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Annual Report 2016-17

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NEW BEGINNINGS

Gurgaon Lab Inauguration,


October 2016

Inauguration of NCML Office,


Kanjurmarg, Mumbai,
April 2017

Inauguration of
NFIN &
Projects Office,
Gurgaon,
May 2017

Mumbai Lab Inauguration,


February 2017

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Annual Report 2016-17

CREATION OF NEW INFRASTRUCTURE

Silo Complex,
Bareilly,
Uttar Pradesh

Silo Complex,
Purnea, Bihar

Warehouse Complex,
Gulbarga, Karnataka

Signing of
Concession Agreement,
FCI Silo Project,
February 2017

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ENSURING QUALITY

Triple Quadrupole GC-MS,


Gurgaon Lab

Triple Quadrupole LC-MS,


Mumbai Lab

MEETING OF MINDS

Lenders’ Meeting,
FCI Silo Project,
January 2017

NCML Presentation,
Lenders’ Meet,
FCI Silo Project,
January 2017

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Annual Report 2016-17

BOARD OF DIRECTORS
Mr. S. B. Mathur (Chairman of the Board)
Mr. Chandran Ratnaswami
Mr. Harsha Raghavan
Mr. Sumit Maheshwari
Ms. Zohra Chatterji
Mr. Sanjay Kaul
Mr. Unupom Kausik

COMPANY SECRETARY & HEAD – LEGAL


Mr. Sanjay Khare

STATUTORY AUDITORS
M/s. B S R & Co. LLP
Chartered Accountants
(Firm’s Registration No: 101248W/W-100022)

Lodha Excelus, 5th floor


Apollo Mills Compound,
N. M. Joshi Marg, Mahalakshmi,
Mumbai - 400 011

REGISTERED OFFICE
Unit No: 505 to 509, 5th Floor,
Lodha Supremus, Off JVLR,
Kanjurmarg (East), Mumbai-400042

CORPORATE OFFICE
IFFCO Tower, Tower-1,
B- wing, 5th Floor,
Sector-29, Gurgaon,
Haryana - 122001.

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Contents

PAGE NO

1 . Message from MD & CEO..................................................................................... 03 - 05

2 . Directors’ Report.................................................................................................. 06 - 25

3 . Management Discussion & Analysis.................................................................... 26 - 32

4. Standalone Independent Auditors’ Report ........................................................ 33-40

5. Standalone Balance Sheet.................................................................................... 41-42

6. Standalone Statement of Profit & Loss............................................................... 43-44

7. Standalone Cash Flow Statement........................................................................ 45-49

8. Notes to the Standalone Financial Statements................................................... 50-116

9. Consolidated Independent Auditors’ Report...................................................... 117-121

10. Consolidated Balance Sheet................................................................................. 122-123

11. Consolidated Statement of Profit & Loss............................................................ 124-125

12. Consolidated Cash Flow Statement .................................................................... 126-131

13. Notes to the Consolidated Financial Statements................................................ 132-199

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Annual Report 2016-17

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1 Message from MD & CEO

Dear Shareholders,

The year 2016-17 was the first full financial year Apart from the silos being set up under the
post the acquisition of majority ownership of FCI Project, the Company’s own warehousing
NCML by Fairfax India. We are happy to inform capacity now constitutes a good portion of the
that the turnover of the Company during 2016-17 overall storage capacity being managed by NCML.
continued its rapid upward trajectory, clocking The Company’s own operational warehousing
a level of ` 7.80 billion, registering a growth of capacity currently stands at 5,20,000 MT, which
46.1 per cent over the level achieved in 2015-16. will increase to 6, 80,000 MT by the end of 2017-18.
The profit before tax touched a level of Rs. 406.2 Including the capacity being created under the
million, up from ` 388.1 million achieved during FCI Silo Project (which will be completed within
2015-16. Similarly, EBITDA was up from ` 628.09 2 years), the storage capacity under the
million in 2015-16 to ` 760.62 million in 2016-17. Company’s ownership would reach a level of
1.23 million MT.
The Supply Chain division was once again the
star performer of the year, recording revenue of The storage business in the country was
` 5.8 billion, an increase of 71.9 per cent over adversely affected during first nine month of the
the previous year. The Testing & Certification year under review on account of the all time high
division also recorded a significant growth in commodity prices of Rabi harvest, stock limits
business performance. on pulses and sugar, and empty pipeline supplies
in case of most of the commodities pursuant to
The hallmark of the year was the entry of NCML previous year drought conditions. The situation
into the league of major players providing silo was further adversely impacted due to the
storage services to the Food Corporation of government’s demonetisation of high currency
India (FCI). NCML has won a prestigious tender notes. However, by virtue of its standing in the
for construction of 5.5 lakh MT Silo storage market, the Company was able to weather the
capacity at 11 locations. As per the contract storm to a large extent. It may be mentioned that
awarded by FCI, the Company would be setting despite a challenging environment, the overall
up silos of 50,000 MT capacity each along warehousing capacity under management of
with rail siding, at the designated 11 locations, the Storage & Preservation division increased
on Design, Build, Finance, Operate and Own from 1.1 million MT to 1.4 million MT. With the
(DBFOO) basis. Further, as part of the contract, shadows of demonetization quickly receding,
FCI has provided a guarantee of storage rentals the market stabilized by March end, and the
for the entire 5.5 lakh MT capacity for a period segment is poised to perform well in the coming
of 30 years from the commissioning of the silos. year. With a new strategy entailing increased

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Annual Report 2016-17

reliance on retail deposits now in place, the The management is of the view that new
segment has been able to raise utilization levels opportunities are arising for organised
in own as well as leased warehouses to over 85 players like NCML in sourcing and trade
per cent. facilitation. Organised agri-corporates
that are transacting with informal mandi
In the Collateral Management (CM) segment, commission agents have seen value and
the Company continued with its numero efficiency in the integrated approach of NCML.
uno position in the industry with a market The Company also expects significant
share of close to 50 per cent. The CM division opportunities in trade transactions, including
initiated major market expansion drives in fully hedged vendor managed inventory
collaboration with major banks by organizing business for clients.
“India Commodity Connect 2016” conferences
at major agro centres in the country. The The Testing & Certification (T&C) division
segment also participated in product awareness performed well during the year under review,
programmes for Branch Managers organized generating higher revenues from proficiency
by SBI, IDBI Bank, ICICI Bank and UCO Bank at testing for major matrices such as grapes,
different centres across the country. The marine products and water. The division
CM segment currently provides services to has taken over management of 12 labs of
68 banks/ financial institutions; this number Marine Products Export Development Agency
includes 5 banks with whom agreements (MPEDA) for pre-harvest testing of shrimps
were signed during 2016-17.The fortunes of meant for export. The division successfully
this segment were also adversely affected participated in tenders for procurement testing
by demonetization; however, with its lead services for NAFED, SFAC, Tur Board, ReMS and
position in the market, the segment managed electronic National Agriculture Market (e-NAM).
to register a markedly improved performance The division also supported the other
during the year compared to its performance business segments of NCML namely
during 2015-16. Storage & Preservation, Collateral
Management and Supply Chain Management;
The Supply Chain Management (SCM) the Company’s subsidiaries NFIN
division accelerated its momentum in and MktYard.com were also ably supported by
offering innovative supply chain solutions the T&C division.
to its clients that include processors and
other end users. Major agri-corporates have The T&C division has since set up state-of-the-art
associated with the Company in the financial laboratories at Vishakhapatnam, Mumbai and
year 2016-17 for an integrated package Gurgaon in addition to several state and micro
that encompasses direct purchase from labs in the country. With this large network of
farmers, grading and assaying services, storage labs across the country, the division is poised to
and preservation of the produce as well as extend its reach significantly which will reflect in
financing the procurement. Further, as part of its performance in the years to come.
SCM operations, the Company continued with
procurement of paddy in pockets of Jharkhand The Weather & Market Intelligence division
and Uttar Pradesh, on behalf of the government. continued to service insurance companies for their

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weather insurance product through its country- previous year. However, following a slowdown
wide network of over 4000 Automatic Weather in the industrial and services sector, the overall
Stations (AWSs). The division continues with GDP growth is estimated to be between 6.50 and
its lead position as the largest weather data 6.75 per cent, down from 7.9 per cent in 2015-16.
provider in the private sector in the face of stiffThe economy is however expected to bounce
competition. back in 2017-18, with growth estimates by various
agencies ranging from 7.3 to 7.5 per cent. The
The Company’s finance initiative, NCML Finance normal onset of the monsoon also augurs well
Pvt. Ltd. (NFIN), a 100 per cent subsidiary of for the prospects of the Company in the coming
NCML, gathered momentum during the year year.
under review with average daily disbursement
touching ` 20 million in recent times. With The major driver of growth for the Company
a current pipeline of approximately ` 7,500 continues to be its professional management
million, the prospects of NFIN appear bright. structure and its skilled and well trained
manpower at all levels. Being a Fairfax company,
MktYard.com, the electronic platform connecting NCML now wholly subscribes to the Fairfax
commodity buyers and sellers, commenced values that include honesty and integrity, result
operations as a division of NCML. It has since orientation and being entrepreneurial.
been hived off as a separate 100 per cent
subsidiary of the Company in the name and style of We take this opportunity to thank all our
NCML MktYard Pvt. Ltd. The platform facilitated shareholders, investors, clients, regulatory
e-payments of almost Rs. 2 billion to farmers authorities and banks for their continued
from whom paddy was procured by NCML on patronage, guidance and support.
behalf of the government. In the days to come, In the coming year NCML has planned a rapid
the platform will conduct e-auctions across all expansion across its business verticals and will
major commodities, and facilitate an efficient, strive for improved performance. We assure you
neutral and robust price discovery mechanism. of our continued hard work, total commitment
The service would also address the problems to professional excellence and look forward to
faced by a number of banks financing your continued support.
commodities, in case of loan default.

On the broader global canvas, economic activity


appeared to be picking up with China and the
USA showing signs of growth. Global industrial
production and goods trade growth continued
to recover from pronounced weakness in the
first half of 2016. Sanjay Kaul
With regard to the domestic economy, the south- MD & CEO, NCML
west monsoon was near normal, resulting in the
farm sector registering a 4.1 per cent growth in Gurgaon,
2016-17, up from 1.2 per cent registered in the July 2017

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Annual Report 2016-17

2 Directors’ Report

Your Directors have pleasure in presenting their 3. Consolidated Accounts:


Thirteenth Annual Report on the business and The Consolidated Financial Statements of
operations of the Company and the accounts for the Company for the financial year 2016-17
the Financial Year ended March 31, 2017. are prepared in compliance with applicable
provisions of the Companies Act, 2013
1. Financial Summary - (Consolidated) read with the Rules issued thereunder
and applicable Accounting Standards. The
(Rs. in Million) consolidated financial statements have been
Particulars 1st April, 1st April, prepared on the basis of audited financial
2016 to 2015 to statements of the Company, its subsidiary,
31st March, 31st March, as approved by the respective Board of
2017 2016 Directors.
Total Income 7,857.2 5,340.1
Expenditure 7,096.9 4,712.0
4. Dividend
Profit before 760.3 628.1 The Board of Directors of the Company have
Depreciation, decided that the profits of the Company
Finance Charges
and Tax be retained for the future expansion of
the Business. Hence the Directors do not
Interest and 242.6 177.7 recommend any dividend during the Year
Finance Charges under Review.
Depreciation 105.2 87.1
Profit before Tax 412.5 363.3 5. Reserves
Taxes paid and 93.0 -14.3 Rupees 5 million have been transferred
provided towards special reserve. In view of
Profit after Tax 319.6 377.5 contingencies as may arise due to the
peculiar nature of the Company’s business,
Balance brought 1,180.9 809.9
forward from a sum of ` 5,000,000 (31st March 2016:
previous Year ` 5,000,000) has been transferred from
surplus in the statement of profit and loss to
Transferred to 5.0 5.0
Special Reserve. Balance as on 31st March 2017:
Special Reserves
` 27,500,000 (31st March 2016: ` 22,500,000).
Balance carried to 1,494.1 1,180.9
Balance Sheet
6. Change of the Registered Office
The Board of Directors at their meeting held
2. Operational Performance: on 05th August, 2016, approved the proposal
for shifting of the Company’s registered
• Revenue from operations increases by 47.58% office from Gayatri Towers, 954, Appasaheb
to ` 7,771.67 million. Marathe Marg, Prabhadevi, Mumbai
• Net Profit of the Company has decreased by 400 025 to Lodha Supremus, 5 Floor, Off
th

15.3% to ` 319.60 million. JVLR Kanjurmarg (East), Mumbai-400042.

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7. Brief Description of The Company’s Working During the year under review, the storage
During The Year/State of Company’s Affair business in the country was adversely affected
by overall bearishness in agri. commodity
Storage and Preservation
space in the country. This was mainly due to
The major highlight of the year was the award the all-time high commodity prices of Rabi
by the Food Corporation of India (FCI) for harvest, stock limits on pulses and sugar,
setting up silo complexes with a capacity of empty pipe line supplies in case of most of
50,000 MT at each location. Each of these the commodities pursuant to previous year
complexes will also have a rail siding. As part drought conditions, leading to general lack
of the contract, FCI has provided a guarantee of interest among the trading community for
of storage rentals for the entire 5.5 lakh MT arbitrage related storage of agri commodities.
silo capacity that would be set up by the This was compounded by the adverse impact
Company, for a period of 30 years from the of demonetisation. However, the market
commissioning of the silos. The Company has stabilised by end March and the segment is
bagged these contracts in the face of stiff well poised to perform well in the coming
competition from large, established players. year. Despite this challenging environment,
More details of this project are furnished in a the overall storage capacity has increased
later section. from 1.1 million MT to 1.4 million MT.
Apart from the silos being set up under the The segment has now worked on a new
FCI project, the Company’s own warehousing business strategy of changed composition
capacity now constitutes a good portion of deposits, with increased reliance on retail
of the overall capacity being managed. deposits including pledge finance deposits.
As a result, the Company’s position in the The management has been able to raise
storage infrastructure space in the country utilization levels in Project as well as leased
has assumed the status of a large, premium warehouses to over 85 per cent.
warehousing service provider. The Company
has successfully commissioned warehouses
(including one cold store) with installed
Collateral Management
capacity of 5.12 lakh MT at 32 locations as
against 4.11 lakh MT at 25 locations upto last During the year under review, the Company
year. An additional 1.1 lakh MT capacity is continued to be the number one player in
expected to be made operational by August this space, with a market share of close to
2017, including the Company’s first silo 50 per cent. Driven by a strong urge among
complex at Purnea, Bihar with a capacity of stakeholders to increase the size of the
38,200 MT. The project in its entirety, with an collateralized Warehouse Receipt (WHR)
overall capacity of 6.8 lakh MT is expected to finance in the country, the financial year
be completed before the end of FY 2017-18. started on a positive note and the segment
The market response to the Company’s own achieved highest closing AUM of Rs.179.9
warehouses has been quite encouraging, billion in the month of May 2016.  The collateral
with utilization levels of over 80% in most of management division in collaboration with
these warehouses. major Banks initiated major market expansion
drives by organising “India Commodity
In respect of leased warehouses, the segment Connect 2016” conferences at major agro
continued with its policy of pro-active hiring centres including Mumbai, Guntur, Vizag,
and long term lease at select locations to Kota, Jodhpur, Kanpur, etc. The collateral
capitalize on viable opportunities in the management division also participated in
commodity space, while simultaneously product awareness programmes for the
exercising cost control through aggressive Branch managers organised by SBI, IDBI,
de-hiring at unviable locations. UCO Bank central teams at different centres

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Annual Report 2016-17

across India. Since April 2016, the division also expects significant opportunities in trade
has executed new Collateral Management transactions, including fully hedged vendor
Agreements with Syndicate Bank, Belgaum managed inventory business for clients.
District Central Cooperative Bank,
Sugam Credit Cooperative Bank, Andhra The Market Yard initiative of the Company,
Pragati Gramin Bank and Deora People’s which was part of the SCM segment, has
Cooperative Bank. since been hived off as a separate company;
details in this regard are furnished in a later
The demonetisation measure motivated the section of this report.
processors to repay loans and book profits
through immediate disposal of existing
funded stocks as well as stocks from new Testing & Certification
production rather than the usual stock-and-
NCML-CommGrade, the testing & certification
sell-later model.  Despite this the overall
arm of NCML has performed well during
performance of the division was better than
FY 2016-17. The segment fared extremely
the performance during FY16.  
well in the proficiency testing for major
The Company is fully aware of the risks matrices such as grapes, marine products
associated with a large commodity finance and water which enhanced its reputation
portfolio and is therefore continuously with the customers and regulators.
engaged in strengthening its processes and The division has taken over management
controls, through both operational protocols of 12 labs of Marine Products Export
and organizational restructuring, for better Development Agency (MPEDA) for pre-
risk management. harvest testing of shrimps meant for exports.
The division successfully participated in
tenders for procurement testing services
Supply Chain Management for NAFED, SFAC, Tur Board, ReMS and 
electronic National Agricultural Market. The
The Supply Chain Management (SCM) vertical
division has also supported the business
has been the star performer in the current
segments – Supply Chain, Storage &
year. The division accelerated its momentum
Preservation, Collateral Management, Nfin and
in offering innovative supply chain solutions
Mktyard.com.
to its clients that include processors and
other end users. Major agri-corporates have The setting up of state-of-the-art  FSSAI
associated with the Company in the financial level-II (Food Quality and Safety testing) labs
year 2016-17 for an integrated package that at Vizag, Gurgaon and Mumbai  has been
encompasses direct purchase from farmers, completed which shall enhance the divisions’s
grading and assaying services, storage reach, capacity  and ‘time to report’  to its
and preservation of the produce as well as customers.   Three of the FSSAI level-I labs
financing the procurement. Further, as part (Food Quality testing)  at  Bangalore, Indore
of SCM operations, the Company continued and Kota are ready, while five more at Unjha,
with procurement of paddy in pockets of Chennai, Kanpur, Kolkata  and Kochi are in
Jharkhand and Uttar Pradesh, on behalf of various stages of completion and will be
the government. operational in the near future.  The new labs
are in the process of validating the methods
The management is of the view that new
to be performed in line with the scope of their
opportunities are arising for organised players
activities and participating in inter-laboratory
like NCML in sourcing and trade facilitation.
comparisons.  The regulatory requirements
Organised agri-corporates that are
of the labs shall be obtained in the next few
transacting with informal mandi commission
months after which they shall be able to
agents have seen value and efficiency in
test for regulatory samples. Highly qualified
integrated approach of NCML. The Company

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and good experienced teams have been in commencement of business by three
positioned in each of the labs. months, drought and demonetization,
business finally picked up pace with average
daily disbursement touching ` 20 million
Weather & Market Intelligence
in recent times. With a current pipe line of
While all other services rendered by NCML are approximately ` 7500 million, the prospects
in the realm of post-harvest risk mitigation, the for NFIN appear bright.
Crop and Weather Intelligence group (CWIG)
provides pre-harvest services by providing Currently two products viz., warehouse
‘real time’ weather data to crop insurance receipt funding and demat commodity
companies.  CWIG has the largest network funding, have been launched. Referral
of Automatic Weather Stations (AWS) in the and Collection Partner (RCP) channel is
country and currently manages over 4000 operational. Business of ` 51 million has been
AWSs.  The network is spread across eleven booked so far and there is a pipeline of ` 2224
states serving more than eight insurance million from this channel. At the end of the
companies.  The company also provides year under review, NFIN had a loan book of
services to Central Research Institute for ` 1500 million.
Dry land Agriculture and International Crop
By adopting technology, NFIN aims to scale
Research Institute in the Semi-Arid Tropics-
up its operations rapidly, aided by stringent
ICRISAT.  NCML-CWIG continues its leading
controls and protocols to ensure a robust
position as the largest weather data provider
Risk Management framework.
in the private sector in the face of stiff
competition from a number of companies
entering this space. MktYard.com
During the year under review, the Weather MktYard.com is the electronic platform
Intelligence division clocked revenue set up by NCML and is aimed at connecting
of `176.6 million vis-à-vis ` 100.5 million commodity buyers and sellers across the
during FY 16 – growth of 75.7 per cent. The country. The software underlying the
increase in revenues and higher profit is platform was designed to provide an
due to higher usage of our existing weather efficient, neutral and easy price discovery
stations in the states of Maharashtra, HP mechanism for all participants across all
and also additional stations in MP, HP and commodities. The platform also addresses
Chhattisgarh. During FY 17, the division took the problems faced by banks financing
up a new line of work – monitoring of Crop commodities in case of loan default; hitherto,
Cutting Experiments (CCE) – the revenues they had to go through the long drawn
from which were around `9 million.  cumbersome process of physical auction of
the pledged goods.
The division has added two Government
orders from Government of Gujarat MktYard.com began operations in December
(GoG) and Odisha (GoO) for establishing 2016 as a division of NCML. Later, following
network of AWS this year.  In case of a decision by the Board, NCML MktYard Pvt.
GoG it is a data service model, while in case Ltd. has been set up as a separate company
of GoO it is a procurement model with annual - a 100% subsidiary of NCML. The platform
maintenance. facilitated e-payments of about ` 2 billion
to farmers from whom paddy was procured
by NCML on behalf of government, and
NCML Finance earned revenue of ` 3 million in the process.
NCML Finance Pvt. Ltd. (NFIN) is a 100 per E-Auctions will also take place in the coming
cent subsidiary of NCML, representing months, adding to the product bouquet of
the finance arm of NCML. After delay the company.

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Annual Report 2016-17

FCI Silo Project auditors. Additionally, the statutory auditors


It is a matter of great privilege for NCML that also conduct random audits of locations.
it has bagged contracts for setting up silos for The Inspection and Vigilance group (IVG) is
FCI at 11 locations out of 27 locations for which mandated to audit all critical locations every
a tender had been floated, thus emerging as month. Audit findings are reviewed by the top
the entity awarded the largest share of 0.55 management every month and appropriate
million MT out of the 1.35 million MT tendered. corrective steps are taken on priority basis.
Accordingly, NCML will be setting up silos
of 50,000 MT capacity together with a railway
Warehousing Project
siding, at each of the 11 locations, through
Public Private Partnership (PPP) on Design, Work on the Warehousing Project is
Build, Finance, Own and Operate (DBFOO) progressing well with the Company having
basis. NCML would be setting up silos at commissioned 5.12 lakh MT storage capacity
4 locations in UP (Deoria, Basti, Faizabad across 32 locations. Further, construction
and Varanasi), 3 locations in Punjab (Batala, is in progress at 9 locations for creation of
Chhehretta and Jalalabad), 3 locations in an additional capacity of 1,12,100 MT, which
Haryana (Palwal, Sonepat and Bhattu) and is expected to be completed by end of the
1 location in Bihar (Bettiah). As per the calendar year. This includes the Company’s
terms of engagement, FCI offers a 30 year first silo complex which is being set up at
guarantee for storage charges for the full Purnea, Bihar, entailing a storage capacity
capacity installed as per conditions stipulated of 38,200 MT. The entire project, envisaging
in the contract. creation of an aggregate storage capacity
of 6.8 lakh MT, is expected to be completed
Further, in terms of the award by FCI, the before the end of FY 2017-18.
Company has set up 11 SPVs corresponding
to the 11 locations. A full-fledged project The market response to the Company owned
team has been put in place to ensure timely warehouses at locations where these units
execution of the project. Also, the Company have been commissioned has been very
has hired the services of consultancy firms good.  We are confident that with its own
for different aspects of the project. Steps country-wide network of modern warehouses,
have also been taken for financial closure of the overall efficiency of the Company’s
the project. operations would improve significantly and
contribute to higher profitability.

Computerization, IT & Audit


Your Company could reap the full benefits 8. Change In The Nature of Business, If Any
of its Cloud Strategy during the current year No Changes have occurred in the Nature of
– Zero downtime was achieved resulting in the Business during the Year under Review.
enhanced productivity.  Your Company has
also initiated an ambitious project of porting
all its existing applications into. Net platform 9. Material Changes and Commitments, if
with responsive website based system so that any, Affecting the Financial Position of the
the applications are accessible over internet Company Which have Occurred Between the
using any device with any Operating System end of the Financial Year of the Company to
and browser. This project will be completed Which the Financial Statements Relate and
by the end of FY 2017-18 and will improve the Date of the Report
the productivity of the Company further
There was no material change affecting the
resulting in enhanced client satisfaction.
financial position of the company between
Internal Audits of financial transactions are the date of Balance Sheet and the date of
carried out by an independent group of this Report.

10
10. Details of Significant and Material Orders including Nfin, as per the Companies Act,
Passed by The Regulators or Courts or 2013 is provided in the consolidated financial
Tribunals Impacting the Going Concern Status statements and hence not repeated here for
and Company’s Operations in Future the sake of brevity.
There are no Material Orders passed by the
Regulators or Courts or Tribunals impacting
the going concern status and Company’s 12. Deposits
operations in future. The Company has not accepted any deposits
from the public under the Year under Review.

