred tax assets

I. Recognition of deferred tax assets and liabilities
Deferred tax assets Deferred tax (liabilities) Net deferred tax assets/(liabilities)
As at As at As at As at As at As at
31 March 2020 31 March 2019 31 March 2020 31 March 2019 31 March 2020 31 March 2019
Property, plant and equipment - - (151.02) (164.51) (151.02) (164.51)
Investment at FVTPL 1.00 1.03 - - 1.00 1.03
Provision for employee benefits 6.08 5.46 - - 6.08 5.46
Provision for doubtful 44.87 45.00 - - 44.87 45.00
debts and advances
Brought forward business losses 189.21 327.71 - - 189.21 327.71
unabsorbed depreciation
Provision for contingencies 18.88 29.35 - - 18.88 29.35
Other items 1.05 2.15 (0.06) (0.08) 0.99 2.07
261.09 410.70 (151.08) (164.59) 110.01 246.11
Offsetting of deferred tax assets and (151.08) (164.59) 151.08 164.59 - -
deferred tax liabilities
Net deferred tax assets 110.01 246.11 - - 110.01 246.11
Note: Based on the current developments as stated in note 45 and business plan, the Company is confident that the deferred tax assets carried at the end of the year
is fully recoverable and there will be sufficient future taxable profits to adjust unabsorbed depreciation and carried forward business losses.

II. Movement in temporary differences

As at As at
31 March 2020 31 March 2019
Opening balance of deferred tax asset 246.11 95.90
Tax (expense)/income during the year recognised in the statement of profit or loss* (136.10) 150.60
Tax expense during the year recognised in other comprehensive income - (0.39)
Closing balance of deferred tax asset 110.01 246.11
* Management has reassessed the carrying value of deferred taxes and made appropriate adjustment based on prudence amounting to
`136.10 crores.
III. Unrecognised deferred tax assets and unrecognised minimum alternate tax credit entitlement
As at 31 March 2020 As at 31 March 2019
Gross amount Unrecognised Gross amount Unrecognised
tax effect tax effect
Unrecognised minimum alternate tax credit entitlement* 57.70 57.70
Brought forward business losses and unabsorbed depreciation** 1,060.46 370.57 491.85 171.87
* Minimum alternate tax credit entitlement carried in Income-tax return and not recognised in books.
* Deferred tax assets have not been recognised in respect of above items, because it is not probable that future taxable profits will be available against which the
Company can use the benefits therefrom.
IV. Effective tax rate

As at As at
31 March 2020 31 March 2019
Accounting loss before income tax (181.46) (420.55)
Enacted tax rate 34.94% 34.94%
Current tax income on profit before tax at the enacted income tax rate in India 63.41 146.96
Deferred tax rate adjustments - (3.29)
Derecognition of deferred tax asset* 136.10 -
Deferred tax asset not recognised* (63.41) -
Other adjustments - 0.04
Tax expense/(income) reported in the statement of profit and loss (136.10) 150.21
Tax expense/(income) during the year recognised in statement of profit or loss 136.10 (150.60)
Tax expense during the year recognised in other comprehensive income - 0.39
136.10 (150.21)
* The management has reassessed the carrying value of deferred taxes and made appropriate adjustment based on prudence. Accordingly, no deferred tax asset has
been recognised during the current financial year. Further, management is confident about the achievement of the business plans and availability of sufficient future
taxable profits against which deferred tax was recognised in the statement of profit or loss in the earlier year(s).
9. Other assets
Non-current Current
Capital advances 1.54 - - -
Claims and other receivables 14.84 14.04 211.36 150.71
GST receivable - - 22.52 55.79
Prepaid expenses - - 4.73 3.85
National Savings Certificates VIth issue* - - - -
(pledged with sales tax authorities)
Advance rent 0.51 0.80 0.20 0.21
Advances to vendors 5.21 5.40 21.89 34.07
Less : Provision for doubtful advances to vendors [refer note 42] (5.21) (5.40) - -
16.89 14.84 260.70 244.63
1. Refer note 34 for information on other assets pledged as security by the Company.
* Non-current includes `4,000 [31 March 2019 : `4,000], amount in absolute rupees

Corporate Overview
10. Inventories
[valued at lower of cost or net realisable value, unless otherwise stated]
As at As at
31 March 2020 31 March 2019
Raw materials [include in transit `21.13 crores (31 March 2019 : `8.66 crores)]* 79.75 30.77
Work-in-progress 5.92 10.29
Statutory Reports
Finished goods [include in transit `12.59 crores (31 March 2019 : `21.35 crores)]** 128.56 111.36
Stores and spares [include in transit `1.14 crores (31 March 2019 : `0.56 crores)] 28.37 26.83
Packing material 2.33 2.44
Waste*** 5.56 1.25
Stock-in-trade 0.05 0.69
250.54 183.63
Note:
1. Refer note 34 for information on inventories pledged as security by the Company.
* The inventories were reduced by nil [31 March 2019 : `3.07 crores] on account of net realisable value being lower than the cost [refer note 42].
** The inventories were reduced by `2.58 crores [31 March 2019 : `3.38 crores] on account of net realisable value being lower than the cost.
*** valued at net realisable value.
11. Trade receivables

As at As at
31 March 2020 31 March 2019
Unsecured, considered good 91.46 59.45
Credit impaired 55.36 55.54
146.82 114.99
Less : Provision for expected credit loss [refer note 28 and 42] (55.36) (55.54)
91.46 59.45
Notes:
1. The Company limits its exposure to credit risk from trade receivables by establishing a maximum payment period of 10 days for all customer categories. In case of
delay beyond 10 days, the interest is generally recovered at the rate of 18% upto 30 days from the date of invoice and if the delay in beyond 30 days, it is recovered
at the rate of 24% from the date of invoice. Average recovery rate of interest from overdue trade receivables in past years was 12-14%.
2. The Company's exposure to credit and currency risks and loss allowances related to trade receivables are disclosed in note 38.
3. Refer note 34 for information on trade receivables pledged as security by the Company.
12. Cash and cash equivalents

As at As at
31 March 2020 31 March 2019
Balances with banks 12.28 4.18
Cash on hand 0.22 0.79
12.50 4.97
13. Other bank balances

As at As at
31 March 2020 31 March 2019
Deposits with original maturity more than three months but remaining maturity of less 9.66 53.20
than twelve months
Unpaid dividend 0.30 0.36
9.96 53.56

14. Equity share capital

As at As at
31 March 2020 31 March 2019
Authorised
275,000,000 equity shares of `10 each [31 March 2019 : 275,000,000] 275.00 275.00
275.00 275.00
Issued, subscribed and fully paid up
261,113,151 equity shares of `10 each fully paid-up [31 March 2019: 178,113,151] 261.11 178.11
261.11 178.11
Notes:
i) Reconciliation of equity shares outstanding at the beginning and at the end of the year

Number of shares Amount Number of shares Amount
Balance at the beginning of the year 17,81,13,151 178.11 15,18,22,242 151.82
Add: Issued during the year 8,30,00,000 83.00 2,62,90,909 26.29
Balance at the end of the year 26,11,13,151 261.11 17,81,13,151 178.11
ii) The Company has only one class of equity shares having a par value of `10 each. Each holder of equity shares is entitled to one vote per share. In the event
of liquidation of the Company, holders of equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential
amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
iii) Shares in the Company held by each shareholder holding more than 5% are as under:
Names of shareholders
Number of shares % of shareholding Number of shares % of shareholding
Brookgrange Investments Limited 5,35,64,057 20.51 5,35,64,057 30.07
Mr. Om Prakash Lohia [Chairman and Managing Director] 3,84,73,369 14.73 3,84,73,369 21.60
Mrs. Urmila Lohia 1,81,84,518 6.96 1,81,84,518 10.21
Siam Stock Holding Limited 1,72,00,000 6.59 1,72,00,000 9.66
APMS Investment Fund Limited - - 1,26,52,175 7.10
Indorama Netherlands B.V. [controlling Company, refer note vi] 10,06,96,588 38.56 - -
22,81,18,532 87.35 14,00,74,119 78.64
iv) Shares in the Company held by controlling Company are as under:

Number of shares % of shareholding Number of shares % of shareholding
Indorama Netherlands B.V. [controlling Company, refer note vi] 10,06,96,588 38.56 - -
10,06,96,588 38.56 - -
v) The Company has not issued any share pursuant to a contract without payment being received in cash in the current year and
preceding five years. The Company has not issued any bonus shares nor has there been any buy-back of shares in the current
year and preceding five years.
vi) D
uring the year ended 31 March 2020 and pursuant to the decision of the Board of Directors and Shareholders to raise
additional equity by way of preferential allotment, the Company has issued 8.30 crores shares representing 31.79% of the
total paid up share capital to Indorama Netherlands BV (‘INBV’) at an issue price of `36 per share [including premium of `26
per share] and has received `298.80 crores on 3 April 2019. Pursuant to equity infusion, INBV controls the Company through
management control and also appointed additional Key Management Personnel in the Company

Corporate Overview
15. Other equity

As at As at
31 March 2020 31 March 2019
a. Capital reserve
Statutory Reports
b. Securities premium
Add : Additions during the year 215.80 65.57
c. General reserve
Add : Transfer from debenture redemption reserve 10.00 -
Less : Transfer to debenture redemption reserve - (10.00)
d. Debenture redemption reserve
Balance at the beginning of the year 10.00 -
Add : Transfer from general reserve - 10.00
Less : Transfer to general reserve (10.00) -
Balance at the end of the year - 10.00
e. Retained earnings
Balance at the beginning of the year (247.20) 23.13
Add : Loss during the year (316.10) (271.06)
Add : Re-measurement gains on defined benefit plan [net of tax] (1.46) 0.73
Balance at the end of the year (564.76) (247.20)
Total other equity [a+b+c+d+e] (38.66) 63.10
Nature of reserves
Capital reserve
Capital reserve comprises of money received against forfeiture of equity shares and preference share warrants. The reserve is not
available for distribution as dividend. The reserve is utilised in accordance with the specific provisions of Companies Act, 2013.
Securities premium
Securities premium comprises of the premium on issue of shares. The reserve is utilised in accordance with the specific provision
of the Companies Act, 2013.
General reserve
General reserve is a free reserve and is utilised from time to time for appropriate purposes.
Debenture redemption reserve

Debenture redemption reserve is a reserve created at the time of issue of debentures. The reserve is utilised in accordance with
the provisions of the Companies Act, 2013.
Retained earnings
Retained earnings refer to the net profit/(loss) retained by the Company for its core business activities.

16. Borrowings
Non-current Current maturities
Secured loan
Debentures
Redeemable non-convertible debentures - 179.99 - 20.00
Term loans - from banks
Rupee loans 306.50 7.17 35.64 9.74
Foreign currency loans - 34.09 36.36 29.55
306.50 221.25 72.00 59.29
Less : Current maturities on borrowings [refer note 17] - - (72.00) (59.29)
306.50 221.25 - -
Deferred payment liabilities
Deferred payment liabilities towards acquisition of property, - 0.75 - 0.41
plant and equipment
Less : Current maturities on borrowings [refer note 17] - - - (0.41)
306.50 222.00 - -
Notes:
1. Refer note 38 for disclosure of fair values in respect of financial liabilities measured at amortised cost and analysis of their maturity profiles.
2. Terms of repayment and security details:
Nature of security Terms of repayment

a) Redeemable non-convertible debentures
i) Nil (31 March 2019 : `199.99 Cr) were secured by first pari- Redeemable non-convertible debentures have been repaid during the
passu charge on Maharashtra property and other moveable fixed current year.
assets of the Company, except assets under exclusive charge
of loan from IKB Deutsche Industriebank AG on which there is
a subservient charge. Further, the same were secured by the
personal guarantee of Mr. Om Prakash Lohia and Mr. Vishal Lohia,
jointly and severally. Further, shares of Mr. Om Prakash Lohia and
Mrs. Urmila Lohia had been pledged aggregating to 28.28% of
total shareholding.
b) Rupee term loans from banks
i) Nil (31 March 2019 : `16.73 crores) were secured primarily by first Rupee term loan from bank have been repaid during the current year.
pari-passu charge on entire movable and immovable fixed assets
of the Company except for the fixed assets under exclusive charge
with loan from IKB Deutsche Industriebank AG, both present and
future and collaterally by second pari-passu charge on entire
current assets including raw materials, finished goods, stock-
in-process, consumables, stores and spares at the Company's
factory premises or at such places as may be approved by the
bank from time to time including stocks-in-transit, book debts,
receivables, on pari-passu basis with other banks. Further, the
same were secured by the personal guarantee of Mr. Om Prakash
Lohia and Mr. Vishal Lohia, jointly and severally with the maximum
cap of `200 crores (including personal guarantees for working
capital loans).
ii) Nil (31 March 2019 : `0.18 crores) were secured by hypothecation Vehicle loan from banks have been repaid during the
of specific vehicles. current year.
iii) `114 crores (31 March 2019 : nil) were secured primarily by first Repayable in 12 equal quarterly installments each aggregating to
pari-passu charge on entire movable and immovable fixed assets `9.50 crores repayment of which would be commencing on various
of the Company except for the fixed assets under exclusive charge dates from August 2020 and September 2020.
with loan from IKB Deutsche Industriebank AG, both present
and future. Also, these are secured by additional first pari-passu
Rate of interest at 8.10% to 10.15%.
charge on SGST/VAT incentive receivable from Government of
Maharashtra, both present and future.

Corporate Overview

iv) `150 crores (31 March 2019 : nil) were secured primarily by Repayable in 6 equal half yearly installments amounting to `25
first pari-passu charge on entire movable and immovable crores each repayment of which would be commencing from 25
fixed assets of the Company except for the fixed assets under October 2021 onwards.
exclusive charge with loan from IKB Deutsche Industriebank AG,
both present and future. Also, these are secured by additional
Statutory Reports
Rate of interest at 9.96%.
first pari-passu charge on SGST/VAT incentive receivable from
Government of Maharashtra, both present and future.
v) `71 crores (31 March 2019 : nil) were secured primarily by first Repayable in 3 equal yearly installments each aggregating to `10.65
pari-passu charge on entire movable and immovable fixed assets crores repayment of which would be commencing on various dates
of the Company except for the fixed assets under exclusive in June 2021 and July 2021 and 1 yearly installment aggregating to
charge with loan from IKB Deutsche Industriebank AG, both `39.05 crores in June 2024 and July 2024.
present and future. Also, these are secured by additional first
pari-passu charge on SGST/VAT incentive receivable from
Government of Maharashtra, both present and future.
vi) `7.14 crores (31 March 2019 : nil) were secured primarily by first Repayable in 9 equal monthly installments amounting to `1.02
pari-passu charge on entire movable and immovable fixed assets crores each repayment of which commenced from 28 February
of the Company except for the fixed assets under exclusive 2020 onwards. Balance repayable in 7 equal monthly installments
charge with loan from IKB Deutsche Industriebank AG, both amounting to `1.02 crores each.
present and future.

c) Foreign currency term loans from banks
i) `36.36 crores (31 March 2019 : `41.22 crores) are secured by Balance repayable in 3 equal monthly installments amounting to Euro
specific charge on the equipment purchased under the loan 490,500 each, subsequent 4 equal monthly installments amounting
agreement for the Company's Polyester Expansion Project and a to Euro 613,000 each and balance 1 installment amounting
first charge on the land situated at Mehsana, Gujarat. to Euro 465,040.
Rate of interest at six months EURIBOR plus 0.95%.

ii)
Nil (31 March 2019 : `22.42 crores) are secured by specific Foreign currency term loan from bank has been repaid during
charge on the equipment purchased under the loan agreement the current year.
for the Company's Polyester Expansion Project and a first charge
on the land situated at Mehsana, Gujarat.
d) Details of delays in the repayment of dues to banks and amount in default outstanding as at 31 March 2019 are as below:
Name of the bank Nature of default Total amount Number of days Amount
delayed outstanding as at
31 March 2019
IKB Deutsche Industriebank AG Overdue 63.64 1 to 895 days 63.64
Reconciliation of movements of liabilities to cash flows arising from financing activities:

Borrowings:
Non-current Current Non-current Current
borrowings* borrowings** borrowings* borrowings**
Balance at beginning of the year 280.54 292.34 111.51 253.39
Proceeds from non-current borrowings 344.18 - 199.99 -
Repayment of non-current borrowings (248.51) - (30.40) -
Movement in short-term borrowings [net] - (199.47) - 38.95
Foreign exchange movement 2.29 - (0.39) -
Interest on fixed loans using effective interest rate method - - (0.17) -
Balance as at the end of the year 378.50 92.87 280.54 292.34

Lease liabilities:
As at As at
31 March 2020 31 March 2019
Balance at beginning of the year - -
Payment of lease liabilities (6.09) -
Interest expense 2.42 -
Adjustment on modification of lease (2.57) -
Adjustment on adoption of Ind AS 116 27.80 -
21.56 -
* Non-current borrowings includes current maturity, but excludes deferred payment liabilities towards acquisition of property, plant and equipment.
** Refer note 19
17. Other financial liabilities

Current maturities of long-term borrowings [refer note 16] - - 72.00 59.29
Current maturities of deferred payment liabilities [refer note 16] - - - 0.41
Interest accrued and due on borrowings* - - 0.10 1.08
Interest accrued and not due on borrowings - - 10.27 20.90
Book overdraft - - - 0.04
Unpaid dividends [refer note 1 below] - - 0.30 0.36
Forward cover payable - - 0.18 -
Payable to employees - - 9.97 13.02
Lease liabilities [refer note 39] 16.99 - 4.57 -
Security deposits from customers [refer note 3 below] - - - 37.00
Creditors towards property, plant and equipment - - 1.85 2.94
16.99 - 99.24 135.04
* Includes amounts due to Key Managerial Personnel - - - 1.07

[refer note 41]
Notes:
1. There are no amounts due for payment to the Investor Education and Protection Fund under section 125 of the Companies Act, 2013 as at the year end.
3. Security deposits from customers carries interest rate from 14% to 35%.
18. Provisions
Non-current Current
Provision for gratuity [refer note 35]* 16.25 14.45 1.14 1.16
Provision for compensated absences [refer note 35]* 11.28 7.79 1.94 1.73
Provision for contingencies [refer note 28]** - - 54.02 84.00
27.53 22.24 57.10 86.89
* Includes amounts due to Key Managerial Personnel 0.28 0.30 0.90 0.94
[refer note 41]
As at As at
** Movement in provision for contingencies
31 March 2020 31 March 2019
Balance at the beginning of the year 84.00 -
Add : Provision recognised during the year - 84.00
Less : Provision reversed during the year (29.98) -

Corporate Overview
19. Borrowings
As at As at
31 March 2020 31 March 2019
Secured loan
Working capital from banks - 97.34
Short-term loans from banks 92.87 -
Statutory Reports
92.87 97.34
Unsecured loan
Rupee loans from banks - 175.00
Optionally convertible debentures* - 20.00
- 195.00
92.87 292.34
* Includes amounts due to Key Managerial Personnel [refer note 41] - 20.00
Notes:
i) Details of rate of interest, terms of repayment and security for working capital from banks:
Working capital loans from banks amounting to nil [previous year : `97.34 crores] are secured by first pari-passu charge on current assets of the Company and
second pari-passu charge on the Company's entire present and future block of assets, except for the fixed assets under exclusive charge with loan from IKB
Deutsche Industriebank AG. Further, the working capital loans are secured with the personal guarantees of Mr. Om Prakash Lohia and Mr. Vishal Lohia, jointly and
severally with the maximum cap of `200 crores (including personal guarantees for rupee term loans). These are repayable on demand and carry an interest rate in
the range from 5% p.a. to 8.50% p.a. over marginal credit lending rate of one year.
ii) Details of rate of interest, terms of repayment and security for short-term loans from banks:
Short-term loans from banks amounting to `92.87 crores [previous year : nil] are secured by first pari-passu charge on current assets of the Company excluding
the current assets pertaining to SGST/VAT incentive receivable from Government of Maharashtra and second pari-passu charge on the Company's entire present
and future block of assets, except assets under exclusive charge of loan from IKB Deutsche Industriebank AG. These are repayable within 6 months and carry an
interest rate in the range from 8.25% p.a. to 8.50% p.a.
iii) Details of rate of interest and terms of repayment for rupee loans from banks:
Rupee loans from banks are repayable within six months from the date of sanction and carry an interest rate at prevailing marginal cost of fund based lending rates.
Rupee loans from banks have been repaid during the current year..
iv) Details of rate of interest and terms of repayment for optionally convertible debentures:
Optionally convertible debentures are repayable within twelve months subject to maximum of eighteen months from the date of allotment and carry an interest rate
at 12% p.a. Optionally convertible debentures have been repaid during the current year.
20. Trade payables

As at As at
31 March 2020 31 March 2019
Total outstanding dues of micro enterprises and small enterprises [refer note 36] 3.25 1.11
Total outstanding dues of creditors other than micro enterprises and small enterprises* 548.42 577.74
551.67 578.85
* Includes amounts due to related entities [refer note 41] 23.11 32.14
21. Other current liabilities

As at As at
31 March 2020 31 March 2019
Advances from customers* 106.15 7.89
Statutory dues 2.51 3.29
Others 0.49 0.48
109.15 11.66
* Includes amounts due to related entities [refer note 41] 100.75 -

22. Revenue from operations

31 March 2020 31 March 2019
Disaggregated revenue information
Sale of products [refer notes below]
Finished goods
Domestic 1,600.51 1,309.35
Export 513.64 262.05
Traded goods 0.74 64.05
2,114.89 1,635.45
Less: Rebates and discounts to customers 65.96 45.50
2,048.93 1,589.95
Other operating income
Scrap sales 6.95 10.13
GST refund 35.23 86.97
Interest from customers 4.72 3.72
Interest on insurance claims - 2.19
Liabilities/provisions no longer required, written back 24.99 -
Others 1.23 1.60
73.12 104.61
2,122.05 1,694.56
Notes:
i) Reconciling the amount of revenue recognised in the statement of profit and loss with the contracted price
Gross sale of products 2,127.11 1,682.32

Less : Adjustment on account of returns 8.46 44.18
Less : Adjustment on account of discounts and price differences 69.72 48.19
Balance at the end of the year 2,048.93 1,589.95
ii) Contract balances
Trade receivables [refer note 11] 91.46 59.45

Security deposits from customers [refer note 17] - 37.00
Advance from customers [refer note 21] 106.15 7.89
iii) Revenue recognised in relation to contract liabilities

a. R
evenue recognised in the reporting period that was included in the contract liability balance at the
7.89 34.42
beginning of the period
b. R
evenue recognised in the reporting period from performance obligations satisfied (or partially - -
satisfied) in previous periods
23. Other income

31 March 2020 31 March 2019
Interest income
from banks 1.20 3.20
from others 0.09 0.42
Unwinding of discount on security deposits 0.18 0.16
Fair valuation of investments through profit and loss 0.07 -
Dividend income - 0.01
Others 4.35 1.02
5.89 4.81

Corporate Overview
24. Cost of raw materials consumed

31 March 2020 31 March 2019
Category of materials consumed
Purified terephthalic acid 1,185.61 949.38
Mono ethylene glycol 364.48 332.83
Statutory Reports
Others 69.87 42.96
1,619.96 1,325.17
25. Purchase of stock in trade