11. Details of Subsidiary/Joint Ventures/Associate


13. Auditors:
Companies and Financial Performance
Thereof Statutory Auditors

During the year under review, 12 subsidiary M/s B S R & Co. LLP, Chartered Accountants,
companies were incorporated which includes Mumbai, (Firm’s Registration No. 101248W/
11 Special Purpose Vehicles formed for W-100022), Statutory Auditors of the Company
the purpose of carrying FCI silo project at hold office until the conclusion of the ensuing
11 different locations and one company to Annual General Meeting and being eligible
carry on the e- market activity. Following are offer themselves for re-appointment.
name of the companies with their dates of M/s B S R & Co. LLP, Chartered Accountants,
incorporation: Mumbai, (Firm’s Registration No. 101248W/
W-100022), have furnished a certificate,
Sr. Date of confirming that if re-appointed, their re-
Name of Company
no. Incorporation appointment will be in accordance with
Section 139 read with Section 141 of the Act.
1 NCML Batala Private Limited 18-01-2017
Pursuant to the provisions of the Act and
2 NCML Varanasi Private Limited 18-01-2017 the Rules made there under, it is proposed
to re appoint M/s B S R & Co. LLP, Chartered
3 NCML Faizabad Private Limited 18-01-2017 Accountants, Mumbai, (Firm’s Registration
No. 101248W/W-100022), as the statutory
NCML Chhehreatta Private
4 18-01-2017 auditors of the Company from the conclusion
Limited
of the forthcoming AGM till the conclusion of
5 NCML Basti Private Limited 19-01-2017 the next Annual General Meeting subject to
ratification of their appointment by the
6 NCML Bhattu Private Limited 20-01-2017
members of the Company.
7 NCML Jalalabad Private Limited 20-01-2017
Secretarial Auditors:
8 NCML Deoria Private Limited 20-01-2017
Pursuant to the provisions of Section 204 of
9 NCML Palwal Private Limited 20-01-2017 the Act and The Companies (Appointment
and Remuneration of Managerial Personnel)
10 NCML Sonepat Private Limited 24-01-2017 Rules, 2014, the Board of Directors of the
Company had appointed M/S Milind Nirkhe
11 NCML Bettiah Private Limited 01-02-2017 & Associates, Practicing Company Secretary,
(CP No: 2312) to undertake the Secretarial
12 NCML MktYard Private Limited 01-02-2017
Audit of the Company for the year ended 31st
March, 2017.
A report on the performance and financial The Auditors’ Report and the Secretarial
position of all the above named subsidiaries Audit Report for the financial year ended

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Annual Report 2016-17

March 31, 2017 do not contain any qualification, D) Provision of money by company
reservation, adverse remark or disclaimer. for purchase of its own shares by
employees or by trustees for the
benefit of employees
Cost Auditor:
Not Applicable
Since Your Company is engaged in providing
warehousing services and rendering of 17. Extract of the Annual Return
such services are not covered under the Pursuant to Section 92 (3) of the Act and Rule
Notification dated 31st December, 2014 issued 12 (1) of The Companies (Management and
by the Central Government to amend the Administration) Rules, 2014, the extract of
Companies (Cost Records and Audit) Rules, Annual Return in form MGT. 9 is annexed as
2014, no Cost Auditor has been appointed by Annexure A
the Company.

18. Conservation of Energy, Technology


14. Auditors’ Report Absorption and Foreign Exchange Earnings
Report of Statutory Auditors of the Company and Outgo
is self-explanatory and does not call for As the Company does not have any
separate explanation from the Board. Manufacturing activities, disclosure of
Information in accordance with the provisions
of the Act regarding Conservation of Energy
15. Secretarial Auditors’ Report and Technology absorption is not applicable
Report of Secretarial Auditors of the to the Company. However, the Company
Company is self-explanatory and does not call has fully made use of the latest available
for separate explanation from the Board. technology in building its operational systems.

16. Share Capital Foreign Exchange Earnings and Outgo:

A) Issue of equity shares with differential Amount (In Rs million)


rights
Total Foreign Exchange Inflow 0.09
The Company has not issued Equity
Shares with differential rights during
the year under review. Total Foreign Exchange outflow 190.02
B) Issue of sweat equity shares
The Company has not issued Sweat
Equity Shares during the Year under 19. Corporate Social Responsibility (CSR)
Review. As a socially responsible Company, your
Company has a strong sense of community
C) Issue of employee stock options   responsibility.
Pursuant to the Resolution passed by As its operations have expanded, your
the Board of Directors at their meeting Company has retained a collective focus on
held on 5th August, 2016, the company the various areas of corporate sustainability
proposes to increase its subscribed that impact people, environment and the
capital by the issue of further shares, society at large. The Company has already
such shares being offered under new held meetings of the CSR Committee to
ESOP scheme-2016 for eligible Directors identify areas for expenditure under its
and employees of the Company and the CSR obligations and would be fulfilling its
grant of options under the said Scheme obligations for FY 2016-17 in the coming
is 45,00,000. few months.

12
The Annual Report on CSR activities is and Directors. The Board’s functioning
annexed as Annexure B. was evaluated on various aspects,
including inter alia degree of fulfillment
of key responsibilities, Board structure
20. Directors: and composition, establishment and
delineation of responsibilities to various
A) Changes in Directors and Key Committees, effectiveness of Board
Managerial Personnel processes, information and functioning.
Directors were evaluated on aspects
The Following persons were inducted/their such as attendance and contribution
Designations were changed as Board Members at Board/ Committee Meetings and
during the Financial Year under Review. guidance/ support to the management
outside Board/ Committee Meetings.
During the year under review, Mr. Unupom Kausik In addition, the Chairman was also
was appointed as Whole Time Director of the evaluated on key aspects of his role,
Company w.e.f 28/05/2016. including setting the strategic agenda
of the Board, encouraging active
engagement by all Board members and
B) Declaration by an Independent motivating and providing guidance to
Director(s) and Re-Appointment, if any the Managing Director & CEO. Areas
The Company has received on which the Committees of the
declaration from independent Board were assessed included degree
directors pursuant to the provisions of fulfillment of key responsibilities,
of Section 149 sub-section (6) of the adequacy of Committee composition
Companies Act, 2013. and effectiveness of meetings. The
performance evaluation of the
Independent Directors was carried
C) Woman Director out by the entire Board, excluding
In terms of the provisions of Section 149 the Director being evaluated. The
of the Companies Act, 2013, a company performance evaluation of the
shall have at least one Woman Director Chairman and the Non Independent
on the Board of the Company. Your Directors was carried out by the
Company has Ms. Zohra Chatterji, as a Independent Directors who also
Director on the Board. reviewed the performance of the
Board as a whole. The Nomination
and Remuneration Committee also
D) Annual Evaluation of Board reviewed the performance of the
Performance and Performance of its Board, its Committees and of the
Committee and of Directors: Directors. The Chairman of the Board
Pursuant to the provisions of the provided feedback to the Directors
Companies Act, 2013 the Board has on an individual basis, as appropriate.
carried out evaluation of its own Significant highlights, learning and
performance, performance of the action points with respect to the
Directors as well as the evaluation evaluation were presented to the
of the working of its Committees. Board. The Board was satisfied with
The Nomination and Remuneration its Governance Standards which
Committee has defined the evaluation including functioning of its Committee
criteria, procedure and time schedule and Directors which were fully in
for the Performance Evaluation compliance with the letter and spirit of
process for the Board, its Committees the Companies Act.

13
Annual Report 2016-17

21. Number of Meetings of the Board of Directors 25. Nomination and Remuneration Committee
The Board of Directors of the Company had met| Composition of Nomination and Remuneration
7 times During the Year Under Review: Committee:

No. of Directors Name of Member Nature


Date of the meeting
attended the meeting Mr. Chandran Ratnaswami Chairman
06/04/2016 3 Mr. S. B. Mathur Member
28/05/2016 6 Mr. Harsha Raghavan Member
05/08/2016 7 Ms. Zohra Chatterji Member
22/11/2016 7
21/03/2017 7
26. Policy on Prevention, Prohibition and Redressal
of Sexual Harassment at Workplace
The Company has zero tolerance for sexual
22. Audit Committee
harassment at the workplace and has
Composition of Audit Committee: adopted a Policy on Prevention, Prohibition
Name of Member Nature and Redressal of Sexual Harassment at the
Workplace, in line with the provisions of the
Ms. Zohra Chatterji Chairperson
Sexual Harassment of Women at Workplace
Mr. S. B. Mathur Member (Prevention, Prohibition and Redressal)
Mr. Harsha Raghavan Member Act, 2013 and the Rules thereunder. The Policy
aims to provide protection to employees
Mr. Sumit Maheshwari Permanent Invitee at the workplace and prevent and redress
complaints of sexual harassment and for
matters connected or incidental thereto,
23. Project Review Committee
with the objective of providing a safe
Composition of Project Review Committee: working environment, where employees feel
Name of Member Nature secure. The Company has also constituted an
Internal Complaints Committee, to inquire
Mr. Harsha Raghavan Member into complaints of sexual harassment and
Mr. Sumit Maheshwari Member recommend appropriate action.

The Company has not received any complaint


of sexual harassment during the financial
24. Details of Establishment of Vigil Mechanism year 2016-17.
for Directors and Employees
The Company has adopted a Whistle Blower Disclosure:
Policy, to provide a formal mechanism to Number of complaints of sexual
NIL
the Directors and employees to report harassment received in the year
their concerns about unethical behaviour,
Number of complaints disposed off
actual or suspected fraud or violation of the NIL
during the year
Company’s Code of Conduct or ethics policy.
The Policy provides for adequate safeguards Number of cases pending for more
NIL
against victimization of employees who than ninety days
avail of the mechanism and also provides for Number of workshops or
direct access to the Chairman of the Audit awareness programme against NIL
Committee. It is affirmed that no personnel of sexual harassment carried out
the Company has been denied access to the Nature of action taken by the
Audit Committee. NIL
employer or District Officer

14
27. Particulars of Loans, Guarantees or Investments of adequate accounting records in
Under Section 186 accordance with the provisions of this
Particulars of loan given, investments made, Act for safeguarding the assets of the
guarantees given are provided in the note company and for preventing and detecting
no. 53 of the standalone financial statements fraud and other irregularities;
of the Company
(d) The directors had prepared the annual
accounts on a going concern basis; and
28. Particulars of Contracts or Arrangements with
(e) The directors had devised proper systems
Related Parties:
to ensure compliance with the provisions
The Particulars of Contracts or arrangements of all applicable laws and that such systems
with related Parties is provided for in were adequate and operating effectively.
Annexure C (AOC-2)

30. Acknowledgements
29. Directors’ Responsibility Statement
The Directors express their sincere thanks to
The Directors’ Responsibility Statement Banks, Corporates, and Shareholders for their
referred to in clause (c) of sub-section (3) continued patronage.
of Section 134 of the Companies Act, 2013,
The Directors would also like to express their
states that—
appreciation for the support provided by the
(a) In the preparation of the annual accounts, the Company’s clients, especially the large number
applicable accounting standards had been of banks, warehouse owners, insurance
followed along with proper explanation companies, depository organizations,
relating to material departures; Exchange participants and various partners in
each of the business segments.
(b) The directors had selected such accounting The Directors further express their
policies and applied them consistently and appreciation for the outstanding
made judgments and estimates that are professionalism and commitment exhibited
reasonable and prudent so as to give a true by the Company’s employees and consultants.
and fair view of the state of affairs of the Finally, the Directors wish to express their
company at the end of the financial year acknowledgement for the continued
and of the profit and loss of the company encouragement and support received from
for that period; the shareholders and investors.
(c) The directors had taken proper and
sufficient care for the maintenance

For and on behalf of the Board of Directors


National Collateral Management Services Limited

Place: Gurugram
Date: 11.05.2017 _____________________
Mr. Sanjay Kaul
Managing Director and
Chief Executive Officer

15
Annual Report 2016-17

Annexure A

Form No. MGT-9

EXTRACT OF ANNUAL RETURN

As on the financial year ended on 31st March 2016

[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the
Companies (Management and Administration) Rules, 2014]

I. Registration and Other Details:

I CIN U74140MH2004PLC148859

II Registration Date 28/09/2004

III Name of the Company National Collateral Management Services Limited


IV Category/Sub-Category of the Company limited by shares
Company

V Address of the registered office Lodha Supremus, 5th Floor,


and contact details Off JVLR Kanjurmarg (East), Mumbai -400042

VI Whether listed company Yes / No


VII Name, Address and Contact Link Intime India Pvt. Ltd.
details of Registrar and No. C-13, Pannalal Silk Mills Compound,
Transfer Agent, if any: Lal Bahadur Shastri Road,
Bhandup (W), Mumbai 400 078
Phone: +91 22 25963838
Fax: +91 22 25946979

II. Principal Business Activities of The Company (All the business activities contributing 10 % or more of the total
turnover of the company shall be stated)

SN Name and Description of main NIC Code of the % to total turnover of the company
products / services Product/service
1 Warehousing of Agri Commodities 52102 100 
and allied services

16
III. Particulars Of Holding, Subsidiary And Associate Companies
[No. of Companies for which information is being filled]

HOLDING/ % OF
APPLICABLE
S. N0 NAME AND ADDRESS OF THE COMPANY CIN/GLN SUBSIDIARY / SHARES
SECTION
ASSOCIATE HELD
1 NCML Finance Private Limited, Lodha
Supremus, 5th Floor, Off JVKR Kanjurmarg
U67190MH2009PTC191081 Subsidiary 100% Section 2(87)
(East), Mumbai -400042

2 NCML MktYard Private Limited, IFFCO


Tower-1, B-wing, 5th Floor, Plot No. 3,
U51901HR2017PTC067265 Subsidiary 100% Section 2(87)
Sector -29, Gurgaon-122001

3 NCML Basti Private Limited, IFFCO Tower-1,


B-wing, 5th Floor, Plot No. 3, Sector -29,
U01100HR2017PTC067139 Subsidiary 100% Section 2(87)
Gurgaon-122001

4 NCML Varanasi Private Limited, IFFCO


Tower-1, B-wing, 5th Floor, Plot No. 3,
U01114HR2017PTC067122 Subsidiary 100% Section 2(87)
Sector -29, Gurgaon-122001

5 NCML Faizabad Private Limited, IFFCO


Tower-1, B-wing, 5th Floor, Plot No. 3,
U01100HR2017PTC067123 Subsidiary 100% Section 2(87)
Sector -29, Gurgaon-122001

6 NCML Batala Private Limited, IFFCO Tower-1,


B-wing, 5th Floor, Plot No. 3,
U01114HR2017PTC067125 Subsidiary 100% Section 2(87)
Sector -29, Gurgaon-122001

7 NCML Chhehreatta Private Limited, IFFCO


Tower-1, B-wing, 5th Floor, Plot No. 3,
U01110HR2017PTC067124 Subsidiary 100% Section 2(87)
Sector -29, Gurgaon-122001

8 NCML Deoria Private Limited, IFFCO Tower-1,


B-wing, 5th Floor, Plot No. 3,
U01114HR2017PTC067155 Subsidiary 100% Section 2(87)
Sector -29, Gurgaon-122001

9 NCML Palwal Private Limited, IFFCO Tower-1,


B-wing, 5th Floor, Plot No. 3,
U01100HR2017PTC067169 Subsidiary 100% Section 2(87)
Sector -29, Gurgaon-122001

10 NCML Bettiah Private Limited, IFFCO Tower-1,


B-wing, 5th Floor, Plot No. 3,
U01100HR2017PTC067264 Subsidiary 100% Section 2(87)
Sector -29, Gurgaon-122001

11 NCML Bhattu Private Limited, IFFCO Tower-1,


B-wing, 5th Floor, Plot No. 3,
U01100HR2017PTC067165 Subsidiary 100% Section 2(87)
Sector -29, Gurgaon-122001

12 NCML Jalalabad Private Limited, IFFCO


Tower-1, B-wing, 5th Floor, Plot No. 3,
U01114HR2017PTC067164 Subsidiary 100% Section 2(87)
Sector -29, Gurgaon-122001

13 NCML Sonepat Private Limited, IFFCO


Tower-1, B-wing, 5th Floor, Plot No. 3,
U01100HR2017PTC067202 Subsidiary 100% Section 2(87)
Sector -29, Gurgaon-122001

17
Annual Report 2016-17

IV. Share Holding Pattern (Equity Share Capital Breakup as percentage of Total Equity)

i) Category-wise Share Holding

No. of Shares held at the beginning No. of Shares held at the end of
of the year[As on 31-March-2016] the year[As on 31-March-2017] %
Category of
Change
Shareholders
during
  % of Total % of Total
Demat Physical Total Demat Physical Total the year
Shares Shares

A. Promoter s                  

(1) Indian

a) Individual/ HUF NIL NIL NIL NIL NIL NIL NIL NIL NIL

b) Central Govt NIL NIL NIL NIL NIL NIL NIL NIL NIL

c) State Govt(s) NIL NIL NIL NIL NIL NIL NIL NIL NIL

d) Bodies Corp. NIL NIL NIL NIL NIL NIL NIL NIL NIL

e) Banks / FI NIL NIL NIL NIL NIL NIL NIL NIL NIL

f) Any other NIL NIL NIL NIL NIL NIL NIL NIL

Total shareholding
NIL NIL NIL NIL NIL NIL NIL NIL NIL
of Promoter (A 1)

(2)Foreign

g)NRIs-Individuals NIL NIL NIL NIL NIL NIL NIL NIL NIL

h)Other-Individuals NIL NIL NIL NIL NIL NIL NIL NIL NIL

i)Bodies Corp. NIL NIL NIL NIL NIL NIL NIL NIL NIL

j)Banks / FI NIL NIL NIL NIL NIL NIL NIL NIL NIL

k)Any Other..(FII) 11,29,95,446 NIL 11,29,95,446 88.07 11,29,95,446 NIL 11,29,95,446 88.07 NIL

Total shareholding
11,29,95,446 NIL 11,29,95,446 88.07 11,29,95,446 NIL 11,29,95,446 88.07 NIL
of Promoter (A 2)

B. Public
Shareholding

1.Institutions

a) Mutual Funds NIL NIL NIL NIL NIL NIL NIL NIL NIL

b) Banks / FI 11250000 NIL 11250000 8.77 11250000 NIL 11250000 8.77 NIL

c) Central Govt NIL NIL NIL NIL NIL NIL NIL NIL NIL

d) State Govt(s) NIL NIL NIL NIL NIL NIL NIL NIL NIL

e) Venture Capital
NIL NIL NIL NIL NIL NIL NIL NIL NIL
Funds

f) Insurance
NIL NIL NIL NIL NIL NIL NIL NIL NIL
Companies

g) FIIs NIL NIL NIL NIL NIL NIL NIL NIL NIL

h) Foreign Venture
NIL NIL NIL NIL NIL NIL NIL NIL NIL
Capital Funds

18
No. of Shares held at the beginning No. of Shares held at the end of
of the year[As on 31-March-2016] the year[As on 31-March-2017] %
Category of
Change
Shareholders
during
  % of Total % of Total
Demat Physical Total Demat Physical Total the year
Shares Shares

i) Others (specify) NIL NIL NIL NIL NIL NIL NIL NIL NIL

Sub-total (B)(1):- 1,12,50,000 NIL 1,12,50,000 8.77 1,12,50,000 NIL 1,12,50,000 8.77 NIL

2. Non-Institutions

a) Bodies Corp. NIL NIL NIL NIL NIL NIL NIL NIL NIL

i) Indian NIL NIL NIL NIL NIL NIL NIL NIL NIL

ii) Overseas NIL NIL NIL NIL NIL NIL NIL NIL NIL

b) Individuals NIL 60 60 0.000057 NIL 60 60 0.000057 NIL

i) Individual share-
holders holding
nominal share capi- NIL NIL NIL NIL NIL NIL NIL NIL NIL
tal upto ` 1 lakh

ii) Individual share-


holders holding
nominal share cap- NIL NIL NIL NIL NIL NIL NIL NIL NIL
ital in excess of Rs
1 lakh

c) Others 40,52,631 40,52,631


NIL 40,52,631 3.16 NIL 40,52,631 3.16 NIL
(Cooperatives)

Non Resident
NIL NIL NIL NIL NIL NIL NIL NIL NIL
Indians

Overseas Corporate
NIL NIL NIL NIL NIL NIL NIL NIL NIL
Bodies
Foreign Nationals NIL NIL NIL NIL NIL NIL NIL NIL NIL

Clearing Members NIL NIL NIL NIL NIL NIL NIL NIL NIL

Trusts NIL NIL NIL NIL NIL NIL NIL NIL NIL

Foreign Bodies - D R NIL NIL NIL NIL NIL NIL NIL NIL NIL

Sub-total (B)(2):- 4052631 NIL 4052691 3.16 4052631 NIL 4052691 3.16 NIL

Total Public
Shareholding (B)=(B) 1,53,02,631 NIL 1,53,02,691 11.93 1,53,02,631 NIL 1,53,02,691 11.93 NIL
(1)+ (B)(2)

C. Shares held by
Custodian for GDRs NIL NIL NIL NIL NIL NIL NIL NIL NIL
& ADRs

Grand Total (A+B+C) 12,82,98,077 NIL 12,82,98,137 100 12,82,98,077 NIL 12,82,98,137 100 NIL

19
Annual Report 2016-17

B) Shareholding of Promoter-

Shareholding at the Shareholding at the %


beginning of the year end of the year change
Share in
SN holder’s No. of Shares % of total %of Shares No. of % of %of Shares share-
Name Shares of Pledged/ Shares total Pledged/ holding
  the com- encum- Shares encum- during
  pany bered of the bered the
to total com- to total year
shares pany shares
1 FIH Mauritius 11,29,95,446 88.07 NIL 11,29,95,446 88.07 NIL  
Investments
Limited

C) Change in Promoters’ Shareholding (please specify, if there is no change)

Shareholding at the Cumulative Shareholding


beginning of the year during the Year
SN Particulars No. of shares % of total No. of shares % of total
shares of the shares of the
company company
1. At the beginning of the year 11,29,95,446 88.07 11,29,95,446 88.07
2. Date wise Increase/ 11,29,95,446 88.07 11,29,95,446 88.07
Decrease in Promoters (During the previous
Shareholding during year FIH Mauritius
the year specifying the Investments Limited
reasons for increase/ acquired the major
decrease (e.g. allotment/ shareholding of the
transfer/bonus/ Company and became
sweat equity etc): the new promoter of
the Company
At the end of the year 11,29,95,446 88.07 11,29,95,446 88.07

D) Shareholding Pattern of top ten existing Shareholders:


(other than Directors, Promoters and Holders of GDRs and ADRs):

SN For Each of the Shareholding at the Cumulative Shareholding


Top 10 beginning of the year during the Year
Shareholders
No. of shares % of total No. of shares % of total
shares of the shares of the
company company
At the beginning of the year

1. The Haryana State Cooperative 40,52,631 3.16 40,52,631 3.16


Supply and Marketing
Federation Limited
2. Bank of India 30,00,000 2.34 30,00,000 2.34
3. Corporation Bank 35,00,000 2.73 35,00,000 2.73

20
SN For Each of the Shareholding at the Cumulative Shareholding
Top 10 beginning of the year during the Year
Shareholders
No. of shares % of total No. of shares % of total
shares of the shares of the
company company
4. Punjab National Bank 40,00,000 3.12 40,00,000 3.12
5. Indian Bank 7,50,000 0.58 7,50,000 0.58
Date wise Increase/Decrease Nil Nil
in Promoters Shareholding (No Change has (No Change
during the year specifying the taken place during has taken
reasons for increase/decrease the Year under place during
(e.g. allotment/ transfer/ review) the Year
bonus/sweat equity etc): under review)
1) At the end of the year 40,52,631 3.16 40,52,631 3.16
The Haryana State Cooperative
Supply and Marketing
Federation Limited.
2) Bank of India 30,00,000 2.34 30,00,000 2.34
3) Corporation Bank 35,00,000 2.73 35,00,000 2.73
4) Punjab National Bank 40,00,000 3.12 40,00,000 3.12
5) Indian Bank 7,50,000 0.58 7,50,000 0.58

E) Shareholding of Directors and Key Managerial Personnel:

SN Shareholding of each Directors and Shareholding at the Cumulative Shareholding


each Key Managerial Personnel beginning of the year during the year
No. of % of total No. of % of total
shares shares of the shares shares of the
company company
1 At the beginning of the year NIL NIL NIL NIL
2 Date wise Increase / Decrease during NIL NIL 30 0.00%
the year specifying the reasons for
increase / decrease (e.g. allotment /
transfer / bonus/ sweat equity etc):
3 At the end of the year NIL NIL 30 0.00%

F) Indebtedness -Indebtedness of the Company including interest outstanding/accrued but not due for
payment

Secured Unsecured Deposits Total


Loans Loans Indebtedness
Particulars excluding
deposits
Indebtedness at the beginning of
the financial year

Principal Amount 1,414,620,250 - - 1,414,620,250

Interest due but not paid - - - -

21
Annual Report 2016-17

Secured Unsecured Deposits Total


Loans Loans Indebtedness
Particulars excluding
deposits
Interest accrued but not due 2,232,780 - - 2,232,780
Total 1,416,853,030 - - 1,416,853,030
Change in Indebtedness during
-
the financial year
Addition 1,199,645,712 - - 1,199,645,712
Reduction 487,291,657 - - 487,291,657
Net Change 712,354,055 - - 712,354,055
Indebtedness at the end of the financial year
Principal Amount 2,127,071,575 - - 2,127,071,575
Interest due but not paid - - - -
Interest accrued but not due 2,135,510 - - 2,135,510
Total 2,129,207,085 - - 2,129,207,085

XI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL-

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

Name of MD/ Total


WTD/ Manager Amount
SN Particulars of Remuneration Managing Deputy CEO
Director Director
Mr. Sanjay Kaul Mr. Unupom -- ---  
Kausik
1 Gross salary 18,631,550 9,344,086 NIL NIL 27,975,636
(a) Salary as per provisions
contained in section 17(1) of NIL NIL NIL
the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2)
NIL NIL NIL
Income-tax Act, 1961
(c) Profits in lieu of salary
under section 17(3) NIL NIL NIL
Income- tax Act, 1961
2 No. of Shares 775,000 705,000 NIL NIL 1,480,000
3 Sweat Equity NIL NIL NIL
4 Commission
- as % of profit NIL NIL NIL
- others, specify.
5 Others – Performance Bonus  1,500,000 2,500,000 NIL NIL 4,000,000
Total (A) 20,131,550 11,844,086 NIL NIL 31,975,636

22
Name of MD/ Total
WTD/ Manager Amount
SN Particulars of Remuneration Managing Deputy CEO
Director Director
Mr. Sanjay Kaul Mr. Unupom -- ---  
Kausik
Ceiling as per the Act NIL NIL NIL

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

SN Particulars of Remuneration Key Managerial Personnel other than MD & CEO


CS CFO Total
Mr. Sanjay Khare Mr. Ashok
Dhamankar
1 Gross salary 4,490,000 6,718,900 11,208,900

(a) Salary as per provisions contained in


section 17(1) of the Income-tax Act, 1961

(b) Value of perquisites u/s 17(2)


Income-tax Act, 1961

(c) Profits in lieu of salary under section 17(3)


Income-tax Act, 1961
2 No. of Shares 194,000 282,000 476,000

3 Sweat Equity

4 Commission

  - as % of profit
 
others, specify.

5 Others – Performance Bonus 475,000 670,000 1,145,000

  Total 49,65,000 73,88,000 12,353,000

XII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES: NIL

For and on behalf of the Board of Directors


National Collateral Management Services Limited

Place: Gurugram
Date: 11.05.2017 _____________________
Mr. Sanjay Kaul
Managing Director and
Chief Executive Officer

23
Annual Report 2016-17

Annexure “B”

ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES

1. A brief outline of the Company’s CSR Policy, As per Section 135 of the Companies Act, 2013,
including overview of projects or programs a CSR committee has been formed by the Company.
proposed to be undertaken. The Board has based on the recommendations
of the CSR approved the CSR plan comprising the
following:
a) Supply and Installation of Solar Street Lamps
in the vicinity of the warehouse situated at
Purnea, Bihar location.
b) Repair of roads at Bareilly and Dewas.
2. The Composition of the CSR Committee. i) Ms. Zohra Chatterji – Chairperson
ii) Mr. Harsha Raghavan, Member
iii) Mr. Sumit Maheshwari, Member
3. Average net profit of the Company for last ` 285,236,838
three financial years.

4. Prescribed CSR Expenditure (two percent of ` 57,04,737


the amount as in item 3 above)

5. Details of CSR spent for the financial year: ` 2,870,845


(a) Total amount to be spent for the financial year

(b) Amount unspent, if any ` 28,33,892

(c) Manner in which the amount spent during Estimates have been finalized and the amount will
the financial year is detailed below be spent during the next year.
6. In case the Company has failed to spend the Preparation of estimates and finalization of
two per cent of the average net profit of the execution agency has taken time. Approval
last three financial years or any part thereof, from local authorities also led to delay. It is
the Company shall provide the reasons for therefore proposed to incur this expenditure
not spending the amount in its Board report. during FY 2017-18.
7. A responsibility statement of the CSR The implementation and monitoring of CSR Policy
Committee that the implementation and is in compliance with CSR.
monitoring of CSR Policy, is in compliance with
CSR objectives and Policy of the company.

For and on behalf of the Board of Directors


National Collateral Management Services Limited

Place: Gurugram
Date: 11.05.2017 _____________________
Mr. Sanjay Kaul
Managing Director and
Chief Executive Officer

24
Annexure “C”

Details of Contracts or arrangements or transactions not at arm’s length basis

SL.
Particulars Details
No.

1 Name (s) of the related party & nature of relationship NIL

2 Nature of contracts/arrangements/transaction NIL

3 Duration of the contracts/arrangements/transaction NIL

Salient terms of the contracts or arrangements or


4 NIL
transaction including the value, if any

Justification for entering into such contracts or


5 NIL
arrangements or transactions

6 date(s) of approval by the Board NIL

7 Amount paid as advances, if any NIL

Date on which the special resolution was passed


8 NIL
in general meeting as required under first proviso to section 188

For and on behalf of the Board of Directors


National Collateral Management Services Limited

Place: Gurugram
Date: 11.05.2017
_____________________
Mr. Sanjay Kaul
Managing Director and
Chief Executive Officer

25
Annual Report 2016-17

3 Management Discussion & Analysis

During the year ended 31st March, 2017 the Company and communication as well as financial, real estate
continued its focus on expanding its core activities of and professional services. Public administration,
Storage & Preservation and Collateral Management defence and other services cushioned this slowdown.
with greater emphasis on risk management and To some extent, government expenditure made
profit optimisation in all its operations. up for weakness in private consumption and
capital formation.
This report analyses the development in the
commodity market during the year and the Inflation remains under control; the CPI-New Series
opportunities and challenges arising out of the inflation declined from 6 per cent in July 2016 to
new situation. 3.4 per cent in December 2016. As per RBI, headline
CPI inflation in Q4 of 2016-17 is likely to be below
Certain statements made in the Management
5 per cent. Among other economic indicators,
Discussion and Analysis Report relating to the
Current Account Deficit declined from 1 per cent
Company’s objectives, projections, outlook,
of GDP to 0.3 per cent of GDP in the first half of
expectations, estimates, etc., may constitute
2016-17, and foreign exchange reserves touched a
‘forward looking statements’ and actual results
level of USD 368 billion as on March 24, 2017 – up
may differ from such expectations, projections
from about USD 360 billion as at the end of March
etc., whether express or implied. Several factors
2016. In a bid to curb the expansion of the parallel
could make significant difference to the Company’s
economy, the government launched the Income
operations, which may include climatic conditions
Disclosure Scheme and subsequently announced
and economic conditions affecting demand and
demonetization of high value currency notes.
supply, government regulations and taxation,
natural calamities, etc. over which the Company The announcement by the Government of India
does not have any direct control. on 8th November, 2016, that the then `1,000 and
`500 currency notes would cease to be legal tender
with immediate effect, brought the commodity
Economic Scenario and Company Positioning markets across the country to a virtual stand-still.
Traditionally, commodity markets have all along
Domestic Economy operated on cash basis; as a result, when cash
The growth rate of Gross Domestic Product (GDP) disappeared from the market, the markets came
at constant (2011-12) market prices during 2016-17 is to a halt. And this happened just when the bumper
estimated at between 6.5 and 6.75 per cent in 2016-17 kharif harvest was making its way into the market.
(provisional estimates), as compared to 7.9 per cent The impact of demonetization is beginning to wane,
and 7.3 per cent in 2015-16 and 2014-15 respectively, though markets have not fully recovered to-date.
mainly because of slowdown in economic activity
following demonetization of high value currency
notes in early November 2016. However, the farm Emerging Outlook for the Agri-commodity
sector is set to register growth of 4.1 per cent during Space
the year under review, up from 1.2 per cent in 2015- As per the 2nd advance estimates of the Government
16. Industrial sector on the other hand is expected of India, the total foodgrains production in 2016-17
to register a growth of only 5.20 per cent, down is expected to touch 271.98 million MT compared to
from the growth of 7.4 per cent registered in the 251.57 million MT in the previous year (+8%). Within
earlier year. The services sector is also likely to have the foodgrains sector, total cereals production in
slowed, pulled down by trade, hotels, transport 2016-17 is expected to be 249.84 million MT vis-a-vis

26
235.22 million MT in 2015-16. Combined production their upward trajectory, having risen by over
of rice and wheat, the two principal components 17 per cent in 2016. However, going forward, metal
of the cereals family, is expected to touch 205.50 prices with the exception of copper, are likely to
million MT in 2016-17 vis-à-vis 196.70 million suffer a mild decline or remain flat.
MT in 2015-16.
Precious metal prices appreciated during 2016 with
In the non-foodgrains sector, production of oilseeds gold registering an increase of about 8 per cent
in 2016-17 is expected to touch 23.91 million MT and silver about 17 per cent. Following a dip in
as against 16.68 million MT in 2015-16. Similarly, prices in December, 2016, after the hike in interest
production of cotton is expected to increase from rates by the Federal Reserve, precious metal prices
300.05 lakh bales in 2015-16 to 325.07 lakh bales in again appreciated by about 5 to 6 per cent in
2016-17. The only weak spot is sugarcane where the January 2017. However, going forward, significant
production is expected to fall from 348.45 million price appreciation is not likely with the Fed set to
MT in 2015-16 to 309.98 million MT in 2016-17. increase rates further during 2017.

Budget 2017-18 has proposed to improve agriculture Annual food prices increased by roughly
prospects and increase farmers’ welfare through 2 per cent in 2016, and are expected to increase
a slew of measures such as increasing the level at a somewhat slower pace of about 1 per cent
of agricultural credit to a record `10 trillion, in 2017. While current price levels are down by
augmentation of the Long Term Irrigation Fund set over 20 per cent since their record high in 2011, prices
up by NABARD by 100 per cent to take the total in 2016 were still up by more than 40 per cent from
corpus to `400 billion, allocating `1,872 billion for their pre-crisis 2005 level. In 2017, prices of cereals,
rural, agriculture and allied sectors, expanding meats and beverages are expected to decline while
coverage of National Agriculture Market (e-NAM) prices of vegetable oils and sugar are expected to
from 250 markets to 585 markets, and targeting 100 increase. Interestingly, wheat prices, after falling
per cent village electrification by May 2018. A sum of for 5 consecutive years, have risen by 11.6 per cent
`480 billion has been allocated for MGNREGS – the month-on-month in January 2017.
country’s rural employment guarantee scheme.

Company Positioning
Commodity Space - Global In a fast changing environment, the Company
In the backdrop of continuously falling crude prices positioned itself well to capitalize on all
in 2016, the Organization of Petroleum Exporting opportunities in the commodity space. However,
Countries (OPEC) at its meeting held on 30th in the second half of 2016-17, commodity markets
November, 2016, agreed to reduce crude oil output were badly affected by the announcement of the
by 1.2 million barrels per day from its October 2016 government to demonetize high value currency
production level. This has resulted in a gradual notes. The Company was able to weather the storm
increase in crude prices. Currently, crude prices arising out of this event to some extent though it
are hovering in the USD 50-53 levels, with futures could not fully isolate itself from the after effects of
contracts pointing to gradual increase in price to demonetization. Nevertheless, with the shadows
USD 55 levels in 2017, and to USD 56 levels in 2018. of demonetization fast receding, the favourable
production figures of agri-commodities augur
Coal prices increased significantly in the second half
well for the space that the Company operates in.
of 2016; however, with Australian coal prices having
The prospects of a bumper rabi harvest are on the
declined by over 13 per cent in December, 2016,
cards, and a good portion of the kharif crop which
prices are expected to decline further in 2017.
was held back by large farmers and adathiyas
With an improvement in economic activity is likely to finds its way back into the market.
across the globe, metal prices ruled firm during a The combination of factors is likely to have a
greater part of 2016. Iron ore was one of the best positive impact on storage demand. With a country-
performing metals in 2016, with its price soaring wide network of leased and own warehouses, with
83 per cent in 2016. Copper prices also continued a significant share of the commodity finance market

27
Annual Report 2016-17

and with a strong foothold in the post-harvest For the purpose of analysis, its revenue and
agri supply chain, the Company’s performance is expenditure can be segregated as follows:
expected to improve in the coming days.

Results of Operations
Financial Performance - Standalone The Company has achieved the targets across
The Company is a leading commodities and risk most segments. The Company has registered Profit
management company in India, which focuses on before tax of ` 406 million as against ` 388 million
Storage & Preservation, Collateral Management during last year. PBT has increased by 5% per cent
and Procurement services of Agri commodities. mainly due to increase in income from operations.

Segment Wise Results


The services of the Company have been grouped under five segments. The segment wise revenue figures
are given below-

Rs. Million

Year ended Year ended Growth


Particulars
31st March, 2017 31st March, 2016 In (%)

Income from Operations      

1. Supply Chain Services 5,839.3 3,400.7 72

2. Storage & Preservation Services 848.8 991.9 (14)

3. Testing & Certification Services 160.7 114.7 40

4. Collateral Management Services 698.5 658.4 6

5. Market Intelligence 176.6 100.5 76

6. Other Income 78.5 74.0 6

Total Income 7,802.4 5,340.1 46

Expenditure

Cost of Commodity - Supply Chain 5,181.9 3,035.7 71

Operating and other Expenditure 1,505.5 1,314.8 15

Employee Cost 366.8 336.2 9

Total Expenditure  7,054.2 4,686.7 51

Profit before Depreciation, Interest and Tax 748.2 653.4 15

Interest and Finance Charges 239.5 178.3 34

Depreciation 102.5 87.0 18

Profit before Tax  406.2 388.1 5

Provision for Tax (Current & Deferred) 92.3 (14.3) (745)

Profit after Tax  313.9 402.3 (22)

28
Cash Flows
The working capital of the Company was ` 1,750.5 ` 1,488.3 million in fiscal 2016. As on 31st March
million in fiscal 2017 as compared to ` 2,631.50 million 2017, the Company had available lines of credit
in fiscal 2016. The short term loans amounted to with its bankers to an extent of ` 6,077 million
` 3,742.4 million in fiscal year 2017 as compared to (utilisation - ` 3,742.4 million).

Rs. million
For the year For the year Increase /
Cash flow from operating activities
March, 2017 March, 2016 (decrease)
Profit before tax 406.2 388.1 18.1

Depreciation 102.5 87.0 15.5

Other adjustments 227.3 152.7 74.6


Operating Profit Before Working
736.0 627.8 108.2
Capital Change

Effects of working capital changes (2,230.4) (1,806.9) (423.5)

Cash generated from / (used in)


(1,494.4) (1,179.1) (315.3)
operations

Tax payments made (23.7) (166.1) 143.1

Net cash (used in) operating


(1,518.1) (1,345.2) (172.1)
activities

In fiscal year 2016-17, the Company used net 2017 and ` 87.0 million in fiscal 2016. Current Assets
cash out flow ` 1,518.1 million from operations in and Loans & Advances have increased by ` 2737.8
comparison to ` 1,345.2 million used in the previous million and current liabilities and provisions have
year. Net cash used includes adjustments for non- increased by ` 506.1 million.
cash items like depreciation ` 102.5 million in fiscal

Increase /
Cash flow from investing activities March, 2017 March, 2016
(decrease)
Purchase / construction of
Fixed Assets (1,046.0) (681.3) 364.8

Others (240.0) (570.5) (330.5)


Cash flow (used in) investing
(1,286.0) (1,251.7) 34.3
activities

In fiscal 2017, the Company used ` 1,286.0 million in million in fiscal 2017 compared to ` 681.3 million in
investment activities compared to ` 1,251.7 million fiscal 2016., mainly construction of warehouses and
in fiscal 2016. Significant items of fixed assets silos.
purchased or constructed are worth ` 1,046.0

29
Annual Report 2016-17

Rs. million

Cash Flow from Financing For the year ended For the year ended Increase /
Activities March, 2017 March, 2016 (decrease)

Issue of Equity Share - 1,943.0 1,943.0

Bank borrowings 2,944.5 707.4 (2,237.0)

Finance Cost Paid (250.4) (198.8) 51.6


Cash Provided by Financing
2,694.1 2,451.6 (242.4)
Activities

In fiscal 2017, additional loan of ` 2,237 million Key controls have been tested during the year and
were availed entailing increase of loan exposure corrective and preventive actions are taken for any
from ` 707.4 million to ` 2,944.5 million as on weakness. The internal controls and governance
31st March, 2017. process are duly reviewed for their adequacy
and effectiveness through periodic audits by
independent internal audit function supported by
Cash And Cash Equivalents Position outsourced audit teams. Risk based internal audit
plan is approved by the Audit Committee which
Cash and cash equivalents as on 31st March, 2017
also reviews adequacy and effectiveness of your
amounted to ` 175.92 million as compared to
Company’s internal financial controls. The Audit
` 266.10 million as on 31st March, 2016.
Committee is periodically briefed on the corrective
and preventive action taken to mitigate the risks.

Internal Financial Control and Risk Control B S R & Co. LLP, the statutory auditors has audited
Mechanism the financial statements included in this annual
Company’s internal control procedures are report and has issued an attestation report on our
adequate to ensure compliance with various internal control over financial reporting (as defined
policies, practices and statutes in keeping with in section 143 of Companies Act 2013).
the organization’s pace of growth and increasing
complexity of operations.
Internal Control Systems and their
Company has taken steps to benchmark its Adequacy
internal financial control on lines of globally
All the godowns are audited by Inspection and
accepted framework as issued by the Committee
Vigilance Group (IVG) at least once every 2 months
of Sponsoring Organizations of the Treadway
and the godowns identified as high-risk godowns
Commission (COSO) Internal Control - Integrated
by the Value at Risk system are audited every
Framework (2013).
month. The identified gaps are monitored through
Company maintains a system of internal controls a computer based system till their closure. The
designed to provide reasonable assurance regarding status of gaps, the reasons for such gaps and the
the following: measures needed to prevent the recurrence of such
gaps are discussed by the senior management team
• Effectiveness and efficiency of operations
of the Company every month and the audit and
• Adequacy of safeguards for assets control processes are modified according to their
• Prevention and detection of frauds and errors recommendations. Apart from IVG, the godowns are
audited more frequently by the Cluster Controllers,
• Accuracy and completeness of the Operations Controllers, Area Executives and Area
accounting records Managers, and their audit schedule, audit activities
• Timely preparation of reliable financial and audit findings are captured in a computer system
information for an effective supervision of their audit activities by

30
their controllers. Further, Cross Auditing by different • Increase in the market share and number in
business segments helps in effectively detecting and Corporate clients
controlling the residuary risks in the business units.
The Company has also strengthened its Training • Focus on increasing utilization and market share
effectiveness through introduction of an advanced of specific commodities in Exchange through
computer based “Learning Management System”. Proactive Hiring and De-hiring of warehousing
Further, various policies like “Whistle Blower Policy”, space at locations
“Disciplinary Proceedings Policy” which have been • Focus on reducing the percentage share of
instituted by the Company have had an exemplary rental cost against revenue
impact on the morale of the employees, prodding
them to proactively participate in controlling major
gaps in the Company.
Collateral Management
• Expansion of “Kisan Mitra” initiative to help
banks achieve farmer finance targets under
The Road Ahead Priority Sector Lending (PSL)
With the dominant position that it has acquired in
the private warehousing and allied services space, • Exploring opportunities for CM assignments in
the Company is now looking to provide customised cross border trade transactions e.g. import of
solutions for large players in the commodity space palm oil and pulses
while continuing to cater to the variety of services
• Strengthening of protocols in the wake of
required by the large retail clientele. The Company is
increased book size
also poised to increase its footprint in the hinterland
through increased tie-ups with a large number of
small private licensed warehouses, and thus ensure
increased coverage of the farmer community through Supply Chain Management
its “Kisan Mitra” services. This would be further • Increased focus on government procurement
aided by its electronic platform MktYard.com which following FCI’s engagement of private agencies
will facilitate sale and purchase of commodities. The
• Expanding reach of VMI product by increasing
Company would also be expanding its procurement
client base
services to ensure Minimum Support Price for a larger
number of farmers who were hitherto deprived of • Offering integrated services (procurement,
this privilege. Here too, MktYard.com will facilitate storage & preservation, and logistics) to
e-payment to farmers through prompt credit to their organized agri-corporates
accounts. Notwithstanding these activities which
have an element of social value and which add to the • Providing enhanced services to established
image of the Company as a Good Corporate Citizen, members of commodity exchange
the Company continues its focus on profitability with
robust risk management in all its operations. The
Company will also pay special attention to the FCI Testing & Certification
Silo Project to ensure its commissioning within the • Operationalization of 3 large format full-fledged
stipulated period. In the coming days, the Company labs at Mumbai, Gurgaon and Vizag
proposes to adopt the following strategies across
its different segments to further its position as a • Increased focus on testing of horticulture
credible provider of solutions for the post harvest products
agri supply chain. • Expanding facilities for testing of sea food
to cater to the requirements of large shrimp
exporters in the coastal belt & Pharma as well
Storage & Preservation
• Higher participation in tenders of state level
• Increase in the share of retail clients
agencies – Markfed, SWC and Civil Supplies

31
Annual Report 2016-17

• Setting up of FSSAI level-I labs at 5 new centres across 32 locations, already commissioned. With the
to capitalize on the business opportunities at experience gained in the last few years, execution
these centres of the Project will gather greater momentum
in the year ahead. Further, the Company is also
entering the silo space with its first 2 silos coming
Commodity & Weather Intelligence Group up at Purnea and Bareilly. Also, the FCI Silo Project
will help the Company expand its footprint in the
• Focus on setting up weather stations in areas
huge government business. In sum, the Company
with horticulture crops
is poised to play a bigger a role in the commodity
• Exploring foray into Weather Advisory Services space equipped with a country-wide network of
own warehouses, comprehensive arrangements
• Expanding its footprint in the area of monitoring for commodity finance, customized supply chain
of Crop Cutting Experiments (CCE) solutions and state-of-the-art testing facilities. In all
The Company’s ambitious Warehousing Project is these endeavours, the Company will be ably assisted
now progressing in right earnest with warehouses, by its fully owned subsidiaries, NCML Finance and
entailing an aggregate capacity of 5.12 lakh MT MktYard.com.