31 March 2020 31 March 2019
Purchase of stock-in-trade 0.75 66.67
0.75 66.67
26. Changes in inventories of finished goods, work-in-progress and stock-in-trade
31 March 2020 31 March 2019
Closing stock
Finished goods 128.56 111.36
Waste 5.56 1.25
140.04 122.90
Opening stock
Finished goods 111.36 53.50
Waste 1.25 3.70
122.90 64.02
(17.14) (58.88)
27. Employee benefits expense

31 March 2020 31 March 2019
Salary, wages and bonus 80.54 69.26
Contribution to provident and other funds [refer note 35(a)] 5.31 4.77
Staff welfare expenses 4.28 3.94
90.13 77.97
28. Other expenses

31 March 2020 31 March 2019
Consumption of stores and spares 36.61 24.97
Power and fuel 180.88 103.11
Rent and hire charges [refer note 39] 4.06 7.89
Repairs and maintenance 21.87 23.69
Insurance 5.88 3.92
Less : recovery 0.39 5.49 0.07 3.85
Rates and taxes [out of provision for contingencies, `15.83 2.05 3.94
crores debited to rates and taxes]
Provision for contingencies [refer note 32] - 84.00
Packing materials consumed 60.16 33.80
Freight and forwarding charges 67.79 27.82
Less : recovery 10.96 56.83 2.56 25.26
Brokerage and commission 5.40 7.58
Discounts and claims 1.24 3.04
Directors' sitting fees 0.17 0.12
Legal and professional charges* 6.75 8.50
Donations 0.03 0.04
Provision for doubtful debts/advances - 1.39
Debts/advances/other financial assets written off [refer note 42] 2.12 7.70
[out of provision for doubtful debts, `0.18 crores debited to bad
debts (previous year : nil)]


31 March 2020 31 March 2019
Loss on disposal/discard of property, plant and equipment 0.44 0.02
Fair valuation of investments through profit and loss - 0.08
Miscellaneous 49.48 38.04
433.58 377.02
* Includes payment to auditors
As auditor:
Audit fee 0.44 0.40
Other services 0.01 0.05
Out of pocket expenses 0.06 0.06
0.51 0.51
29. Finance costs

31 March 2020 31 March 2019
Interest
fixed loans using effective interest rate method 0.24 0.17
term loans 33.17 9.36
debentures 13.75 30.23
working capital 3.40 30.93
lease liabilities [refer note 39] 2.42 -
others 25.94 33.96
Other borrowings cost 11.46 24.82
Re-measurement of actuarial interest cost [refer note 35] 1.93 1.85
92.31 131.32
30. Depreciation and amortisation expense

31 March 2020 31 March 2019
Depreciation on property, plant and equipment [refer note 2] 85.95 83.04
Amortisation on intangible assets [refer note 4] 0.05 -
86.00 83.04
31. Earning/(loss) per share

As at As at
31 March 2020 31 March 2019
Loss attributable to the equity shareholders (A) (316.10) (271.06)
Number of equity shares at the beginning of the year 17,81,13,151 15,18,22,242
Total number of shares outstanding at the end of the year 26,11,13,151 17,81,13,151
Weighted-average number of equity shares (B) 26,06,59,599 15,93,27,497
Earnings/(loss) per share (`) (A/B) - Basic and Diluted (12.13) (17.01)
Nominal value of equity share (`) 10.00 10.00
32. Contingent Liabilities

As at As at
31 March 2020 31 March 2019
There are contingent liabilities in respect of:
a) Claims against the Company not acknowledged as debt # [refer note 1 below]
Income tax matters under dispute [gross of amount paid under protest amounting to `0.26 crores 4.30 2.37
(previous year : `0.26 crores)]
Excise/customs/service tax matters in dispute/under appeal [gross of amount paid under protest 55.06 102.79
amounting to `3.59 crores (previous year : `7.23 crores)]
Sales tax/value added tax matters in dispute/under appeal [gross of amount paid under protest 4.42 13.84
amounting to `0.14 crores (previous year : `4.03 crores)]
Others under dispute* [gross of amount paid under protest amounting to `8.53 crores 22.91 -
(previous year : nil)]
86.69 119.00
b) Other money for which the Company is contingently liable# [refer note 1 below]
Claims by ex-employees, vendors, customers and civil cases 1.57 1.88
1.57 1.88
* Matter under dispute with Maharashtra State Electricity Distribution Company Limited and is pending for hearing with Bombay High Court.
# It is not practicable for the Company to estimate the timing of cash outflows, if any, in respect of the above pending resolution of respective proceedings.

Corporate Overview

Notes
1.
Out of the above litigations, the Company has provided `54.02 crores against various litigations and remaining contingent liabilities
is `34.24 crores.
2. Hon'ble Supreme Court of India has pronounced a ruling dated 28 February 2019 in which it is held that ‘allowance’ paid to employees, will be
included in the scope of ‘basic wages’ and thus, will be subject to provident fund contributions. Petitions have been filed with Hon'ble Supreme
Statutory Reports
Court of India seeking additional clarification with respect to the application of this ruling. As this ruling has not prescribed any clarification w.r.t.
to its application, the Company is in the process of evaluating its impact. Management believes that this will not result in any material liability
on the Company.
3. Customs duty claims (including penalties) against the Company aggregating to `220.26 crores (previous year `220.26 crores) have not been
considered contingent as favourable orders have been received, in some of the cases, by the Company from the Custom Excise and Service
Tax Appellate Tribunal. The Company believes that its position is strong in this regard. The matter is pending with the Hon'ble Supreme Court.
Pending resolution of the respective proceedings, it is not practicable for the Company to estimate the timings of cash outflows, if
any, in respect of the above as it is determinable only on receipt of judgements/decisions pending with various forums/authorities.
The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and
disclosed as contingent liabilities where applicable, in its financial statements. The Company also believes that the above issues, when finally
settled, are not likely to have any significant impact on the financial position of the Company. The Company does not expect any reimbursements
in respect of the above contingent liabilities."
33. Capital commitments and other commitments

As at As at
31 March 2020 31 March 2019
a) Capital commitments - Estimated amount of contracts remaining to be executed on capital account 10.78 0.49
and not provided for [net of capital advances]
b) The Company has commitments to export 22,522 MT [previous year : 50,235 MT] of finished
goods as per foreign trade policy pursuant to import of duty free material under advance license scheme.
34. Assets pledged as security

As at As at
31 March 2020 31 March 2019
The carrying amounts of assets pledged as security for current and non-current borrowings are:
Current assets
Financial assets
Floating charge
Trade receivables 91.46 59.45
Cash and cash equivalents 12.50 4.97
Other bank balances 9.96 53.56
Other financial assets 4.88 5.83
Non financial assets
Floating charge
Inventories 250.54 183.63
Other current assets 260.70 244.63
Non-current assets
Financial assets
First charge
Non-current bank balances 1.53 0.82
First charge
Property, plant and equipment 682.52 759.25
Capital work-in-progress 7.19 2.45
Other non-current assets 2.05 0.80
Total non-current assets pledged as security 693.29 763.32

35. Employee Benefits

a) Defined contribution plan
An amount of `4.48 crores [31 March 2019 : `4.02 crores] for the year has been recognised as an expense in respect of the
Company’s contributions towards Provident Fund, an amount of `0.65 crores [31 March 2019 : `0.75 crores] for the year has
been recognised as an expense in respect of Company’s contributions towards Employee State Insurance and an amount of
`0.16 crores [31 March 2019 : nil] for the year has been recognised as an expense in respect of the Company’s contributions
towards National Pension Scheme, which are deposited with the government authorities and have been included under employee
benefit expenses in the Statement of Profit and Loss.
b) Defined benefit plan

1) Gratuity
2) Compensated absences
The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in
continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the
employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of
service. Reconciliation of opening and closing balances of the present value of the defined benefit obligation:
As at As at
31 March 2020 31 March 2019
(i) Changes in present value obligation
Present value obligation as at the end of the year 15.61 15.05
Interest cost 1.20 1.14
Current service cost 1.01 0.90
Actuarial loss/(gain) on obligation 0.54 (0.46)
Benefits paid (0.97) (1.02)
Present value obligation as at the end of the year 17.39 15.61
(ii) Net liability recognised in the Balance Sheet
Present value obligation at the beginning and end of the year (17.39) (15.61)
Net liability in the Balance Sheet (17.39) (15.61)
(iii) Amount recognised in the statement of profit and loss
Current service cost 1.01 0.90
Interest cost 1.20 1.14
Expense recognised in the statement of profit and loss 2.21 2.04
(iv) Re-measurements recognised in the statement of other comprehensive income (OCI)
Changes in financial assumptions (0.54) 0.46
Amount recognised in other comprehensive income (0.54) 0.46
(v) Actuarial assumptions

Compensated Compensated
Gratuity Gratuity
absences absences
Discount rate (p.a.) 6.74% 6.74% 7.68% 7.68%
Salary escalation rate (p.a.) 2.00% 2.00% 3.00% 3.00%
Withdrawal rates
Upto 30 years 4.00% 4.00% 3.00% 3.00%
From 31 to 44 years 3.00% 3.00% 2.00% 2.00%
Above 44 years 1.00% 1.00% 1.00% 1.00%
Retirement age 58 years 58 years 58 years 58 years
Mortality rate Indian Assured Indian Assured Indian Assured Indian Assured
Lives Mortality Lives Mortality Lives Mortality Lives Mortality
(2012-14) (2012-14) (2006-08) (2006-08)
(modified) Ultimate (modified) Ultimate (modified) Ultimate (modified) Ultimate

Corporate Overview
These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount factors
are determined close to each year end by reference to government bonds of relevant economic markets and that have terms to
maturity approximating to the terms of the related obligation. Other assumptions are based on management’s historical experience.
(vi) Sensitivity analysis for gratuity liability

The sensitivity of the overall plan obligations to changes in the weighted key assumptions are:
Statutory Reports
As at As at
31 March 2020 31 March 2019
Present value of obligation at the end of the year
Impact of the change in discount rate (p.a.)
Impact due to decrease of 0.50% 0.71 0.66
Impact due to increase of 0.50% (0.67) (0.62)
Impact of change in salary escalation rate (p.a.)
Impact due to increase of 0.50% 0.73 0.68
Impact due to decrease of 0.50% (0.70) (0.65)
As at As at
31 March 2020 31 March 2019
(vii) Expected future cash flows
The expected future cash flows in respect of gratuity as at 31 March 2020 were as follows:
31 March 2020 1.14 1.15
31 March 2021 0.84 0.24
31 March 2022 0.88 0.46
31 March 2023 1.12 0.46
31 March 2024 0.72 0.68
31 March 2025 1.03 0.75
Beyond 31 March 2025 11.66 11.87
(viii) Expected contribution
The expected future employer contributions for defined benefit plan `2.24 crores as at 31 March 2020 [31 March 2019 : `2.18 crores].
c) Other long-term employee benefit

An amount of `0.96 crores [31 March 2019 : `1.04 crores] pertains to expense towards compensated absences and included in
"employee benefit expense".
36. Dues to micro, small and medium enterprises

On the basis of confirmations obtained from suppliers who have registered themselves under the Micro, Small and Medium
Enterprise Development Act, 2006 (MSMED Act, 2006) and based on the information available with the Company, the following
are the details:
As at As at
Particulars
31 March 2020 31 March 2019
Principal amount remaining unpaid 3.25 1.11
Interest due thereon 0.07 0.04
Interest paid by the Company in terms of Section 16 of MSMED Act, 2006, along with the amount of 2.19 0.90
the payment made to the suppliers and service providers beyond the appointed day during the year
Interest due and payable for the period of delay in making payment (which has been paid but beyond - -
the appointed day during the year) but without adding the interest specified under MSMED Act, 2006
Interest accrued and remaining unpaid as at end of the year 0.38 0.31
Further interest remaining due and payable even in the succeeding years, until such date when the - -
interest dues as above are actually paid to the small enterprise for the purpose of disallowance as a
deductible expenditure under section 23 of the MSMED Act, 2006.

37. Segment information

Basis of segmentation:
The Company's primary business segment is reflected based on principal business activities carried on by the Company. Chairman
and Managing Director has been identified as being the Chief Operating Decision Maker ('CODM') and evaluates the Company's
performance and allocates resources based on analysis of the various performance indicators of the Company as a single unit.
Therefore, there are no separate reportable business segments as per Ind AS 108-Operating Segments. The Company operates
in one reportable business segment i.e., manufacturing of Polyester goods.
Geographical information:
The geographical information analyses the Company’s revenue and trade receivables from such revenue in India and other
countries. In presenting the geographical information, segment revenue and receivables has been based on the geographic
location of customers.
For the year For the year
ended ended
31 March 2020 31 March 2019
a) Revenue:
Domestic 1,608.41 1,432.51
Overseas* 513.64 262.05
2,122.05 1,694.56
*Revenue from overseas countries:
Turkey 186.41 79.83
Nepal 76.91 31.85
Other overseas countries 250.32 150.37
As at As at
31 March 2020 31 March 2019
b) Trade receivables:
Domestic 52.87 48.74
Overseas* 38.59 10.71
91.46 59.45
*Trade receivables from overseas countries:
Turkey 8.92 2.54
Nepal 4.65 2.64
Other overseas countries 25.02 5.53
38.59 10.71
c) Non-current assets:
Domestic* 732.88 780.60
Overseas - -
732.88 780.60
*excluding deferred tax and income tax assets
Notes
1. Gross revenues from none of the customer [previous year : 2 domestic customers amounting to `769.76 crores] exceed 10% or more of the
Company's total gross revenue.
38. Financial instruments - accounting classifications and fair value measurements
The fair values of the financial assets and financial liabilities are included at the amount at which the instrument could be
exchanged in a current transaction between willing parties, other than in a forced or liquidation sales..
The following methods and assumptions were used to estimate the fair values:
1. Fair value of cash and cash equivalents, bank balances, trade and other short-term receivables, investments, loans and
advances and other current liabilities approximated their carrying amounts largely due to the short-term maturities of
these instruments.
2. The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by
valuation technique.

Corporate Overview
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments.
The fair value of all equity instruments which are traded in the stock exchanges is valued using the closing price as at the
reporting period.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques
which maximise the use of observable market data and rely as little as possible on entity specific estimates. If all significant
Statutory Reports
inputs required to fair value an instrument are observable, the instrument is included in Level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
This is the case for unlisted equity securities, contingent consideration and indemnification asset included in level 3.
A. Accounting classifications and fair values

The following tables shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in
the fair value hierarchy.
Financial instruments by category As at 31 March 2020
Level 1 Level 2 Level 3 Total
Financial assets at amortised costs
Trade receivables - - 91.46 91.46
Cash and cash equivalents - - 12.50 12.50
Other bank balances not considered as cash and - - 9.96 9.96
cash equivalents
Other financial assets - - 4.88 4.88
Loans [non-current] - 3.35 - 3.35
Fixed deposits [non-current] - 1.53 - 1.53
Financial assets at FVTPL
Non-current investments - - 1.00 1.00
Current investments 0.06 - - 0.06
Total 0.06 4.88 119.80 124.74
Financial liabilities at amortised cost
Borrowings - 92.87 - 92.87
Trade payables - 551.67 - 551.67
Other financial liabilities - 22.67 - 22.67
Long-term borrowings [including current maturities] - 378.50 - 378.50
Non-current lease liabilities - 16.99 - 16.99
Current lease liabilities - 4.57 - 4.57
Total - 1,067.27 - 1,067.27

cash equivalents
Total 0.38 4.06 123.81 128.25
Borrowings - 292.34 - 292.34
Redeemable non-convertible debentures [including - 199.99 - 199.99
current maturities]
Deferred payment liabilities [including current maturities] - 1.16 - 1.16


Total - 1,228.23 - 1,228.23
B. Measurement of fair values

Assets and liabilities are to be measured based on the following valuation techniques:
Market approach – Prices and other relevant information generated by market transactions involving identical or comparable
assets or liabilities.
Income approach – Converting the future amounts based on market expectations to its present value using the
discounting methodology.
Cost approach – Replacement cost method.
Quoted market prices in active markets are available for investments in securities and, as such, these investments are classified
within Level 1.
Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments which are
traded in stock exchanges and valued using closing price at the reporting date.
The fair value of financial instruments that are not traded in an active market is determined using valuation techniques. The Company
uses its judgement to select a variety of methods and make assumptions that are mainly based on the conditions existing at the
end of each reporting period.
The following table shows the valuation techniques used in measuring Level 2 and Level 3 fair values for financial instruments measured
at fair value in the balance sheet, as well as the significant unobservable inputs used.
Financial instruments measured at fair value

Type Valuation technique Significant unobservable inputs Inter-relationship between significant
unobservable inputs and fair value
measurement
Security deposit* The valuation model considers the present Risk adjusted discount rate Not applicable
value of receivables, discounted using a risk
adjusted discount rate.
Unquoted investments** Based on the net worth of the investee Not applicable Not applicable
Company and proportionate investment
by the Company
Financial liabilities*** The valuation model considers the present Not applicable Not applicable
value of payables, discounted using a risk
* The fair value of the security deposits is computed using the discounted cash flows based on the current lending rates which is unchanged and therefore fair value
of deposits is same as its carrying amount. They are classified as level 2 fair values in the fair value hierarchy due to use of observable inputs.
**For some of the unquoted investments, the Company have determined the fair value which is based on the net worth of the investee Company.
***Financial liabilities include secured and unsecured bank loans, optionally convertible debentures liability component and other financial liabilities.
The following table shows a reconciliation from the opening balances to the closing balances for level 3 fair values:
As at As at
31 March 2020 31 March 2019
Balance at the beginning of the year - 3.20
Reclassified to level 2 - (3.20)
Additions/(realisation) during the year 1.00 -
Balance at the end of the year 1.00 -

Corporate Overview
C. Financial risk management
The Company has exposure to the following risks arising from financial instruments:
- credit risk
- liquidity risk
Statutory Reports
- market risk
(i) Risk management framework

The Company’s board of directors has overall responsibility for the establishment and oversight of the Company’s risk management
framework. The board of directors has established the risk management committee, which is responsible for developing and
monitoring the Company’s risk management policies. The committee reports regularly to the board of directors on its activities.
The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate
risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly
to reflect changes in market conditions and the Company’s activities.
The Company’s risk committee oversees how management monitors compliance with the Company’s risk management policies
and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The
audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk
management controls and procedures, the results of which are reported to the audit committee.
(ii) Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its
contractual obligations and arises principally from the Company's receivables from customers.
The carrying amounts of financial assets represent the maximum credit risk exposure.
Trade receivables
The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However,
management also considers the factors that may influence the credit risk of its customer base, including the default risk associated
with the industry and country in which customers operate.
The risk management committee has established a credit policy under which each new customer is analysed individually for
creditworthiness before the Company’s standard payment and delivery terms and conditions are offered. The Company review
includes external information, if they are available, financial statements, credit agency information, industry information and in
some cases bank references. Sale limits are established for each customer and reviewed periodically. Any sales exceeding those
limits require approval from the risk management committee.
The Company limits its exposure to credit risk from trade receivables by establishing a maximum payment period of 10 days for all
customer categories. In case of delay beyond 10 days, the interest is generally recovered at the rate of 18% upto 30 days from the
date of invoice and if the delay in beyond 30 days, it is recovered at the rate of 24% from the date of invoice. Average recovery rate
of interest from overdue trade receivables in past years was 12-14%. Most of the Company’s customers have been transacting
with the Company from past few years, and most of these customers’ balances are not credit-impaired at the reporting date
except in few cases reported. Identifying concentrations of credit risk requires judgement in the light of specific circumstances.
The Company monitors ageing of its trade receivables regularly and based on the same takes corrective action. Trade receivables
having ageing more than 180 days is monitor individually and loss allowance is created based on such assessment.
A summary of the Company's exposure to credit risk for trade receivables based on the ageing is as follows:
Ageing of receivables Gross carrying Expected credit Gross carrying Expected credit
amount loss amount loss
Less than 180 days 86.69 - 54.80 -
More than 180 days 60.13 55.36 60.19 55.54
146.82 55.36 114.99 55.54

The movement in the allowance for impairment in respect of trade receivables and loans is as follows:
As at As at
31 March 2020 31 March 2019
Expected credit loss during the year [net of reversal] (0.18) 52.46
(iii) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities
that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far
as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions,
without incurring unacceptable losses or risking damage to the Company’s reputation. The Company uses activity-based costing
to cost its products, which assists it in monitoring cash flow requirements and optimising its cash return on investments.
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and
undiscounted, and include contractual interest payments :
Not more than Later than
As at 31 March 2020 Total
1 year 1 year
Long-term borrowings 72.00 306.50 378.50
Trade payables 551.67 - 551.67
Short-term borrowings 92.87 - 92.87
Other financial liabilities 27.24 16.99 44.23
Total 743.78 323.49 1,067.27
1 year 1 year
Redeemable non-convertible debentures 20.00 179.99 199.99
Deferred payment liabilities 0.41 0.75 1.16
Other financial liabilities 75.34 - 75.34
Total 1,006.23 222.00 1,228.23
The Company has secured bank loans that contains certain loan covenants. A future breach of covenant may require the Company
to repay the loan earlier than indicated in the above table. Covenants are monitored on regular basis by the treasury department
and regularly reported to management to ensure compliance with the agreement.
As at 31 March 2020 the Company has not complied with certain financial covenants mentioned under the terms of borrowings
mainly due to paucity of working capital funds. Therefore, based on the past experience and the facts of the case the management
believes that no material financial obligation on part of the Company, is likely to arise in respect of the above matter and thus, no
adjustments are required in these financial statements in this regard.
The interest payments on variable interest rate loans in the table above reflect spot interest rates at the reporting date and these
amounts may change as market interest rates change. However, the Company doesn’t expect significant different amount on
account of change in market interest rate changes.
(iv) Market risk
Market risk is the risk that changes in market prices – such as foreign exchange rates, interest rates and commodity prices – will
affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to
manage and control market risk exposures within acceptable parameters, while optimising the return.
Commodity price risk
Commodity Price Risk arises due to fluctuation in prices of crude oil. The Company has a risk management framework aimed
at prudently managing the risk arising from the volatility in commodity prices and freight costs. The Company’s commodity risk
is managed centrally through well-established control processes. In accordance with the risk management policy, the Company
enters into various transactions using derivatives to hedge its exposure, as and when required.

Corporate Overview
Currency risk
The Company is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales, purchases
and borrowings are denominated. The currencies in which these transactions are primarily denominated are US dollars, Japanese
Yen and Euro. The Company uses forward exchange contracts to hedge its currency risk, most with a maturity of less than one
year from the reporting date, as and when required.
Statutory Reports
Exposure to currency risk
The summary quantitative data about the Company's exposure to currency risk (based on notional amounts) as reported to the
management is as follows.
(i) Unhedged foreign currency risk exposure:

Particulars As at 31 March 2020
Currency Amount in foreign Exchange rate Unhedged
currency (in `) amount
(in million) (in ` crores)
Trade payables USD 15.45 75.69 116.97
Euro 0.01 82.86 0.08
JPY 59.58 0.70 4.15
Loans [including interest payable] USD 0.55 75.69 4.14
Euro 5.11 82.86 42.32
Trade receivables USD (4.10) 75.68 (31.03)
Net exposure in respect of recognised assets and liabilities 136.63

Euro 0.14 77.70 1.09
JPY 55.43 0.63 3.47
Loans (including interest payable) USD 3.67 69.17 25.39
Euro 5.83 77.70 45.30
(ii) Hedged foreign currency risk exposure:

As at 31 March 2020
Currency Amount in foreign Strike rate Hedged amount
currency (in `) (in ` crores)
(in million)
Forward contract To take protection against Movement USD 1.00 74.41 7.44
in foreign exchange rates in respect of
receivable against exports
7.44
As at 31 March 2019
(in million)
USD - - -
-
Sensitivity analysis
A reasonably possible strengthening (weakening) of the INR, USD, JPY and Euro against all other currencies at year end would
have affected the measurement of financial instruments denominated in a foreign currency and affected equity and profit or loss by
the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores
any impact of forecast sales and purchases.


Currency (changes in currency value by 5%) Increase in profit Decrease in profit Increase in profit Decrease in profit
USD 5% movement 4.50 (4.50) 4.00 (4.00)
Euro 5% movement 2.13 (2.13) 2.32 (2.32)
JPY 5% movement 0.21 (0.21) 0.17 (0.17)
Exposure to interest rate risk
The following table demonstrates the sensitivity on the Company’s profit before tax, to a reasonably possible change in interest rates on that
portion of loans and borrowings affected, with all other variables held constant:
Changes in interest cost by 5% Increase Decrease Increase Decrease
On term loans 1.66 (1.66) 0.47 (0.47)
On cash credit limits 0.17 (0.17) 1.55 (1.55)
D. Capital management
The Company's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and
to sustain future development of the business. The primary objective of the Company's Capital Management is to maximise
the shareholder's value. Management also monitors the return on capital. The board of directors seeks to maintain a balance
between the higher returns that might be possible with higher levels of borrowing and the advantages and security afforded by
a sound capital position.
As at As at
31 March 2020 31 March 2019
Total liabilities 1,261.05 1,349.02
Less: cash and cash equivalents 12.50 4.97
Adjusted net debt 1,248.55 1,344.05
Total equity 222.45 241.21
Adjusted net debt to equity ratio 5.61 5.57
39. Leases
Lease liabilities are presented in the statement of financial position as follows:
As at As at
31 March 2020 31 March 2019
Current 4.57 -
Non-current 16.99 -
21.56 -
Adoption of Ind AS 116 ‘Leases’

Ind AS 116 ‘Leases’ replaces Ind AS 17 ‘Leases’ along with three interpretations (Appendix A ‘operating leases-incentives’,
Appendix B ‘evaluating the substance of transactions involving the legal form of a lease’ and Appendix C ‘determining whether
an arrangement contains a lease’).
The adoption of this new Standard has resulted in the Company recognising a right-of-use assets and related lease liability in
connection with all former operating leases except for those identified as low-value or having a remaining lease term of less than
12 months from the date of initial application.
The new Standard has been applied using the modified retrospective method along with the transition option to recognise
right-of-use assets at an amount equal to the Lease Liability.
The Company has elected not to include initial direct costs in the measurement of the right-of-use asset for operating leases
in existence at the date of initial application of Ind AS 116, being 01 April 2019. At this date, the Company has also elected to
measure the right-of-use assets at an amount equal to the lease liability adjusted for any prepaid or accrued lease payments that
existed at the date of transition.

Corporate Overview
Instead of performing an impairment review on the right-of-use assets at the date of initial application, the Company has relied
on its historic assessment as to whether leases were onerous immediately before the date of initial application of Ind AS 116.
On transition, for leases previously accounted for as operating leases with a remaining lease term of less than 12 months the
Company has applied the optional exemptions to not recognise right-of-use assets but to account for the lease expense on a
straightline basis over the remaining lease term.
Statutory Reports
On transition to Ind AS 116, the weighted average incremental borrowing rate applied to lease liabilities recognised under Ind
AS 116 was 9.50%
A. Reconciliation of total operating lease commitments at 31 March 2019 to the lease liabilities recognised at 01 April 2019 :
Particulars Amount
Operating lease commitments at 31 March 2019 36.53
Remeasurement 8.73
Lease liabilities at 1 April 2019 27.80
B. The following are amounts recognised in profit or loss :
31 March 2020
Depreciation expense of right-of-use assets 5.30
Interest expense on lease liabilities 2.42
Rent expense* 4.06
Total 11.78
*Rent expense in term of short-term leases and low value leases
The Company has leases for office premises, residential properties and storage facilities. With the exception of short-term leases
and low value leases, each lease is reflected on the balance sheet as a right-of-use asset and a lease liability. The Company
classifies its right-of-use assets to its property, plant and equipment.
Each lease generally imposes a restriction that, unless there is a contractual right for the Company to sublet the asset to another
party, the right-of-use asset can only be used by the Company. The Company is prohibited from selling or pledging the underlying
leased assets as security.
The table below describes the nature of the Company’s leasing activities by type of right-of-use asset recognised on balance sheet:
Range of
Average
No of right-of-use remaining No of leases with No of leases with
Right-of-use asset remaining
assets leased term extension options termination options
lease term
(in years)
Buildings 3 3-7 years 4.20 2 -
The maturity analysis of lease liabilities are disclosed in note 38.
Lease payments not recognised as a liability
The Company has elected not to recognise a lease liability for short-term leases (leases with an expected term of 12 months or less)
or for leases of low value assets. Payments made under such leases are expensed on a straight-line basis. The Company does
not have any liability to make variable lease payments for the right-to-use the underlying asset recognised in the financials.
The expense relating to payments not included in the measurement of the lease liability for short-term leases and leases of low
value is `4.06 crores.
At 31 March 2020, the Company was committed to short term-leases and leases of low value, and the total commitment as at
that date was `0.70 crores.
Total cash outflow for short term-leases and leases of low value for the year ended 31 March 2020 was `3.84 crores.

40. Particulars of investments made as required by clause (4) of Section 186 of the Companies Act, 2013 and as required by
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 has been given
under the investment schedule. Refer note 5(a) and note 5(b).
41. Related party disclosure

a) Disclosure of related parties and relationship between the parties
Nature of relationship Name of related party
i) Key Managerial Personnel Mr. Om Prakash Lohia [Chairman and Managing Director ('CMD')]
Mr. Vishal Lohia [Whole Time Director ('WTD')]
Mrs. Urmila Lohia [Relative of CMD]
Mr. Aloke Lohia [Relative of CMD]
Mrs. Ritika Kumar [Relative of CMD]
Mrs. Rimple Lohia [Relative of WTD]
Mr. Ashok Kumar Ladha [Non-Executive Independent Director]
[resigned w.e.f. 25 November 2019]
Mr. Udeypaul Singh Gill [Non-Executive Non-Independent Director]
[appointed w.e.f. 3 April 2019]
Mr. Dhanendra Kumar [Non-Executive Independent Director]
[appointed w.e.f. 14 February 2020]
Mr. M N Sudhindra Rao [Executive Director & Chief Executive Officer]
Ms. Ranjana Agarwal [Non-Executive Independent Director]
Mr. Suman Jyoti Khaitan [Non-Executive Independent Director]
Dr. Arvind Pandalai [Non-Executive Independent Director]
ii) Other group entities over which Key Management Personnel and Indorama Petrochem Limited
their relatives are able to exercise significant influence (with whom Indorama Polyester Industries Public Company Limited
transaction have taken place) Indorama Industries Limited
TPT Petrochemicals Public Company Limited
IVL Dhunseri Petrochem Industries Private Limited
StarPet Inc.
PT. Indorama Polychem Indonesia
iii) Enterprises having significant influence on the Company Brookgrange Investments Limited
iv) Controlling Company Indorama Netherlands BV [controlling company]*
Indorama Ventures Public Company Limited [ultimate
controlling company]**
* During the year ended 31 March 2020 and pursuant to equity infusion, INBV controls the Company through management control and also appointed additional Key
Management Personnel in the Company, refer note 14.
* Subsequent to the year ended 31 March 2020, Company has option to arrange additional credit lines with the support of the promoter Group Company to the tune
of US$50 million by way of the Stand By Letter of Credit (SBLC) to meet any unforeseen exigencies.
b) Disclosure of transactions between the Company and its related parties

31 March 2020 31 March 2019
i) Other group entities over which Key Management Personnel and their relatives are able to
exercise significant influence
Foreign currency fluctuations
Indorama Petrochem Limited 1.48 1.86
Purchases of raw material and stores and spares
Indorama Industries Limited 11.84 -

Corporate Overview

31 March 2020 31 March 2019
Indorama Petrochem Limited 5.75 -
TPT Petrochemicals Public Company Limited 6.04 -
StarPet Inc. 0.59 -
PT. Indorama Polychem Indonesia 0.10 -
Statutory Reports
Sale of products
ii) Key Managerial Personnel
Remuneration
Short-term employee benefits 7.83 5.82
Other long-term benefits (0.11) (0.27)
Post-employment defined benefit 0.02 (0.01)
7.74 5.54
Other transactions [Non-Executive Independent Director]
Rent income 0.16 0.14
0.16 0.14
Director sitting fees 0.17 0.12
0.17 0.12
Interest on optionally convertible debentures
Mr. Om Prakash Lohia 0.74 2.40
0.74 2.40
Endorsement of keyman insurance policy
Mr. Om Prakash Lohia* - 7.31
- 7.31
*Pursuant to board resolution dated 14 February 2019, Company has accorded approval to assign the key man insurance policy in the favour of Mr. Om Prakash Lohia
on 1 April 2019 and accordingly other financial assets pertaining to surrender value of such policy amounting to `7.31 crores has been derecognised during the year.
The insurance company acknowledged the letter for assignment of policy on 1 April 2019.
Personal guarantee given

Mr. Vishal Lohia and Mr. Om Prakash Lohia, jointly and severally - 399.99
c) Disclosure of related parties year end balances

As at As at
31 March 2020 31 March 2019
i) O
ther group entities over which Key Management Personnel and their relatives are able to
exercise significant influence
Trade payables
Indorama Petrochem Limited 17.15 32.14
IVL Dhunseri Petrochem Industries Private Limited 3.83 -
StarPet Inc. 0.59 -
Advance from customers
Indorama Polyester Industries Public Company Limited 100.65 -
ii) Key managerial personnel
Other financial liabilities (current)
Interest payable on optionally convertible debentures
Mr. Om Prakash Lohia - 1.07
Employee related payables
Mr. Vishal Lohia - 0.07
Mr. Om Prakash Lohia* - 0.55
Borrowings (current)
Optionally convertible debentures
Mr. Om Prakash Lohia - 20.00
Provision for gratuity and leave encashment [based on actuarial valuation]
Employee benefits 1.18 1.24

42. Exceptional items

31 March 2020 31 March 2019
Provision for claims and other receivables* - 67.84

Provision for expected credit loss - 41.88
Provision for doubtful advances to vendors - 2.40
Provision for non-moving inventory - 3.07
- 115.19
*Provision for claims and other receivables includes provision for insurance claim and interest thereon. The Company had lodged claims with its insurance companies
for loss of certain assets and loss suffered due to business interruptions under the loss of profit policy relating to a fire incident in the plant in 2007-08. The matter was
under dispute with the Insurance Company over the claim amount with the Hon'ble Division Bench of the Delhi High Court. During the previous year, Company had
received an unfavourable order from the Hon'ble Division Bench of the Delhi High Court. The insurance claim recoverable and interest thereon has been written off in
the financial statements and shown as exceptional item.
43. Corporate social responsibility Pursuant to the relaxed guidelines, the Company has

In accordance with the provisions of section 135 of the Companies now resumed its manufacturing operations as allowed in
Act 2013, the Board of Directors of the Company had constituted keeping with Government advisories. Since the situations
a Corporate Social Responsibility (CSR) committee. In terms with are continuously evolving, the impact assessed may be
the provisions of the said Act, the Company is not required to different from the estimates made as at the date of approval
spend any amount towards CSR activities during the current of these financial results and management will continue to
and previous year. monitor any material changes arising due to the impact of
this pandemic on financial and operational performance
44.
In March 2020, WHO declared Covid-19 outbreak as of the Company and take necessary measures to address
a pandemic. This pandemic has severely impacted the situation.
businesses around the globe. In many countries, including
India, there has been severe disruption to regular business The management is of the view that the Company will
operations. The plant and offices of the Company has been be able to continue as a going concern and will realise
under lock-down since March 2020, as per directives from its assets and will be able to meet its liabilities at the
the Government. As a result, operations for the month amounts stated in the books and commitments in the
of March 2020 have been impacted. The Company is normal course of business. The Company has option
monitoring the situation closely and the overall impact to arrange additional credit lines with the support of the
on the business of the Company will depend on future promoter Group Company to the tune of US$50 million by
developments which cannot be reliably predicted. way of the Stand By Letter of Credit (SBLC) to meet any
Fixed expenses in March 2020, incurred during this period unforeseen exigencies.
of lock-down are as under:
(i) Employee cost - `1.97 Crores 45. The Company’s business comprises of manufacture and
(ii) Depreciation - `1.93 Crores sale of polyester products. In the past, due to high raw
(iii) Other expenses - `0.75 Crores material cost, working capital issues and consequent
high interest cost, the Company incurred losses.
Given the uncertainty of quick turnaround to normalcy, Subsequent to infusion of additional equity by way
post lifting of the lock down, the Company has carried of preferential allotment to Indorama Netherlands BV
out a comprehensive assessment of possible impact (IVL) and Siam Stock Holdings Limited, amounting to
on its business operations, financial assets, contractual `360.72 crores, the Company has taken significant steps
obligations and its overall liquidity position, based on during the year to improve operational performance by
the internal and external sources of information and competitive procurement of raw materials, ramping up
application of reasonable estimates. The Company of production in a phased manner to have economies
does not foresee any significant incremental risk to the of scale, sufficient working capital facilities from banks
recoverability of its assets or in its ability to meet its at reduced cost and creation of a good customer base.
financial obligations over the foreseeable future, given The result of initial steps taken have started showing
early and required steps taken to contain, protect and improvement in performance of the Company. Further, relief
mitigate the exposure. action for the industry from Government of India by
abolishing anti-dumping duty on imported PTA, a key raw

Corporate Overview
material for the Company, in budget 2020-21, will have 19A of the Securities Contracts (Regulation) Rules, 1957
additional positive impact on the business. (‘SCRR’), the Company is required to maintain at least 25%
(twenty five percent) public shareholding, as determined
The management has reassessed the carrying value of in accordance with SCRR, on a continuous basis for
deferred taxes and made appropriate adjustment in the listing. Pursuant to the acquisition of shares by Indo Rama
carrying value of deferred tax assets based on prudence. Netherlands BV (‘INBV’) through open offer, promoters’
Statutory Reports
The management is confident about the achievement of shareholding has increased to 81.72%. The Company
its long-term business plans and availability of sufficient plans to comply with SCRR as per SEBI Circular no.
future taxable profits against which deferred tax is CFD/CMD/CIR/P/2017/115 dated 10 October 2017 read
fully recoverable. with Circular no. SEBI/HO/CFD/CMD1/CIR/P/2020/81
dated 14 May 2020.
46.
The equity shares of the Company are listed on BSE
Limited and National Stock Exchange of India Limited. 47.
The standalone financial statements were
As per Regulation 38 of the Securities and Exchange approved for issue by the board of directors on 24
Board of India (Listing Obligations and Disclosure June 2020.
Requirements) Regulations 2015 (‘LODR’) read with Rule
This is the summary of significant accounting policies and other explanatory information referred to in our report of even date



Independent Auditor’s Report
To the Members of Indo Rama Synthetics of the Act. Our responsibilities under those standards are
(India) Limited further described in the Auditor’s Responsibilities for the
Audit of the Consolidated Financial Statements section
Report on the Audit of the Consolidated of our report. We are independent of the Company in
Financial Statements accordance with the Code of Ethics issued by the Institute
of Chartered Accountants of India (‘ICAI’) together with the
Opinion ethical requirements that are relevant to our audit of the
1. We have audited the accompanying consolidated financial financial statements under the provisions of the Act and
statements of Indo Rama Synthetics (India) Limited (‘the the rules thereunder, and we have fulfilled our other ethical
Holding Company’) and its subsidiary, Indorama Yarns responsibilities in accordance with these requirements
Private Limited, (the Holding Company and its subsidiary and the Code of Ethics. We believe that the audit evidence
together referred to as ‘the Group’), which comprise the we have obtained is sufficient and appropriate to provide
Consolidated Balance Sheet as at 31 March 2020, the a basis for our opinion.
Consolidated Statement of Profit and Loss (including
Other Comprehensive Income), the Consolidated Cash Emphasis of Matter - Uncertainties related to Covid-19
Flow Statement and the Consolidated Statement of
4.
We draw attention to Note 44 to the accompanying
Changes in Equity for the year then ended, and a
consolidated financial statements, which describes
summary of the significant accounting policies and other
management’s assessment of uncertainties relating to
explanatory information
the effects of the COVID-19 pandemic on the Company’s
operations. Our opinion is not modified in respect
2.
In our opinion and to the best of our information and
of this matter.
according to the explanations given to us, the aforesaid
consolidated financial statements give the information
Key Audit Matter
required by the Companies Act, 2013 (‘Act’) in the manner
5.
Key audit matters are those matters that, in our
so required and give a true and fair view in conformity
professional judgment, were of most significance in our
with the accounting principles generally accepted in India
audit of the financial statements of the current period.
including Indian Accounting Standards (‘Ind AS’) specified
These matters were addressed in the context of our audit
under section 133 of the Act, of the consolidated state
of the consolidated financial statements as a whole, and
of affairs of the Group, as at 31 March 2020, and their
in forming our opinion thereon, and we do not provide a
consolidated loss (including other comprehensive income),
separate opinion on these matters.
consolidated cash flows and the consolidated changes in
equity for the year ended on that date.
6. We have determined the matters described below to be
the key audit matters to be communicated in our report
Basis for Opinion
3.
We conducted our audit in accordance with the
Standards on Auditing specified under section 143(10)
Recognition of deferred tax assets (Refer note 8(b) to the Our audit procedures in relation to the recognition of deferred tax
accompanying consolidated financial statements) assets included, but were not limited to, the following:
•
As detailed in note 8(b) to the accompanying consolidated financial of key controls implemented by the Group over recognition of
statements, the Group has deferred tax assets (net) aggregating to deferred tax assets based on the assessment of Group’s ability
`110.01 crores as at 31 March 2020. to generate sufficient taxable profits in foreseeable future allowing
the use of deferred tax assets within the time prescribed by
During the current year, the Group has recognised deferred tax assets income tax laws.
amounting to `15.90 crores and has reversed `152.00 crores based
on taxable profit as per revised projections. • Reconciled the future taxable profit projections to future business
plans of the Group as approved by the Board of Directors.

Corporate Overview
The Group’s ability to recover the deferred tax assets is assessed by • Tested the assumptions used in the aforesaid future projections
the management at the close of each financial year which depends such as growth rates, expected saving, increased utilization of
on the forecasts of the future results and taxable profits that Group plants, etc. considering our understanding of the business, actual
expects to earn within the period by which such brought forward historical results, other relevant existing conditions, external
losses can be adjusted against the taxable profits as governed by the data and market conditions, including the impact of COVD-19
Income-tax Act, 1961. pandemic on such assumptions.
The projected cash flows involve key assumptions such as future • Tested the arithmetical accuracy of the calculations including those
growth rate and market conditions including considering impact of related to sensitivity analysis performed by the management.
COVID-19 pandemic. Any change in these assumptions could have
a material impact on the carrying value of deferred tax assets. These • Performed independent sensitivity analysis to test the impact of
assumptions and estimates are judgmental, subjective and depend possible variations in key assumptions.
Statutory Reports
on the future market and economic conditions, including industry
focused trade policies, materialization of the Group’s expansion plans. • Reviewed the historical accuracy of the cash flow projections
We have identified the recoverability of deferred tax assets recognised
on carried forward tax losses and unabsorbed depreciation as a key • Evaluated management’s assessment of time period available
audit matter for the current year audit considering the materiality of for adjustment of such deferred tax assets as per provisions of
the amounts, complexities and significant judgments involved, as the Income-tax Act, 1961 and appropriateness of the accounting
described above. treatment with respect to the recognition of deferred tax assets
as per requirements of Ind AS 12, Income Taxes.
We also consider the uncertainty relating to availability of sufficient
future taxable profits estimated by the management as a matter • Evaluated the derecognition of deferred tax assets in absence of
fundamental to the understanding of the users of the accompanying expected sufficient future taxable profits.
made in the financial statements in respect of deferred tax assets
in accordance with applicable accounting standards.
Going concern basis of accounting (Refer Note 44 to the ur audit procedures included, but were not limited to, the following
O
accompanying consolidated financial statements) in relation to assessment of appropriateness of going concern
basis of accounting:
During the year ended 31 March 2020, the Group has incurred losses
before tax of `180.44 crores for the year ended 31 March 2020 and •
Obtained an understanding of the management’s process
has had negative cash flow from its operations. Also, as at 31 March for identifying all events or conditions that could impact the
2020, the current liabilities exceed its current assets by `279.93 crores. Group’s ability to continue as a going concern, and the process
followed to assess the mitigating factors existing for such
Further,due to outbreak of COVID 19 pandemic and lock-down events or conditions.
imposed by the Government, manufacturing plants of the Group were
shut down till end of May 2020 and have partially resumed operations •
from June 2020 and Group expects to normal production by August of key controls around aforesaid identification of events or
2020. This is also likely to impact the profitability and cashflows of the conditions and mitigating factors, and controls around cash flow
projections prepared by the management.
Group for the subsequent periods.
• Reconciled the cash flow projections to future business plans of
While the above indicates doubt about the Group’s ability to the Group as approved by the Board of Directors.
continue as a going concern and as detailed in aforesaid note to the
accompanying consolidated financial statements, the Group has taken • In order to corroborate management’s future business plans and
into consideration the following mitigating factors in its assessment of to identify potential contradictory information we read the board
appropriateness of using the going concern basis of accounting: minutes, supervisory board minutes and discussed the business
plans with management and the Audit Committee.
• Group has been sanctioned credit limits, which it is yet to avail;
• Tested the appropriateness of the key assumptions including the
impact of COVID 19 pandemic on such assumptions, that had
• Company has option to arrange additional credit lines with the
the most material impact including the growth rates, increased
support of the promoter Group Company to the tune of US$50 utilization of plants and reduced raw material cost. In challenging
million by way of the Stand By Letter of Credit (SBLC) to meet any these assumptions, we considered our understanding of
unforeseen exigencies; the business, actual historical results, other relevant existing
conditions, external data and market conditions.
• Increased capacity utilization of plants;
• Tested the arithmetical accuracy of the calculations including those
• Expected additional benefit of GST refund on increased future related to sensitivity analysis performed by the management.
sales within the state of Maharashtra; and
• Improved margins due to reduction in raw material prices.