32
4 Independent Auditors’ Report

To the Members of National Collateral operating effectively for ensuring the accuracy and
Management Services Limited completeness of the accounting records, relevant to
the preparation and presentation of the standalone
Report on the Standalone Ind AS Financial Ind AS financial statements that give a true and
Statements fair view and are free from material misstatement,
We have audited the accompanying standalone whether due to fraud or error.
Ind AS financial statements of National Collateral
Management Services Limited (“the Company”),
which comprise the Balance sheet as at 31 March Auditors’ Responsibility
2017, the Statement of profit and loss (including
Our responsibility is to express an opinion on these
other comprehensive income), the Statement
standalone Ind AS financial statements based on
of cash flows and the Statement of changes in
our audit.
equity for the year then ended and a summary
of the significant accounting policies and other We have taken into account the provisions of the
explanatory information. Act, the accounting and auditing standards and
matters which are required to be included in the
audit report under the provisions of the Act and the
Management’s Responsibility for the Rules made thereunder.
Standalone Ind AS Financial Statements
We conducted our audit in accordance with the
The Company’s Board of Directors is responsible for Standards on Auditing specified under Section 143
the matters stated in Section 134(5) of the Companies (10) of the Act. Those Standards require that we
Act, 2013 (“the Act”) with respect to the preparation comply with ethical requirements and plan and
of these standalone Ind AS financial statements perform the audit to obtain reasonable assurance
that give a true and fair view of the financial about whether the standalone Ind AS financial
position, financial performance including other statements are free from material misstatement.
comprehensive income, cash flows and changes
in equity of the Company in accordance with the An audit involves performing procedures to
accounting principles generally accepted in India, obtain audit evidence about the amounts and
including the Indian Accounting Standards (Ind AS) the disclosures in the standalone Ind AS financial
prescribed under Section 133 of the Act, read with statements. The procedures selected depend on
relevant rules issued thereunder. This responsibility the auditors’ judgment, including the assessment of
also includes maintenance of adequate accounting the risks of material misstatement of the standalone
records in accordance with the provisions of the Ind AS financial statements, whether due to fraud
Act for safeguarding the assets of the Company or error. In making those risk assessments, the
and for preventing and detecting frauds and auditor considers internal financial control relevant
other irregularities; selection and application of to the Company’s preparation of the standalone
appropriate accounting policies; making judgments Ind AS financial statements that give a true and
and estimates that are reasonable and prudent; fair view in order to design audit procedures that
and design, implementation and maintenance of are appropriate in the circumstances. An audit also
adequate internal financial controls, that were includes evaluating the appropriateness of the

33
Annual Report 2016-17

accounting policies used and the reasonableness of c) the Balance sheet, the Statement of profit
the accounting estimates made by the Company’s and loss (including other comprehensive
Directors, as well as evaluating the overall income), the Statement of cash flows and
presentation of the standalone Ind AS financial the Statement of changes in equity dealt
statements. with by this report are in agreement with
the books of account;
We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a d) in our opinion, the aforesaid standalone
basis for our audit opinion on the standalone Ind AS Ind AS financial statements comply with
financial statements. the Indian Accounting Standards (Ind AS)
prescribed under Section 133 of the Act,
read with relevant rules issued thereunder;
Opinions
e) on the basis of the written representations
In our opinion and to the best of our information received from the directors as on
and according to the explanations given to us, the 31 March 2017 taken on record by the
aforesaid standalone Ind AS financial statements board of directors, none of the directors
give the information required by the Act in the are disqualified as on 31 March 2017 from
manner so required and give a true and fair view being appointed as a director in terms of
in conformity with the accounting principles sub-section (2) of Section 164 of the Act;
generally accepted in India, including Ind AS, of the
financial position of the Company as at 31 March f) with respect to the adequacy of the
2017, and its financial performance including other internal financial controls over financial
comprehensive income, its cash flows and the reporting of the Company and the
changes in equity for the year ended on that date. operating effectiveness of such controls,
refer to our separate report in Annexure
B; and
Report on Other Legal and Regulatory g) with respect to the other matters to
Requirements be included in the Auditors’ Report in
As required by the Companies (Auditor’s Report) accordance with Rule 11 of the Companies
Order, 2016 (‘the Order’), issued by the Central (Audit and Auditors) Rules, 2014, in our
Government of India in terms of sub-section (11) opinion and to the best of our information
of Section 143 of the Act, we give in the Annexure and according to the explanations given
A, a statement on the matters specified in the to us:
paragraphs 3 and 4 of the Order.
i. the Company has disclosed the
As required by sub-section (3) of Section 143 of the impact of pending litigations on its
Act, we report that: financial position in its standalone
Ind AS financial statements – Refer
a) we have sought and obtained all the
Note 42 to the standalone Ind
information and explanations, which to
AS financial statements;
the best of our knowledge and belief, were
necessary for the purposes of our audit; ii. the Company did not have any long-
term contracts, including derivative
b) in our opinion, proper books of account
contracts, for which there were any
as required by law have been kept by the
material foreseeable losses;
Company so far as it appears from our
examination of those books;

34
iii. there were no amounts which were maintained by the Company. Refer
required to be transferred to the Note 56 to the standalone Ind
Investor Education and Protection AS financial statements.
Fund by the Company; and

iv. the Company has provided requisite


For B S R & Co. LLP
disclosure in its standalone Ind
Chartered Accountants
AS financial statements as to holdings Firm’s Registration No: 101248W/W-100022
as well as dealings in Specified Bank
Notes during the period from 8
November 2016 to 30 December Aniruddha Godbole
2016 and these are in accordance
Gurugram Partner
with the books of accounts
11 May 2017 Membership No: 105149

35
Annual Report 2016-17

Annexure A to the Independent


Auditors’ Report – 31st March 2017

With reference to the Annexure A referred confirmations have been obtained.


to in the Independent Auditors’ Report The discrepancies noticed on verification
to the members of the Company on the between the physical stocks and the book
standalone Ind AS financial statements for records were not material and have been
the year ended 31 March 2017, we report dealt with in books of account.
the following:
(iii) According to the information and explanations
(i) (a) The Company has maintained proper given to us, the Company has not granted any
records showing full particulars, loans, secured or unsecured, to companies,
including quantitative details and firms, limited liability partnerships or other
situation of property, plant and parties covered in the register maintained
equipment. under Section 189 of the Companies Act, 2013
(b) The Company has a regular programme (‘the Act’). Accordingly, paragraphs 3 (iii) (a),
of physical verification of its property, (b) and (c) of the Order are not applicable to
plant and equipment by which all the the Company.
property, plant and equipment are
verified over a period of two years. In (iv) In our opinion and according to the
our opinion, this periodicity of physical information and explanations given to us, the
verification is reasonable having regard Company has complied with the provisions of
to the size of the Company and the Section 185 and 186 of the Act, with respect
nature of its assets. In accordance with to the guarantee given to company and
the policy, the Company has physically investments made by the Company. The
verified certain property, plant and Company has not any security under Section
equipment during the year and we are 185 and 186 of the Act.
informed that no discrepancies were
noticed on such verification. (v) In our opinion, and according to the
(c) According to the information and information and explanations given to us, the
explanations given to us and on the Company has not accepted deposits as per
basis of our examination of the records the directives issued by the Reserve Bank of
of the Company, the title deeds of India and the provisions of Sections 73 to 76
immovable properties as disclosed or any other relevant provisions of the Act and
in Note 5 to the standalone Ind AS the rules framed thereunder. Accordingly,
financial statements, are held in the paragraph 3 (v) of the Order is not applicable
name of the Company. to the Company.

(ii) The inventory, other than stocks lying with (vi) According to the information and explanations
third parties, has been physically verified given to us, the Central Government has not
by the management during the year. In our prescribed the maintenance of cost records
opinion, the frequency of such verification under Section 148(1) of the Act for any of the
is reasonable. In respect of stocks lying commodities sold or services rendered by the
with third parties at the year-end, written Company.

36
(vii) (a) According to the information and Company did not have any outstanding dues
explanations given to us and on the to government or debenture holders during
basis of our examination of the records the year.
of the Company, amounts deducted/
accrued in the books of account in (ix) According to the information and explanations
respect of undisputed statutory dues given to us and based on our examination of
including Provident fund, Employees’ the records of the Company, the Company has
State Insurance, Income-tax, Duty of not raised any monies by way of initial public
customs, Sales-tax, Service tax and offer or further public offer (including debt
Value added tax and other material instruments). In our opinion and according to
statutory dues have been regularly the information and explanations given to us,
deposited during the year with the term loans taken during the year were applied
appropriate authorities. The amounts for the purpose for which they are raised.
deducted/accrued in the books of
account in respect of undisputed (x) During the course of our examination of the
statutory dues including Professional books and records of the Company, carried
tax have generally been regularly out in accordance with the generally accepted
deposited during the year with the auditing practices in India, and according
appropriate authorities, though there to the information and explanations given
have been slight delays in a few cases. to us, we have neither come across any
As explained to us, the Company did instance of material fraud by the Company or
not have any dues on account of wealth on the Company by its officers or employees,
tax, Duty of excise and Cess. noticed or reported during the year, nor
have we been informed of any such case by
According to the information
the management.
and explanations given to us, no
undisputed amounts payable in respect
(xi) According to the information and explanations
of Provident fund, Professional tax,
given to us and based on our examination of
Employees’ State Insurance, Income-
the records of the Company, the Company has
tax, Duty of customs, Sales-tax, Service
paid/provided for managerial remuneration
tax, value added tax and other material
in accordance with the requisite approvals
statutory dues were in arrears as
mandated by the provisions of Section 197
at 31 March 2017 for a period of more
read with Schedule V to the Act.
than six months from the date they
became payable.
(xii) In our opinion and according to the
(b) According to the information and information and explanations given to us,
explanations given to us, there are no the Company is not a Nidhi company and
dues of Income-tax, Sales tax, Service the Nidhi Rules, 2014 are not applicable to it.
tax, Duty of customs and Value added Accordingly, paragraph 3 (xii) of the Order is
tax as at 31 March 2017, which have not not applicable to the Company.
been deposited with the appropriate
authorities on account of any dispute. (xiii) According to the information and explanations
given to us and based on our examination of
(viii) In our opinion and according to the the records of the Company, transactions
information and explanations given to us, the with the related parties are in compliance
Company has not defaulted in repayment of with Sections 177 and 188 of the Act where
dues to financial institution and bankers. The applicable and details of such transactions

37
Annual Report 2016-17

have been disclosed in the standalone Ind AS (xvi) In our opinion and according to the information
financial statements as required by applicable and explanations given to us, the Company is
Ind AS. not required to be registered under Section
45-IA of the Reserve Bank of India Act, 1934.
(xiv) According to the information and Accordingly, paragraph 3 (xvi) of the Order is
explanations given to us and based on our not applicable to the Company.
examination of the records of the Company,
the Company has not made any preferential
allotment or private placement of shares or
fully or partly convertible debentures during
the year. Accordingly, paragraph 3 (xiv) of the For B S R & Co. LLP
Order is not applicable to the Company. Chartered Accountants
Firm’s Registration No: 101248W/W-100022
(xv) According to the information and explanations
Aniruddha Godbole
given to us and based on our examination of
Gurugram Partner
the records of the Company, the Company has 11 May 2017 Membership No: 105149
not entered into any non-cash transactions
with directors or persons connected with
them. Accordingly, paragraph 3 (xv) of the
Order is not applicable to the Company.

38
Annexure B to the Independent
Auditors’ Report – 31 March 2017
(Referred to in our report of even date)

Report on the Internal Financial Controls on Auditing, issued by ICAI and deemed to be
under Clause (i) of Sub-section 3 of Section prescribed under Section 143(10) of the Act, to the
143 of the Companies Act, 2013 (“the Act”) extent applicable, to an audit of internal financial
We have audited the internal financial controls controls, both applicable to an audit of Internal
over financial reporting of National Collateral Financial Controls and, both issued by the ICAI of
Management Services Limited (“the Company”) India. Those Standards and the Guidance Note
as of 31 March 2017 in conjunction with our audit of require that we comply with ethical requirements
the standalone Ind AS financial statements of the and plan and perform the audit to obtain
Company for the year ended on that date. reasonable assurance about whether adequate
internal financial controls over financial reporting
was established and maintained and if such controls
Management’s Responsibility for Internal operated effectively in all material respects.
Financial Controls Our audit involves performing procedures to obtain
The Company’s management is responsible for audit evidence about the adequacy of the internal
establishing and maintaining internal financial financial controls system over financial reporting and
controls based on the internal control over financial their operating effectiveness. Our audit of internal
reporting criteria established by the Company financial controls over financial reporting included
considering the essential components of internal obtaining an understanding of internal financial
control stated in the Guidance Note on Audit of controls over financial reporting, assessing the risk
Internal Financial Controls over Financial Reporting that a material weakness exists, and testing and
issued by the Institute of Chartered Accountants evaluating the design and operating effectiveness
of India (‘ICAI’). These responsibilities include of internal control based on the assessed risk.
the design, implementation and maintenance of The procedures selected depend on the auditors’
adequate internal financial controls that were judgement, including the assessment of the risks
operating effectively for ensuring the orderly of material misstatement of the standalone Ind AS
and efficient conduct of its business, including financial statements, whether due to fraud or error.
adherence to company’s policies, the safeguarding We believe that the audit evidence we have obtained
of its assets, the prevention and detection of frauds is sufficient and appropriate to provide a basis
and errors, the accuracy and completeness of the for our audit opinion on the Company’s internal
accounting records, and the timely preparation of financial controls system over financial reporting.
reliable financial information, as required under the
Companies Act, 2013.
Meaning of Internal Financial Controls
Over Financial Reporting
Auditors’ Responsibility A company’s internal financial control over
Our responsibility is to express an opinion on the financial reporting is a process designed to provide
Company’s internal financial controls over financial reasonable assurance regarding the reliability of
reporting based on our audit. We conducted our financial reporting and the preparation of financial
audit in accordance with the Guidance Note on statements for external purposes in accordance
Audit of Internal Financial Controls Over Financial with generally accepted accounting principles.
Reporting (the “Guidance Note”) and the Standards A company’s internal financial control over financial

39
Annual Report 2016-17

reporting includes those policies and procedures are subject to the risk that the internal financial
that (1) pertain to the maintenance of records that, control over financial reporting may become
in reasonable detail, accurately and fairly reflect the inadequate because of changes in conditions, or
transactions and dispositions of the assets of the that the degree of compliance with the policies or
Company; (2) provide reasonable assurance that procedures may deteriorate.
transactions are recorded as necessary to permit
preparation of financial statements in accordance
with generally accepted accounting principles, and Opinion
that receipts and expenditures of the company are In our opinion, the Company has, in all material
being made only in accordance with authorisations respects, an adequate internal financial controls
of management and directors of the company; system over financial reporting and such internal
and (3) provide reasonable assurance regarding financial controls over financial reporting were
prevention or timely detection of unauthorised operating effectively as at 31 March 2017, based
acquisition, use, or disposition of the company’s on the internal control over financial reporting
assets that could have a material effect on the criteria established by the Company considering
financial statements. the essential components of internal control
stated in the Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting issued
Inherent Limitations of Internal Financial by the ICAI.
Controls Over Financial Reporting
Because of the inherent limitations of internal For B S R & Co. LLP
financial controls over financial reporting, including Chartered Accountants
the possibility of collusion or improper management Firm’s Registration No: 101248W/W-100022
override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, Aniruddha Godbole
projections of any evaluation of the internal financial Gurugram Partner
controls over financial reporting to future periods 11 May 2017 Membership No: 105149

40
5 Standalone Balance Sheet
as at 31 March 2017

(Currency : Indian Rupees in thousands)

SN Particulars Note 31 March 2017 31 March 2016 1 April 2015

ASSETS

Non-current assets

(a) Property, plant and equipment 5 3,682,445 2,768,703 1,966,961

(b) Capital work-in-progress 5 371,658 182,990 460,703

(c) Intangible assets 6 6,943 3,223 5,171

(d) Financials assets

(i) Investment 7 825,747 56,069 -

(ii) Loans 8 7,499 - -

(iii) Other financials assets 9 59,787 138,520 21,936

(e) Income tax assets (net) 204,215 264,311 186,761

(f) Deferred tax assets (net) 10 191,679 200,200 96,586

(g) Other non-current assets 11 129,374 104,620 85,440

Total non-current assets 5,479,347 3,718,636 2,823,558

Current assets

(a) Inventories 12 4,927,043 1,654,504 90,067

(b) Financials assets

(i) Trade receivables 13 1,500,533 2,328,663 1,711,233

(ii) Cash and cash equivalents 14 175,921 266,102 402,660

(iii) Bank balances other than (ii) above 15 199,453 542,277 105,922

(iv) Loans 16 102,551 64,210 34,644

(v) Other financial assets 17 230,674 184,084 152,151

(c) Other current assets 18 318,836 125,376 47,585

Total current assets 7,455,011 5,165,216 2,544,262

TOTAL ASSETS 12,934,358 8,883,852 5,367,820

EQUITY AND LIABILITIES

Equity

(a) Equity share capital 19.1 1,282,981 1,282,981 1,049,718

(b) Other equity 19.2 4,056,863 3,715,771 1,589,451

Total equity 5,339,844 4,998,752 2,639,169

41
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

SN Particulars Note 31 March 2017 31 March 2016 1 April 2015

LIABILITIES

Non-current liabilities

(a) Financials liabilities

(i) Borrowings 20 1,800,111 1,328,200 792,600

(ii) Other financial liabilities 21 3,693 862 31,566

(b) Provisions 22 19,210 15,895 12,549

(c) Other non-current liabilities 23 66,203 6,433 5,663

Total non- current liabilities 1,889,217 1,351,390 842,378

Current liabilities

(a) Financial liabilities

(i) Borrowings 24 3,742,424 1,488,259 1,388,925

(ii) Trade payables 25

Total outstanding dues to micro enterprise and


- - -
small enterprise (refer note no 54)

Total outstanding dues to creditors other than


475,576 414,766 230,063
micro enterprise and small enterprise

(iii) Other financial liabilities 26 700,749 303,732 209,743

(b) Provisions 27 69,669 48,734 36,158

(c) Other current liabilities 28 716,879 278,219 21,384

Total current liabilities 5,705,297 2,533,710 1,886,273

Total equity and liabilities 12,934,358 8,883,852 5,367,820

The attached notes 2 to 60 are an integral part of these standalone financial statements.

The Board of Directors has authorised the issue of these standalone financial statements on 11 May 2017.

As per our report of even date attached.

For B S R & Co. LLP For and on behalf of the Board of Directors of
Chartered Accountants National Collateral Management Services Limited
Firm’s Registration No: 101248W/W-100022 CIN : U74140MH2004PLC148859

Aniruddha Godbole S B Mathur Sanjay Kaul Sumit Maheshwari


Partner Chairman Managing Director & CEO Director
Membership No: 105149 DIN: 00013239 DIN: 01729695 DIN: 06920646

Ashok Dhamankar Sanjay Khare


Chief Finance Officer Head - Legal & Company Secretary
Membership No.: 049866 Membership No.: F7869

Gurugram: 11 May 2017 Gurugram: 11 May 2017

42
Standalone Statement of Profit and Loss
6 for the year ended 31 March 2017

(Currency : Indian Rupees in thousands)

Particulars Note 31 March 2017 31 March 2016

REVENUE

Revenue from operations 29 7,723,920 5,266,107

Other income 30 36,179 11,197

Finance income 31 42,347 62,755

Total revenue 7,802,446 5,340,059

EXPENSES

Purchases of stock-in-trade

- commodities 58 8,440,459 4,564,261

- weather station components 22,526 -

Changes in inventories of stock-in-trade 32 (3,270,724) (1,528,591)

Employee benefits expense 33 366,838 336,151

Finance costs 34 239,505 178,340

Depreciation and amortisation expense 35 102,520 86,994

Other expenses 36 1,495,131 1,314,839

Total expenses 7,396,256 4,951,994

Profit before tax 406,190 388,065

Income tax expenses 41

(i) Current tax 83,047 88,556

(ii) Deferred tax charge / (credit) 9,205 (32,282)

(iii) Provision for deferred tax credit of earlier years (Refer note 60 (d) (x)) - (70,535)

Profit after tax 313,938 4 02,326

43
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

For the year from For the year from


Particulars Note 1 April 2016 to 1 April 2015 to
31 March 2017 31 March 2016

Other comprehensive income

Items that will not be reclassified to profit and loss:

- Remeasurement losses on post employment defined benefits plans (1,976) (2,343)

- Income tax effect on above 684 796

Other comprehensive income, net of tax (1,292) (1,547)

Total comprehensive income 312,646 400,781

Earnings per share (Face value of INR 10 per share) 40

Basic earnings per share 2.45 3.37

Diluted earnings per share 2.38 3.35

The attached notes 2 to 60 are an integral part of these standalone financial statements.

The Board of Directors has authorised the issue of these standalone financial statements on 11 May 2017.

As per our report of even date attached.

For B S R & Co. LLP For and on behalf of the Board of Directors of
Chartered Accountants National Collateral Management Services Limited
Firm’s Registration No: 101248W/W-100022 CIN : U74140MH2004PLC148859

Aniruddha Godbole S B Mathur Sanjay Kaul Sumit Maheshwari


Partner Chairman Managing Director & CEO Director
Membership No: 105149 DIN: 00013239 DIN: 01729695 DIN: 06920646

Ashok Dhamankar Sanjay Khare


Chief Finance Officer Head - Legal & Company Secretary
Membership No.: 049866 Membership No.: F7869

Gurugram: 11 May 2017 Gurugram: 11 May 2017

44
Standalone Statement of Cash Flows
7 for the year ended 31 March 2017

(Currency : Indian Rupees in thousands)

For the year ended For the year ended


SN Particulars
31 March 2017 31 March 2016

I Cash flows from operating activities:

Profit before tax for the year 406,190 388,065

Adjustments for:

Depreciation and amortisation 102,520 86,994

Finance costs 239,505 178,340

Liabilities no longer required written back (4,135) (4,752)

Finance income (42,347) (62,755)

Government grants (1,733) (729)

Guarantee commission (534) -

Provision for doubtful debts - 29,400

Provision for doubtful debts (written back) (17,059) -

Bad debts written off 47,059 3,029

Profit on sale of investments - (5,605)

Gain on sale of assets (11,699) -

Shared based payments to employees (net of capitalisation) 18,276 15,822

329,854 239,743

Operating cash flows before working capital changes 736,044 627,808

Changes in:

(Increase) in inventories (3,272,539) (1,564,437)

Decrease / (Increase) in trade receivables 798,130 (649,859)

(Increase) in other financial assets / non-current assets (262,886) (109,032)

Increase in trade payables and other financial liabilities 46,846 249,218

Increase in provisions 22,273 14,061

Increase in other current liabilities / non-current liabilities 437,746 253,157

( 2,230,429) (1,806,892)

Cash flows (used in) operations ( 1,494,385) (1,179,084)

Taxes paid, net of refunds (22,954) (166,107)

Net cash flows (used in) operating activities (1,517,339) (1,345,192)

45
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

For the year ended For the year ended


Sn Particulars
31 March 2017 31 March 2016

II Cash flows from investing activities:

Purchase / construction of property, plant and equipment (1,046,018) (681,253)

Purchase of intangible assets (25,218) (415)

Investment in subsidiary (769,678) (56,069)

Government grant 63,040 -

Investment in mutual fund - (200,000)

Redemption of mutual fund - 205,605

Maturity of bank deposits (having original maturity of more than 3 months) 2,120,702 4,045,241

Investment in bank deposits (having original maturity of more than 3 months) (1,701,051) (4,594,231)

Interest received 72,214 29,394

Net cash flows (used in) investing activities ( 1,286,009) (1,251,728)

III Cash flows from financing activities:

Proceeds from issuance of equity share capital, net of issue expenses - 1,942,982

Proceeds from borrowings 14,073,572 6,813,257

Repayment of borrowings (11,129,091) (6,105,821)

Interest paid (250,428) (198,808)

Net cash flows generated from financing activities 2,694,053 2,451,610

Net (decrease) in cash and cash equivalents (I+II+III) (109,295) (145,309)

Cash and cash equivalents (Refer note 14)

Cash and cash equivalents at the beginning of the year (Refer note 3 below) 257,351 402,660

Cash and cash equivalents at the end of the year (Refer note 4 below) 147,266 257,351

Notes:
1. The above Cash Flow Statement has been prepared under the “Indirect Method “ as set out in the Indian Accounting Standard
(Ind AS-7) Statement of Cash flows notified under section 133 of the Companies Act, 2013 read with Rule 3 of the Companies
(Indian Accounting Standard) Rules, 2015.

2. Components of Cash and cash equivalents

31 March 2017 31 March 2016

Balance with banks

- in current accounts 140,305 96,725

- in fixed deposit accounts (having original maturity less than 3 months) 35,548 169,347

Cash on hand 68 30

175,921 266,102

46
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016

3. Reconciliation of cash and cash equivalents at the beginning of the year

Cash and cash equivalents (refer note 14) 266,102 402,660

Less: Bank overdraft (refer note 24) 8,751 -

257,351 402,660

4. Reconciliation of cash and cash equivalents at the end of the year

Cash and cash equivalents (refer note 14) 175,921 266,102

Less: Bank overdraft (refer note 24) 28,655 8,751

147,266 257,351

The attached notes 2 to 60 are an integral part of these standalone financial statements.

The Board of Directors has authorised the issue of these standalone financial statements on 11 May 2017.

As per our report of even date attached.

For B S R & Co. LLP For and on behalf of the Board of Directors of
Chartered Accountants National Collateral Management Services Limited
Firm’s Registration No: 101248W/W-100022 CIN : U74140MH2004PLC148859

Aniruddha Godbole S B Mathur Sanjay Kaul Sumit Maheshwari


Partner Chairman Managing Director & CEO Director
Membership No: 105149 DIN: 00013239 DIN: 01729695 DIN: 06920646

Ashok Dhamankar Sanjay Khare


Chief Finance Officer Head - Legal & Company Secretary
Membership No.: 049866 Membership No.: F7869

Gurugram: 11 May 2017 Gurugram: 11 May 2017

47
Annual Report 2016-17

Standalone Statement of Changes in Equity


for the year ended 31 March 2017

(Currency : Indian Rupees in thousands)

A. Equity share capital


Balance as at Changes in equity Balance as at
Particulars Note 1 April 2016 share capital 31 March 2017
during the year

Equity share capital 19.1 1,282,981 - 1,282,981

B. Other equity

Reserves and surplus

Securities Special Share Retained Total equity


Particulars premium reserve options Earnings
Note reserve outstanding
account

19.2

Balance as at 1 April 2016 2,468,002 22,500 19,571 1,205,698 3,715,771

Total comprehensive income for the year

Profit for the year - - - 313,938 313,938

Less: Remeasurement of the net defined


- - - (1,292) (1,292)
benefit liability (net of tax effect)

Transfer to special reserve - 5,000 - (5,000) -

Total comprehensive income for the year - 5,000 - 307,646 312,646

Add: Employee stock options - - 28,446 - 28,446

- - 28,446 - 28,446

Balance as at 31 March 2017 2,468,002 27,500 48,017 1,513,344 4,056,863

The attached notes 2 to 60 are an integral part of these standalone financial statements.