Management has prepared future cash flow forecasts taking into • Performed independent sensitivity analysis to test the impact of
cognizance the above developments and performed sensitivity variation in the key assumptions.
analysis of the key assumptions such as future growth rate and market
conditions including impact of COVID-19 pandemic, therein to assess • Reviewed the historical accuracy of the cash flow projections
whether the Group would be able operate as a going concern for a
period of at least 12 months from the date of financial statements,
•
Inspected the approved unutilized loan sanction letter and
and concluded that the going concern basis of accounting used for evidence of support given by the promoter group company in
preparation of the accompanying consolidated financial statements is favour of the Group.
appropriate with no material uncertainty over going concern
We have considered the assessment of management’s evaluation of made in the financial statements in respect of going concern.
going concern basis of accounting as a key audit matter due to the
pervasive impact thereof on the consolidated financial statements
and the significant judgements and assumptions that are inherently
subjective and dependent on future events, involved in preparation of
cash flow projections and the overall conclusion.
Provisions and contingent liabilities relating to litigations Our audit procedures in relation to the assessment of litigations and
provisions included, but were not limited to, the following:
(Refer note 32 to the accompanying consolidated
financial statements)
• Obtained an understanding of the management process for:
- identification of legal and tax matters initiated
As detailed in note 32 to the consolidated financial statements, the against the Group,
Group is exposed to a large number of litigations including matters - assessment of accounting treatment for each such litigation
pertaining to income tax and prior years’ matters pertaining to excise, identified under Ind AS 37 accounting principles, and
customs, sales tax, value added tax, service tax, etc., which could - measurement of amounts involved
have a significant impact on the financial position of the Group, if the
potential exposures were to materialize. • Evaluated the design and tested the operating effectiveness of key
controls around above process including for completeness and
Provision for such litigations amounts to `54.02 crores as at 31 March accuracy of the list of litigations outstanding against the Group.
2020 based on its estimate of the likelihood of such liability devolving
upon the Group. • Obtained understanding of the developments during the year in
each existing litigation, and understanding of the new litigations
The amounts involved are material and the application of accounting initiated against the Group during the year by inquiry with the
principles as given under Ind AS 37, Provisions, Contingent Liabilities management, inspection of case related documents such as
and Contingent Assets, in order to determine the amount to be notices, orders, etc. and correspondence of the Group with their
recognised as a liability or to be disclosed as a contingent liability, in external counsels handling such matters on behalf of the Group.
each case, is inherently subjective, and needs careful evaluation and
judgement to be applied by the management. •
Conducted a critical review of the assessment done by the
management with the help of its legal and tax experts for the
The key judgements involved are with respect to the potential exposure likelihood and potential impact of each litigation, examining the
of each litigation and the likelihood and/or timing of cash outflows from available supporting documents. Tested the independence,
the Group, and requires interpretation of laws and past legal rulings. objectivity and competence of such external experts involved.
Considering the significant judgments, materiality of the amounts • Exercised our professional judgment to assess the management’s
involved, inherent high estimation uncertainty and reliance on external assessment of the potential likelihood of liability devolving upon
legal and tax experts, this matter has been identified as a key audit the Group with respect to each legal case.
matter for the current year audit.
• Involved auditor’s experts to assess the Group’s interpretation and
application of relevant tax laws to evaluate the appropriateness
of key assumptions used and the reasonableness of estimates
made in relation to uncertain tax positions, taking into account
past precedents.
•
Reviewed significant movements in provision with
supporting documents.
•
Tested the underlying calculations of amount of liability
recognized and contingent liability disclosed in the consolidated
•
Evaluated the appropriateness and adequacy of disclosures
made in the financial statements with respect to provisions
and contingent liability in accordance with applicable
accounting standards.

Information other than the Consolidated Financial 9.

In preparing the consolidated financial statements, the
Corporate Overview
Statements and Auditor’s Report thereon respective Board of Directors of the companies included
in the Group are responsible for assessing the ability of
7. The Holding Company’s Board of Directors are responsible
the Group to continue as a going concern, disclosing, as
for the other information. The other information comprises
applicable, matters related to going concern and using
the information included in the Annual Report, but
the going concern basis of accounting unless the Board
does not include the consolidated financial statements
of Directors either intend to liquidate the Group or to cease
and our auditor’s report thereon. The Annual Report is
operations, or has no realistic alternative but to do so.
expected to be made available to us after the date of this
auditor's report.
10.Those Board of Directors are also responsible for
overseeing the financial reporting process of the companies
Our opinion on the consolidated financial statements does
Statutory Reports
included in the Group.
not cover the other information and we will not express
any form of assurance conclusion thereon.
Auditor’s Responsibilities for the Audit of the
In connection with our audit of the consolidated financial
statements, our responsibility is to read the other 11. Our objectives are to obtain reasonable assurance about
information identified above when it becomes available whether the financial statements as a whole are free from
and, in doing so, consider whether the other information material misstatement, whether due to fraud or error,
is materially inconsistent with the consolidated financial and to issue an auditor’s report that includes our opinion.
statements or our knowledge obtained in the audit or Reasonable assurance is a high level of assurance but is
otherwise appears to be materially misstated. not a guarantee that an audit conducted in accordance
with Standards on Auditing will always detect a material

When we read the Annual Report, if we conclude misstatement when it exists. Misstatements can arise from
that there is a material misstatement therein, we are fraud or error and are considered material if, individually or
required to communicate the matter to those charged in the aggregate, they could reasonably be expected to
with governance influence the economic decisions of users taken on the
basis of these financial statements.
Responsibilities of Management and Those Charged with
Governance for the consolidated Financial Statements 12.
As part of an audit in accordance with Standards on
Auditing, we exercise professional judgment and maintain
8.
The accompanying consolidated financial statements
professional skepticism throughout the audit. We also:
have been approved by the Holding Company’s Board of
Directors. The Holding Company’s Board of Directors is
•
Identify and assess the risks of material
responsible for the matters stated in section 134(5) of the
misstatement of the financial statements, whether
Act with respect to the preparation of these consolidated
due to fraud or error, design and perform audit
financial statements that give a true and fair view of the
procedures responsive to those risks, and obtain
consolidated financial position, consolidated financial
audit evidence that is sufficient and appropriate
performance including other comprehensive income,
to provide a basis for our opinion. The risk of not
consolidated changes in equity and consolidated cash
detecting a material misstatement resulting from
flows of the Group in accordance with the accounting
fraud is higher than for one resulting from error,
principles generally accepted in India, including the Ind
as fraud may involve collusion, forgery, intentional
AS specified under section 133 of the Act. The respective
omissions, misrepresentations, or the override of
Board of Directors/management of the companies
internal control;
included in the Group are responsible for maintenance
of adequate accounting records in accordance with the
• Obtain an understanding of internal control relevant
provisions of the Act for safeguarding of the assets of the
to the audit in order to design audit procedures
Company and for preventing and detecting frauds and
that are appropriate in the circumstances, Under
other irregularities; selection and application of appropriate
section 143(3)(i) of the Act, we are also responsible
accounting policies; making judgments and estimates that
for expressing our opinion on whether the Holding
are reasonable and prudent; and design, implementation
Company has adequate internal financial controls
and maintenance of adequate internal financial controls,
with reference to financial statements in place and
that were operating effectively for ensuring the accuracy
the operating effectiveness of such controls;
and completeness of the accounting records, relevant
to the preparation and presentation of the consolidated
financial statements that give a true and fair view and are
free from material misstatement, whether due to fraud or
error, which have been used for the purpose of preparation
of the consolidated financial statements by the Directors
of the Holding Company, as aforesaid.
•
Evaluate the appropriateness of accounting company, covered under the Act paid remuneration to
policies used and the reasonableness of their respective directors during the year in accordance
accounting estimates and related disclosures with the provisions of and limits laid down under section
made by management; 197 read with Schedule V to the Act.
• Conclude on the appropriateness of management’s 17. As required by Section 143 (3) of the Act, based on our
use of the going concern basis of accounting and, audit on separate financial statements and other financial
based on the audit evidence obtained, whether information of the subsidiary, we report, to the extent
a material uncertainty exists related to events or applicable, that:
conditions that may cast significant doubt on the
ability of the Group to continue as a going concern. a) we have sought and obtained all the information and
If we conclude that a material uncertainty exists, we explanations which to the best of our knowledge and
are required to draw attention in our auditor’s report belief were necessary for the purpose of our audit of
to the related disclosures in the financial statements the aforesaid consolidated financial statements;
or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit b) in our opinion, proper books of account as required
evidence obtained up to the date of our auditor’s by law relating to preparation of the aforesaid
report. However, future events or conditions consolidated financial statements have been
may cause the Group to cease to continue as a kept so far as it appears from our examination
going concern; and of those books;
• Evaluate the overall presentation, structure and c) the consolidated financial statements dealt with by
content of the financial statements, including the this report are in agreement with the relevant books
disclosures, and whether the financial statements of account maintained for the purpose of preparation
represent the underlying transactions and events in of the consolidated financial statements;
a manner that achieves fair presentation.
d) in our opinion, the aforesaid consolidated financial
13. We communicate with those charged with governance statements comply with Ind AS specified under
regarding, among other matters, the planned scope and section 133 of the Act;
timing of the audit and significant audit findings, including
any significant deficiencies in internal control that we e)
the matter described in paragraph 5 under the
identify during our audit. Emphasis of Matter, in our opinion, may have
an adverse effect on the functioning of the
14.
We also provide those charged with governance with Holding Company;
a statement that we have complied with relevant
ethical requirements regarding independence, and to f) on the basis of the written representations received
communicate with them all relationships and other from the directors of the Holding Company and
matters that may reasonably be thought to bear on our taken on record by the Board of Directors of the
independence, and where applicable, related safeguards. Holding Company and its subsidiary company
covered under this Act, none of the directors of
15. From the matters communicated with those charged with the Group companies, are disqualified as on 31
governance, we determine those matters that were of March 2020 from being appointed as a director in
most significance in the audit of the financial statements terms of Section 164(2) of the Act.
of the current period and are therefore the key audit
matters. We describe these matters in our auditor’s report g) with respect to the adequacy of the internal financial
unless law or regulation precludes public disclosure about controls with reference to financial statements of
the matter or when, in extremely rare circumstances, we the Holding Company and its subsidiary company
determine that a matter should not be communicated in covered under this Act, and the operating
our report because the adverse consequences of doing effectiveness of such controls, refer to our separate
so would reasonably be expected to outweigh the public report in ‘Annexure I’; and
interest benefits of such communication
h) with respect to the other matters to be included in
Report on Other Legal and Regulatory Requirements the Auditor’s Report in accordance with rule 11 of
the Companies (Audit and Auditors) Rules, 2014
16. As required by section 197(16) of the Act, based on our (as amended), in our opinion and to the best of our
audit on separate financial statements of the subsidiary, information and according to the explanations given
we report that the Holding Company and its subsidiary to us and as also the other financial information of
the subsidiary:

i. the consolidated financial statements disclose iv.

the disclosure requirements relating to holdings
Corporate Overview
the impact of pending litigations on the as well as dealings in specified bank notes were
consolidated financial position of the Group, applicable for the period from 8 November 2016 to
as detailed in Note 32 to the consolidated 30 December 2016, which are not relevant to these
financial statements; consolidated financial statements. Hence, reporting
under this clause is not applicable.
ii.
the Holding Company and its subsidiary
did not have any long-term contracts
including derivative contracts for which there
were any material foreseeable losses as
at 31 March 2020; Chartered Accountants
Statutory Reports
iii. there were no amounts which were required to
be transferred to the Investor Education and Sandeep Mehta
Protection Fund by the Holding Company and Place: Mohali Partner
its subsidiary company covered under the Act, Date: 24th June 2020 Membership No.: 099410)
during the year ended 31 March 2020; and UDIN 20099410AAAABD6136

Annexure I to the Independent Auditor’s Report on the
internal financial controls with reference to financial
statements under Clause (i) of Sub-section 3 of Section 143
of the Companies Act, 2013 (‘the Act’)
1. In conjunction with our audit of the consolidated financial the audit to obtain reasonable assurance about whether
statements of Indo Rama Synthetics (India) Limited (‘the adequate internal financial controls with reference to
Holding Company’) and its subsidiary, Indorama Yarns financial statements were established and maintained and
Private Limited (the Holding Company and its subsidiary if such controls operated effectively in all material respects.
together referred to as ‘the Group’), as at and for the
year ended 31 March 2020, we have audited the internal 3. Our audit involves performing procedures to obtain audit
financial controls with reference to financial statements of evidence about the adequacy of the internal financial
the Holding Company, its subsidiary company, which are controls with reference to financial statements and their
companies covered under the Act, as at that date. operating effectiveness. Our audit of internal financial
controls with reference to financial statements includes
Responsibilities of Management and Those obtaining an understanding of such internal financial
Charged with Governance for Internal controls, assessing the risk that a material weakness
Financial Controls exists, and testing and evaluating the design and
1.
The respective Board of Directors of the Holding operating effectiveness of internal control based on the
Company, its subsidiary company, which are companies assessed risk. The procedures selected depend on the
covered under the Act, are responsible for establishing auditor’s judgement, including the assessment of the
and maintaining internal financial controls based on the risks of material misstatement of the financial statements,
internal control over financial reporting criteria established whether due to fraud or error.
by the Company considering the essential components
of internal control stated in the Guidance Note on Audit 4. We believe that the audit evidence we have obtained is
of Internal Financial Controls over Financial Reporting sufficient and appropriate to provide a basis for our audit
issued by the Institute of Chartered Accountants of India. opinion on the internal financial controls with reference
These responsibilities include the design, implementation to financial statements of the Holding Company, its
and maintenance of adequate internal financial controls subsidiary company as aforesaid.
that were operating effectively for ensuring the orderly and
efficient conduct of the Company’s business, including Meaning of Internal Financial Controls with
adherence to the Company’s policies, the safeguarding Reference to Financial Statements
of its assets, the prevention and detection of frauds and 5. A company's internal financial controls with reference to
errors, the accuracy and completeness of the accounting financial statements is a process designed to provide
records, and the timely preparation of reliable financial reasonable assurance regarding the reliability of financial
information, as required under the Act. reporting and the preparation of financial statements
for external purposes in accordance with generally
Auditor’s Responsibility for the Audit of the accepted accounting principles. A company's internal
Internal Financial Controls with Reference to financial controls with reference to financial statements
Financial Statements include those policies and procedures that (1) pertain
2. Our responsibility is to express an opinion on the internal to the maintenance of records that, in reasonable
financial controls with reference to financial statements detail, accurately and fairly reflect the transactions and
of the Holding Company, its subsidiary company, as dispositions of the assets of the company; (2) provide
aforesaid, based on our audit. We conducted our audit reasonable assurance that transactions are recorded as
in accordance with the Standards on Auditing issued by necessary to permit preparation of financial statements in
the Institute of Chartered Accountants of India (‘ICAI’) accordance with generally accepted accounting principles,
prescribed under Section 143(10) of the Act, to the extent and that receipts and expenditures of the company are
applicable to an audit of Internal Financial Controls with being made only in accordance with authorisations of
reference to financial statements, and the Guidance Note management and directors of the company; and (3)
on Audit of Internal Financial Controls Over Financial provide reasonable assurance regarding prevention or
Reporting (‘the Guidance Note’) issued by the ICAI. timely detection of unauthorised acquisition, use, or
Those Standards and the Guidance Note require that we disposition of the company's assets that could have a
comply with ethical requirements and plan and perform material effect on the financial statements.

Inherent Limitations of Internal Financial controls were operating effectively as at 31 March 2020,
Controls with Reference to Financial
Corporate Overview
based on the internal control over financial reporting
Statements criteria established by the Company considering the
6.
Because of the inherent limitations of internal financial essential components of internal control stated in the
controls with reference to financial statements, including Guidance Note on Audit of Internal Financial Controls over
the possibility of collusion or improper management Financial Reporting issued by the Institute of Chartered
override of controls, material misstatements due to error Accountants of India.
or fraud may occur and not be detected. Also, projections
of any evaluation of the internal financial controls with
reference to financial statements to future periods are
subject to the risk that the internal financial controls
Statutory Reports
with reference to financial statements may become
inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures
may deteriorate. Chartered Accountants
Opinion
7.
In our opinion, the Holding Company, its subsidiary Sandeep Mehta
company, which are companies covered under the Act, Place: Mohali Partner
have in all material respects, adequate internal financial Date: 24th June 2020 Membership No.: 099410)
controls with reference to financial statements and such UDIN 20099410AAAABD6136

Consolidated Balance Sheet
as at 31 March 2020
As at
Notes
31 March 2020
Assets
Non-current assets
a) Property, plant and equipment 2 702.75
b) Capital work-in-progress 3 7.19
c) Intangible assets 4 0.14
d) Financial assets
i) Investments 5(a) -
ii) Loans 6 3.35
iii) Other financial assets 7 1.53
e) Non-current tax assets [net] 8(a) 10.54
f) Deferred tax assets [net] 8(b) 110.01
g) Other non-current assets 9 16.89
Total non-current assets 852.40
Current assets
a) Inventories 10 250.54
b) Financial assets
i) Investments 5(b) 0.06
ii) Trade receivables 11 91.46
iii) Cash and cash equivalents 12 13.02
iv) Other bank balances not considered as cash and cash equivalents 13 9.96
vi) Other financial assets 7 4.88
c) Other current assets 9 260.77
Total current assets 630.69
Total assets 1,483.09
Equity And Liabilities
Equity
a) Equity share capital 14 261.11
b) Other equity 15 (39.10)
Total equity 222.01
Liabilities
Non-current liabilities
i) Borrowings 16 306.50
ii) Other financial liabilities 17 16.99
b) Provisions 18 27.53
Total non-current liabilities 351.02
Current liabilities
i) Borrowings 19 92.87
ii) Trade payables 20
- total outstanding dues of micro enterprises and small enterprises 3.25
- total outstanding dues of creditors other than micro enterprises and small enterprises 548.45
iii) Other financial liabilities 17 99.24
b) Other current liabilities 21 109.15
c) Provisions 18 57.10
Total current liabilities 910.06
Total equity and liabilities 1,483.09
Notes 1 to 48 forms an integral part of these consolidated financial statements
This is the Consolidated Balance Sheet referred to in our report of even date


Consolidated Statement of Profit and Loss
Corporate Overview
For the
Notes Year ended
31 March 2020
I. Income
Revenue from operations 22 2,122.05
Other income 23 5.90
Statutory Reports
Total income 2,127.95
II. Expenses
Cost of materials consumed 24 1,619.96
Purchases of stock-in-trade 25 0.75
Changes in inventories of finished goods, work-in-progress and stock-in-trade 26 (17.14)
Employee benefits expense 27 90.13
Other expenses 28 434.03
2,127.73
Profit/(loss) before finance costs, depreciation and amortisation expense, foreign exchange 0.22
fluctuation loss
Finance costs 29 92.31
Depreciation and amortisation expense 30 86.00
Foreign exchange fluctuation loss 2.35
Total expenses 2,308.39
III. Loss before tax [I-II] (180.44)
IV. Tax
Deferred tax expense 8 (b) 136.10
Total tax expenses 136.10
V. Loss for the year [III-IV] (316.54)
VI. Other comprehensive income (OCI)
Items that will not be reclassified to income
Re-measurement of defined benefit liability (1.46)
Less/(add): Income tax relating to remeasurement of defined benefit liability 8 (b) -
Other comprehensive income for the year, net of tax (1.46)
VII. Total comprehensive income for the year (318.00)
VIII. Earnings/(loss) per equity share [nominal value of equity share `10]
Basic and diluted 31 (12.14)

This is the Consolidated Statement of Profit and Loss referred to in our report of even date



Consolidated Cash Flow Statement
For the year ended

31 March 2020
A. Cash flow from operating activities:
Loss before tax (180.44)
Add : Adjustment for non-cash and non-operating items
Re-measurement gains on defined benefit plan (1.46)
Depreciation and amortisation expense 86.00
Loss on disposal/discard of property, plant and equipment 0.44
Finance cost 92.31
Interest income (6.20)
Liabilities/provisions no longer required, written back (17.93)
Debts/advances written off 2.12
Fair valuation of investments through profit and loss (0.07)
Operating loss before working capital changes (25.23)
Adjustments for movement in:
Changes in trade receivables and other receivables (32.01)
Changes in financial assets-loans 0.07
Changes in other financial assets (0.26)
Changes in other assets (18.77)
Changes in inventories (66.91)
Changes in trade and other payables (23.63)
Changes in provisions (10.35)
Changes in other financial liabilities (39.91)
Changes in other liabilities 97.49
Cash used in operating activities (119.51)
Income tax refund 0.53
Net cash used in operating activities [A] (118.98)
B. Cash flow from investing activities:
Purchase of property, plant and equipment [including capital advances and creditors for capital goods] (10.77)
Proceeds from sale of investments 0.39
Other bank balances not considered as cash and cash equivalents [net] 42.83
Interest received 7.23
Net cash generated from investing activities [B] 39.68

Consolidated Cash Flow Statement
Corporate Overview
For the year ended

31 March 2020
C. Cash flow from financing activities:
Repayment of non-current borrowings (248.51)
Proceeds from non-current borrowings 344.18
Movement in current borrowings [net] (199.47)
Statutory Reports
Payment of lease liabilities (6.09)
Proceeds from issue of share capital [including premium on allotment of equity shares] 298.80
Dividend paid (0.06)
Finance cost paid (101.50)
Net cash generated from financing activities [C] 87.35
Net increase/(decrease) in cash and cash equivalents [A+B+C] 8.05
Cash and cash equivalents at the beginning of the year 4.97
Closing cash and cash equivalents 13.02
Cash and cash equivalents include:
Cash on hand 0.22
Deposits with original maturity less than three months 0.45
Balances with banks 12.35
Cash and bank balances 13.02
Notes:
1. The above cash flow statement has been prepared under the "Indirect Method" as set out in Indian Accounting Standard 7 (Ind AS-7) on
"Statements of Cash Flows".
2. Negative figures have been shown in brackets.
3. Additions to property, plant and equipment and intangible assets includes movement of capital work-in-progress during the year.
This is the Consolidated Cash Flow Statement referred to in our report of even date



Consolidated Statement of Changes in Equity
As at
31 March 2020
A. Equity share capital
Balance at the beginning of the year 178.11
Issued during the year 83.00
Balance at the end of the year 261.11
B. Other equity
Attributable to the equity holders
Other equity
Capital Securities General Debenture Retained Other Total
Particulars reserve premium reserve redemption earnings comprehensive
reserve income
Balance at 31 March 2019 20.38 231.79 48.13 10.00 (248.40) 1.20 63.10
Loss for the year - - - - (316.54) - (316.54)
Other comprehensive income for the year - - - - - (1.46) (1.46)
Transfer from debenture redemption reserve - - - (10.00) - - (10.00)
Transfer to general reserve - - 10.00 - - - 10.00
Balance at 31 March 2020 20.38 447.59 58.13 - (564.94) (0.26) (39.10)

This is the Consolidated Statement of Changes in Equity referred to in our report of even date



Notes to the Consolidated financial statements
Corporate Overview
i) Corporate information the entity, is exposed, or has rights to, variable returns from
Indo Rama Synthetics (India) Limited (hereinafter referred to its involvement with the entity and has the ability to affect
as ‘the Company’ or ‘the holding Company’), together with those returns by using its power over the entity. The financial
its subsidiary (collectively referred to as the ‘the Group’) is a statements of subsidiary is included in the consolidated financial
Public Company domiciled in India, with its registered office statements from the date on which control commences until
situated at A-31, MIDC Industrial Area, Butibori, Nagpur. the date on which control ceases.
Statutory Reports
The Company has been incorporated under the provisions of
Companies Act, 1956 and its equity shares are listed on the he financial statements of the Company and the subsidiary
T
National Stock Exchange of India Limited and BSE Limited. Company are combined on a line-by-line basis by adding
The Company is a manufacturer of polyester filament yarn together the book values of like items of assets, liabilities,
(PFY), polyester staple fibre (PSF), draw texturised yarn (DTY), income and expenses, after fully eliminating intra-group
specialty fiber and chips. The Company is also engaged in balances and intra-group transactions in accordance with
trading of spun yarn, and also engaged in power generation, Indian Accounting Standard (Ind AS) 110 - “Consolidated
which is used primarily for captive consumption. Financial Statements”.
(ii) Basis of preparation and presentation s far as possible, the consolidated financial statements
A
These consolidated financial statements have been prepared are prepared using uniform accounting policies for like
in accordance with Indian Accounting Standards (Ind AS) transactions and other events in similar circumstances and are
notified under the Companies (Indian Accounting Standards) presented in the same manner as the Company’s separate
Rules, 2015 notified under Section 133 of Companies Act, financial statements.
2013 (the ‘Act’) and other relevant provisions of the Act.
onsolidated subsidiary is having consistent reporting date
C
These consolidated financial statements are presented in of 31 March 2020.
Indian Rupees (INR), which is also the Group’s functional
currency. All amounts have been rounded-off to the nearest (iv) Significant accounting policies
crores and two decimals thereof, unless otherwise indicated. a. Use of estimates and judgements
The preparation of consolidated financial statements in
Transactions and balances with values below the rounding off conformity with Ind AS requires management to make
norm adopted by the Group have been reflected as “0” in the judgments, estimates and assumptions that affect the
relevant notes in these consolidated financial statements. application of accounting policies and the reported amounts of
assets, liabilities, income, expenses and other comprehensive
The statement of cash flows have been prepared under income (OCI) that are reported and disclosed in the
indirect method. consolidated financial statements and accompanying notes.
Accounting estimates could change from period to period.
The consolidated financial statements have been prepared on Actual results may differ from these estimates.
the historical cost basis, except for the following assets and
liabilities which have been measured at fair value: These estimates and judgment are based on the management’s
best knowledge of current events, historical experience,
• Certain financial assets and liabilities (including derivatives actions that the Group may undertake in the future and on
instruments) at fair value, if any. various other estimates and judgments that are believed to be
reasonable under the circumstances. Accounting estimates
• Defined benefit liabilities are measured at present value of could change from period to period. Accounting estimates
defined benefit obligation. and underlying assumptions are reviewed on an ongoing
basis. Revisions to accounting estimates are recognised in
• Property, plant and equipment and intangible assets have the consolidated financial statements in the period in which
been carried at deemed cost on the date of transition changes are made. In particular, information about significant
using the optional exemption allowed under Ind AS 101. areas of estimation, uncertainty and critical judgments in
applying accounting policies that have the most significant
(iii) Basis of consolidation effect of the amounts recognised in the consolidated
ubsidiary is the entity over which the Company has control.
S financial statements.
Control exists when the holding Company has power over

b. Going concern Current liabilities include current portion of non-current financial

As detailed in note 44 to the consolidated financial statements, liabilities. All other liabilities are classified as non-current.
going concern basis of accounting used for preparation of the
accompanying consolidated financial statements is appropriate d. Property, plant and equipment
with no material uncertainty. Recognition and measurement
Under the previous GAAP, property, plant and equipment
c. Current/non-current classification (‘PPE’) were carried in the balance sheet at their cost of
All assets and liabilities have been classified as current or purchase less accumulated depreciation and impairment
non-current as per the Group’s normal operating cycle and losses (if any). Using the deemed cost exemption available as
other criteria set out in the Schedule III to the Companies Act, per Ind AS 101, the Group has elected to carry forward these
2013. Based on the nature of services and the time between net block of PPE under previous GAAP as on 31 March 2015
the acquisition of assets for processing and their realisation as book value of such assets under Ind AS as at the transition
in cash and cash equivalents, the Group has ascertained its date i.e. 1 April 2015.
operating cycle as 12 months for the purpose of current or
non-current classification of assets and liabilities. Items of property, plant and equipment are measured at cost,
which includes capitalised borrowing costs, less accumulated
Assets depreciation and accumulated impairment losses, if any.
An asset is classified as current when it satisfies any of the Cost of an item of property, plant and equipment comprises
following criteria: its purchase price, including import duties and non-refundable
purchase taxes, after deducting trade discounts and rebates,
1) It is expected to be realised in, or is intended to be sold or any directly attributable cost of bringing the item to its working
consumed in, the Group’s normal operating cycle; condition for its intended use. The Group identifies and
determines separate useful lives for each major component of
2) It is held primarily for the purpose of being traded; the property, plant and equipment, if they have a useful life that
is materially different from that of the asset as a whole.
3) It is expected to be realised within twelve months after the
reporting date; or An item of property, plant and equipment and any significant
part initially recognised is derecognised upon disposal or
4) It is cash or cash equivalent unless it is restricted from when no future economic benefits are expected from its use
being exchanged or used to settle a liability for at least or disposal. Any gain or loss arising on derecognition of the
twelve months after the reporting date. asset (calculated as the difference between the net disposal
proceeds and the carrying amount of the asset) is included in the
Current assets include the current portion of non-current Statement of Profit and Loss when the asset is derecognised.
financial assets. All other assets are classified as non-current.
Property, plant and equipment under construction and cost
Liabilities of assets not ready for use at the year-end are disclosed as
A liability is classified as current when it satisfies any of the capital work- in- progress.
following criteria:
Foreign currency exchange differences are capitalised as per
1)
It is expected to be settled in the Group’s normal the policy stated in note 1(i) below.
operating cycle;
Subsequent expenditure
2) It is held primarily for the purpose of being traded; Subsequent expenditure related to an item of property, plant
and equipment is added to its book value only if it increases
3)
It is due to be settled within twelve months after the the future benefits from the existing asset beyond its previously
reporting date; or assessed standard or period of performance. All other expenses
on existing property, plant and equipment, including day-to-day
4) The Group does not have an unconditional right to defer repairs, maintenance expenditure and cost of replacing parts,
settlement of the liability for at least twelve months after the are charged to the Statement of Profit and Loss for the year
reporting date. during which such expenses are incurred.

Corporate Overview
Depreciation proceeds and the carrying amount of the asset and are
Depreciation on property, plant and equipment is provided on recognised in the Statement of Profit and Loss when the asset
the straight-line method over their estimated useful lives, as is derecognised.
determined by the management. Depreciation is charged on a
pro-rata basis for assets purchased/sold during the year. Subsequent expenditure
Subsequent expenditure related to an item of intangible asset
Statutory Reports
Based on technical assessment made by technical expert and is added to its book value only if it increases the future benefits
management estimate, the Group have assessed the estimated from the existing asset beyond its previously assessed standard
useful lives of certain property, plant and equipment that are or period of performance. All other expenses are charged to
different from the useful life prescribed in Schedule II to the the Statement of Profit and Loss for the year during which such
Companies Act, 2013. The management believes that these expenses are incurred.
estimated useful lives are realistic and reflect fair approximation
of the period over which the assets are likely to be used. Amortisation
Intangible assets include software that are amortised over the
The estimated useful lives of items of property, plant and useful economic life of 3 years. The amortisation period and the
equipment are as follows: amortisation method for an intangible asset with a finite useful
life are reviewed at least at the end of each reporting period. .
Management Useful life as
Particulars estimate of useful per Schedule II f. Impairment
life
(i) Impairment of financial assets
Building (factory buildings/ non 28 years 30 years
factory buildings) other than The Group recognises loss allowance for expected credit
RCC frame structure losses on financial assets measured at amortised cost. At each
Building (factory buildings/ 58 years 60 years reporting date, the Group assesses whether financial assets
non factory buildings) RCC carried at amortised cost are credit impaired. A financial asset
frame structure is ‘credit impaired’ when one or more events that have a
Plant and equipment 18 years/ 25 years/ detrimental impact on the estimated future cash flows of the
(continuous process plant) 6 years 3 years financial asset have occurred.
Furniture and fixtures 15 years 10 years
Vehicles 10 years 8 years
Evidence that a financial asset is credit impaired includes the
Office equipment 20 years 5 years
following observable data:
Leasehold improvements are amortised over the period of

- significant financial difficulty of the issuer or the borrower;
lease or their useful lives, whichever is shorter.
-
a breach of contract such as a default in payment
Assets costing less than `5,000 are fully depreciated over the
within the due date;
period of one year from the date of purchase/ acquisition and
such treatment did not have any material impact on consolidated
- the lender(s) of the borrower, for economic or contractual
financial statements of the Group for the current year.
reasons relating to the borrower’s financial difficulty, having
granted to the borrower a concession(s) that the lender(s)
The residual values, useful lives and methods of depreciation
would not otherwise consider;
of property, plant and equipment are reviewed at each financial
year-end and adjusted prospectively, if required.
- it is probable that the debtor will enter bankruptcy or other
financial reorganisation;
e. Intangible assets
Recognition and measurement
-
the disappearance of an active market for a security
Intangible assets include software, that are acquired by the
because of financial difficulties;
Group, that are measured initially at cost. After initial recognition,
an intangible asset is carried at its cost less any accumulated
- the purchase or origination of a financial asset at a deep
amortisation and any accumulated impairment loss, if any.
discount that reflects the incurred credit losses.
Gains or losses arising from derecognition of an intangible

- The Group measures loss allowances at an amount equal
asset are measured as the difference between the net disposal
to lifetime expected credit losses. Loss allowances for

trade receivables are always measured at an amount into cash-generating units (CGUs). Each CGU represents the
equal to lifetime expected credit losses. Lifetime expected smallest group of assets that generates cash inflows that are
credit losses are the expected credit losses that result largely independent of the cash inflows of other assets or CGUs.
from all possible default events over the expected life of a
financial instrument The recoverable amount of a CGU (or an individual asset) is
the higher of its value in use and its fair value less costs to
In all cases, the maximum period considered when estimating sell. Value in use is based on the estimated future cash flows,
expected credit losses is the maximum contractual period over discounted to their present value using a pre-tax discount rate
which the Group is exposed to credit risk. that reflects current market assessments of the time value of
money and the risks specific to the CGU (or the asset).
When determining whether the credit risk of a financial asset
has increased significantly since initial recognition and when An impairment loss is recognised if the carrying amount of
estimating expected credit losses, the Group considers an asset or CGU exceeds its estimated recoverable amount.
reasonable and supportable information that is relevant and Impairment losses are recognised in the Statement of Profit
available without undue cost or effort. This includes both and Loss. Impairment loss recognised in respect of a CGU is
quantitative and qualitative information and analysis, based allocated to reduce the carrying amounts of the assets of the
on the Group’s historical experience and informed credit CGU (or group of CGUs) on a pro rata basis.
assessment and including forward looking information.
The Group considers a financial asset to be in default when the In respect of assets for which impairment loss has been
debtor is unlikely to pay its credit obligations to the Group in recognised in prior periods, the Group reviews at each
full, without recourse by the Group to actions such as realising reporting date whether there is any indication that the loss has
security (if any) is held. decreased or no longer exists. An impairment loss is reversed if
there has been a change in the estimates used to determine the
Measurement of expected credit losses recoverable amount. Such a reversal is made only to the extent
Expected credit losses are a probability weighted estimate of that the asset’s carrying amount does not exceed the carrying
credit losses. Credit losses are measured as the present value amount that would have been determined, net of depreciation
of all cash shortfalls (i.e. the difference between the cash flows or amortisation, if no impairment loss had been recognised.
due to the Group in accordance with the contract and the cash
flows that the Group expects to receive). g. Right-of-use assets and lease liabilities
For all existing and new contract on or after 01 April 2019, the
Presentation of allowance for expected credit losses in the Group considers whether a contract is, or contains a lease.
balance sheet A lease is defined as ‘a contract, or part of a contract, that
Loss allowances for financial assets measured at amortised cost conveys the right to use an asset (the underlying asset) for a
are deducted from the gross carrying amount of the assets. . period of time in exchange for consideration’’.
Write-off Classification of leases

The gross carrying amount of a financial asset is written off The Group enters into leasing arrangements for various assets.
(either partially or in full) to the extent that there is no realistic The assessment of the lease is based on several factors,
prospect of recovery. This is generally the case when the Group including, but not limited to, transfer of ownership of leased asset
determines that the debtor does not have assets or sources of at end of lease term, lessee’s option to extend/purchase etc.
income that could generate sufficient cash flows to repay the
amounts. However, financial assets that are written off could Transition
still be subject to enforcement activities in order to comply with Effective 1 April 2019, the Group adopted Ind AS 116 "Leases",
the Group’s procedures for recovery of amounts due. applied to all lease contracts existing on 1 April 2019 using the
modified retrospective method along with the transition option
(ii) Impairment of non-financial assets to recognise Right-of-Use asset (ROU) at an amount equal to
The Group’s non-financial assets, other than inventories and the Lease Liability.
deferred tax assets, are reviewed at each reporting date to
determine whether there is any indication of impairment. Recognition and initial measurement
If any such indication exists, then the asset’s recoverable At lease commencement date, the Group recognises a
amount is estimated. For impairment testing, assets that do right-of-use asset and a lease liability on the balance sheet.
not generate independent cash inflows are grouped together The right-of-use asset is measured at cost, which is made

Corporate Overview
up of the initial measurement of the lease liability, any initial capacity. Net realisable value is the estimated selling price in
direct costs incurred by the Group, an estimate of any costs the ordinary course of business, less the estimated costs of
to dismantle and remove the asset at the end of the lease (if completion and selling expenses. The net realisable value of
any), and any lease payments made in advance of the lease work-in-progress is determined with reference to the selling
commencement date (net of any incentives received). prices of related finished products.
Statutory Reports
Subsequent measurement Waste: The valuation is done at net realisable value.
The Group depreciates the right-of-use assets on a straight-line
basis from the lease commencement date to the earlier of the The comparison of cost and net realisable value is made on an
end of the useful life of the right-of-use asset or the end of the item-by-item basis.
lease term. The Group also assesses the right-of-use asset for
impairment when such indicators exist. i. Foreign exchange transactions
Transactions in foreign currencies are initially recorded by the
At lease commencement date, the Group measures the lease Group at its functional currency spot rates at the date the
liability at the present value of the lease payments unpaid at transaction first qualifies for recognition.
that date, discounted using the interest rate implicit in the
lease if that rate is readily available or the Group’s incremental All monetary assets and liabilities denominated in foreign
borrowing rate. Lease payments included in the measurement currencies are translated into the functional currency at the
of the lease liability are made up of fixed payments (including exchange rate at the reporting date. Non-monetary assets and
in substance fixed payments) and variable payments based on liabilities that are measured at fair value in a foreign currency
an index or rate. Subsequent to initial measurement, the liability are translated into the functional currency at the exchange rate
will be reduced for payments made and increased for interest. when the fair value was determined. Non-monetary assets and
It is re-measured to reflect any reassessment or modification, or liabilities if any that are measured based on historical cost in a
if there are changes in in-substance fixed payments. When the foreign currency are translated at the exchange rate at the date
lease liability is re-measured, the corresponding adjustment is of the transaction.
reflected in the right-of-use asset.
All exchange differences except those relating to long-term
The Group has elected to account for short-term leases and monetary foreign currency items are dealt with in the Statement
leases of low-value assets using the practical expedients. of Profit and Loss. Exchange differences in respect of long-term
Instead of recognising a right-of-use asset and lease liability, monetary foreign currency items prior to 1 April 2016, are added
the payments in relation to these are recognised as an expense to or deducted from the cost of asset and are depreciated over
in Statement of Profit and Loss on a straight-line basis over the balance life of the asset.
the lease term.
j. Employee benefits
h. Inventories i. Short-term employee benefits
Inventories are measured at the lower of cost and net Short-term employee benefit obligations are measured on an
realisable value. undiscounted basis and are expensed as the related service is
provided. A liability is recognised for the amount expected to
Raw materials, traded finished goods, packing material be paid e.g., under short-term cash bonus, if the Group has
and stores and spares: The cost of inventories is calculated a present legal or constructive obligation to pay this amount
on weighted average basis, and includes expenditure incurred as a result of past service provided by the employee, and the
in acquiring the inventories, production or conversion costs amount of obligation can be estimated reliably.
and other costs incurred in bringing them to their present
location and condition. Raw materials, components and other ii. Defined contribution plans
supplies held for use in the production of finished products are A defined contribution plan is a post-employment benefit plan
not written down below cost except in cases where material under which an entity pays fixed contributions into a separate
prices have declined and it is estimated that the cost of the entity and will have no legal or constructive obligation to pay
finished products will exceed their net realisable value. further amounts. The Group operates a defined benefit gratuity
plan in India. The cost of providing benefits under the defined
Work-in-progress and manufactured finished goods: benefit plan is determined using the projected unit credit
Cost includes raw material costs and an appropriate share method. The Group makes specified monthly contributions
of fixed production overheads based on normal operating towards Government administered provident fund scheme.

Obligations for contributions to defined contribution plans are level credits, performance bonuses, price concessions and
recognised as an employee benefit expense in Statement of incentives, if any, as specified in the contract with the customer.
Profit and Loss in the periods during which the related services Revenue also excludes taxes collected from customers.
are rendered by employees.
Revenue is recognised upon transfer of control of promised
Prepaid contributions are recognised as an asset to the extent products to customers in an amount that reflects the
that a cash refund or a reduction in future payments is available. consideration which the Group expects to receive in exchange
for those products or services, the associated costs and
iii. Defined benefit plans possible return of goods can be estimated reliably, there is no
A defined benefit plan is a post-employment benefit plan other continuing effective control over or managerial involvement
than a defined contribution plan. The Group’s net obligation with, the goods, and the amount of revenue can be measured
in respect of defined benefit plans is calculated separately reliably. Where the payment extends beyond normal credit
for each plan by estimating the amount of future benefit that period, interest is recovered separately.
employees have earned in the current and prior periods,
discounting that amount and deducting the fair value of any ii. Interest income
plan assets. The calculation of defined benefit obligation is Interest income is recognised on a time proportion basis taking into
performed annually by a qualified actuary using the projected account the amount outstanding and the interest rate applicable.
unit credit method.
l. Borrowings
Remeasurements of the net defined benefit liability, which Borrowings are initially recognised at fair value, net of
comprise actuarial gains and losses, are recognised in OCI. transaction costs incurred. Borrowings are subsequently
The Group determines the net interest expense (income) on measured at amortised cost. Any difference between the
the net defined benefit liability or the period by applying the proceeds (net of transaction costs) and the redemption
discount rate used to measure the defined benefit obligation at amount is recognised in Statement of Profit and Loss over the
the beginning of the annual period to the then net defined benefit period of the borrowings using the effective interest method.
liability, taking into account any changes in the net defined Fees paid on the establishment of loan facilities are recognised
benefit liability during the period as a result of contributions and as transaction costs of the loan to the extent that it is probable
benefit payments. Net interest expense and other expenses that some or all of the facility will be drawn down.
related to defined benefit plans are recognised in Statement of
Profit and Loss. Borrowings are removed from the balance sheet when the
obligation specified in the contract is discharged, cancelled
When the benefits of a plan are changed or when a plan is or expired. The difference between the carrying amount of
curtailed, the resulting change in benefit that relates to past a financial liability that has been extinguished or transferred
service (‘past service cost’ or ‘past service gain’) or the gain or to another party and the consideration paid, including any
loss on curtailment is recognised immediately in Statement of non-cash assets transferred or liabilities assumed, is recognised
Profit and Loss. The Group recognises gains and losses on the in Statement of Profit and Loss as other gains/(losses).
settlement of a defined benefit plan when the settlement occurs.
Borrowings are classified as current financial liabilities unless
iv. Other long-term employee benefits the Group has an unconditional right to defer settlement of the
Entitlements to annual leave are recognised when they accrue liability for at least twelve months after the reporting period.
to employees. Leave entitlements may be availed while in Where there is a breach of a material provision of a long-term
service or encashed at the time of retirement/termination of loan arrangement on or before the end of the reporting period
employment, subject to a restriction on the maximum number with the effect that the liability becomes payable on demand
of accumulation. The Group determines the liability for such on the reporting date, the entity does not classify the liability
accumulated leave entitlements on the basis of actuarial as current, if the lender agreed, after the reporting period and
valuation carried out by an independent actuary at the year end. before the approval of the financial statements, not to demand
payment as a consequence of the breach.
k. Revenue
i. Sale of goods m. Government grants
Revenue is measured based on the transaction price, which Government grants are recognised where there is reasonable
is the consideration, adjusted for volume discounts, service assurance that the grant will be received and all attached