The Board of Directors has authorised the issue of these standalone financial statements on 11 May 2017.

As per our report of even date attached.

For B S R & Co. LLP For and on behalf of the Board of Directors of
Chartered Accountants National Collateral Management Services Limited
Firm’s Registration No: 101248W/W-100022 CIN : U74140MH2004PLC148859

Aniruddha Godbole S B Mathur Sanjay Kaul Sumit Maheshwari


Partner Chairman Managing Director & CEO Director
Membership No: 105149 DIN: 00013239 DIN: 01729695 DIN: 06920646

Ashok Dhamankar Sanjay Khare


Chief Finance Officer Head - Legal & Company Secretary
Membership No.: 049866 Membership No.: F7869

Gurugram: 11 May 2017 Gurugram: 11 May 2017

48
Standalone Statement of Changes in Equity
for the year ended 31 March 2016

(Currency : Indian Rupees in thousands)

A. Equity share capital

Note Balance Changes in equity Balance as at


Particulars as at share capital 31 March 2016
1 April 2015 during the period

Equity share capital 19.3 1,049,718 233,263 1,282,981

B. Other equity

Note Reserves and surplus


Particulars Securities Special Share options Retained Total equity
19.4 premium reserve outstanding Earnings
reserve account

Balance as at 1 April 2015 758,283 17,500 3,749 809,919 1,589,451

Total comprehensive
income for the period

Profit for the period - - - 402,326 402,326

Less: Remeasurement of the net defined


- - - (1,547) (1,547)
benefit liability (net of tax effect)

Transfer to special reserve - 5,000 - (5,000) -

Total comprehensive income for the year - 5,000 - 395,779 400,779

Add: Employee stock


- - 15,822 - 15,822
options outstanding

Transactions with owners of the Company

Premium on issue of equity shares 1,766,737 - - - 1,766,737

Less: Premium utilised for share issue


(57,018) - - - (57,018)
expenses

1,709,719 - - 1,709,719

Balance as at 31 March 2016 2,468,002 22,500 19,571 1,205,698 3 ,715,771

49
Annual Report 2016-17

Notes to the Standalone Financial Statements


8 for the year ended 31 March 2017

(Currency: Indian Rupees in thousands)

Company overview and significant accounting been restated to Ind AS. In accordance
policies with Ind AS 101 First-time Adoption of
Indian Accounting Standard, the Company
1 Company overview
has presented a reconciliation from the
National Collateral Management Services presentation of financial statements
Limited (‘the Company’) is a closely held public under Accounting Standards notified
company incorporated on 28 September 2004 under the Companies (Accounting
under the Indian Companies Act, 1956 to provide Standards) Rules, 2006 (“Previous
warehousing services to manage risks across GAAP”) to Ind AS of Shareholders’ equity
various stages of commodity and inventory as at 31 March 2016 and 1 April 2015 and of
handling under a single umbrella. Through pan- total comprehensive income for the year
India presence, in owned, leased as well as field ended 31 March 2016. Reconciliations and
warehouses, the Company provides commodity descriptions of the effect of the transition
handling and risk management services to has been summarized in Note 60.
clients across the country. The Company is
geared to handle operations encompassing the (ii) Basis of presentation and preparation
sale, purchase, trading, storage and movement
These financial statements are prepared
of commodities and inventories.
in accordance with Indian Accounting
On 19 August 2015, Fairfax India Holding Standards (Ind AS) under the historical
Corporation through its wholly owned cost convention on the accrual basis
subsidiary FIH Mauritius Investments Ltd has except for certain financial instruments
acquired a majority stake in the Company. and employee stock options which are
The financial statements are authorised for measured at fair values.The Ind AS are
issue by the Company’s Board of Directors on prescribed under Section 133 of the
11 May 2017. Act read with Rule 3 of the Companies
(Indian Accounting Standards) Rules,
2015 and Companies (Indian Accounting
2 Statement of compliance and basis of Standards) Amendment Rules, 2016.
presentation and preparation
Accounting policies have been consistently
(i) Statement of compliance
applied except where a newly issued
In accordance with the notification
accounting standard is initially adopted
issued by the Ministry of Corporate
or a revision to an existing accounting
Affairs, the Company has adopted Indian
standard requires a change in the
Accounting Standards (referred to as
accounting policy hitherto in use.
“Ind AS”) notified under section 133 of
the Companies Act, 2013, (”the Act”)
(iii) Recent accounting pronouncements
read with Rule 3 of the Companies (Indian
In March 2017, the Ministry of Corporate
Accounting Standards) Rules, 2015 and
Affairs issued the Companies (Indian
Companies (Indian Accounting Standards)
Accounting Standards)(Amendments)
Amendment Rules, 2016 with effect from
Rule, 2017, notifying amendments to
1 April 2016. Previous year numbers in
Ind AS 7, Statement of Cash Flows and
the standalone financial statements have

50
Ind AS 102, Share based Payment. These The Company is evaluating the
amendments are in accordance with the requirements of the amendment and the
recent amendments made by International impact on the financial statements.
Accounting Standards Board (IASB) to
IAS 7, Statement of Cash Flows and IFRS (iv) Functional and presentation currency
2, Share based Payment, respectively. The standalone financial statements are
The amendments are applicable to the presented in Indian Rupees (INR), which is
Company from April 1, 2017. also the Company’s functional currency.
Amendment to Ind AS 7
The amendment to Ind AS 7 requires the (v) Current/ Non- Current Classification
entities to provide disclosures that enable Any asset or liability is classified as
users of financial statements to evaluate current if it satisfies any of the following
changes in liabilities arising from financial conditions:
activities, including both changes arising
from cash flows and non- cash changes, (i) it is expected to be realised or settled
suggesting inclusion of a reconciliation or is intended for sale or consumption
between opening and closing balances in in the Company’s normal operating
the Balance Sheet for liabilities arising from cycle;
financing activities to meet the disclosure (ii) it is expected to be realised or settled
requirements within twelve months from the
Amendment to Ind AS 102 reporting date;
The amendment of Ind AS 102 provides (iii) it is held primarily for the purposes of
specific guidance for the measurement being traded;
of cash- settled awards, modification
(iv) the asset is cash or cash equivalent
of cash- settled awards and awards
unless it is restricted from being
that include a net settlement feature
exchanged or used to settle a liability
in respect of withholding tax.
for at least twelve months after the
It clarifies that the fair value of cash - settled
reporting date;
awards is determined on a basis consistent
with that used for equity- settled awards. (v) in the case of a liability, the Company
Market- based performance conditions and does not have an unconditional right
non- vesting conditions are reflected in the to defer settlement of the liability
fair values but non- market performance for atleast twelve months from the
conditions and service vesting conditions reporting date.
are reflected in the estimated of the All other assets and liabilities are classified
number of awards expected to vest. Also, as non- current.
the amendment clarifies that if the terms
For the purpose of current/ non-current
and conditions of a cash - settled share -
classification of assets and liabilities,
based payment transaction are modified
the Company has ascertained its normal
with the result that it becomes an equity-
operating cycle as twelve months. This is
settled share based payment transaction,
based on the nature of services and the
the transaction is accounted for as such
time between the acquisition of assets
from the date of the modification. Further,
or inventories for processing and their
the amendment requires the award that
realisation and their realisation in cash and
include a net settlement feature in respect
cash equivalents.
of withholding taxes to be treated as
equity- settled in its entirety. The cash
payment to the tax authortity is treated 3 Use of accounting estimates and judgments
as if it was part of an equity settlement. Preparation of standalone financial statements

51
Annual Report 2016-17

requires the Company to make assumptions or loss, the Company makes judgments
and estimates about future events and apply as to whether there is any observable
significant judgments. The Company base its data indicating that there is any future
assumptions, estimates and judgments on salability of the product, including demand
historical experience, current trends and all forecasts and shelf life of the product. The
available information that it believes is relevant provision for obsolescence of inventory is
at the time of preparation of the standalone based on the aging and past movement of
financial statements. However, future events the inventory.
and their effects cannot be determined with
certainty. Accordingly, as confirming events (iv) Valuation of inventories
occur, actual results could ultimately differ The Company values its inventories for
from our assumptions and estimates. Such commodity trading business at fair value
differences could be material. The following less cost to sell and other inventories
require most difficult, subjective or complex are valued at the lower of cost and
judgments, resulting from the need to make net realisable value through inventory
estimates about the effect of matters that are allowances. Subsequent changes in facts
inherently uncertain. or circumstances could result in the reversal
of previously recorded allowances. Results
(i) Impairment losses on investment could differ if inventory allowances change
The Company reviews its carrying value because actual selling prices or selling
of investments carried at amortised costs differ materially from forecasted
cost annually, or more frequently selling prices and selling costs. Calculating
when there is indication for impairment. allowances depends on a combination
If the recoverable amount is less than its of interrelated factors affecting forecasted
carrying amount, the impairment loss is selling prices, including demand variables.
accounted for. Demand variables include grain prices
and changes in inventories in distribution
(ii) Impairment losses on trade receivables
channels.

The Company reviews its trade receivables
to assess impairment at regular intervals. (v) Estimated useful lives of property, plant
The Company’s credit risk is primarily and equipment
attributable to its trade receivables. In
The Company estimates the useful lives
determining whether impairment losses of property, plant and equipment based
should be reported in the statement on the year over which the assets are
of profit or loss, the Company makes expected to be available for use. The
judgments as to whether there is any estimation of the useful lives of property,
observable data indicating that there is plant and equipment is based on collective
a measurable decrease in the estimated assessment of industry practice, internal
future cash flows. Accordingly, an technical evaluation and on the historical
allowance for expected credit loss is made experience with similar assets. It is
where there is an identified loss event possible, however, that future results from
or condition which, based on previous operations could be materially affected by
experience, is evidence of a reduction in changes in estimates brought about by
the recoverability of the cash flows. changes in factors mentioned above. The
amounts and timing of recorded expenses
(iii) Provision for obsolete inventory
for any year would be affected by changes
The Company reviews its inventory to in these factors and circumstances. The
assess loss on account of obsolescence and estimated useful lives are reviewed
expiry on a regular basis. In determining yearically and are updated if expectations
whether provision for obsolescence should differ from previous estimates due to
be recorded in the statement of profit physical wear and tear, technical or

52
commercial obsolescence and legal or life of the option, volatility and dividend
other limits on the use of the assets. yield. The assumptions and model used
are disclosed in Note 46 of the standalone
(vi) Provision for litigations
financial statements.

In estimating the final outcome of
litigation, the Company applies judgment (ix) Measurement of defined benefit
in considering factors including experience obligations and other employee benefit
with similar matters, past history, obligations
precedents, relevant financial and other
The Company’s net obligation in respect
evidence and facts specific to the matter. of gratuity benefit scheme is calculated by
Application of such judgment determines estimating the amount of future benefit
whether the Company requires an accrual that employees have earned in return for
or disclosure in the standalone financial their service in the current and prior years;
statements. that benefit is discounted to determine
its present value, and the fair value of any
(vii) Recoverability of deferred income tax
plan assets is deducted.
assets
In determining the recoverability of Compensated absences which are not
deferred income tax assets, the Company expected to occur within twelve months
primarily considers current and expected after the end of the year in which the
profitability of applicable operating employee renders the related services
business segments and their ability are recognised as a liability at the present
to utilise any recorded tax assets. The value of the other long-term employment
Company reviews its deferred income benefits.
tax assets at every reporting year end,
The present value of the obligation is
taking into consideration the availability
determined based on actuarial valuation at
of sufficient current and projected taxable
the balance sheet date by an Independent
profits, reversals of taxable temporary
actuary using the Projected Unit Credit
differences and tax planning strategies.
Method, which recognises each year of
(viii) Share based payments service as giving rise to additional unit
of employee benefit entitlement and
The Company determines costs for share-
measures. The obligation is measured at
based payments using Black-Scholes-
the present value of the estimated future
Merton model. The Company determines
cash flows. The discount rates used for
the fair value of its market- based and
determining the present value of the
performance-based non-vested share
obligation under defined benefit plan, are
options at the date of grant using
based on the market yields on Government
generally accepted valuation techniques.
securities as at the balance sheet date.
A portion of share-based payments
expense results from performance- (x) Measurement of fair value
based share options which require the

The Company’s accounting policies and
Company to estimate the likelihood of
disclosures require the measurement of
achieving performance parameters and
fair values, for both financial and non-
appraisals set by Board of directors.
financial assets and liabilities. The Company
Judgment is required in determining the
has an established control framework with
most appropriate valuation model for the
respect to the measurement of fair values.
share options granted, depending on the
The finance team has overall responsibility
terms and conditions of the grant. The
for overseeing all significant fair value
Company is also required to use judgment
measurements, including Level 3 fair
in determining the most appropriate inputs
values, and reports directly to the Chief
to the valuation model including expected
Financial Officer (CFO).

53
Annual Report 2016-17

They regularly review significant equipments and servicing that meets


unobservable inputs and valuation the definition of property, plant and
adjustments. If third party information, equipment are capitalised at cost and
such as NCDEX quotes, is used to measure depreciated over the useful life. Cost of
fair values, then the finance team assesses repairs and maintenance are recognised
the evidence obtained from the third in the standalone statement of profit and
parties to support the conclusion that such loss as and when incurred.
valuations meet the requirements of IndAS
113 “ Fair Value Measurements”, including Depreciation :
the level in the fair value hierarchy in which The Company depreciates its Property,
such valuations should be classified. Plant and Equipment on Straight Line
Method (SLM) over the useful lives
of assets estimated by management.
4 Significant accounting policies
Depreciation for assets purchased or sold
The accounting policies set out below have
during a year is proportionately charged.
been applied consistently to all years presented
The management estimates for useful
in these standalone financial statements.
lives for Property, Plant and Equipment
(a) Property, plant and equipment are set out below:
Measurement at recognition Warehouse buildings 50 years
The cost of an item of property, plant and
equipment is recognised as an asset if, and Silos 50 years
only if, it is probable that future economic
Office buildings 50 years
benefits associated with the item will flow
to the Company and the cost of the item Plant and machinery :
3 years
can be measured reliably and is measured Moisture meters
at cost. Subsequent to recognition, all Plant and machinery:
items of property, plant and equipment Meteorological 5 years
(except for freehold land) are stated at instruments
cost less accumulated depreciation and
accumulated impairment losses, if any. Plant and machinery :
5 years
If the cost of an individual part of property, Laboratory equipment
plant and equipment is significant relative Plant and machinery :
to the total cost of the item, the individual 5 years
Others
part is accounted for and depreciated
separately. Computer hardware 3 years

The cost of property, plant and equipment Electrical installation and


5 years
comprises its purchase price plus any costs fittings
directly attributable to bringing the asset
Office equipments 5 years
to the location and condition necessary
for it to be capable of operating in the Furniture and fixtures 5 years
manner intended by management and
Primary year of the
the initial estimate of decommissioning,
Leasehold improvements lease or 5 years,
restoration and similar liabilities, if any.
whichever is less
Subsequent expenditure is capitalised only
if it is probable that the future economic Primary year of the
Electrical installations and
benefits associated with the expenditure lease or 5 years,
fittings at leased premises
will flow to the Company. whichever is less

Items such as spare parts, stand-by Vehicles 5 years

54

For aforesaid class of assets based on statement of profit or loss in the year the
internal assessment carried out by internal asset is derecognised.
valuers the management believes that the
useful lives as given above best represent
(b) Intangible assets
the year over which management expects
to use the assets. Hence, the useful lives Measurement at recognition
for the assets are different from the

Intangible assets comprise primarily of
useful lives as prescribed under Part C of
computer software (including enterprise
Schedule II of the Act.
systems). Intangible assets are initially
For all class of assets except leasehold recorded at cost and subsequent to
improvements and electrical installation recognition, intangible assets are stated
and fittings at leased premises, at cost less accumulated amortisation and
management carries out an internal accumulated impairment losses, if any.
assessment to estimate the useful life
Amortisation
over which it is expected to be used.
Intangible Assets with finite lives are
Expected useful lives and residual values
amortised on a straight line basis over
are re-assessed annually and adjusted if
the estimated useful economic life. The
appropriate and such change is accounted
amortisation expense on intangible
for as a change in an accounting estimate.
assets with finite lives is recognised in the
Assets costing INR 5000 or less are fully standalone statement of profit and loss.
depreciated in the year of purchase.
The following estimated useful life of
Depreciation is charged on a proportionate
intangible assets is mentioned below:
basis for all assets purchased and sold
during the year.
Computer
3 years

Freehold land has an unlimited useful life hardware
and therefore is not depreciated.
The amortisation year and the amortisation
Capital work in progress and Capital method for an intangible asset with finite
advances useful life is reviewed at the end of each
Assets under construction includes the financial year. If any of these expectations
cost of property, plant and equipment that differ from previous estimates, such
are not ready to use at the balance sheet changes is accounted for as a change in an
date. Advances paid to acquire property, accounting estimate.
plant and equipment before the balance
sheet date are disclosed under Other Non Derecognition
Current Assets. Assets under construction An item of intangible asset is derecognised
are not depreciated as these assets are upon disposal or when no future economic
not yet available for use. benefits are expected from its use or
disposal. Any gain or loss on derecognition
Derecognition of an item of intangible asset is measured
An item of property, plant and equipment as the difference between the net disposal
is derecognised upon disposal or when no proceeds and the carrying amount of the
future economic benefits are expected item and is recognised in the standalone
from its use or disposal. Any gain or loss statement of profit or loss in the year the
on derecognition of an item of property, asset is derecognised.
plant and equipment is measured as
the difference between the net disposal
proceeds and the carrying amount of the (c) Financial instruments
item and is recognised in the standalone A financial instrument is any contract that

55
Annual Report 2016-17

gives rise to a financial asset of one entity accordance with the below criteria:
and a financial liability or equity instrument
of another entity. (i) The Company’s business model for
managing the financial asset and
(i)   Non-derivative financial assets
(ii) The contractual cash flow
Initial recognition and measurement
characteristics of the financial asset.
The Company recognises a financial
asset in its balance sheet when it Based on the above criteria, the Company
become party to the contractual classifies its financial assets into the
provisions of the instrument. All following categories:
financial assets are recognised initially
(i) Financial assets measured at
at fair value plus, in the case of
amortised cost.
financial assets not recorded at fair
value through profit or loss (FVTPL), (ii) Financial assets measured at fair
transaction costs that are attributable value through profit and loss
to the acqusition of the financial asset. (FVTPL).

Where the fair value of a financial (i) Financial assets measured at


asset at initial recognition is different amortised cost
from its transaction price, the
difference between the fair value and A financial asset is measured at the
the transaction price is recognised as a amortised cost if both the conditions
gain or loss in the statement of profit are met :
and loss at initial recognition if the fair (a) The Company’s business
value is determined through quoted model objective for managing
market price in an active market for the financial asset is to hold
an identical asset (i.e level 1 input) financial assets in order to collect
or through a valuation technique that contractual cash flows.
uses data from observable markets
(i.e level 2 input). (b) The contractual terms of the
financial asset give rise on
In case the fair value is not determined specified dates to cash flows that
using a level 1 or level 2 input as are solely payments of principal
mentioned above, the difference and interest on the principal
between the fair value and transaction amount outstanding.
price is deferred appropriately and
recognised as a gain or loss in the This category applies to cash and bank
standalone statement of profit and balances, trade receivables, loans,
loss only to the extent that such gain deposits and other financial assets of
or loss arises due to a change in factor the Company. Such financial assets are
market participants take into account subsequently measured at amortised cost
when pricing the financial asset. using the effective interest method.

However, trade receivables that do The amortised cost of a financial asset


not contain a significant financing is also adjusted for loss allowance,
component are measured at if any.
transaction price irrespective of the
(ii) Financial assets measured at fair
fair value on initial recognition.
value through profit and loss (FVTPL).
Subsequent measurement:
A financial asset is measured at FVTPL
For subsequent measurement, the unless it is measured at amortised
Company classifies a financial asset in

56
cost or at Fair Value through Other cost; any difference between the initial
Comprehensive Income (FVTOCI). carrying value and the redemption value
This is a residual category applies to is recognised in the statement of profit or
inventories, share based payments loss over the year of the borrowings using
and other investments of the the effective interest rate method. Other
Company excluding investment in financial liabilities are recognised initially
subsidiary. Such financial assets at fair value plus any directly attributable
are subsequently measured at fair transaction costs.
value at each reporting date. Fair

Non-derivative financial liabilities of the
value changes are recognised in the
Company comprise long-term borrowings,
standalone statement of profit and
short-term borrowings, bank overdrafts
loss.
and trade and other payables.
Derecognition:
Subsequent measurement:

A financial asset when the contractual
Subsequent to initial recognition these
rights to the cash flows from the
financial liabilities are measured at
financial asset expire or it transfers the
amortised cost using the effective interest
financial asset and the transfer qualifies
method.
for derecognition under Ind AS 109.
On derecognition of a financial asset, Derecognition:
the difference between the carrying
The Company derecognises a financial
amount and the consideration received is liability when its contractual obligations are
recognised in the standalone statement discharged or cancelled or expired. When
of profit and loss. an existing financial liability is replaced
Presentation: from the same lender on substantially
different terms, or terms of an existing
Financial assets and liabilities are offset
liability are substantially modified, such
and the net amount presented in the
an exchange or modification is treated as
statement of standalone balance sheet
the derecognition of the original liability
when, and only when, the Company has
and the recognition of a new liability. The
a legal right to offset the amounts and
difference between the carrying amount
intends either to settle on a net basis or
of the financial liability derecognised and
to realize the asset and settle the liability
the consideration paid is recognised in the
simultaneously.
standalone statement of profit and loss .
(ii) Non-derivative financial liabilities
Initial recognition and measurement (d)
Fair Value
Financial liabilities are recognised initially The Company measures financial
on the trade date at which the Company instruments at fair value in accordance with
becomes a party to the contractual the accounting policies mentioned above.
provisions of the instrument. All financial Fair value is the price that would be received
liabilities are recognised initially at fair to sell an asset or paid to transfer a liability
value minus, in the case of financial in an orderly transaction between market
liabilities not recorded at fair value through participants at the measurement date. The
profit or loss (FVTPL), transaction costs fair value measurement is based on the
that are attributable to the acquistion of presumption that the transaction to sell
the financial liabilites. the asset or transfer the liability takes place
Borrowings are recognised initially at fair either:
value, net of transaction costs incurred,
(i) in the principal market for the asset or
and subsequently carried at amortised
liability or

57
Annual Report 2016-17

(ii) in the absence of a principal market, In case of trade receivables, contract revenue
in the most advantageous market for receivables and lease receivables, the Company
the asset or liability. follows a simplified approach wherein an
amount equal to lifetime ECL is measured and
All assets and liabilities for which fair value
recognition as loss allowance. For all other
is measured or disclosed in the standalone
financial assets, expected credit losses are
financial statements are categorised within
measured at an amount equal to the 12 month
the fair value hierarchy that categorises
ECL, unless there has been a significant increase
into three levels, as described as follows,
in credit risk from initial recognition in which
the inputs to valuation techniques used
case those are measured at lifetime of ECL.
to measure value. The fair value hierarchy
gives the highest priority to quoted prices ECL is the difference between all contractual
in active markets for identical assets or cash flows that are due to the Company in
liabilities (Level 1 inputs) and the lowest accordance with the contract and all the
priority to unobservable inputs (level 3 cash flows that the entity expects to receive
inputs). (i.e all cash shortfalls), discounted at the original
Level 1: quoted (unadjusted) market prices in effective interest rate.
active markets for identical assets or liabilities. Lifetime ECL are the expected credit losses
Level 2: inputs other than quoted prices included resulting from all possible defaults events over
within Level 1 that are observable for the asset or the expected life of a financial asset. 12 month
liability, either directly or Indirectly ECL are a portion of the lifetime ECL which
result from default events that are possible
Level 3: inputs that are unobservable for the
within 12 months from the reporting date.
asset or liability
For assets and liabilities that are recognised in ECL are measured in a manner that they reflect
the standalone financial statements at fair value unbiased and profitability weighted amounts
on a recurring basis, the Company determines determined by a range of outcomes, taking into
whether transfers have occurred between levels account the time value of money and other
in the hierarchy by re-assessing categorisation at reasonable information available as a result of
the end of each reporting year. past events, current conditions and forecasts of
future economic conditions.
(e) Impairment
The Company uses a provision matrix to measure
Non-derivative financial assets lifetime ECL on its portfolio of trade receivables.
A financial asset is assessed at each reporting date The provision matrix is prepared based on
to determine whether there is objective evidence historically observed default rates over the
that it is impaired. A financial asset is impaired if expected life of trade receivables and is adjusted
objective evidence indicates that a loss event has for forward-looking estimates. At each reporting
occurred after the initial recognition of the asset, date, the historically observed default rates and
and that the loss event had a negative effect on changes in the forward- looking estimates are
the estimated future cash flows of that asset that updated.
can be estimated reliably.
The amount of expected credit losses (or reversal)
The Company applies expected credit losses (ECL) that is required to adjust the loss allowance at
model for measurement and recognition of loss the reporting date to the amount that is required
allowance on the following: to be recognised is recognised as an impairment
(i) Trade receivables and lease receivables gain or loss in the statement of profit and loss.