Corporate Overview
conditions will be complied with. When the grant relates to an and information is provided to management. The information
expense item, it is recognised as income on a systematic basis considered includes:
over the periods that the related costs, for which it is intended
to compensate, are expensed. −
the stated policies and objectives for the portfolio and
the operation of those policies in practice. These include
whether management’s strategy focuses on earning
Statutory Reports
n. Financial instruments
i. Recognition and initial measurement contractual interest income, maintaining a particular
A financial instrument is any contract that gives rise to a interest rate profile, matching the duration of the financial
financial asset of one entity and a financial liability of another assets to the duration of any related liabilities or expected
entity. Trade receivables are initially recognised when they are cash outflows or realising cash flows through the
originated. All other financial assets and financial liabilities are sale of the assets;
initially recognised when the Group becomes a party to the
contractual provisions of the instrument. A financial instrument −
how the performance of the portfolio is evaluated and
is measured initially at fair value adjusted for transaction costs, reported to the Group’s management;
except for those carried at fair value through profit or loss
(FVTPL) which are measured initially at fair value. − the risks that affect the performance of the business model
(and the financial assets held within that business model)
ii. Classification and subsequent measurement and how those risks are managed;
Financial assets
On initial recognition, a financial asset is classified as measured − how managers of the business are compensated – e.g.
at amortised cost or at FVTPL. Financial assets are not whether compensation is based on the fair value of the
reclassified subsequent to their initial recognition, except if assets managed or the contractual cash flows collected; and
and in the period the Group changes its business model for
managing financial assets. −
the frequency, volume and timing of sales of financial
assets in prior periods, the reasons for such sales and
A financial asset is measured at amortised cost if it meets both expectations about future sales activity.
of the following conditions and is not designated as at FVTPL:
Transfers of financial assets to third parties in transactions
− the asset is held within a business model whose objective that do not qualify for derecognition are not considered sales
is to hold assets to collect contractual cash flows; and; and for this purpose, consistent with the Group’s continuing
recognition of the assets.
− the contractual terms of the financial asset give rise on
specified dates to cash flows that are solely payments of Financial assets that are held for trading or are managed and
principal and interest on the principal amount outstanding. whose performance is evaluated on a fair value basis are
measured at FVTPL.
All financial assets not classified as measured at amortised cost
as described above are measured at FVTPL. Financial assets: Assessment whether contractual cash
flows are solely payments of principal and interest
For all other equity instruments, the Group decides to classify For the purposes of this assessment, ‘principal’ is defined as the
the same either as at fair value through other comprehensive fair value of the financial asset on initial recognition. ‘Interest’ is
income (FVOCI) or fair value through profit and loss (FVTPL). defined as consideration for the time value of money and for
On initial recognition, the Group may irrevocably designate a the credit risk associated with the principal amount outstanding
financial asset that otherwise meets the requirements to be during a particular period of time and for other basic lending
measured at amortised cost at FVTPL if doing so eliminates risks and costs (e.g. liquidity risk and administrative costs), as
or significantly reduces an accounting mismatch that would well as a profit margin.
otherwise arise.
In assessing whether the contractual cash flows are solely
Financial assets: Business model assessment payments of principal and interest, the Group considers the
The Group makes an assessment of the objective of the contractual terms of the instrument. This includes assessing
business model in which a financial asset is held at a portfolio whether the financial asset contains a contractual term
level because this best reflects the way the business is managed that could change the timing or amount of contractual cash
flows such that it

would not meet this condition. In making this assessment, the recognised in Statement of Profit and Loss. Any gain or loss on
Group considers: derecognition is also recognised in Statement of Profit and Loss.
−
contingent events that would change the amount or iii. Derecognition
timing of cash flows; Financial assets
The Group derecognises a financial asset when the contractual
−
terms that may adjust the contractual coupon rate, rights to the cash flows from the financial asset expire, or it
including variable interest rate features; transfers the rights to receive the contractual cash flows in a
transaction in which substantially all of the risks and rewards of
− prepayment and extension features; and ownership of the financial asset are transferred or in which the
Group neither transfers nor retains substantially all of the risks
−
terms that limit the Group’s claim to cash flows from and rewards of ownership and does not retain control of the
specified assets (e.g. non-recourse features). financial asset. If the Group enters into transactions whereby
it transfers assets recognised on its balance sheet, but retains
A prepayment feature is consistent with the solely payments either all or substantially all of the risks and rewards of the
of principal and interest criterion if the prepayment amount transferred assets, the transferred assets are not derecognised.
substantially represents unpaid amounts of principal and
interest on the principal amount outstanding. Additionally, for Financial liabilities
a financial asset acquired at a significant discount or premium The Group derecognises a financial liability when its contractual
to its contractual par amount, a feature that permits or requires obligations are discharged or cancelled or expire. The Group
prepayment at an amount that substantially represents the also derecognises a financial liability when its terms are
contractual par amount plus accrued (but unpaid) contractual modified and the cash flows under the modified terms are
interest is treated as consistent with this criterion if the fair value substantially different. In this case, a new financial liability
of the prepayment feature is insignificant at initial recognition. based on the modified terms is recognised at fair value.
Financial assets at amortised cost are measured at amortised The difference between the carrying amount of the financial
cost using the effective interest method. Interest income liability extinguished and the new financial liability with modified
recognised in Statement of Profit and Loss. terms is recognised in Statement of Profit and Loss.
Subsequent measurement and gains and losses iv. Offsetting of financial instruments
Financial These assets are subsequently measured at fair Financial assets and financial liabilities are offset and the net
assets at FVTPL value. Net gains and losses, including any interest amount is reported in the balance sheet if there is a currently
or dividend income, are recognised in Statement enforceable legal right to offset the recognised amounts and
of Profit and Loss there is an intention to settle on a net basis to realise the assets
Financial assets These assets are subsequently measured at
and settle the liabilities simultaneously.
at amortised cost amortised cost using the effective interest method.
The amortised cost is reduced by impairment
losses. Interest income, foreign exchange gains o. Measurement of fair values
and losses and impairment are recognised in In determining the fair value of its financial instruments, the
Statement of Profit and Loss. Any gain or loss Group uses a variety of methods and assumptions that
on derecognition is recognised in Statement of are based on market conditions and risks existing at each
Profit and Loss. reporting date. All methods of assessing fair value result in
general approximation of value, and such value may never
Financial liabilities actually be realised.
Financial liabilities are classified as measured at amortised
cost or FVTPL. A financial liability is classified as at FVTPL if Fair values are categorised into different levels in a fair
it is classified as held for trading. Financial liabilities at FVTPL value hierarchy based on the inputs used in the valuation
are measured at fair value and net gains and losses, including techniques as follows.
any interest expense, are recognised in Statement of Profit
and Loss. Other financial liabilities are subsequently measured - Level 1: quoted prices (unadjusted) in active markets for
at amortised cost using the effective interest method. identical assets or liabilities.
Interest expense and foreign exchange gains and losses are

Corporate Overview
- Level 2: inputs other than quoted prices included in Level pre-tax rate that reflects current market assessments of the
1 that are observable for the asset or liability, either directly time value of money risks specific to liability. They are not
(i.e. as prices) or indirectly (i.e. derived from prices). discounted where they are assessed as current in nature.
Provisions are not made for future operating losses.
- Level 3: inputs for the asset or liability that are not based
on observable market data (unobservable inputs) Contingent liabilities are disclosed when there is a possible
Statutory Reports
obligation arising from past events, the existence of which will
When measuring the fair value of an asset or a liability, the be confirmed only by the occurrence or non-occurrence of one
Group uses observable market data as far as possible. If the or more uncertain future events not wholly with in the control of
inputs used to measure the fair value of an asset or a liability the Group or a present obligation that arises from past events
fall into different levels of the fair value hierarchy, then the fair where it is either not probable that an outflow of resources will
value measurement is categorised in its entirety in the same be required to settle or reliable estimate of the amount cannot
level of the fair value hierarchy as the lowest level input that is be made. Therefore, in order to determine the amount to be
significant to the entire measurement. recognised as a liability or to be disclosed as a contingent
liability, in each case, is inherently subjective, and needs careful
The Group recognises transfers between levels of the fair value evaluation and judgement to be applied by the management.
hierarchy at the end of the reporting period during which the In case of provision for litigations, the judgements involved are
change has occurred. with respect to the potential exposure of each litigation and the
likelihood and/or timing of cash outflows from the Group, and
p. Cash and cash equivalents requires interpretation of laws and past legal rulings.
Cash and cash equivalent in the balance sheet comprise cash
at banks, cheques on hand and cash on hand, which are not s. Taxation
subject to risk of changes in value. Also, for the purpose of the Income tax comprises current and deferred tax. It is recognised
statement of cash flows, cash and cash equivalents consist of in Statement of Profit and Loss except to the extent that it
cash at banks, cheques on hand and cash on hand. relates to a business combination or to an item recognised
directly in equity or in other comprehensive income.
q. Earnings per share
Basic earning per share are calculated by dividing the net i. Current tax
profit or loss for the year attributable to equity shareholders Current tax comprises the expected tax payable or receivable
by the weighted average number of equity shares outstanding on the taxable income or loss for the year and any adjustment
during the year. to the tax payable or receivable in respect of previous years.
The amount of current tax reflects the best estimate of the tax
For the purpose of calculating diluted earnings per share, the amount expected to be paid or received after considering the
net profit or loss for the year attributable equity shareholders uncertainty, if any, related to income taxes. It is measured using
and the weighted average number of shares outstanding tax rates (and tax laws) enacted or substantively enacted by
during the year are adjusted for the effects of all dilutive the reporting date.
potential equity shares.
Current tax assets and current tax liabilities are offset only if
Potential ordinary shares shall be treated as dilutive when, there is a legally enforceable right to set off the recognised
and only when, their conversion to ordinary shares would amounts, and it is intended to realise the asset and settle the
decrease earnings per share or increase loss per share from liability on a net basis or simultaneously.
continuing operations.
ii. Deferred tax
r. Provisions, contingent liabilities and contingent assets Deferred tax is recognised in respect of temporary differences
A provision is recognised if, as a result of a past event, the between the carrying amounts of assets and liabilities for
Group has a present legal or constructive obligation that can be financial reporting purposes and the corresponding amounts
estimated reliably, and it is probable that an outflow of economic used for taxation purposes. Deferred tax is also recognised in
benefits will be required to settle the obligation. Provisions are respect of carried forward tax losses and tax credits. .
determined by discounting the expected future obligation at

Deferred tax assets are recognised to the extent that it is Deferred tax assets and liabilities are offset if there is a legally
probable that future taxable profits will be available against enforceable right to offset deferred tax liabilities and assets,
which they can be used. The existence of unused tax losses is and they relate to income taxes levied by the same tax authority
strong evidence that future taxable profit may not be available. on the same taxable entity, or on different tax entities, but they
Therefore, in case of a history of recent losses, the Group intend to settle deferred tax liabilities and assets on a net basis
recognises a deferred tax asset only to the extent that it has or their tax assets and liabilities will be realised simultaneously.
sufficient taxable temporary differences or there is convincing
other evidence that sufficient taxable profit will be available t. Segment reporting
against which such deferred tax asset can be realised. Operating segments are reported in a manner consistent
with the internal reporting provided to the chief operating
The Group’s ability to recover the deferred tax assets is decision maker. The Group’s Chairman and Managing Director
assessed by the management at the close of each financial assesses the financial performance and position of the Group,
year which depends upon the forecasts of the future results and makes strategic decision and has been identified as the
and taxable profits that Group expects to earn within the chief operating decision maker. The Group’s business activity
period by which such brought forward losses may be adjusted is organised and managed separately according to the nature
against the taxable profits as governed by the Income-tax Act, of the products, with each segment representing a strategic
1961. Deferred tax assets – unrecognised or recognised, are business unit that offers different products and serves different
reviewed at each reporting date and are recognised/ reduced market. The Group's primary business segment is reflected
to the extent that it is probable/ no longer probable respectively based on principal business activities carried on by the Group.
that the related tax benefit will be realised. As per Indian Accounting Standard 108, Operating Segments,
as notified under the Companies (Indian Accounting
Deferred tax is measured at the tax rates that are expected Standards) Rules, 2015, the Group operates in one reportable
to apply to the period when the asset is realised or the liability business segment i.e., manufacturing of Polyester goods.
is settled, based on the laws that have been enacted or The geographical information analyses the Group’s revenue
substantively enacted by the reporting date. The measurement and trade receivables from such revenue in India and other
of deferred tax reflects the tax consequences that would follow countries. In presenting the geographical information,
from the manner in which the Group expects, at the reporting segment revenue and receivables has been based on the
date, to recover or settle the carrying amount of its assets geographic location of customers. Refer note 37 for segment
and liabilities. information presented.

Corporate Overview
2. Property, plant and equipment

Freehold Leasehold Buildings Right of use Leasehold Plant and Furniture Vehicles Office Total
land land buildings improvements equipments and equipments
[refer note 5 fixtures
below]
A. Gross carrying value
Statutory Reports
Balance as at 0.16 2.89 106.94 - 1.27 949.13 4.18 4.76 8.84 1,078.17
31 March 2019
Additions during the year - - - 31.54 - 4.47 0.17 0.32 0.97 37.47
Balance as at 31
0.16 2.89 106.94 24.38 1.27 951.62 4.35 4.97 9.73 1,106.31
March 2020
B. Accumulated depreciation
Balance as at - 0.16 15.06 - 1.27 295.58 0.90 1.78 4.17 318.92
31 March 2019
Additions during the year - 0.04 3.77 5.30 - 75.27 0.44 0.54 0.59 85.95
Balance as at - 0.20 18.83 4.15 1.27 370.78 1.34 2.26 4.73 403.56
31 March 2020
Net carrying value
As at 31 March 2019 0.16 2.73 91.88 - - 653.55 3.28 2.98 4.67 759.25
As at 31 March 2020 0.16 2.69 88.11 20.23 - 580.84 3.01 2.71 5.00 702.75
Notes:
1. Disposal to plant and equipment include capital subsidy under TUF scheme received during the year for purchase of plant and equipment amounting to `1.57 crores.
2. Additions to plant and equipment include loss on foreign exchange fluctuation on long-term monetary items for purchase of plant and equipment amounting
to `3.00 crores.
3. Refer note 33 for information on capital commitments for the acquisition of property, plant and equipment.
4. Refer note 34 for information on assets pledged as security by the holding Company. '
5. Refer note 39 for information on assets taken on lease.
3. Capital work-in-progress
As at
31 March 2020
Additions during the year 7.91
Capitalisation during the year (3.17)
Balance as at end of the year 7.19
Note:
1. Capital work-in-progress includes property, plant and equipment under construction, installation and cost of asset not ready for use as at year end.
2. Refer note 34 for information on assets pledged as security by the holding Company.

4. Intangible assets
As at
31 March 2020
Software
A. Gross carrying amount
B. Accumulated amortisation
Net carrying value
As at 31 March 2020 0.14
5. Investments
As at
31 March 2020
5 (a) Non-current investments
Unquoted equity shares
Others
1,500,000 equity shares of Ritspin Synthetics Limited [`10 each, fully paid up] 1.50
1.50
Less: Provision for impairment in the value of investment (1.50)
Aggregate amount of unquoted investments 1.50
Aggregate provision for diminution in value of investments 1.50
5 (b) Current investments

Quoted equity shares
52,501 equity shares of Optel Telecommunications Limited `10 each, fully paid up]* -
708,400 equity shares of Sanghi Polyesters Limited `10 each, fully paid up]* -
20 equity shares of Reliance Industries Limited `10 each, fully paid up]** -
72,601 equity shares of Balasore Alloys Limited `5 each, fully paid up] 0.05
0.05
Quoted preference shares
56,500 0.01% cumulative redeemable preference of JSW Steel Limited `10 each, fully paid up] 0.01
0.01
0.06
Aggregate amount of quoted investments 0.85
Market value of quoted investments 0.06
Note:
2. Refer note 34 for information on investments pledged as security by the holding Company.
* Fair value of the investments are nil

** `22,275 amount in absolute rupees.

Corporate Overview
6. Loans
Non-current Current
As at As at
31 March 2020 31 March 2020
[Unsecured considered good, unless otherwise stated]
Security deposits 3.35 -
Statutory Reports
3.35 -
Note:
2. Refer note 34 for information on security deposits pledged as security by the holding Company
7. Other financial assets

Non-current Current
As at As at
31 March 2020 31 March 2020
Interest accrued on deposits - 0.17
Non-current bank balances* 1.53 -
Advance to employees - 1.54
Claims and other receivables - 71.01
Less : Provision for claims and other receivables [refer note 42] - (67.84)
1.53 4.88
Note:
2. Refer note 34 for information on other financial assets pledged as security by the holding Company.
*Pledged with banks for credit limits.
8 (a) Non-current tax assets

As at
31 March 2020
Advance tax [net of provisions of `106.42 crores] 10.54
10.54
8 (b) Deferred tax assets

I. Recognition of deferred tax assets and liabilities
Net deferred tax
Deferred tax assets Deferred tax (liabilities)
assets/(liabilities)
As at As at As at
31 March 2020 31 March 2020 31 March 2020
Property, plant and equipment - (151.02) (151.02)
Investment at FVTPL 1.00 - 1.00
Provision for employee benefits 6.08 - 6.08
Provision for doubtful debts and advances 44.87 - 44.87
Brought forward business losses unabsorbed depreciation 189.21 - 189.21
Provision for contingencies 18.88 - 18.88
Other items 1.05 (0.06) 0.99
261.09 (151.08) 110.01
Offsetting of deferred tax assets and deferred tax liabilities (151.08) 151.08 -
Net deferred tax assets 110.01 - 110.01
Note:
Based on the current developments as stated in note 45 and business plan, the Group is confident that the deferred tax assets carried at
the end of the year is fully recoverable and there will be sufficient future taxable profits to adjust unabsorbed depreciation and carried forward
business losses.

II. Movement in temporary differences

As at
31 March 2020
Opening balance of deferred tax asset 246.11
Tax expense during the year recognised in the statement of profit or loss* (136.10)
Closing balance of deferred tax asset 110.01
* Management has reassessed the carrying value of deferred taxes and made appropriate adjustment based on prudence amounting to
`136.10 crores.
III. Unrecognised deferred tax assets and unrecognised minimum alternate tax credit entitlement
As at 31 March 2020
Gross amount Unrecognised
tax effect
Unrecognised minimum alternate tax credit entitlement* - 57.70
Brought forward business losses and unabsorbed depreciation** 1,060.46 370.57
* Minimum alternate tax credit entitlement carried in Income-tax return and not recognised in books.
* Deferred tax assets have not been recognised in respect of above items, because it is not probable that future taxable profits will be available against which the
Group can use the benefits therefrom.
IV. Effective tax rate

As at
31 March 2020
Accounting loss before income tax (181.90)
Enacted tax rate 34.94%
Current tax income on profit before tax at the enacted income tax rate in India 63.56
Derecognition of deferred tax asset* 136.10
Deferred tax asset not recognised* (63.56)
Tax expense reported in the statement of profit and loss (136.10)
Tax expense during the year recognised in statement of profit or loss 136.10
136.10
* The management has reassessed the carrying value of deferred taxes and made appropriate adjustment based on prudence. Accordingly, no deferred tax asset has
been recognised during the current financial year. Further, management is confident about the achievement of the business plans and availability of sufficient future
taxable profits against which deferred tax was recognised in the statement of profit or loss in the earlier year(s).
9. Other assets
Non-current Current
As at As at
31 March 2020 31 March 2020
Capital advances 1.54 -
Claims and other receivables 14.84 211.43
GST receivable - 22.52
Prepaid expenses - 4.73
"National Savings Certificates VIth issue* - -
(pledged with sales tax authorities)"
Advance rent 0.51 0.20
Advances to vendors 5.21 21.89
Less : Provision for doubtful advances to vendors (5.21) -
16.89 260.77
Note:
1. Refer note 34 for information on other assets pledged as security by the holding Company.
* Non-current includes `4,000 amount in absolute rupees

Corporate Overview
10. Inventories
[valued at lower of cost or net realisable value, unless otherwise stated]
As at
31 March 2020
Raw materials [include in transit `21.13 crores] 79.75
Work-in-progress 5.92
Statutory Reports
Finished goods [include in transit `12.59 crores]* 128.56
Stores and spares [include in transit `1.14 crores] 28.37
Packing material 2.33
Waste** 5.56
Stock-in-trade 0.05
250.54
Note:
1. Refer note 34 for information on inventories pledged as security by the holding Company.
* The inventories were reduced by `2.58 crores on account of net realisable value being lower than the cost.
** valued at net realisable value.
11. Trade receivables

As at
31 March 2020
Unsecured, considered good 91.46
Credit impaired 55.36
146.82
Less : Provision for expected credit loss [refer note 28] (55.36)
91.46
Notes:
1. The holding Company limits its exposure to credit risk from trade receivables by establishing a maximum payment period of 10 days for all customer categories. In
case of delay beyond 10 days, the interest is generally recovered at the rate of 18% upto 30 days from the date of invoice and if the delay in beyond 30 days, it is
recovered at the rate of 24% from the date of invoice. Average recovery rate of interest from overdue trade receivables in past years was 12-14%.
2. The holding Company's exposure to credit and currency risks and loss allowances related to trade receivables are disclosed in note 38.
3. Refer note 34 for information on trade receivables pledged as security by the holding Company.
12. Cash and cash equivalents

As at
31 March 2020
Balances with banks 12.35
Deposits with original maturity less than three months 0.45
Cash on hand 0.22
13.02
13. Other bank balances

As at
31 March 2020
Deposits with original maturity more than three months but remaining maturity of less than twelve months 9.66
Unpaid dividend 0.30
9.96

14. Equity share capital

As at
31 March 2020
Authorised
275,000,000 equity shares of `10 each 275.00
275.00
Issued, subscribed and fully paid up
261,113,151 equity shares of `10 each fully paid-up 261.11
261.11
Notes:
i) Reconciliation of equity shares outstanding at the beginning and at the end of the year
As at 31 March 2020
Number of shares Amount
Balance at the beginning of the year 17,81,13,151 178.11
Add: Issued during the year 8,30,00,000 83.00
Balance at the end of the year 26,11,13,151 261.11
ii) The holding Company has only one class of equity shares having a par value of `10 each. Each holder of equity shares is entitled to one vote per share. In the event
of liquidation of the holding Company, holders of equity shares will be entitled to receive any of the remaining assets of the holding Company, after distribution of all
preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
iii) Shares in the Company held by each shareholder holding more than 5% are as under:
As at 31 March 2020
Number of shares % of shareholding
Brookgrange Investments Limited 5,35,64,057 20.51
Mr. Om Prakash Lohia [Chairman and Managing Director] 3,84,73,369 14.73
Mrs. Urmila Lohia 1,81,84,518 6.96
Siam Stock Holding Limited 1,72,00,000 6.59
Indorama Netherlands B.V. [controlling Company of the Group, refer note vi] 10,06,96,588 38.56
22,81,18,532 87.35
iv) Shares in the holding Company held by controlling Company of the Group are as under:
As at 31 March 2020
Number of shares % of shareholding
Indorama Netherlands B.V. [controlling Company of the Group, refer note vi] 10,06,96,588 38.56
10,06,96,588 38.56
v) The holding Company has not issued any share pursuant to a contract without payment being received in cash in the current year and
preceding five years. The holding Company has not issued any bonus shares nor has there been any buy-back of shares in the current year
and preceding five years.
vi) D
uring the year ended 31 March 2020 and pursuant to the decision of the Board of Directors and Shareholders to raise additional equity by
way of preferential allotment, the holding Company has issued 8.30 crores shares representing 31.79% of the total paid up share capital to
Indorama Netherlands BV (‘INBV’) at an issue price of `36 per share [including premium of `26 per share] and has received `298.80 crores
on 3 April 2019. Pursuant to equity infusion, INBV controls the holding Company through management control and also appointed additional
Key Management Personnel in the holding Company.

Corporate Overview
15. Other equity

As at
31 March 2020
a. Capital reserve
Statutory Reports
b. Securities premium reserve
Add : Additions during the year 215.80
c. General reserve
Add : Transfer from debenture redemption reserve 10.00
d. Debenture redemption reserve
Less : Transfer to general reserve -10.00
Balance at the end of the year -
e. Retained earnings
Balance at the beginning of the year (247.20)
Add : Loss during the year (316.54)
Add : Re-measurement gains on defined benefit plan [net of tax] (1.46)
Balance at the end of the year (565.20)
Total other equity [a+b+c+d+e] (39.10)
Nature of reserves
Capital reserve
Capital reserve comprises of money received against forfeiture of equity shares and preference share warrants. The reserve is not available for
distribution as dividend. The reserve is utilised in accordance with the specific provisions of Companies Act, 2013.
Securities premium reserve

Securities premium comprises of the premium on issue of shares. The reserve is utilised in accordance with the specific provision of the
Companies Act, 2013.
General reserve
General reserve is a free reserve and is utilised from time to time for appropriate purposes.
Debenture redemption reserve

Debenture redemption reserve is a reserve created at the time of issue of debentures. The reserve is utilised in accordance with the provisions
of the Companies Act, 2013.
Retained earnings
Retained earnings refer to the net profit/(loss) retained by the Company for its core business activities.