(ii) Financial assets measured at amortised Intangible assets and property, plant and
cost (other than trade receivables and equipment
lease receivables) The carrying amount of the Company’s non-

58
financial assets, other than inventories and estimated selling price in the ordinary course of
deferred tax assets, is reviewed at each reporting business, less anticipated cost of disposal and
date to determine whether there is any Indication after making allowance for damages and slow-
of impairment. If any such indication exists then moving items.
the asset’s recoverable amount is estimated.”
Dunnage:
The recoverable amount of an asset or cash Dunnage consists of bamboo mats, polythene
generating unit is the greater of its value in use sheets/bags/covers, wooden planks, black/
and its fair value less costs of disposal. In assessing blue polythene films/sheets. Bamboo mats and
value in use, the estimated future cash flows are polythene sheets/bags/covers issued for use are
discounted to their present value using a discount written off to the extent of 100% of cost in the
rate that reflects current market assessments of year of purchase. 50% of the cost of black/blue
the time value of money and the risks specific to polythene films/sheets issued for use is written
the asset. For the purpose of impairment testing, off in the year of issue and the balance 50% is
assets are grouped together into the smallest charged to revenue in the subsequent year.
group of assets that generates cash inflows from
continuing use that are largely independent of Dunnage of all types, cost of which is up to
the cash inflows of other assets or group of assets INR 500, is charged to revenue in the year of
(the “cash-generating unit”). purchase.

An impairment loss is recognised if the carrying (g) Statement of cash flows


amount of an asset or its cash generating unit
The Company’s statement of cash flows are
exceeds its recoverable amount. Impairment
prepared using the Indirect method, whereby
losses are recognised in profit or loss. Impairment
profit for the year is adjusted for the effects of
losses are reversed when there is an indication
transactions of a non-cash nature if any deferrals
that the impairment loss may no longer exist
or accruals of past or future operating cash
and there has been a change in the estimates
receipts or payments and item of income or
used to determine the recoverable amount. An
expenses associated with investing or financing
impairment loss is reversed only to the extent
cash flows. The cash flows from operating,
that the asset’s recoverable amount does not
investing and financing activities of the Company
exceed the carrying amount that would have been
are segregated.
determined, net of depreciation or amortisation,
if no impairment loss had been recognised. Cash and cash equivalents comprise cash and
bank balances and short-term fixed bank deposits
(f) Inventories
that are subject to an insignificant risk of changes
Inventories principally comprise commodities
in value. These also include bank overdrafts and
held for trading and inventories that form part of
cash credit facility that form an integral part of
the Company’s expected purchase, sale or usage
the Company’s cash management.
requirements.
(h) Revenue recognition
Inventories for commodity trading businesses
are measured at fair value less costs to sell, with Revenue is recognised when it is probable that
changes in fair value less costs to sell recognised economic benefits associated with a transaction
in the profit or loss in the year of the change. flows to the Company in the ordinary course of
its activities and the amount of revenue can be
Inventories are measured at cost and those measured reliably. When there is uncertainity
forming part of the Company’s expected as to measurement or ultimate collectability,
purchase, sale or usage requirements are revenue recognition is postponed until such
stated at the lower of cost and net realisable uncertainity is resolved. Revenue is measured
value and are valued on a first-in-first-out basis. at the fair value of consideration received or
Cost of inventories comprises of cost incurred receivable, excluding discounts, rebates and sales
on purchase and other direct expenditure on taxes or any other taxes.
procurement. Net realisable value represents the

59
Annual Report 2016-17

Amount collected on behalf of third parties such price information for selected
as sales tax and value added tax are excluded commodities on behalf of the
from revenue. Revenue on time and material client and the charges there
contracts are recognised as the related services from are recognised on accrual
are performed and revenue from the end of the basis as per agreed terms with
last billing to the balance sheet date is recognised customers.
as unbilled revenue.
b) Weather intelligence
Advances received for services and products are Weather Data Services is an
reported as advances from customers until all activity wherein weather data is
conditions for revenue recognition are met. collected from Meteorological
A. Warehousing Services Instruments and provided to
the client and the charges there
(i) These include warehousing services in
from are recognised on accrual
owned, leased, franchise as well as
basis as per agreed terms with
field warehouses. Charges levied for
customers.
providing storage, stock management
and preservation services at locations c) Market intelligence
which are owned, leased or under
Subscription charges on Market
franchise/associate arrangement are
Intelligence and Commodity
recognised as income on accrual basis
Research reports are recognised
as per agreed terms.
as Income on straight line basis
(ii) These activities also include custodial over the year for which the
warehousing services for banks and reports are sent.
fees therefrom are recognised on
(iii) Vehicle management services
accrual basis as per agreed terms.
These activities include services for
B. Supply Chain / Sale of Gooods custodial warehousing of vehicles
Income from sale of commodities is for customers. Fees there from are
recognised as and when the risk and recognized on accrual basis as per
reward is transferred to the buyer, while agreed terms.
the Company retains neither managerial
(iv) Other services
involvement nor effective control over the
goods sold. These are recognised when the claim/
charge is established as a legally
enforceable right for the services
C. Other Services rendered.
(i) Testing and certification
(v) Revenue from Contracts
These includes testing the quality of
commodities and issuing certificates Revenue from contracts is recognised
regarding the same. The charges for based on the stage of completion
testing and certification are recognised determined with refrence to the
on accrual basis as per agreed terms costs incurred on contracts and their
with customers. estimated total costs. Estimates of
revenues, costs or extent of progress
(ii) Market intelligence and commodity toward completion are revised if
research circumtances change. Any resulting
a) Price intelligence increases or decreases in estimated
Price Polling is a neutral revenues or costs are reflected in the
activity for collating spot statement of profit or loss in the year

60
in which the circumtances that give (i) Other income:
rise to the revision becomes known The Company’s finance income include:
by management.
- Interest income from financial deposits and
When it is probable that the total other financial assets
contract cost will exceed total contract Interest income and expense is recognised
revenue, expected loss is recognised using effective interest method based on
as an expense immediately. interest rates specified / implicit in the
transactions.
Total contract cost is determined
based on technical and other (j) Cost recognition
assessment of cost to be incurred. Costs and expenses are recognised when
Liquidated damages/penalties are incurred and have been classified according to
accounted as per the contract terms their primary nature.
whenever there is a delayed delivery
attributable to the Company. The costs of the Company are broadly
categorised in employee benefit expenses,
When the outcome of a construction depreciation and amortisation and other
contract cannot be estimated reliably, operating expenses. Employee benefit
contract revenue is recognised only to expenses include employee compensation,
the extent of contract costs incurred allowances paid, contribution to various funds
that are likely to be recoverable. and staff welfare expenses. Other operating
Variations in contract work, claims, expenses majorly include fees to external
incentive payments are included consultants, cost running its facilities, travel
in contract revenue to the extent expenses, cost of hardware and software
that may have been agreedwith the bought for reselling, communication costs
customer and are capable of being allowances for delinquent receivables and other
reliably measured. expenses. Other expenses is an aggregation of
costs which are Individually not material such
The profits on contracts are us commission and brokerage, bank charges,
recognised only when outcome of the freight and octroi etc.
contract is reasonably certain.
Finance costs:
(vi) Lease income
The Company’s finance costs include:
Lease income from operating leases
where the Company is a lessor is - Interest expense on borrowings and overdrafts
recognised in income on a straight- Interest expense is recognised using effective
line basis over the lease term unless interest method based on interest rates
the receipts are structured to increase specified / implicit in the transactions.
in line with expected general inflation
to compensate for the expected (k) Foreign currency
inflationary cost increases. The Foreign currency transactions
respective leased assets are included
Initial Recognition
in the balance sheet based on their
nature. All transactions that are not denominated in
the Company’s functional currency are foreign
(vii) Delayed Payment Charges currency transactions. These transactions are
Delayed payment charges are levied initially recorded in the functional currency by
on trade receivables as per the applying the appropriate daily rate which best
terms of the contract due to delay in approximates the actual rate of the transaction.
payment of the outstanding amount. Exchange differences arising on foreign exchange

61
Annual Report 2016-17

transactions settled during the year/ year are such defined benefit plan is determined
recognised in the standalone statement of profit based on actuarial valuation at the balance
and loss. sheet date by an Independent actuary using
the Projected Unit Credit Method, which
Measurement of foreign current items are
recognises each year of service as giving
reporting date
rise to additional unit of employee benefit
Monetary assets and liabilities denominated in entitlement and measures. The obligation
foreign currencies are translated at the functional is measured at the present value of the
currency rate of exchange at the reporting estimated future cash flows. The discount
date. Non-monetary items measured based rates used for determining the present
on historical cost in a foreign currency are not value of the obligation under defined
translated. Non-monetary items measured at fair benefit plan, are based on the market yields
value in a foreign currency are translated to the on Government of India securities as at the
functional currency using the exchange rates at balance sheet date.
the date when the fair value was determined.
When the calculation results in a benefit to
Exchange differences arising out of these the Company, the recognised asset is limited
translations are recognised in the standalone to the net total of any unrecognised actuarial
statement of profit and loss. losses and past service costs and the
present value of any future refunds from the
(l) Employee benefit plan or reductions in future contributions to
the plan.
Post-employment benefit
The Company recognises all remeasurement
i. Defined contribution plans
gains and losses arising from defined
A defined contribution plan is a plan for the benefit plans in the Statement of other
post employment benefit of an employee comprehensive income in the year in
under which the Company pays fixed yearic which they occur and not reclassified to
contributions into Provident Fund and the statement of profit and loss in the
Employee State Insurance Corporations. The subsequent year. The Company determines
Company has no further legal or constructive the net interest expense (income) on the
obligation to pay once contributions are net defined benefit liability (asset) for the
made. Contributions made are charged to year by applying the discount rate used to
employee benefit expenses in the year in measure the defined benefit obligation
which the employment services qualifying at the beginning of the annual year to the
for the benefit are provided. then-net defined benefit liability (asset),
taking into account any changes in the net
ii. Defined benefit plans defined benefit liability (asset) during the
The Company’s gratuity benefit scheme is a year as a result of contributions and benefit
defined benefit plan which is administered payments. Net interest expense and other
through Company gratuity scheme with expenses related to defined benefit plans
Life Insurance Corporation of India. The are recognised in the standalone statement
Company’s net obligation in respect of of profit and loss.
gratuity benefit scheme is calculated by
estimating the amount of future benefit When the benefits of a plan are changed
that employees have earned in return for or when a plan is curtailed, the resulting
their service in the current and prior years; change in benefit that relates to past
that benefit is discounted to determine its service or the gain or loss on curtailment is
present value, and the fair value of any plan recognised immediately in the standalone
assets is deducted. statement of profit and loss. The Company
recognises gains and losses on the
The present value of the obligation under settlement of a defined benefit plan when

62
the settlement occurs in the statement of vesting year of the award, with a corresponding
profit and loss. increase in other components of Equity under the
head “Share Options Outstanding Account”. On
Other long-term employee benefits exercise of the option, the proceeds are recorded
Compensated absences which are not expected as share capital.
to occur within twelve months after the end
(m) Lease accounting
of the year in which the employee renders the
related services are recognised as a liability at the Leases are classified as finance leases whenever
present value of the estimated liability for leave the terms of the lease transfer substantially all
as a result of services rendered by employees, the risks and rewards of ownership to the lessee.
which is determined at each balance sheet date All other leases are classified as operating leases.
based on an actuarial valuation by an Independent
Assets taken on lease:
actuary using the Projected Unit Credit Method.
The discount rates used for determining the Leases, where the lessor effectively retains
present value of the obligation under other long substantially all the risks and benefits of
term employee benefits, are based on the market ownership, of the leased assets during the lease
yields on Government of India securities as at term are classified, as operating leases. Operating
the balance sheet date. Remeasurement gains lease income / expenditure are recognised in the
and losses are recognised immediately in the statement of profit and loss on straight line basis
standalone statement of profit and loss. over the leased term.

The Company presents the above liability/(asset)


as current and non- current in the balance sheet (n) Income tax
as per actuarial valuation by the Independent Income tax expense comprises current and
actuary; however, the entire liability towards deferred tax. It is recognised in the statement
gratuity is considered as current as the Company of profit and loss except to the extent that it
will contribute this amount to the gratuity fund relates to a business combination, or items
within the next twelve months. recognised directly in equity or in other
comprehensive income.
Short-term employee benefits
i) Current tax
All emloyee benefits payable wholly within
twelve months of rendering the service are Current tax comprises the expected tax
classified short-term employee benefits and they payable or receivable on the taxable
are recognised in the year in which the employee income or loss for the year as per the
renders the related services. For the amount provisions of tax laws enacted in India
expected to be paid, the Company recognise an and any adjustment to the tax payable
undiscounted liability if they have a present legal or receivable in respect of previous
or constructive obligation to pay the amount as a year. It is measured using tax rates
result of past service provided by employees, and enacted or substantively enacted at the
the obligation can be estimated reliably. reporting date.

ii) Deferred tax
Share-based payments
Deferred tax is recognised on deductible
Equity-settled plans are accounted at fair value temporary differences between the
as at the grant date in accordance with Ind AS carrying amounts of assets and liabilities
102 “ Share- Based Payments”. The fair value in the standalone balance sheet and
of the share-based option is determined at the the corresponding tax bases used in
grant date using a market-based option valuation the computation of taxable income, the
model which includes an estimated forfeiture carryforward of unused tax losses and the
rate. The fair value of the option is recorded carry forward of unused tax credits.
as compensation expense amortised over the

63
Annual Report 2016-17

Deferred tax assets and liabilities are Presentation of current and deferred tax :
measured at the tax rates that are Current and deferred tax are recognised as
expected to apply in the year in which income or an expense in the standalone
the liability is settled or the asset realised, statement of profit and loss, except when
based on tax rates (and tax laws) that have they relate to items that are recognised in
been enacted or substantively enacted by Other Comprehensive Income/ Equity, in
the end of the reporting year. which case, the current and deferred tax
income/ expense are recognised in Other
Deferred tax liabilities are generally
Comprehensive Income/ Equity.
recognized for all deductible temporary
differences. In case of temporary Deferred tax assets and liabilities are
differences that arise from initial offset when there is a legally enforceable
recognition of assets or liabilities in right to set off current income tax assets
a transaction (other than business against current income tax liabilities and
combination) that affect neither the when they relate to income taxes levied
taxable profit nor the accounting profit, by the same taxation authority.
deferred tax liabilities are not recognised.
Also, for temporary differences if any iii) Minimum Alternative Tax (‘MAT’)
that may arise from initial recognition of Minimum Alternative Tax (‘MAT’) under
goodwill, deferred tax liabilities are not the provisions of the Income-tax Act,
recognised. 1961 is recognised as current tax in the
Deferred tax assets are generally standalone statement of profit and
recognized for all deductible temporary loss. The credit available under the Act
differences to the extent that it is probable in respect of MAT paid is recognised as a
that taxable income will be available deferred tax asset only when and to the
against which those deductible temporary extent there is convincing evidence that
differences can be utilised. In case of the Company will pay normal income
temporary differences that arise from tax during the year for which the MAT
initial recognition of assets or liabilities credit can be carried forward for set-
in a transaction (other than business off against the normal tax liability. MAT
combination) that affect neither the credit recognised as an deferred tax
taxable profit nor the accounting profit, asset is reviewed at each balance sheet
deferred tax assets are not recognised. date and written down to the extent
the aforesaid convincing evidence no
Tax benefits of deductions earned on longer exists.
exercise of employee share options in
excess of compensation charged to income
(o) Earnings per share
are credited to share premium.
The basic earnings per share (‘EPS’) is computed
The Company accounts for the expected by dividing the net profit attributable to equity
future benefit on account of the indexed shareholders for the year, by the weighted
cost of freehold land held by the Company average number of equity shares outstanding
as a deferred tax asset at the substantively during the year.
enacted capital gains tax rate.
Diluted EPS is computed using the weighted
The Company reviews the carrying amount
average number of equity and dilutive
of deferred tax assets at the end of each
(potential) equity equivalent shares outstanding
reporting year and reduce amounts to the
during the year except where the results would
extent that it is no longer probable that
be anti-dilutive.
sufficient taxable income will be available
to allow all or part of the asset to be
(p) Provisions and Contingencies
recovered.
A provision is recognised if, as a result of

64
a past event, the Company has a present Dividends and others distributions to holders
legal or constructive obligation that can be of the Company’s equity instruments are
estimated reliably, and it is more likely than recognised directly in equity.
not that an outflow of economic benefits will
be required to settle the obligation. Provisions
are discounted where the effect of discounting (s) Investments
is material at a pre-tax rate that reflects current Investments that are readily realisable and
market assessments of the time value of intended to be held for not more than a year
money. Unwinding of the discount (accretion) from the date of acquisition are classified as
is recognized as a finance cost. Discount rates current investments. All other investments are
are assessed and projected timing of future classified as long-term investments.
obligations each reporting year.
Investment in subsidiaries are measured at cost
A disclosure for a contingent liability is made as per Ind AS 27 - Separate Financial Statements
when there is a possible obligation or a present
Any reductions in the carrying amount and any
obligation that may, but probably will not
reversals of such reductions are charged or
require an outflow of resources embodying
credited to the standalone statement of profit
economic benefits or the amount of such
and loss..
obligation cannot be measured reliably. When
there is a possible obligation or a present Cost of investments include acquisition charges
obligation or a present obligation in respect such as brokerage, fees and duties.
of which likelihood of outflow of resources
embodying economic benefits is remote, no
provision or disclosure is made.” (t) Government grants
Grants and subsidies from the government
(q) Borrowing costs are recognised if the following conditions are
Borrowing costs are capitalised as part of the satisfied.
cost of a qualifying asset if they are directly - There is reasonable assurance that the
attributable to the acquisition, construction Company will comply with the conditions
or production of that asset. Capitalisation attached to it.
of borrowing costs commences when the
activities to prepare the asset for its intended - Such benefits are earned and reasonable
use or sale are in progress and the expenditures certainty exists of the collection.
and borrowing costs are incurred. Borrowing
Government grants are recognised in accordance
costs are capitalised until the assets are
with the terms of the respective grant on accrual
substantially completed for their intended use
basis considering the status of compliance of
or sale. All other borrowing costs are expensed
prescribed conditions and ascertainment that the
in the year they occur. Borrowing costs consist
grant will be received.
of interest and other costs that an entity incurs
in connection with the borrowing of funds. Government grants are amortised to the
standalone statement of profit and loss on a
(r) Share capital systematic basis over the years in which the
Common stock issued by the Company is Company recognises as expenses the related costs
classified as equity net of directly attributable for which the grants are intended to compensate
expenses when there is no contractual
obligation to transfer cash or other financial
(u) Events after reporting date
assets to the holder of shares. Incremental
costs directly attributable to the issue of Where events occuring after the balance sheet
equity instruments are recognised in equity, date provide evidence of conditions that existed
net of tax. at the end of the reporting year, the impact of

65
Annual Report 2016-17

such events is adjusted with the standalone (w) Exemptions availed on first time adoption of
fianncial statements. Otherwise, events after the Ind-AS 101
balance sheet date of material size or nature are
1. Deemed cost for Property, Plant and
only disclosed.
Equipment

(v) Segment reporting “Ind AS 101 permits a first-time adopter


to measure items of Property, plant and
For management purposes, the Company is
equipment at deemed cost at the date of
organised into operating segments based on their
transition to Ind AS. If a first time adopter
products and services, which are independently
uses deemed cost exemption, subsequent
managed by the respective segment managers
depreciation/amortisation of the asset is
responsible for the performance of the respective
based on the deemed cost and starts from
segments under their charge.
the date for which the entity established the
The segment managers report directly to the deemed cost.
Managing Director and CEO of the Company who
Accordingly, the Company has adopted
regularly reviews the segment results in order to
deemed cost exemption for Property,
allocate resources to the segments and to assess
plant and equipment and subsequent
the segment performance. Additional disclosures
depreciation/amortisation of the asset is
on each of these segments are shown in
based on the deemed cost.”
Note 37, including the factors used to identify the
reportable segments and the measurement basis
of segment information.