16. Borrowings
As at As at
31 March 2020 31 March 2020
Secured loan
Term loans - from banks
Rupee loans 306.50 35.64
Foreign currency loans - 36.36
306.50 72.00
Less : Current maturities on borrowings [refer note 17] - (72.00)
306.50 -
Notes:
2. Terms of repayment and security details:

a) Rupee term loans from banks
i) `114 crores were secured primarily by first pari-passu charge on Repayable in 12 equal quarterly installments each aggregating to
entire movable and immovable fixed assets of the holding Company `9.50 crores repayment of which would be commencing on various
except for the fixed assets under exclusive charge with loan from dates from August 2020 and September 2020.
IKB Deutsche Industriebank AG, both present and future. Also,
these are secured by additional first pari-passu charge on SGST/ Rate of interest at 8.10% to 10.15%.
VAT incentive receivable from Government of Maharashtra, both
present and future.
ii) `150 crores were secured primarily by first pari-passu charge on Repayable in 6 equal half yearly installments amounting to `25
entire movable and immovable fixed assets of the holding Company crores each repayment of which would be commencing from 25
except for the fixed assets under exclusive charge with loan from October 2021 onwards.
IKB Deutsche Industriebank AG, both present and future. Also,
these are secured by additional first pari-passu charge on SGST/
VAT incentive receivable from Government of Maharashtra, both Rate of interest at 9.96%.
present and future
iii) `71 crores were secured primarily by first pari-passu charge Repayable in 3 equal yearly installments each aggregating to `10.65
on entire movable and immovable fixed assets of the holding crores repayment of which would be commencing on various dates
Company except for the fixed assets under exclusive charge in June 2021 and July 2021 and 1 yearly installment aggregating to
with loan from IKB Deutsche Industriebank AG, both present `39.05 crores in June 2024 and July 2024.
and future. Also, these are secured by additional first pari-passu
charge on SGST/VAT incentive receivable from Government of
Maharashtra, both present and future.
iv) `7.14 crores were secured primarily by first pari-passu charge Balance repayable in 7 equal monthly installments amounting to
on entire movable and immovable fixed assets of the holding `1.02 crores each.
Company except for the fixed assets under exclusive charge with
loan from IKB Deutsche Industriebank AG, both present and future.
Rate of interest at 9.20%
b) Foreign currency term loans from banks
ii) `36.36 crores are secured by specific charge on the equipment Balance repayable in 3 equal monthly installments amounting to Euro
purchased under the loan agreement for the Holding Company's 490,500 each, subsequent 4 equal monthly installments amounting
Polyester Expansion Project and a first charge on the land situated to Euro 613,000 each and balance 1 installment amounting
at Mehsana, Gujarat. to Euro 465,040.
Rate of interest at six months EURIBOR plus 0.95%.

Corporate Overview
Reconciliation of movements of liabilities to cash flows arising from financing activities:

Borrowings:
As at 31 March 2020
Non-current current
borrowings* borrowings*
Balance at beginning of the year 280.54 292.34
Statutory Reports
Proceeds from non-current borrowings 344.18 -
Repayment of non-current borrowings (248.51) -
Movement in short-term borrowings [net] - (199.47)
Foreign exchange movement 2.29 -
Balance as at the end of the year 378.50 92.87
Lease liabilities:
As at
31 March 2020
Balance at beginning of the year -
Payment of lease liabilities (6.09)
Interest expense 2.42
Adjustment on modification of lease (2.57)
Adjustment on adoption of Ind AS 116 27.80
21.56
* * Non-current borrowings includes current maturity, but excludes deferred payment liabilities towards acquisition of property, plant and equipment.
** Refer note 19
17. Other financial liabilities

Non-current Current
As at 31 March 2020
Current maturities of long-term borrowings [refer note 16] - 72.00
Interest accrued and due on borrowings - 0.10
Interest accrued and not due on borrowings - 10.27
Unpaid dividends [refer note 1 below] - 0.30
Forward cover payable - 0.18
Payable to employees - 9.97
Lease liabilities [refer note 39] 16.99 4.57
Creditors towards property, plant and equipment - 1.85
16.99 99.24
Notes:
1. There are no amounts due for payment to the Investor Education and Protection Fund under section 125 of the Companies Act, 2013 as at the year end.
18. Provisions
Non-current Current
As at 31 March 2020
Provision for gratuity [refer note 35]* 16.25 1.14
Provision for compensated absences [refer note 35]* 11.28 1.94
Provision for contingencies [refer note 28]** - 54.02
27.53 57.10
* Includes amounts due to Key Managerial Personnel [refer note 41] 0.28 0.90
As at
** Movement in provision for contingencies
31 March 2020
Less : Provision reversed during the year (29.98)

19. Borrowings
As at
31 March 2020
Secured loan
Short-term loans from banks 92.87
92.87
Notes:
i) Details of rate of interest, terms of repayment and security for working capital from banks:
In case of holding Company, short-term loans from banks amounting to `92.87 crores are secured by first pari-passu charge on current assets of the holding
Company excluding the current assets pertaining to SGST/VAT incentive receivable from Government of Maharashtra and second pari-passu charge on the holding
Company's entire present and future block of assets, except assets under exclusive charge of loan from IKB Deutsche Industriebank AG. These are repayable within
6 months and carry an interest rate in the range from 8.25% p.a. to 8.50% p.a.
20. Trade payables

As at
31 March 2020
Total outstanding dues of micro enterprises and small enterprises [refer note 36] 3.25
Total outstanding dues of creditors other than micro enterprises and small enterprises* 548.45
551.70
* Includes amounts due to related entities [refer note 41] 23.11
21. Other current liabilities

As at
31 March 2020
Advances from customers* 106.15
Statutory dues 2.51
Others 0.49
109.15
* Includes amounts due to related entities [refer note 41] 100.75
22. Revenue from operations
For the year ended

31 March 2020
Disaggregated revenue information
Sale of products [refer notes below]
Finished goods
Domestic 1,600.51
Export 513.64
Traded goods 0.74
2,114.89
Less: Rebates and discounts to customers 65.96
2,048.93
Other operating income
Scrap sales 6.95
GST refund 35.23
Interest from customers 4.72
Interest on insurance claims -
Liabilities/provisions no longer required, written back 24.99
Others 1.23
73.12
2,122.05

Corporate Overview
Notes:
i) Reconciling the amount of revenue recognised in the statement of profit and loss with the contracted price
For the year ended
31 March 2020
Gross sale of products 2,127.11
Less : Adjustment on account of returns 8.46
Statutory Reports
Less : Adjustment on account of discounts and price differences 69.72
2,048.93
ii) Contract balances
Trade receivables [refer note 11] 91.46

Advance from customers [refer note 21] 106.15
iii) Revenue recognised in relation to contract liabilities

a. R
evenue recognised in the reporting period that was included in the contract liability balance at the
7.89
beginning of the period
b. R
evenue recognised in the reporting period from performance obligations satisfied (or partially satisfied) in previous -
periods
23. Other income

For the year ended
31 March 2020
Interest income
from banks 1.21
from others 0.09
Unwinding of discount on security deposits 0.18
Fair valuation of investments through profit and loss 0.07
Others 4.35
5.90
24. Cost of raw materials consumed

For the year ended
31 March 2020
Category of materials consumed
Purified terephthalic acid 1,185.61
Mono ethylene glycol 364.48
Others 69.87
1,619.96
25. Purchase of stock in trade

For the year ended
31 March 2020
Purchase of stock-in-trade 0.75
0.75

26. Changes in inventories of finished goods, work-in-progress and stock-in-trade

For the year ended
31 March 2020
Closing stock
Finished goods 128.56
Waste 5.56
140.04
Opening stock
Finished goods 111.36
Waste 1.25
122.90
(17.14)
27. Employee benefits expense

For the year ended
31 March 2020
Salary, wages and bonus 80.54
Contribution to provident and other funds [refer note 35(a)] 5.31
Staff welfare expenses 4.28
90.13
28. Other expenses

For the year ended
31 March 2020
Consumption of stores and spares 36.61
Power and fuel 180.88
Rent and hire charges [refer note 39] 4.06
Repairs and maintenance 22.23
Insurance 5.88
Less : recovery 0.39 5.49
Rates and taxes [out of provision for contingencies, `15.83 crores debited to rates and taxes] 2.10
Packing materials consumed 60.16
Freight and forwarding charges 67.79
Less : recovery 10.96 56.83
Brokerage and commission 5.40
Discounts and claims 1.24
Directors' sitting fees 0.17
Legal and professional charges* 6.78
Donations 0.03
Debts/advances/other financial assets written off [out of provision for doubtful debts, `0.18 crores 2.12
debited to bad debts]
Loss on disposal/discard of property, plant and equipment 0.44
Miscellaneous 49.49
434.03
* Includes payment to auditors
As auditor:
Audit fee 0.47
Other services 0.01
Out of pocket expenses 0.06
0.54

Corporate Overview
29. Finance costs

For the year ended
31 March 2020
Interest
fixed loans using effective interest rate method 0.24
term loans 33.17
debentures 13.75
Statutory Reports
working capital 3.40
lease liabilities [refer note 39] 2.42
others 25.94
Other borrowings cost 11.46
Remeasurement of actuarial interest cost [refer note 35] 1.93
92.31
30. Depreciation and amortisation expense

For the year ended
31 March 2020
Depreciation on property, plant and equipment [refer note 2] 85.95
Amortisation on intangible assets [refer note 4] 0.05
86.00
31. Earning/(loss) per share

As at
31 March 2020
Loss attributable to the equity shareholders (A) (316.10)
Number of equity shares at the beginning of the year 17,81,13,151
Total number of shares outstanding at the end of the year 26,11,13,151
Weighted-average number of equity shares (B) 26,06,59,599
Earnings/(loss) per share (`) (A/B) - Basic and Diluted (12.14)
Nominal value of equity share (`) 10.00
32. Contingent Liabilities

As at
31 March 2020
There are contingent liabilities in respect of:
a) Claims against the holding Company not acknowledged as debt # [refer note 1 below]
Income tax matters under dispute [gross of amount paid under protest amounting to `0.26 crores 4.30
Excise/customs/service tax matters in dispute/under appeal [gross of amount paid under protest amounting to `3.59 crores] 55.06
Sales tax/value added tax matters in dispute/under appeal [gross of amount paid under protest amounting to `0.14 crores] 4.42
Others under dispute* [gross of amount paid under protest amounting to `8.53 crores ] 22.91
86.69
b) Other money for which the holding Company is contingently liable # [refer note 1 below]
Claims by ex-employees, vendors, customers and civil cases 1.57
1.57
* Matter under dispute with Maharashtra State Electricity Distribution Company Limited and is pending for hearing with Bombay High Court.
# It is not practicable for the Company to estimate the timing of cash outflows, if any, in respect of the above pending resolution of respective proceedings.

Notes
1.
Out of the above litigations, the Company has provided `54.02 crores against various litigations and remaining contingent liabilities
is `34.24 crores.
2. Hon'ble Supreme Court of India has pronounced a ruling dated 28 February 2019 in which it is held that ‘allowance’ paid to employees, will be
included in the scope of ‘basic wages’ and thus, will be subject to provident fund contributions. Petitions have been filed with Hon'ble Supreme
Court of India seeking additional clarification with respect to the application of this ruling. As this ruling has not prescribed any clarification
w.r.t. to its application, the Group is in the process of evaluating its impact. Management believes that this will not result in any material
liability on the Group.
3. Customs duty claims (including penalties) against the holding Company aggregating to `220.26 crores have not been considered contingent
as favourable orders have been received, in some of the cases, by the holding Company from the Custom Excise and Service Tax Appellate
Tribunal. The holding Company believes that its position is strong in this regard. The matter is pending with the Hon'ble Supreme Court.

Pending resolution of the respective proceedings, it is not practicable for the holding Company to estimate the timings of cash outflows, if any,
in respect of the above as it is determinable only on receipt of judgements/decisions pending with various forums/authorities.
The holding Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required
and disclosed as contingent liabilities where applicable, in its financial statements. The holding Company also believes that the above issues,
when finally settled, are not likely to have any significant impact on the financial position of the holding Company. The holding Company does
not expect any reimbursements in respect of the above contingent liabilities.
33. Capital commitments and other commitments

As at
31 March 2020
a) Capital commitments - Estimated amount of contracts remaining to be executed on capital account and not provided for 10.78
[net of capital advances]
b) The holding Company has commitments to export 22,522 MT of finished goods as per foreign trade policy
pursuant to import of duty free material under advance license scheme.
34. Assets pledged as security

As at
31 March 2020
The carrying amounts of assets pledged as security for current and non-current borrowings are:
Current assets
Financial assets
Floating charge
Trade receivables 91.46
Cash and cash equivalents 12.50
Other bank balances 9.96
Other financial assets 4.88
Floating charge
Inventories 250.54
Other current assets 260.70
Total current assets pledged as security 630.04
Financial assets
First charge
Non-current bank balances 1.53
First charge
Property, plant and equipment 682.52
Capital work-in-progress 7.19
Other non-current assets 2.05
Total non-current assets pledged as security 693.29
35. Employee Benefits

a) Defined contribution plan
An amount of `4.48 crores for the year has been recognised as an expense in respect of the holding Company’s contributions
towards Provident Fund, an amount of `0.65 crores for the year has been recognised as an expense in respect of holding
Company’s contributions towards Employee State Insurance and an amount of `0.16 crores for the year has been recognised as
an expense in respect of the holding Company’s contributions towards National Pension Scheme, which are deposited with the
government authorities and have been included under employee benefit expenses in the Statement of Profit and Loss.
b) Defined benefit plan

1) Gratuity
2) Compensated absences
The holding Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are
in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is
the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years
of service. Reconciliation of opening and closing balances of the present value of the defined benefit obligation:

Corporate Overview
As at
31 March 2020
(i) Changes in present value obligation
Present value obligation as at the start of the year 15.61
Interest cost 1.20
Current service cost 1.01
Actuarial loss/(gain) on obligation 0.54
Statutory Reports
Benefits paid (0.97)
Present value obligation as at the end of the year 17.39
(ii) Net liability recognised in the Balance Sheet
Present value obligation at the beginning and end of the year (17.39)
Net liability in the Balance Sheet (17.39)
(iii) Amount recognised in the statement of profit and loss
Current service cost 1.01
Interest cost 1.20
Expense recognised in the statement of profit and loss 2.21
(iv) Re-measurements recognised in the statement of other comprehensive income (OCI)
Changes in financial assumptions (0.54)
Amount recognised in other comprehensive income (0.54)
(v) Actuarial assumptions

As at 31 March 2020
Compensated
Gratuity
absences
Discount rate (p.a.) 6.74% 6.74%
Salary escalation rate (p.a.) 2.00% 2.00%
Withdrawal rates
Upto 30 years 4.00% 4.00%
From 31 to 44 years 3.00% 3.00%
Above 44 years 1.00% 1.00%
Retirement age 58 years 58 years
Mortality rate Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2012-14) (2012-14)
(modified) Ultimate (modified) Ultimate
These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount factors
are determined close to each year end by reference to government bonds of relevant economic markets and that have terms to
maturity approximating to the terms of the related obligation. Other assumptions are based on management’s historical experience.
(vi) Sensitivity analysis for gratuity liability

The sensitivity of the overall plan obligations to changes in the weighted key assumptions are:
As at
31 March 2020
Present value of obligation at the end of the year
Impact of the change in discount rate (p.a.)
Impact due to decrease of 0.50% 0.71
Impact due to increase of 0.50% (0.67)
Impact of change in salary escalation rate (p.a.)
Impact due to increase of 0.50% 0.73
Impact due to decrease of 0.50% (0.70)
As at
31 March 2020
(vii) Expected future cash flows
The expected future cash flows in respect of gratuity as at 31 March 2020 were as follows:
31 March 2020 1.14
31 March 2021 0.84
31 March 2022 0.88
31 March 2023 1.12
31 March 2024 0.72
31 March 2025 1.03
Beyond 31 March 2025 11.66

(viii) Expected contribution

The expected future employer contributions for defined benefit plan `2.24 crores as at 31 March 2020.
c) Other long-term employee benefit

An amount of `0.96 crores pertains to expense towards compensated absences and included in "employee benefit expense".
36. Dues to micro, small and medium enterprises

On the basis of confirmations obtained from suppliers who have registered themselves under the Micro, Small and Medium
Enterprise Development Act, 2006 (MSMED Act, 2006) and based on the information available with the Company, the following
are the details:
As at
Particulars
31 March 2020
Principal amount remaining unpaid 3.25
Interest due thereon 0.07
Interest paid by the Holding Company in terms of Section 16 of MSMED Act, 2006, along with the amount of the payment 2.19
made to the suppliers and service providers beyond the appointed day during the year
Interest due and payable for the period of delay in making payment (which has been paid but beyond the appointed day -
during the year) but without adding the interest specified under MSMED Act, 2006
Interest accrued and remaining unpaid as at end of the year 0.38
Further interest remaining due and payable even in the succeeding years, until such date when the interest dues as above -
are actually paid to the small enterprise for the purpose of disallowance as a deductible expenditure under section 23 of
the MSMED Act, 2006.
37. Segment information

Basis of segmentation:
The Group's primary business segment is reflected based on principal business activities carried on by the Group. Chairman
and Managing Director has been identified as being the Chief Operating Decision Maker ('CODM') and evaluates the Group's
performance and allocates resources based on analysis of the various performance indicators of the Group as a single unit.
Therefore, there are no separate reportable business segments as per Ind AS 108-Operating Segments. The Group operates in
one reportable business segment i.e., manufacturing of Polyester goods.
Geographical information:
The geographical information analyses the Group’s revenue and trade receivables from such revenue in India and other
countries. In presenting the geographical information, segment revenue and receivables has been based on the geographic
location of customers.
For the year
ended
31 March 2020
a) Revenue:
Domestic 1,608.41
Overseas* 513.64
2,122.05
*Revenue from overseas countries:
Turkey 186.41
Nepal 76.91
Other overseas countries 250.32
As at
31 March 2020
b) Trade receivables:
Domestic 52.87
Overseas* 38.59
91.46
*Trade receivables from overseas countries:
Turkey 8.92
Nepal 4.65
Other overseas countries 25.02
38.59

Corporate Overview
As at
31 March 2020
c) Non-current assets:
Domestic* 732.88
Overseas -
732.88
*excluding deferred tax and income tax assets
Statutory Reports
Notes
1. Gross revenues from none of the customer exceed 10% or more of the Group's total gross revenue.
38. Financial instruments - accounting classifications and fair value measurements

The fair values of the financial assets and financial liabilities are included at the amount at which the instrument could be exchanged
in a current transaction between willing parties, other than in a forced or liquidation sales.
The following methods and assumptions were used to estimate the fair values:
1. Fair value of cash and cash equivalents, bank balances, trade and other short-term receivables, investments, loans and advances
and other current liabilities approximated their carrying amounts largely due to the short-term maturities of these instruments.
2. The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by
valuation technique.
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments.
The fair value of all equity instruments which are traded in the stock exchanges is valued using the closing price as at the
reporting period.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques
which maximise the use of observable market data and rely as little as possible on entity specific estimates. If all significant inputs
required to fair value an instrument are observable, the instrument is included in Level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This
is the case for unlisted equity securities, contingent consideration and indemnification asset included in level 3.
A. Accounting classifications and fair values

The following tables shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in
the fair value hierarchy.
cash equivalents
Non-current investments - - - -
Total 0.06 4.88 119.32 124.26
Borrowings - 92.87 - 92.87
Non-current lease liabilities - 16.99 - 16.99
Current lease liabilities - 4.57 - 4.57
Total - 1,067.30 - 1,067.30

B. Measurement of fair values

Assets and liabilities are to be measured based on the following valuation techniques:
Market approach – Prices and other relevant information generated by market transactions involving identical or comparable
assets or liabilities.
Income approach – Converting the future amounts based on market expectations to its present value using the
discounting methodology.
Cost approach – Replacement cost method.
Quoted market prices in active markets are available for investments in securities and, as such, these investments are classified
within Level 1.
Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments which are
traded in stock exchanges and valued using closing price at the reporting date.
The fair value of financial instruments that are not traded in an active market is determined using valuation techniques. The Company
uses its judgement to select a variety of methods and make assumptions that are mainly based on the conditions existing at the
end of each reporting period.
The following table shows the valuation techniques used in measuring Level 2 and Level 3 fair values for financial instruments
measured at fair value in the balance sheet, as well as the significant unobservable inputs used.
Financial instruments measured at fair value

Type Valuation technique Significant unobservable inputs Inter-relationship between significant
unobservable inputs and fair value
measurement
Security deposit* The valuation model considers the present Risk adjusted discount rate Not applicable
value of receivables, discounted using a risk
Unquoted investments** Based on the net worth of the investee Not applicable Not applicable
Company and proportionate investment
by the Company
Financial liabilities*** The valuation model considers the present Not applicable Not applicable
value of payables, discounted using a risk
* The fair value of the security deposits is computed using the discounted cash flows based on the current lending rates which is unchanged and therefore fair value
of deposits is same as its carrying amount. They are classified as level 2 fair values in the fair value hierarchy due to use of observable inputs.
**For some of the unquoted investments, the Company have determined the fair value which is based on the net worth of the investee Company.
***Financial liabilities include secured and unsecured bank loans, optionally convertible debentures liability component and other financial liabilities.
C. Financial risk management
The Company has exposure to the following risks arising from financial instruments:
- credit risk
- liquidity risk
- market risk
(i) Risk management framework

The Company’s board of directors has overall responsibility for the establishment and oversight of the Company’s risk management
framework. The board of directors has established the risk management committee, which is responsible for developing and
monitoring the Company’s risk management policies. The committee reports regularly to the board of directors on its activities.
The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate
risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly
to reflect changes in market conditions and the Company’s activities.

Corporate Overview
The Company’s risk committee oversees how management monitors compliance with the Company’s risk management policies
and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The
audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk
management controls and procedures, the results of which are reported to the audit committee.
(ii) Credit risk
Statutory Reports
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its
contractual obligations and arises principally from the Company's receivables from customers.
The carrying amounts of financial assets represent the maximum credit risk exposure.
Trade receivables
The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However,
management also considers the factors that may influence the credit risk of its customer base, including the default risk associated
with the industry and country in which customers operate.
The risk management committee has established a credit policy under which each new customer is analysed individually for
creditworthiness before the Company’s standard payment and delivery terms and conditions are offered. The Company review
includes external information, if they are available, financial statements, credit agency information, industry information and in
some cases bank references. Sale limits are established for each customer and reviewed periodically. Any sales exceeding those
limits require approval from the risk management committee.
The Company limits its exposure to credit risk from trade receivables by establishing a maximum payment period of 10 days for all
customer categories. In case of delay beyond 10 days, the interest is generally recovered at the rate of 18% upto 30 days from the
date of invoice and if the delay in beyond 30 days, it is recovered at the rate of 24% from the date of invoice. Average recovery rate
of interest from overdue trade receivables in past years was 12-14%. Most of the Company’s customers have been transacting
with the Company from past few years, and most of these customers’ balances are not credit-impaired at the reporting date
except in few cases reported. Identifying concentrations of credit risk requires judgement in the light of specific circumstances.
The Company monitors ageing of its trade receivables regularly and based on the same takes corrective action. Trade receivables
having ageing more than 180 days is monitor individually and loss allowance is created based on such assessment.
A summary of the Company's exposure to credit risk for trade receivables based on the ageing is as follows:
As at 31 March 2020
Ageing of receivables Gross carrying Expected credit
amount loss
Less than 180 days 86.69 -
More than 180 days 60.13 55.36
146.82 55.36
The movement in the allowance for impairment in respect of trade receivables and loans is as follows:
As at
31 March 2020
Expected credit loss during the year [net of reversal] (0.18)
(iii) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities
that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far
as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions,
without incurring unacceptable losses or risking damage to the Company’s reputation. The Company uses activity-based costing
to cost its products, which assists it in monitoring cash flow requirements and optimising its cash return on investments.

The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and
undiscounted, and include contractual interest payments:
1 year 1 year
Other financial liabilities 27.24 16.99 44.23
Total 743.81 323.49 1,067.30
The Company has secured bank loans that contains certain loan covenants. A future breach of covenant may require the Company
to repay the loan earlier than indicated in the above table. Covenants are monitored on regular basis by the treasury department
and regularly reported to management to ensure compliance with the agreement.
As at 31 March 2020 the Company has not complied with certain financial covenants mentioned under the terms of borrowings
mainly due to paucity of working capital funds. Therefore, based on the past experience and the facts of the case the management
believes that no material financial obligation on part of the Company, is likely to arise in respect of the above matter and thus, no
adjustments are required in these financial statements in this regard.
The interest payments on variable interest rate loans in the table above reflect spot interest rates at the reporting date and these
amounts may change as market interest rates change. However, the Company doesn’t expect significant different amount on
account of change in market interest rate changes.
(iv) Market risk

Market risk is the risk that changes in market prices – such as foreign exchange rates, interest rates and commodity prices – will
affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to
manage and control market risk exposures within acceptable parameters, while optimising the return.
Commodity price risk

Commodity Price Risk Commodity price risk arises due to fluctuation in prices of crude oil. The Company has a risk management
framework aimed at prudently managing the risk arising from the volatility in commodity prices and freight costs. The Company’s
commodity risk is managed centrally through well-established control processes. In accordance with the risk management policy,
the Company enters into various transactions using derivatives to hedge its exposure, as and when required.
Currency risk
The Company is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales, purchases
and borrowings are denominated. The currencies in which these transactions are primarily denominated are US dollars, Japanese
Yen and Euro. The Company uses forward exchange contracts to hedge its currency risk, most with a maturity of less than one
year from the reporting date, as and when required.
Exposure to currency risk

The summary quantitative data about the Company's exposure to currency risk (based on notional amounts) as reported to the
management is as follows.
(i) Unhedged foreign currency risk exposure:

Euro 0.01 82.86 0.08
JPY 59.58 0.70 4.15
Loans [including interest payable] USD 0.55 75.69 4.14
Euro 5.11 82.86 42.32

Corporate Overview
(ii) Hedged foreign currency risk exposure:

As at 31 March 2020
(in million)
Forward contract To take protection against movement USD 1.00 74.41 7.44
Statutory Reports
in foreign exchange rates in respect of
receivable against exports
7.44
Sensitivity analysis
A reasonably possible strengthening (weakening) of the INR, USD, JPY and Euro against all other currencies at year end would
have affected the measurement of financial instruments denominated in a foreign currency and affected equity and profit or loss by
the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores
any impact of forecast sales and purchases.
As at 31 March 2020
Currency (changes in currency value by 5%) Increase in profit Decrease in profit
USD 5% movement 4.12 (4.12)
Euro 5% movement 2.14 (2.14)
JPY 5% movement 0.21 (0.21)
Exposure to interest rate risk
The following table demonstrates the sensitivity on the Company’s profit before tax, to a reasonably possible change in interest
rates on that portion of loans and borrowings affected, with all other variables held constant:
As at 31 March 2020
Changes in interest cost by 5% Increase Decrease
On term loans 1.66 (1.66)
On cash credit limits 0.17 (0.17)
D. Capital management
The Company's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to
sustain future development of the business. The primary objective of the Company's Capital Management is to maximise the
shareholder's value. Management also monitors the return on capital. The board of directors seeks to maintain a balance between
the higher returns that might be possible with higher levels of borrowing and the advantages and security afforded by a sound
capital position.
As at
31 March 2020
Total liabilities 1,261.08
Less: cash and cash equivalents 13.02
Adjusted net debt 1,248.06
Total equity 222.01
Adjusted net debt to equity ratio 5.62
39. Leases
Lease liabilities are presented in the statement of financial position as follows:
As at
31 March 2020
Current 4.57
Non-current 16.99
21.56
Adoption of Ind AS 116 ‘Leases’

Ind AS 116 ‘Leases’ replaces Ind AS 17 ‘Leases’ along with three interpretations (Appendix A ‘operating leases-incentives’,
Appendix B ‘evaluating the substance of transactions involving the legal form of a lease’ and Appendix C ‘determining whether
an arrangement contains a lease’).

The adoption of this new Standard has resulted in the holding Company recognising a right-of-use assets and related lease liability
in connection with all former operating leases except for those identified as low-value or having a remaining lease term of less than
12 months from the date of initial application.
The new Standard has been applied using the modified retrospective method along with the transition option to recognise
right-of-use assets at an amount equal to the Lease Liability.
The holding Company has elected not to include initial direct costs in the measurement of the right-of-use asset for operating
leases in existence at the date of initial application of Ind AS 116, being 01 April 2019. At this date, the holding Company has
also elected to measure the right-of-use assets at an amount equal to the lease liability adjusted for any prepaid or accrued lease
payments that existed at the date of transition.
Instead of performing an impairment review on the right-of-use assets at the date of initial application, the holding Company has
relied on its historic assessment as to whether leases were onerous immediately before the date of initial application of Ind AS 116.
On transition, for leases previously accounted for as operating leases with a remaining lease term of less than 12 months the
holding Company has applied the optional exemptions to not recognise right-of-use assets but to account for the lease expense
on a straightline basis over the remaining lease term.
On transition to Ind AS 116, the weighted average incremental borrowing rate applied to lease liabilities recognised under Ind
AS 116 was 9.50%.
A. Reconciliation of total operating lease commitments at 31 March 2019 to the lease liabilities recognised at 01 April 2019 :
Particulars Amount
Operating lease commitments at 31 March 2019 36.53
Remeasurement 8.73
Lease liabilities at 1 April 2019 27.80
B. The following are amounts recognised in profit or loss :

March 2020
Depreciation expense of right-of-use assets 5.30
Interest expense on lease liabilities 2.42
Rent expense* 4.06
Total 11.78
*Rent expense in term of short-term leases and low value leases
The holding Company has leases for office premises, residential properties and storage facilities. With the exception of short-term
leases and low value leases, each lease is reflected on the balance sheet as a right-of-use asset and a lease liability. The holding
Company classifies its right-of-use assets to its property, plant and equipment.
Each lease generally imposes a restriction that, unless there is a contractual right for the holding Company to sublet the asset to
another party, the right-of-use asset can only be used by the holding Company. The holding Company is prohibited from selling
or pledging the underlying leased assets as security.
The table below describes the nature of the Company’s leasing activities by type of right-of-use asset recognised on balance
sheet:
Range of
Average
No of right-of-use remaining No of leases with No of leases with
Right-of-use asset remaining
assets leased term extension options termination options
lease term
(in years)
Buildings 3 3-7 years 4.20 2 -
The maturity analysis of lease liabilities are disclosed in note 38.

Corporate Overview
Lease payments not recognised as a liability

The holding Company has elected not to recognise a lease liability for short-term leases (leases with an expected term of 12
months or less) or for leases of low value assets. Payments made under such leases are expensed on a straight-line basis.
The holding Company does not have any liability to make variable lease payments for the right-to-use the underlying asset
recognised in the financials.
Statutory Reports
The expense relating to payments not included in the measurement of the lease liability for short-term leases and leases of low
value is `4.06 crores.
At 31 March 2020, the holding Company was committed to short term-leases and leases of low value, and the total commitment
as at that date was `0.70 crores.
Total cash outflow for short term-leases and leases of low value for the year ended 31 March 2020 was `3.84 crores.
40. Particulars of investments made as required by clause (4) of Section 186 of the Companies Act, 2013 and as required by
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 has been given
under the investment schedule. Refer note 5(a) and note 5(b).
41. Related party disclosure

a) Disclosure of related parties and relationship between the parties
Nature of relationship Name of related party
i) Key Managerial Personnel Mr. Om Prakash Lohia [Chairman and Managing Director ('CMD')]
Mr. Vishal Lohia [Whole Time Director ('WTD')]
Mrs. Urmila Lohia [Relative of CMD]
Mr. Aloke Lohia [Relative of CMD]
Mrs. Ritika Kumar [Relative of CMD]
Mrs. Rimple Lohia [Relative of WTD]
Mr. Ashok Kumar Ladha [Non-Executive Independent Director]
[resigned w.e.f. 25 November 2019]
Mr. Udeypaul Singh Gill [Non-Executive Non-Independent Director]
Mr. Dhanendra Kumar [Non-Executive Independent Director] [appointed
w.e.f. 14 February 2020]
Mr. M N Sudhindra Rao [Executive Director & Chief Executive Officer]
Ms. Ranjana Agarwal [Non-Executive Independent Director]
Mr. Suman Jyoti Khaitan [Non-Executive Independent Director]
Dr. Arvind Pandalai [Non-Executive Independent Director]
ii) Other group entities over which Key Management Personnel Indorama Petrochem Limited
and their relatives are able to exercise significant influence Indorama Polyester Industries Public Company Limited
(with whom transaction have taken place) Indorama Industries Limited
TPT Petrochemicals Public Company Limited
IVL Dhunseri Petrochem Industries Private Limited
StarPet Inc.
PT. Indorama Polychem Indonesia
iii) Enterprises having significant influence on the Company Brookgrange Investments Limited
iv) Controlling Company of the Company Indorama Netherlands BV [controlling company]*
Indorama Ventures Public Company Limited [ultimate
controlling company]**
V) Subsidiary Company Indorama Yarns Private Limited
(incorporated on 16 August 2019)
* During the year ended 31 March 2020 and pursuant to equity infusion, INBV controls the holding Company through management control and also appointed
additional Key Management Personnel in the Company, refer note 14.
* Subsequent to the year ended 31 March 2020, holding Company has option to arrange additional credit lines with the support of the promoter Group Company to
the tune of US$50 million by way of the Stand By Letter of Credit (SBLC) to meet any unforeseen exigencies.

b) Disclosure of transactions between the Company and its related parties

For the year ended
31 March 2020
i) O
ther group entities over which Key Management Personnel and their relatives are able to exercise
significant influence
Foreign currency fluctuations
Indorama Petrochem Limited 1.48
Purchases of raw material and stores and spares
Indorama Industries Limited 11.84
TPT Petrochemicals Public Company Limited 6.04
StarPet Inc. 0.59
PT. Indorama Polychem Indonesia 0.10
Sale of products
ii) Key Managerial Personnel
Remuneration
Short-term employee benefits 7.83
Other long-term benefits (0.11)
Post-employment defined benefit 0.02
7.74
Other transactions [Non-Executive Independent Director]
Rent income 0.16
0.16
Director sitting fees 0.17
0.17
Interest on optionally convertible debentures
Mr. Om Prakash Lohia 0.74
0.74
c) Disclosure of related parties year end balances

As at
31 March 2020
i) O
ther group entities over which Key Management Personnel and their relatives are able to exercise
significant influence
Trade payables
IVL Dhunseri Petrochem Industries Private Limited 3.83
StarPet Inc. 0.59
Advance from customers
Indorama Polyester Industries Public Company Limited 100.65
ii) Key managerial personnel
Provision for gratuity and leave encashment [based on actuarial valuation]
Employee benefits 1.18

Corporate Overview
42. Indorama Yarns Private Limited, a wholly owned subsidiary of situations are continuously evolving, the impact assessed
the holding Company, incorporated on 16 August 2019 is yet to may be different from the estimates made as at the date
commence operations. The holding Company has subscribed of approval of these financial results and management will
`10,000,000 towards its share capital on 14 October 2019. continue to monitor any material changes arising due to
The holding Company is presenting consolidated financial the impact of this pandemic on financial and operational
performance of the holding Company and take necessary
Statutory Reports
statements for the first time. Accordingly, requirement for
presenting comparative consolidated financial numbers for the measures to address the situation.
year ended 31 March 2019 is not applicable.
The management is of the view that the holding Company
43. Corporate social responsibility will be able to continue as a going concern and will realise
In accordance with the provisions of section 135 of the Companies its assets and will be able to meet its liabilities at the
Act 2013, the Board of Directors of the holding Company had amounts stated in the books and commitments in the
constituted a Corporate Social Responsibility (CSR) committee. normal course of business. The holding Company has
In terms with the provisions of the said Act, the holding Company option to arrange additional credit lines with the support
is not required to spend any amount towards CSR activities of the promoter Group Company to the tune of US$50
during the current and previous year. million by way of the Stand By Letter of Credit (SBLC) to
meet any unforeseen exigencies.
44.
In March 2020, WHO declared Covid-19 outbreak as
a pandemic. This pandemic has severely impacted 45.
The holding Company’s business comprises of
businesses around the globe. In many countries, including manufacture and sale of polyester products. In the past,
India, there has been severe disruption to regular business due to high raw material cost, working capital issues and
operations. The plant and offices of the holding Company consequent high interest cost, the holding Company
has been under lock-down since March 2020, as per incurred losses.
directives from the Government. As a result, operations for
the month of March 2020 have been impacted. The holding Subsequent to infusion of additional equity by way of
Company is monitoring the situation closely and the preferential allotment to Indorama Netherlands BV (IVL)
overall impact on the business of the holding Company will and Siam Stock Holdings Limited, amounting to `360.72
depend on future developments which cannot be reliably crores, the holding Company has taken significant steps
predicted. Fixed expenses in March 2020, incurred during during the year to improve operational performance by
this period of lock-down are as under: competitive procurement of raw materials, ramping up
of production in a phased manner to have economies of
(i) Employee cost - `1.97 Crores
scale, sufficient working capital facilities from banks at
(ii) Depreciation - `1.93 Crores
reduced cost and creation of a good customer base.
(iii) Other expenses - `0.75 Crores
The result of initial steps taken have started showing
Given the uncertainty of quick turnaround to normalcy,
improvement in performance of the holding Company.
post lifting of the lock down, the holding Company has
Further, relief action for the industry from Government
carried out a comprehensive assessment of possible
of India by abolishing anti-dumping duty on imported
impact on its business operations, financial assets,
PTA, a key raw material for the holding Company, in
contractual obligations and its overall liquidity position,
budget 2020-21, will have additional positive impact
based on the internal and external sources of information
on the business.
and application of reasonable estimates. The holding
Company does not foresee any significant incremental
The management has reassessed the carrying value of
risk to the recoverability of its assets or in its ability to
deferred taxes and made appropriate adjustment in the
meet its financial obligations over the foreseeable future,
carrying value of deferred tax assets based on prudence.
given early and required steps taken to contain, protect
The management is confident about the achievement of
and mitigate the exposure. .
its long-term business plans and availability of sufficient
future taxable profits against which deferred tax is
Pursuant to the relaxed guidelines, the holding Company
fully recoverable.
has now resumed its manufacturing operations as
allowed in keeping with Government advisories. Since the

46.
The equity shares of the Company are listed on BSE in accordance with SCRR, on a continuous basis for
Limited and National Stock Exchange of India Limited. listing. Pursuant to the acquisition of shares by Indo Rama
As per Regulation 38 of the Securities and Exchange Netherlands BV (‘INBV’) through open offer, promoters’
Board of India (Listing Obligations and Disclosure shareholding has increased to 81.72%. The Company
Requirements) Regulations 2015 (‘LODR’) read with Rule plans to comply with SCRR as per SEBI Circular no.
19A of the Securities Contracts (Regulation) Rules, 1957 CFD/CMD/CIR/P/2017/115 dated 10 October 2017 read
(‘SCRR’), the Company is required to maintain at least 25% with Circular no. SEBI/HO/CFD/CMD1/CIR/P/2020/81
(twenty five percent) public shareholding, as determined dated 14 May 2020.
47. Additional information as required by Paragraph 2 of the General Instructions for Preparation of Consolidated
Financial Statements to Schedule III to the Companies Act, 2013:
Net assets i.e. total assets Share in other Share in total

Share in profit or loss
minus total liabilities comprehensive income comprehensive income
As % of
Name of the entity As % of As % of consolidated As % of
Amount Amount Amount Amount
consolidated consolidated other consolidated
(` crores) (` crores) (` crores) (` crores)
net assets* profit or loss* comprehensive net assets*
income*
Parent
Indo Rama Synthetics 100.20% 222.45 99.86% (316.10) 100.00% (1.46) 99.86% (317.56)
(India) Limited
Subsidiary
Indorama Yarns (0.20%) (0.44) 0.14% (0.44) 0.00% - 0.14% -0.44
Private Limited
Total 100.00% 222.01 100.00% (316.54) 100.00% (1.46) 100.00% (318.00)
* The above amounts/percentage of net assets and net loss in respect of Indo Rama Synthetics (India) Limited and its subsidiary are determined based on the amounts
of the respective entities included in consolidated financial statements before inter-company eliminations/consolidation adjustments.
48. The consolidated financial statements were approved for issue by the board of directors on 24 June 2020.
This is the summary of significant accounting policies and other explanatory information referred to in our report of even date



FORM AOC-1
(Pursuant to first proviso to sub-section (3) of Section 129 read with rule 5 of Companies (Accounts) Rules, 2014)Statement
containing salient features of the Financial Statements of Subsidiaries / Associates /Joint Ventures as per the Companies Act, 2013
The date of Loss(-)/ Loss(-)/

Name of Reserves Provision
Sr. incorporation Reporting Reporting Share Total Total Invest- Total Profit Profit Proposed Effective
Subsidiary and for Country
No. of subsidiary Period Currency Capital Assets Liabilities ments Income before after Dividend Shareholding
Company Surplus Taxation
company Taxation Taxation
Indorama 16 August 16 INR 1.00 (0.44) 0.59 (0.59) NIL 0.01 (0.44) - (0.44) - 100% India
Yarns 2019 August
Private 2019 to
Limited 31 March
2020
Om Prakash Lohia Arvind Pandalai M N Sudhindra Rao

Chairman and Managing Director Director Executive Director and Chief Executive Officer
DIN Number: 00206807 DIN Number: 00352809 DIN Number: 01820347
Place: New Delhi Place: New Delhi Place: Mumbai

Annual Report 2019-20

187
Financial Statements Statutory Reports Corporate Overview
Notes
MARKETING MANUFACTURING
OFFICES COMPLEX
Coimbatore A-31, MIDC Industrial Area, Butibori,
T5A, 3rd Floor, Manchester Square, Nagpur – 441122, Maharashtra, India.
Puliyakulam Coimbatore-641037, Tamil Nadu, Tel: 07104 - 663 000/01,
India Tel:0422-2220456 Fax:0422-2220658 Fax: 07104 - 663 200
Ludhiana
B-XIX-122/2, 4th Floor, Golden Plaza, The Mall
Road, Ludhiana-141 001, Punjab, India
Tel: 0161-2442752 / 5045068
Surat
205, Trividh Chambers, Opp. Fire Brigade
Station, Ring Road,
Surat-395 002, Gujarat, India
Tel: 0261-2340448 / 2350701
Erode
37/1 Taluka Erode,
Village Surampatty, Panchayat
Perundurai Road,
Erode – 638011
Tamil Nadu, India
Tel/Fax: 0424-2240847
Gurugram
20th Floor, DLF Square, DLF Phase-II,
NH-8, Gurugram-122 002, Haryana, India
Tel: 0124-499 7000
Fax: 0124-499 7070
Mumbai
The Metropolitan, 6th Floor,
Bandra Kurla Complex, Bandra (East),
Mumbai-400 051,
Maharashtra, India Tel: 022-26571234
Fax: 022-26571222
Synthetics (India) Limited
Corporate Office
20th Floor, DLF Square, DLF Phase II,
NH 8, Gurugram - 122002, Haryana, India.
Tel.: 91 124 4997000,
Fax: 91 124 4997070
E-mail: corp@indorama-ind.com
Registered Office
Tel: 91 7104 663 000/01,
Fax: 91 7104 663200
CIN: L17124MH1986PLC166615
www.indoramaindia.com

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IRSL: STEXCH: 2020-21:

31st July 2020

Corporate Listing Department Corporate Relations Department

lndo Rama Synthetics (India) Limited - CIN L17124MH1986PLC166615

Sub.: Regulations 30 and 34 - Submission of Notice of the 34th Annual General

In terms of the requirements of Regulations 30 and 34 of the SEBI (Listing Obligations

INDO RAMA SYNTHETICS (INDIA) LTD .

Date and Time of AGM Wednesday, 261h August 2020, 11 :30 AM

Mode Video Conference ("VC") I

Cut-off date for e-Voting Wednesday, 19th August 2020

e-Voting website httos://www. evoti na.nsdI.com

You are requested to kindly take the same on record .

Pawan Kumar Thakur

1) National Securities Depository Ltd.

2) Central Depository Services (India) Ltd .

3) MCS Share Transfer Agent Limited

Pawan Kumar Thakur

610,050 TPA 1,400+

2 Indo Rama Synthetics (India) Limited

APPLICATIONS • Wartsila Diesel, Finland

OUR KEY RAW OUR ACCREDITATIONS

Our Awards and Accolades

Annual Report 2019-20 3

I am glad that we are a cog in the wheel of this

An impaired global economy

4 Indo Rama Synthetics (India) Limited

Annual Report 2019-20 5

6 Indo Rama Synthetics (India) Limited

RESOLVED FURTHER THAT for the purpose of giving

Registered Office: By order of the Board of Directors

Annual Report 2019-20 7

8 Indo Rama Synthetics (India) Limited

Annual Report 2019-20 9

10 Indo Rama Synthetics (India) Limited

may also send requests to the Company’s Investor email III) 

Annual Report 2019-20 11

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

II) Once the home page of e-voting system is

12 Indo Rama Synthetics (India) Limited

email sent to you from NSDL from your mailbox. IV) 

I) The procedure for e-Voting at the AGM is same as the

I) After successful login at Step 1, you will be able to (ii) 

Annual Report 2019-20 13

14 Indo Rama Synthetics (India) Limited

Annual Report 2019-20 15

Accordingly, consent of the Members is sought for passing

Registered Office: By order of the Board of Directors

16 Indo Rama Synthetics (India) Limited

ANNEXURE I TO THE NOTICE

1. Mr. Udeypaul Singh Gill (DIN: 00004340)

2. Independent Director – Mrs. Ranjana Agarwal (DIN: 03340032)

Annual Report 2019-20 17

Qualification Graduation in Economic Honours and CA

ICRA Analytics Limited:

URGO Capital Limited:

RBL Bank Limited:

Joyville Shapoorji Housing Pvt. Limited:

18 Indo Rama Synthetics (India) Limited

3. Independent Director – Mr. Dhanendra Kumar (DIN: 05019411)

may also send requests to the Company’s Investor email III)

II) Once the home page of e-voting system is

email sent to you from NSDL from your mailbox. IV)

I) The procedure for e-Voting at the AGM is same as the

I) After successful login at Step 1, you will be able to (ii)

B. Technology Absorption: (ii) Installation of 220 KV 70/85 MVA Trafo parallel to

I) Audit Committee (2)

All Members of the Committee are financially literate and e)