66
Notes to the standalone financial statements (Continued)
as at 31 March 2017
(Currency : Indian Rupees in thousands)
5 Property, plant and equipments and capital work-in- progress
Free hold Warehouse Silo Plant and Office Meteorological Laboratory Computer Electrical Office Furniture Leasehold Vehicles Total assets
Particulars land buildings equipments buildings instruments ++ equipment hardware installation equipments and improvements
and fittings fixtures
Cost :
As at 1 April 2015 932,524 856,305 - 30,323 19,269 220,838 73,035 35,193 12,023 11,300 4,923 24,143 403 2,220,279
Add: Additions during
15,564 773,369 - 27,063 13,285 4,109 12,458 4,894 19,601 12,272 678 3,081 - 886,374
the year
Less: Assets Retired - - - - - - - - - - - - - -
At 1 April 2016 948,088 1,629,674 - 57,386 32,554 224,947 85,493 40,087 31,624 23,572 5,601 27,224 403 3,106,653
Add: Additions during
40,787 524,808 268,697 98,860 10,434 26,749 5,378 5,165 21,343 12,449 7,234 15,302 - 1,037,206
the year
Less: Assets Retired 3,886 19,389 - - - - - - - 19 - - - 23,294
At 31 March 2017 984,989 2,135,093 268,697 156,246 42,988 251,696 90,870 45,252 52,967 36,002 12,835 42,526 403 4 ,120,565
Depreciation :
At 1 April 2015 - 10,640 - 5,837 162 126,779 50,455 29,733 1,593 9,194 3,900 14,642 384 253,319
Depreciation for the
- 24,534 - 7,113 451 32,924 6,937 2,683 4,062 2,347 5 82 2,998 - 84,631
year
At 1 April 2016 - 35,174 - 12,950 613 159,702 57,392 32,416 5,656 11,541 4,482 17,640 384 3 37,950
Depreciation for the
- 33,675 - 1 1,468 670 27,665 7,751 3,817 6,207 5,308 473 3,925 - 100,960
year
Less: Deletion due to - 771 - - - - - - - 19 - - - 790
retirement
At 31 March 2017 - 6 8,078 - 2 4,418 1,283 187,368 65,143 36,233 11,862 16,849 4,955 21,564 384 438,120

67
Carrying amounts
At 1 April 2015 932,524 845,665 - 2 4,486 19,107 94,059 22,580 5,460 10,430 2,106 1,023 9,501 19 1,966,961
At 1 April 2016 948,088 1,594,500 - 4 4,436 31,941 65,244 28,101 7,671 25,969 12,031 1,119 9,584 19 2 ,768,703
At 31 March 2017 984,989 2,067,015 268,697 131,828 41,705 64,328 25,728 9,019 41,105 19,153 7,879 20,961 19 3 ,682,445

31 March 2017 31 March 2016 1 April 2015


Capital work-in-progress
Opening balance 182,990 460,703 289,690
Additions during the year/ year 1,225,871 6 08,661 917,159
Capitalised during the year/ year (1,037,203) (886,374) (746,146)
Closing balance 371,658 182,990 460,703
++ includes assets given on operating lease for a period of three years amounting to INR 26,426 (31 March 2016 : INR Nil) ( 1 April 2015: INR Nil)
Notes:
1 Security
Long-term loan taken from Consortium of banks amounting to 2,127,072 (Yes Bank Ltd amounting to 586,754; ICICI Bank amounting to 476,318 and NABARD amounting to 1,064,000) (31 March 2016: 1,416,853 (Yes Bank Ltd. 206,179; Corporation Bank
170,331; Karur Vysya Bank Ltd. 109,881 and Development Credit Bank Ltd 70,247), ICICI Bank amounting to 240,215 and NABARD amounting to 620,000)) ((1 April 2015: 800,000 (Yes Bank Ltd. 185,200; Corporation Bank 153,000; Karur Vysya Bank Ltd.
98,700 and Development Credit Bank Ltd 63,100) and NABARD amounting to 300,000)) is secured by:
- First ranking pari passu mortgage and charge over the immovable properties and assets, both present and future.
- First ranking pari passu mortgage and charge over the movable (whether tangible or intangible) project properties and assets (including Insurance Contracts), both present and future
- Second ranking pari passu charge on the Current Assets, both present and future.
- Assignment of all the Clearances of the Obligor (to the extent assignable under Applicable Law and to the satisfaction of the Rupee Lender).
- First ranking pari passu assignment of the Obligor’s rights under each of the Project Documents, Consents to Assignment from the relevant counterparties to such Project Documents to the satisfaction of the Facility Agent.
- First ranking pari passu charge on the Accounts formed under the Escrow Account Agreement and any other bank accounts of the Obligor or to be created by the Obligor under any Project Documents and all monies in such accounts.
- First ranking pari passu assignment on any letter of credit and/or performance bonds and/ or guarantee provided by any Contractor/ counter-party in favour of the Obligor.
2 Property, plant and equipment under construction
Included in this amounts are capitalised borrowing costs aggregating to 99,786 as at 31 March 2017 (31 March 2016: 68,759) (1 April 2015: 75,079) related to the construction of warehouse, office building and set up of laboratory equipments calculated
using a capitalisation rate of 10.50%.
Annual Report 2016-17

Notes to the Standalone Financial Statements (Continued)


as at 31 March 2017

(Currency : Indian Rupees in thousands)

6 Intangible assets

Total - Intangible
Particulars Computer software
assets

Cost :

As at 1 April 2015 35,161 35,161

Add: Additions during the year 415 415

Less : Disposals during the year - -

As at 31 March 2016 35,576 35,576

Add: Additions during the year 25,218 25,218

Less : Disposals during the year 20,448 20,448

At 31 March 2017 40,346 40,346

Amortisation:

As at 1 April 2015 29,990 28990

Amortisation for the year 2,363 2,363

Less: Diposals during the year - -

As at 31 March 2016 31,843 31,843

Amortisation for the year 1,560 1,560

Less: Diposals during the year - -

At 31 March 2017 33,403 33,403

Carrying amounts

As at 1 April 2015 5,171 5,171

As at 31 March 2016 3,733 3,733

At 31 March 2017 6,943 6,943

31 March 2017 31 March 2016 1 April 2015

7 Investments

(A) Investments in equity instruments

(a) Wholly owned subsidiary company (at cost)

(i) NCML Finance Private Limited 784,747 56,069 -

67,727,266 (31 March 2016: 1,483,855) (1 April 2015: Nil) Equity shares of
INR 10 each, fully paid-up

(ii) NCML Mktyard Private Limited 30,000 - -

3,000,000 (31 March 2016: Nil) (1 April 2015: Nil) Equity shares of INR 10 each,
fully paid-up

(iii) NCML Basti Private Limited 1,000 - -

100,000 (31 March 2016: Nil) Equity shares of INR 10 each, fully paid-up

68
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016 1 April 2015

(iv) NCML Varanasi Private Limited 1,000 - -

100,000 (31 March 2016: Nil) Equity shares of INR 10 each, fully paid-up

NCML Faizabad Private Limited 1,000 - -

100,000 (31 March 2016: Nil) Equity shares of INR 10 each, fully paid-up

NCML Batala Private Limited 1,000 - -

100,000 (31 March 2016: Nil) Equity shares of INR 10 each, fully paid-up

NCML Chhehreatta Private Limited 1,000 - -

100,000 (31 March 2016: Nil) Equity shares of INR 10 each, fully paid-up

NCML Deoria Private Limited 1,000 - -

100,000 (31 March 2016: Nil) Equity shares of INR 10 each, fully paid-up

NCML Palwal Private Limited 1,000 - -

100,000 (31 March 2016: Nil) Equity shares of INR 10 each, fully paid-up

NCML Bettiah Private Limited 1,000 - -

100,000 (31 March 2016: Nil) Equity shares of INR 10 each, fully paid-up

NCML Bhattu Private Limited 1,000 - -

100,000 (31 March 2016: Nil) Equity shares of INR 10 each, fully paid-up

NCML Jalalabad Private Limited 1,000 - -

100,000 (31 March 2016: Nil) Equity shares of INR 10 each, fully paid-up

NCML Sonepat Private Limited 1,000 - -

100,000 (31 March 2016: Nil) Equity shares of INR 10 each, fully paid-up

825,747 56,069 -

Aggregate book value of unquoted non-current investments 825,747 56,069 -

8 Loans

(Unsecured, considered good)

To parties other than related parties

Security deposits 7,499 - -

9 Other financial assets

(Unsecured, considered good)

To parties other t han related parties

Fixed deposits* 57,155 133,982 21,346

Interest receivable on fixed deposits 2,632 4,538 590

59,787 138,520 21,936

* Restrictions on fixed deposits

Bank guarantee 36,209 46,675 1,023

Lien against claim 20,946 50,807 -

Against bank overdraft - 36,500 -

57,155 133,982 1,023

69
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016 1 April 2015


10 Deferred tax assets (net)
Deferred tax assets (net) [Refer note 41 (d)] 191,679 200,200 96,586
191,679 200,200 96,586

11 Other non-current assets


(Unsecured)
To parties other than related parties
(a) Capital advances 95,242 74,358 59,515
(b) Advances other than capital advances
(i) Balance with VAT authorities 23,958 23,958 23,958
(ii) Prepaid expenses 10,174 6,304 1,967
129,374 104,620 85,440

12 Inventories
Stock in trade
Commodity inventories at fair value
Commodities 345,571 114,629 33,710
Inventories at the lower of cost and net realisable value
Commodities 4,534,325 1,494,543 46,871
Stores and consumables
Gunny Bags 39,378 34,580 -
Consumables 4,556 4,169 2,928
Dunnage 3,213 6,583 6,559
4,927,043 1,654,504 90,068
Standalone Statement of Profit and Loss:
Inventories recognised as an expense in cost of goods sold 5,169,735 3,035,670 2,135,348
The above includes;
– Inventories written down/ off 370 376 1,582
– Reversal of write-down of inventories* (376) (1,582) (3,267)
(6) (1,206) (1,685)
Note : * The reversal of write-down of inventories is made when the related inventories are sold above their carrying amounts.

13 Trade receivables
From parties other than related parties
Secured, considered good 346,335 1,464,079 1,293,173
Unsecured, considered good 1,154,111 859,331 416,351
Unsecured, considered doubtful 266,170 283,230 253,830
Allowance for doubtful debts (266,170) (283,230) (253,830)
From parties related parties
Unsecured, considered good (Refer note 38) 87 5,253 1,709
Total 1,500,533 2,328,663 1,711,233
The Company’s trade receivables that are impaired and the movement of provision of doubtful debts are as follows:

70
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016 1 April 2015

13 Trade receivables

Trade receivables 1,766,703 2,611,893 1,965,063

Less: Provision for doubtful debts (266,170) (283,230) (253,830)

1,500,533 2,328,663 (253,830)

Movement in provision for doubtful debts account:

Balance as at the beginning of the year 283,230 253,830 60,910

Charge for the year 30,000 32,429 235,719

Reversal of provision on written off of bad debts (47,060) (3,029) (42,799)

Balance as at the end of the year 266,170 283,230 253,830

Trade receivables (unsecured, good) includes amount receivable from the following parties where Director of the Company is a director:

The Company’s exposure to credit and market risks are disclosed in Note 45 to the standalone financial statements.

National Commodity and Derivative Exchange Limited (NCDEX) - - 2,704

Haryana State Cooperative Supply & Marketing Federation Limited (HAFED) - - 71,251

Indian Farmers Fertilizer Cooperative Limited (IFFCO) - - 1,709

ICICI Lombard General Insurance Company Limited 87 5,253 -

The Company’s exposure to credit and market risks are disclosed in Note 45 to the standalone financial statements.

14 Cash and cash equivalents

Balances with banks - in current accounts # 140,305 96,725 103,437

Fixed deposit account with banks (with original maturity of 3 months or less)* 35,548 169,347 299,205

Cash on hand 68 30 18

175,921 266,102 402,660

# The Company does not earn any interest on balances with banks
in current accounts and daily operating account for transactions.

* Short-term deposits are made for varying years between one day and three
months, depending on the immediate cash requirements of the Company, and
earn interest at the respective short-term deposit rates.

Cash and cash equivalents:

For the purpose of the cash flow statement, cash and cash equivalents comprise
the following:

Cash and bank balance as above 175,922 266,102 402,660

Less: Bank overdrafts and cash credit facility (Refer Note 24) (28,655) (8,751) -

147,266 257,351 402,660

71
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016 1 April 2015

15 Bank balances other than cash and cash equivalents

Fixed deposit account with banks


199,453 542,277 105,922
(with original maturity more than 3 months but less than 12 months)*

* Restrictions on fixed deposits

Bank guarantee 72,003 106,674 19,781

Lien against claim 86,416 27,625 16,769

Against Bank Overdraft 36,500 - 36,500

Letter of Credit 4,294 - -

199,213 134,299 73,050

16 Loans

(Unsecured, considered good)

Security deposits 102,551 64,210 34,644

17 Other financial assets

(Unsecured, considered good)

(a)To related parties

Receivable from subsidiary (Refer Note 38) 73,313 21,704 -

(b)To parties other than related parties

Other advances - 2,123 -

Insurance claim receivable 115,531 65,995 63,621

Compensation receivable 29,989 - -

Subsidy receivable 4,555 5,178 -

Interest receivable from trade receivables - 53,837 82,695

Interest receivable on income tax refund - 11,830 -

Interest accrued on fixed deposits 7,286 23,417 5,835

Amounts recoverable from rice millers [refer note 42 (c)(3)] - -

- considered good - - -

- considered doubtful 26,740 26,740 26,740

26,740 26,740 26,740

Less: Provision for doubtful advances (26,740) (26,740) (26,740)

230,674 184,084 152,151

72
(Currency : Indian Rupees in thousands)

Sub- note :

Receivable (unsecured good) includes amount receivable from following parties where Director of the Company is a director:

31 March 2017 31 March 2016 1 April 2015

NCML Finance Private Limited 12,253 21,704 -

NCML Chhehreatta Private Limited 2,579 - -

NCML Deoria Private Limited 2,572 - -

NCML Faizabad Private Limited 4,174 - -

NCML Mktyard Private Limited 28,724 - -

NCML Palwal Private Limited 4,169 - -

NCML Sonepat Private Limited 2,387 - -

NCML Varanasi Private Limited 2,537 - -

NCML Basti Private Limited 2,599 - -

NCML Batala Private Limited 2,617 - -

NCML Bettiah Private Limited 2,441 - -

Thomas Cook (India) Limited 60 28 -

18 Other current assets

(Unsecured, considered good)

To parties other than related parties

Balance with government authorities 79,898 49,900 5,135

Advance to suppliers 162,047 41,754 25,606

Advance to employees 29,938 19,066 8,164

Unbilled revenue 27,796 - -

Prepaid expenses 19,157 14,656 8,680

318,836 125,376 47,585

19.1 Equity share capital

Share capital

Authorised :
140,000,000 (31 March 2016 : 140,000,000,
1,400,000 1,400,000 1,100,000
1 April 2015 : 110,000,000) Equity shares of Rs 10 each
Issued, subscribed and paid up
128,298,137 (31 March 2016 : 128,298,137,
1,282,981 1,282,981 1,049,718
1 April 2015 : 104,971,802) Equity shares of Rs 10 each, fully paid up
1,282,981 1,282,981 1,049,718

a) The reconciliation of the shares outstanding at the beginning and at the end of the year is as below:

31 March 2017 31 March 2016 1 April 2015

No. of shares Amount (INR) No. of shares Amount (INR) No. of shares Amount (INR)

Number of equity shares at the beginning


128,298,137 1,282,981 104,971,802 1,049,718 104,971,802 1,049,718
of the year
Add: Equity shares issued during the year - - 23,326,335 233,263 - -
Number of equity shares at the end of
128,298,137 1,282,981 128,298,137 1,282,981 104,971,802 1,049,718
the year

73
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the
b)
Company’s residual assets. The equity shares are entitled to receive dividends as declared from time to time . The voting rights of an equity
shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company. Voting rights
can not be exercised in respect of shares on which any call or other sums presently payable have not been paid. On wInding up of the
Company, the holders of equity shares will be entitled to receive the residual to the number of equity shares held.

c) Shares held by holding company

31 March 2017 31 March 2016 1 April 2015

No. of shares Amount (INR) No. of shares Amount (INR) No. of shares Amount (INR)

Equity shares of Rs. 10 each fully


paid up held by
FIH Mauritius Investments
112,995,446 1,129,954 112,995,446 1,129,954 - -
Limited

d) The details of shareholders holding more than 5% of the equity shares of the Company as at year end are as below:

31 March 2017 31 March 2016 1 April 2015

No. of shares Amount (INR) No. of shares Amount (INR) No. of shares Amount (INR)

FIH Mauritius Investments Limited 112,995,446 88.07% 112,995,446 88.07% - -

e) Shares reserved for issue under options

For details of shares reserved for issue under the Share based payment plan of the Company, please refer note 46.

31 March 2017 31 March 2016 1 April 2015

19.2 Other equity

(i) Securities premium

Opening balance 2,468,002 758,283 758,283

Add: Securities premium received on issue of equity shares - 1,766,737 -

Less: Premium utilised for share issue expenses - (57,018) -

Closing balance (refer sub-note 1) 2,468,002 2,468,002 758,283

(ii) Retained earnings

Opening balance 1,205,698 809,919 735,681

Add: Profit for the year / year 313,938 402,326 81,681

Less: Remeasurement of the net defined benefit liability / asset, net of tax effect (1,292) (1,547) (2,443)

Less: Transferred to special reserve (refer sub-note 2) (5,000) (5,000) (5,000)

Closing balance (refer sub-note 2) 1,513,344 1 ,205,698 809,919

74
(Currency : Indian Rupees in thousands)

(iii) Special reserve

Opening balance 22,500 17,500 12,500

Add: Transferred from surplus in statement of profit and loss 5,000 5,000 5,000

Closing balance (refer sub-note 3) 27,500 22,500 17,500

31 March 2017 31 March 2016 1 April 2015

19.2 Other equity (Continued)

(iv) Share options outstanding account

At the commencement of the year 19,571 3,749 -

Employee compensation expense for the year / year 28,446 15,822 3,749

Closing balance (refer sub-note 4) 48,017 19,571 3,749

Total 4,056,863 3 ,715,771 1 ,589,451

Sub-note:

Securities premium is received pursuant to the further issue of equity shares at a premium net of the share issue expenses. This is a non-
1
distributable reserve except for the following instances where the the share premium account may be applied;

i) towards the issue of unissued shares of the Company to the members of the Company as fully paid bonus shares;
ii) for the purchase of its own shares or other securities;
iii) in writing off the preliminary expenses of the Company;
iv) in writing off the expenses of, or the commission paid or discount allowed on, any issue of shares or debentures of the Company; and
v) in providing for the premium payable on the redemption of any redeemable preference shares or of any debentures of the Company.

2 Retained earnings represents the accumulated profits of the Company.


Special reserve - In view of contingencies as may arise due to the peculiar nature of the Company’s business, a sum of INR 5,000
3 (31 March 2016: INR 5,000) (1 April 2015: INR 5,000) has been transferred from surplus in the statement of profit and loss to Special
Reserve.

Share options outstanding account -Share-based compensation reserves represent the equity-settled shares and share options granted
4 to employees (Refer note 46). The reserve is made up of the cumulative value of services received from employees recorded over the
vesting year commencing from the grant date of equity-settled shares and share options and is reduced by the expiry of the share options.

31 March 2017 31 March 2016 1 April 2015

20 Loans and borrowings (Non-current)

Secured loan:*

Term loan

(i) from banks 960,111 739,200 492,600

(ii) from financial institutions 840,000 589,000 300,000

1,800,111 1,328,200 792,600

* Amount disclosed under “Other financial liabilities - Current maturities of long-term debt” INR 326,961 (31 March 2016: INR. 88,653)
(1 April 2015: 7,400) (Refer note 26)

The Company’s exposure to interest rate and liquidity risks are disclosed in Note 45 to the standalone financial statements.

75
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

Sub-notes:

1 Nature of Security Terms:


(a) Long-term loan taken fromYes bank amounting to INR 322,029 Term loan taken from Consortium of banks carries
(31 March 2016: INR 556,638 (Yes Bank Ltd. INR 206,179; Corporation Bank interest rate at base rate plus 0.25%, repayable in
INR 170,331; Karur Vysya Bank Ltd. INR 109,881 and Development Credit 32 unequal quarterly installments starting from
Bank Ltd. INR.70,247) (1 April 2015 : INR 500,000 (Yes Bank Ltd INR 185,200, 30 June 2015
Corporation Bank Ltd, INR 153,000, Karur Vysya Bank Ltd INR 98,700 and
Development Credit Bank Ltd INR 63,100) are secured by
undermentioned security:
(b) Long-term loan taken from ICICI Bank amounting to INR 476,318 (31 March 2016: Term loan taken from ICICI banks carries interest
INR 240,215) (1 April 2015: INR Nil) is secured by undermentioned security: rate at base rate plus 0.15%, repayable in 33
(thirty three) unequal quarterly installments
starting from 28 March 2016

(c) Long-term loan taken from NABARD amounting to INR 1,064,000 Term loan taken from NABARD at interest rate
(31 March 2016: INR 620,000) (1 April 2015: INR 300,000) of 9.50% pa , repayable in 20 equal quarterly
is secured by undermentioned security: installments of INR 31,000,000 starting from 1
January 2017.
(d) Long-term loan taken from Yes Bank amounting to INR 187,397 Term loan taken from Yes Bank at interest rate as
(31 March 2016: INR Nil) (1 April 2015 : INR Nil) is secured per three months marginal cost of lending rate,
by undermentioned security: repayable in 35 un-equal quarterly installments
starting from
30 September 2016.
(e) Long-term loan taken from Yes Bank amounting to INR 77,328 Term loan taken from Yes Bank carries interest rate
(31 March 2016: INR Nil) (1 April 2015 : INR Nil) is secured by at three months marginal cost of lending rate plus
undermentioned security: 0.25%, repayable in 16 equal quarterly installments
starting from 30 June 2017.

Security:
1
- First ranking pari passu mortgage and charge over the movable (whether tangible or intangible) project properties and assets
(including Insurance Contracts), both present and future.

- Second ranking pari passu charge on the Current Assets, both present and future;
- Assignment of all the Clearances of the Obligor (to the extent assignable under Applicable Law and to the satisfaction of the Rupee
Lenders)
- First ranking pari passu assignment of the Obligor’s rights under each of the Project Documents, Consents to Assignment from the relevant
counterparties to such Project Documents to the satisfaction of the Facility Agent.

- First ranking pari passu charge on the Accounts formed under the Escrow Account Agreement and any other bank accounts of the Obligor
or to be created by the Obligor under any Project Documents and all monies in such accounts.

- First ranking pari passu assignment on any letter of credit and/or performance bonds and/ or guarantee provided by any Contractor/
counter-party in favour of the Obligor.

2 Default in repayment of principal and interest INR Nil (31 March 2016 : INR Nil) (1 April 2015 : INR Nil)

3 The Company has not breached any covenants attached to the loans during the current year and previous year.

4 Face value and carrying value

31 March 2017
Interest rate Maturity
Carrying
Face value
amount
Non-current liabilities

Secured loan:

8.30% to
Term loan from banks - Consortium lending 31 March 2024 322,029 322,029
11.00%

Term loan from ICICI bank 9.50% 31 March 2024 476,318 476,318

Term loan from financial institutions - NABARD 9.50% 1 October 2022 1,064,000 1,064,000
8.30% to
Term loan from Yes bank 30 June 2025 187,397 187,397
9.25%

76
(Currency : Indian Rupees in thousands)

31 March 2017
Interest rate Maturity
Carrying
Face value
amount
8.30% to
Term loan from Yes bank 31 March 2021 77,328 77,328
9.25%

Total interest-bearing liabilities 2,127,072 2,127,072

Borrowings shown as current/ non current

Current 326,961

Non- Current 1,800,111

31 March 2016
Nominal
Maturity
interest rate Carrying
Face value
amount
Non-current liabilities

Secured loan:
10.25% to
Term loan from banks - Consortium lending 31 March 2024 556,638 556,638
11.00%
Term loan from ICICI bank 9.50% 31 March 2024 240,215 240,215

Term loan from financial institutions - NABARD 9.50% 1 October 2022 620,000 620,000

Total interest-bearing liabilities 1,416,853 1,416,853

Borrowings shown as current/ non current

Current 88,653

Non- Current 1,328,200

1 April 2015
Interest rate Maturity
Carrying
Face value
amount
Non-current liabilities

Secured loan:
10.65% to
Term loan from banks - Consortium lending 31 March 2024 500000 500000
11.00%
Term loan from financial institutions - NABARD 9.50% 1 October 2022 300,000 300,000

Total interest-bearing liabilities 800,000 800,000

Borrowings shown as current/ non current

Current 7,400

Non- Current 792,600

31 March 2017 31 March 2016 1 April 2015

21 Other financial liabilities

Security deposits 2,553 576 17,190

Retention money payable 1,140 286 14,376

3,693 862 31,566

22 Provisions

Provision for compensated absences (Refer note 48) 19,210 15,895 12,549

19,210 15,895 12,549

77
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016 1 April 2015

23 Other non-current liabilities

Government grants (Refer note 47) 62,809 3,413 -

Deferred rent liability 1,768 - -

Deferred interest cost 1,626 3,020 5,663

66,203 6,433 5,663

24 Loans and borrowings (Current)

Secured loan:

(a) Loans repayable on demand

From Banks

Short term loans (refer sub-note 1) 2,928,525 1,090,000 780,000

Cash credit facility (refer sub-note 2) 785,244 345,218 258,938

Bank overdraft (refer sub-note 2) 28,655 8,751 -

Unsecured loan:

From Banks

Short term loans (refer sub-note 3) - - 349,987

From related party- subsidiary company - 44,290 -

3,742,424 1,488,259 1,388,925

The Company’s exposure to interest rate and liquidity risks are disclosed in Note 45 to the standalone financial statements.

Sub-notes:

1 Nature of Security Terms:

Short-term loan taken from HDFC Bank amounting to Short-term loan carries interest at 8.05%
INR 909,687 (31 March 2016 : INR 200,000) INR 100,000 repayable in 134 days, at 8.05%
(1 April 2015: 180,000) is secured by way of charge on INR 100,000 repayable in 124 days, at 8.05%
stock of commodities and receivables, INR 100,000 repayable in 129 days, at 7.96%
ranking pari passu among participating banks.) INR 120,000 repayable in 131 days, and at 8.00% at
INR 489,688 repayable in 115 days. (31 March 2016:
carries interest at 9.30% p.a., INR.100,000
repayable in 6 day and at 9.60% p.a., INR.100,000
repayable in 57 days from 31 March 2016).

Short-term loan taken from The Karur Vysya Bank Limited amounting Short-term loan carries interest at 9.50% INR.
to INR 100,000 (31 March 2016: INR 50,000) (1 April 2015: INR 50,000) 100,000 as on 31 March 2017 repayable in 7 days
is secured by way of charge on stock of commodities and (31 March 2016 : INR. 50,000 repayable in 60 days
receivables, ranking pari passu among participating banks.) as on 31 March 2016) carries interest of 10.65%.

Short-term loan taken from Kotak Mahindra Bank Limited Short-term loan carries interest at 8.20%
amounting to INR 539,870 (31 March 2016: 200,000) INR. 239,870 repayable in 59 days, at 8.60%
(1 April 2015: INR 100,000) is secured by way of charge on INR 100,000 repayable in 20 days, at 8.60%
stock of commodities and receivables, ranking pari passu INR 100,000 repayable in 30 days, at 8.30%
among participating banks. INR 100,000 repayable in 51 days. (31 March 2016 :
carries interest at 9.70% p.a., INR.100,000
repayable in 40 day and INR.100,000 repayable in
88 days from 31 March 2016 ).

78
(Currency : Indian Rupees in thousands)

Short-term loan taken from Development Bank of Singapore Short-term loan carries interest at 8.20% INR.
amounting to INR 300,000 (31 March 2016 : INR 160,000) 200,000 repayable in 62 days and 8.10%
(1 April 2015: INR Nil ) is secured by way of charge on stock of INR 100,000 repayable in 82 days (31 March 2016 :
commodities and receivables, ranking pari passu carries interest at 9.40% p.a., INR.60,000 repayable
among participating banks.) in 7 days, INR.70,000 repayable in 19 days, and
at 10.00% INR.30,000 repayable in 70 days from
31 March 2016 ).

Short-term loan taken from IDFC Bank amounting to Short-term loan carries interest at 8.25%
INR 350,000 (31 March 2016 : INR 480,000) INR. 150,000 repayable in 63 days and
(1 April 2015 INR Nil) is secured by way of charge INR 200,000 repayable in 78 days. (31 March 2016 :
on stock of commodities and receivables, ranking carries interest at 9.50% p.a., INR.200,000 repayable
pari passu among participating banks.) in 76 days, INR.100,000 repayable in 82 days,
INR.100,000 repayable in 87 days, and INR.80,000
repayable in 90 days from 31 March 2016).

Short-term loan taken from Axis Bank amounting to INR 728,967 Short-term loan carries interest at 8.05%
(31 March 2016 : INR Nil) ( 1 April 2015 INR 450,000) is secured by INR. 238,300 repayable in 260 days , INR 71,200
way of charge on stock of commodities and receivables, ranking repayable in 275 days, INR 253,100 repayable in
pari passu among participating banks. 291 days (31 March 2016 : Nil)

24 Loans and borrowings (Current) (Continued)

2 Cash credit and overdraft facility from banks carry interest ranging between 10.00% - 12.00% p.a., computed on a monthly basis on
the actual amount utilised, and are repayable on demand. Cash credit facility from bank is secured by way of charge on stock of
commodities and receivables, ranking pari passu among participating banks.

3 Unsecured short term loan taken from ICICI bank amounting to INR Nil ( 31 March 2016: INR Nil) (1 April 2015: 349,987) as at
31 March 2017 is repayable within 180 days and carries interest rate of 10.00% p.a.

4 Loan from wholly owned subsidiary company NCML Finance Private Limited INR Nil (31 March 2016 :INR 44,290) as at 31 March 2017.
The loan carried an interest rate of 10.75% p.a. (1 April 2015: Nil)

5 Default in repayment of principal and interest INR Nil. (31 March 2016 : INR Nil) (1 April 2015: Nil)

6 The Company has not breached any covenants attached to the loan.

7 Face value and carrying value

31 March 2017
Nominal
Maturity
interest rate Carrying
Face value
amount
Current liabilities

Bank overdraft 10.00% Less than 1 year 28,655 28,655

Secured cash credit facility 12.00% Less than 1 year 785,244 785,244

Secured short term loan 8.24% Less than 1 year 2,928,525 2,928,525

Total interest-bearing liabilities 3,742,424 3,742,424

31 March 2016
Nominal
Maturity
interest rate Carrying
Face value
amount
Current liabilities
9.30% to
Secured bank loan Less than 1 year 1,090,000 1,090,000
10.65%
Bank overdraft 10.00% Less than 1 year 8,751 8,751

Unsecured short term loan 10.75% Less than 1 year 44,290 44,290
9.75% to
Secured cash credit facility Less than 1 year 345,218 345,218
10.95%
Total interest-bearing liabilities 1,488,259 1,488,259

79
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

1 April 2015
Nominal
Maturity
interest rate Carrying
Face value
amount
Current liabilities
9.30% to
Secured bank loan Less than 1 year 780,000 780,000
10.65%
Unsecured short term loan 10.75% Less than 1 year 349,987 349,987
9.75% to
Secured cash credit facility Less than 1 year 258,938 258,938
10.95%
Total interest-bearing liabilities 1,388,925 1,388,925

31 March 2017 31 March 2016 1 April 2015

25 Trade payables
Total outstanding dues to micro enterprise and small enterprise
- - -
(refer note no 54)
Total outstanding dues to creditors other than micro enterprise and small
475,576 414,766 230,063
enterprise
475,576 414,766 230,063

26 Other financial liabilities

Current maturities of long-term borrowings (Refer note 20)* 326,961 88,653 7,400

Interest accrued but not due on term loans from banks 20,939 7,160 8,100

Security deposits 35,928 40,329 -

Retention money payable 13,473 25,077 -

Creditors for fixed assets 282,447 119,419 165,988

Payable to employees 21,001 23,094 28,255

700,749 303,732 209,743

* Current maturities out of total long-term borrowings of INR 2,127,072 (31 March 2016 : INR 1,416,853; 1 April 2015 : INR 800,000).

80
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016 1 April 2015

27 Provisions

Provision for leave encashment (Refer note 48) 11,398 8,793 5,966

Provision for compensated absences (Refer note 48) 1,000 1,024 1,506

Provision for gratuity (Refer note 48) 11,571 8,817 6,086

Provision for litigations (Refer note 51) 45,700 30,100 22,600

69,669 48,734 36,158

28 Other current liabilities

Statutory dues payable 36,128 17,954 15,597

Government grants (Refer note 47) 2,323 1,036 -

Advance from customers 678,428 259,229 5,787

716,879 278,219 21,384

31 March 2017 31 March 2016

29 Revenue from operations

(a) Sales of goods 5,660,309 3,213,607

(b) Sale of services :

Warehousing services 1,546,602 1,646,836

Testing and certification 151,719 114,695

Weather and market intelligence 144,577 100,492

Lease revenue - weather stations [Refer Note 39 (c)] 5,168 -

Vehicle management services 2,234 3,424

Construction contract revenue [Refer Note 55 (c)] 26,860 -

(c) Other operating income :

Deferred payment charge 142,574 -

Delayed delivery charges 43,877 187,053

7,723,920 5,266,107

30 Other income

Liabilities no longer required written back 4,135 4,752

Provision for doubtful debts written back 17,059 -

Gain on sale of investments - 5,605

Gain on sale of asset 11,699 -

Miscellaneous income 1,019 111

Government grants (refer note 47) 1,733 729

36,179 11,197

81
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016

31 Finance Income

Interest income on:

- Fixed deposits 30,836 46,093

- Income tax refund 9,036 11,830

- Others 2,475 4,832

42,347 62,755

32 Changes in inventories of stock-in-trade

Opening stock - refer note 12

Commodities at fair value 114,629 33,710

Commodities valued at lower of cost and net realisable value 1,494,543 46,871

1,609,172 80,581

Less: Closing stock - refer note 12

Commodities at fair value 345,571 114,629

Commodities valued at lower of cost and net realisable value 4,534,325 1,494,543

4,879,896 1,609,172

(3,270,724) (1,528,591)

33 Employee benefits expense

Salaries, wages and bonus 372,930 329,984

Contribution to provident fund and ESIC 17,767 16,448

Contribution towards gratuity - (Refer note 48) 6,086 5,060

Shared based payments to employees - (Refer note 46) 28,446 15,822

Staff welfare expenses 16,339 13,008

441,568 380,322

Less: Transfer to Assets under construction - salaries, wages and bonus 64,560 44,171

Less: Transfer to Assets under construction - Shared based payments to employees 10,170 -

366,838 336,151

34 Finance costs

Interest on short-term borrowings 95,734 99,940

Interest on long-term borrowings 166,033 92,990

Other borrowing costs - loan processing charges 23 188

Interest - others 2,422 4,749

264,213 197,867

Less: Transfer to Assets under construction 24,707 19,527

239,505 178,340

35 Depreciation and amortisation

Depreciation on property, plant and equipment (Refer note 5) 100,960 84,631

Amortisation on intangible assets (Refer note 6) 1,560 2,363

102,520 86,994

82
(Currency : Indian Rupees in thousands)

36 Other expenses

Lease rentals:

- Warehouse rent (refer note 39) 407,950 407,208

- Office rent (refer note 39) 44,653 29,626

Outsourcing expenses 262,630 204,576

Security expenses 108,065 113,825

Storage charges 23,629 27,444

Milling Charges 85,092 52,652

Gunny bags consumed 109,682 42,780

Vehicle yard expenses 1,311 2,169

Dunnage and fumigation 30,312 45,923

Professional fees 37,276 24,440

Warehouse general expenses 30,204 22,320

Insurance 33,462 29,495

Freight inward 3,636 2,607

Weather station host charges 14,362 16,028

Loading and unloading charges 150 4,730

Lab consumables 16,104 7,673

Godown cleaning and maintenance expenses 6,352 9,819

Testing and certification charges 8,251 3,946

Training expenses 20 -

Travelling and conveyance expenses 96,273 88,539

Postage, courier and telephone charges 50,011 51,861

Cenvat credit expensed off 9,918 37,155

Repairs and maintenance - Others 28,884 19,284

Provision for doubtful debts - 29,400

Bad debts written off 47,059 3,029

Electricity charges 11,474 8,757

Rates and taxes 5,385 7,973

Bank charges 5,967 5,441

Books and periodicals 642 334

Recruitment expenses 4,497 5,657

Payment to auditors (refer note 50) 4,744 3,928

Directors' sitting fees 925 1,660

Corporate social responsibility expenses (Refer note 52) 2,871 -

Commission expenses 440 1,797

Miscellaneous expenses 15,217 8,537

1,507,448 1,320,613

Less: Transfer to Assets under construction - Professional fees 1,057 2,313

Less: Transfer to Assets under construction - Office rent 11,260 3,461

1,495,131 1,314,839

83
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

37 Operating segments

a) Basis of segmentation:

The Company’s operating segments are the strategic business units through which it operates and report the business: Warehousing
services, Supply Chain, and Other Segments. Each of these segments has developed its own strategy, goals and tactics in alignment with
Company’s overall corporate strategy. Segment results are reviewed internally by the Managing Director and CEO on a regular basis for the
purpose of making decisions regarding resource allocations and performance assessments. Segments have been identified in line with the
Ind AS 108 “ Operating Segments” taking into account the organisation structure as well as differential risks and returns of these Segments.
The Company has disclosed all the Business Segments as the primary segment. There is no reportable Secondary segment (Geographical
Segment). Inter- segment transactions are determined on arm’s length basis. The measurement principles of segments are consistent with
those used in significant accounting policies which are as under:

a. Revenue and expenses have been identified to a segment on the basis of relationship to operating activities of the segment. Revenue
and expenses, which relate to the Company as a whole and are not allocable to a segment on reasonable basis have been disclosed as
unallocable.

b. Segment assets and liabilities represent the assets and liabilities in respective segments.Tax related assets and other assets and liabilities
that cannot be allocated to a segment on reasonable basis have been disclosed as “Unallocable”.

The following summary describes the operations of each reportable segments.

Reportable segment Operations

These include warehousing services in owned, leased, franchise as well as field warehouses.
Warehousing services
These activities also include custodial warehousing services for bank.

Supply Chain Procurement, Trading and Supply Chain Solutions


Others
Other reportable segment comprise of:
(i) Testing and certification - Testing the quality of commodities and issuing certificates
regarding the same.
(ii) Commodity and Weather intelligence -
a) Price Polling is a neutral activity for collating spot price information for selected
commodities on behalf of the clients.
b) Weather Intelligence is an activity wherein weather data is collected from
Meteorological Instruments and provided to the clients.
c) Market Intelligence and Commodity Research reports are provided to the clients.
(iii) Vehicle management services include custodial warehousing of vehicles for clients.

b) Information about reportable segments:

Warehousing
Particulars Supply Chain Others Total
services

Segmental revenue :

External revenue 1,546,602 5,846,760 330,558 7,723,920

(1,646,836) (3,400,660) (218,611) (5,266,107)

Segmental expenses 1,204,806 5,456,058 251,163 6,912,027

(1,174,597) (3,171,322) (188,018) (4,533,937)

Segment Results 341,796 390,702 79,395 811,893

(472,239) (229,338) (30,593) (732,170)

Unallocated expenses 244,724

(239,717)

Other Income 36,179

(11,197)

84
(Currency : Indian Rupees in thousands)

Warehousing
Particulars Supply Chain Others Total
services

Finance Income 42,347

(62,755)

Finance costs 239,505

(178,340)

Profit before tax 406,190

(388,065)

Tax expenses 92,252

(14,261)

Profit after tax 313,938

(402,326)

b) Information about reportable segments:

Segment assets 4,557,824 5,930,664 574,549 11,063,037

(2,582,416) (3,449,403) (204,874) (6,236,693)

Unallocated assets 1,871,321

(2,647,159)

Total assets 12,934,358

(8,883,852)

Segment liabilities 643,655 867,277 55,029 1,565,961

(378,821) (503,763) (27,280) (909,864)

Unallocated liabilities 6,028,553

(2,975,236)

Total Liabilities 7,594,514

(3,885,100)

Depreciation 33,675 - 35,415 69,090

(24,534) - (39,860) (64,394)

Unallocable 33,430

(22,600)

Total depreciation 102,520

(86,994)

Capital Expenditure 892,364 - 264,460 11,56,824

(773,369) - (16,567) (789,936)

Unallocable Capital Expenditure 69,048

(96,854)

Total Capital Expenditure 1,225,872

(886,790)

Note: Comparative figures are given in brackets are for the year ended 31 March 2016

85
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

Details of segment asset and segment liabilities as at 1 April 2015

Warehousing Supply
Particulars Others Total
services Chain

Segment assets 1,930,320 1,162,972 233,259 3,326,551

Unallocated assets 2,041,269

Total assets 5,367,820

Segment liabilities 393,061 53,838 20,736 467,635

Unallocated liabilities 2,261,016

Total Liabilities 2,728,651


d)
Geographic information:
The Company primarily operates in domestic market ie in India , therefore disclosures relating to geographical segments is not applicable
and accordingly not made.
e)
Major customer :
Revenue from two major customers of the Company of the supply chain segment represents approximately INR 3,405,269 (44% of total
revenue from operations) and INR 1,579,290 (30% of total revenue from operations) of the Company’s total revenues respectively for the
year ended 31 March 2017 and 31 March 2016.

38 Related parties

In accordance with the requirements of Ind AS -24 “ Related Party Disclosures”, following are the details of the transactions during the year
with the related parties of the Company.

Name of the related party Nature of relationship

Fairfax India Holdings Corporation (w.e.f. 19 August 2015) Ultimate Holding Company

FIH Mauritius Investments Limited (w.e.f. 19 August 2015) Holding Company

Mr. Sanjay Kaul (Managing Director and CEO) Key management personnel

Mr. Unupom Kausik ( Deputy Managing Director) Key management personnel

Mr. Ashok Dhamankar (Chief Financial Officer) Key management personnel

Mr. Sanjay Kare (Company Secrectary) Key management personnel

NCML Finance Private Limites (Formerly known as T G Finance Private Limited)


Wholly owned subsidiary
(\w.e.f. 12 February 2016)

NCML Mktyard Private Limited Wholly owned subsidiary

NCML Basti Private Limited Wholly owned subsidiary

NCML Varanasi Private Limited Wholly owned subsidiary

NCML Faizabad Private Limited Wholly owned subsidiary

NCML Batala Private Limited Wholly owned subsidiary

NCML Chhehreatta Private Limited Wholly owned subsidiary

NCML Deoria Private Limited Wholly owned subsidiary

NCML Palwal Private Limited Wholly owned subsidiary

NCML Bettiah Private Limited Wholly owned subsidiary

NCML Bhattu Private Limited Wholly owned subsidiary

NCML Jalalabad Private Limited Wholly owned subsidiary

86
(Currency : Indian Rupees in thousands)

Name of the related party Nature of relationship

NCML Sonepat Private Limited Wholly owned subsidiary


Quess Corp Limited (Formerly known as IKYA Human Capital Solutions Ltd)
Fellow subsidiary
(w.e.f. 19 August 2015)
ICICI Lombard General Insurance Company Limited (w.e.f. 19 August 2015) Fellow associate

Indian Farmers Fertilizer Co-operative Limited (upto 19 August 2015) Other related parties

India Agri Business Fund (upto 19 August 2015) Other related parties

Thomas Cook Limited (from 19 August 2015) Fellow subsidiary

Mobile creches (w.e.f 1 April 2014) Other related parties

Related parties
Subsidiaries:
Direct Subsidiaries

% Holding as on % Holding as on
Name of the Company Country of Incorporation
31 March 2017 31 March 2016

NCML Finance Private Limited India 100.00 100.00

NCML Mktyard Pvt Ltd India 100.00 -

NCML Basti Private Limited India 100.00 -

NCML Varanasi Private Limited India 100.00 -

NCML Faizabad Private Limited India 100.00 -

NCML Batala Private Limited India 100.00 -

NCML Chhehreatta Private Limited India 100.00 -

NCML Deoria Private Limited India 100.00 -

NCML Palwal Private Limited India 100.00 -

NCML Bettiah Private Limited India 100.00 -

NCML Bhattu Private Limited India 100.00 -

NCML Jalalabad Private Limited India 100.00 -

NCML Sonepat Private Limited India 100.00 -

Transactions with holding company

For the For the


Related party Nature of transaction year ended year ended
31 March 2017 31 March 2016

FIH Mauritius Investments Limited Issue of equity shares - 233,263

Premium on issue of equity shares - 1,766,737

Indian Farmers Fertilizer Co-operative


Warehousing and other services - 1,259
Limited (“IFFCO”)

Rent and other maintenance charges – Expenses - 6,804

87
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

Transactions with key management personnel :

For the year For the


Related party Nature of transaction ended year ended
31 March 2017 31 March 2016

Mr. Sanjay Kaul Remuneration 20,132 20,847

Employee stock compensation expense 4,038 2,261

Post employment benefits 3,029 -

Mr. Unupom Kausik Remuneration 11,844 11,917

Employee stock compensation expense 4,829 3,162

Post employment benefits 275 -

For the year For the


Related party Nature of transaction ended year ended
31 March 2017 31 March 2016

Mr. Ashok Dhamankar Remuneration 7,389 6,448

Employee stock compensation expense 1,399 723

Post employment benefits 1,935 -

Mr. Sanjay Khare Remuneration 4,965 4,236

Employee stock compensation expense 1,075 540

Post employment benefits 535 -

Note : Post employment benefits and other employee benefits (i.e. compensated absences) is based on the actuarial valuation and amounts are
not separately identifiable for year ended 31 March 2017 & 31 March 2016. Hence, no such information is reported.

Transactions with Wholly Owned Subsidiary, Fellow Subsidiary and Associates :

For the For the


Related party
Nature of transaction year ended year ended
31 March 2017 31 March 2016

Quess Corp Limited (Formerly known as IKYA Human Capital Solutions Ltd)
Outsourcing expenses 242,129 113,097
(w.e.f. 19 August 2015)

ICICI Lombard General Insurance Company Limited


Charges for weather data 702 13,955
(w.e.f. 19 August 2015)

Thomas Cook Limited (w.e.f. 19 August 2015) Travel expenses 4,928 884

NCML Finance Private Limited (Formerly known as T G Finance Private


Investment in equity shares 728,678 51,828
Limited) (w.e.f. 12 February 2016)

Re-imbursement of expenses 12,093 22,344

Guarantee given 1,000,000

Loan taken - 44,290

Fixed Asset 535 -

Repayment of loan 44,290 -

Warehousing services 2,526 -

Commission for corporate


534 -
guarantee

88
(Currency : Indian Rupees in thousands)

For the For the


Related party
Nature of transaction year ended year ended
31 March 2017 31 March 2016

Finance charge 351 639

NCML Mktyard Private Limited Investment in equity shares 30,000 -

Sale of software 30,166 -

Re-imbursement of expenses 2,467 -

NCML Basti Private Limited Investment in equity shares 1,000 -

Re-imbursement of expenses 2,599 -

NCML Varanasi Private Limited Investment in equity shares 1,000 -

Re-imbursement of expenses 2,537 -

NCML Faizabad Private Limited Investment in equity shares 1,000 -

Re-imbursement of expenses 4,174 -

NCML Batala Private Limited Investment in equity shares 1,000 -

Re-imbursement of expenses 2,617 -

NCML Chhehreatta Private Limited Investment in equity shares 1,000 -

Re-imbursement of expenses 2,579 -

NCML Deoria Private Limited Investment in equity shares 1,000 -

Re-imbursement of expenses 2,572 -

NCML Palwal Private Limited Investment in equity shares 1,000 -

Re-imbursement of expenses 4,169 -

NCML Bettiah Private Limited Investment in equity shares 1,000 -

Re-imbursement of expenses 2,441 -

NCML Bhattu Private Limited Investment in equity shares 1,000 -

Re-imbursement of expenses 2,508 -

NCML Jalalabad Private Limited Investment in equity shares 1,000 -

Re-imbursement of expenses 2,512 -

NCML Sonepat Private Limited Investment in equity shares 1,000 -

Re-imbursement of expenses 2,387 -

Mobile creches CSR expenses 1,000 -

38 Related parties (Continued)

As at As at As at
Related party Balances Outstanding
31 March 2017 31 March 2016 1 April 2015

Indian Farmers Fertilizer Cooperative Limited Balance Receivable - - 1,709

Balance Payable - - 249

ICICI Lombard General Insurance Company Limited


Balance Receivable 87 5,253 -
(w.e.f. 19 August 2015)

89
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

As at As at As at
Related party Balances Outstanding
31 March 2017 31 March 2016 1 April 2015

Thomas Cook Limited (w.e.f. 19 August 2015) Balance Receivable 60 28 -

NCML Finance Private Limited (Formerly known as T G


Balance Receivable 12,253 21,704 -
Finance Private Limited) (w.e.f. 12 February 2016)

Loan Payable - 44,290 -

Guarantee outstanding 1,000,000

Interest Payable - 639 -

NCML Mktyard Private Limited Balance Receivable 28,724 - -

NCML Basti Private Limited Balance Receivable 2,599 - -

NCML Varanasi Private Limited Balance Receivable 2,537 - -

NCML Faizabad Private Limited Balance Receivable 4,174 - -

NCML Batala Private Limited Balance Receivable 2,617 - -

NCML Chhehreatta Private Limited Balance Receivable 2,579 - -

NCML Deoria Private Limited Balance Receivable 2,572 - -

NCML Palwal Private Limited Balance Receivable 4,169 - -

NCML Bettiah Private Limited Balance Receivable 2,441 - -

NCML Bhattu Private Limited Balance Receivable 2,508 - -

NCML Jalalabad Private Limited Balance Receivable 2,512 - -

NCML Sonepat Private Limited Balance Receivable 2,387 - -

Terms and conditions of transactions with related parties

(i) The sale of service to related parties are made on terms equivalent to those that prevail in arm’s length transactions. Interest rate at which
loan is received from the related party is also at arm’s length. Outstanding balances at the year end are unsecured, interest free and will be
settled in cash.

(ii) In case of amount receivable from related parties assessment is undertaken at each financial year through examining the financial
position of the related party, the market in which the related party operates and the accounting policy of the Company.

39 Operating leases

a) Leases as lessee
i)
The Company’s leasing arrangements are in respect of operating leases for premises for offices and warehousing. Most of these
leasing arrangements are cancellable and are usually renewable by mutual consent on mutually agreeable terms. Operating lease
expenses recognised in the standalone statement of profit and loss for the year ended on 31 March 2017 aggregate to 452,603 (31 March
2016 : 436,834) of which 2,733 is for non-cancellable leases (31 March 2016: Nil) and 449,870 is for cancellable leases (31 March 2016: 436,834).

Operating lease expenses transferred to capital work in progress during the year ended 31 March 2017 aggregates to 11,260
ii)
(31 March 2016: 3,461).

b) Amounts recognised in the statement of profit and loss

For the For the


year ended year ended
31 March 2017 31 March 2016

Lease expense (net of capitalisation) 441,343 433,373

The Company enters into operating leases for premises for offices for a tenure of 5 to 15 years. All operating lease contracts over one year
year usually contain clause for yearly market rental review with a fixed percentage included in the agreements. The Company does not have
option to purchase the leases office premises at the expiry of the lease year.

90
(Currency : Indian Rupees in thousands)

Non- cancellable operating lease commitments

As at As at As at
31 March 2017 31 March 2016 1 April 2015

Non later than 1 year 24,590 - -

Later than 1 year and not later than 5 years 120,879 - -

Later than 5 years - - -

145,469 - -

c) Leases as lessor

The Company’s leasing arrangements are in respect of operating leases for automatic weather stations for weather data provision.
This leasing arrangements are for three yars. Operating lease revenue recognised in the statement of profit and loss for the year ended on
31 March 2017 aggregate to INR 5,168 (31 March 2016 : INR Nil).

Operating lease commitments

As at As at As at
31 March 2017 31 March 2016 1 April 2015

Non later than 1 year 31,010 - -

Later than 1 year and not later than 5 years 21,707 - -

Later than 5 years - - -

40 Earnings per share

For the year For the year


Note ended ended
31 March 2017 31 March 2016

Basic earnings per share

Profit for the year attributable to the owners of the Company (INR) (A) 313,938 402,326

Number of equity shares outstanding at the beginning of the year (Nos) 128,298,137 104,971,802

Effects of share options exercised - -

Effects of equity share issued in August 2015 (Nos) - 23,326,335

Total number of equity shares at the end of the year (Nos) 128,298,137 128,298,137

Weighted-average number of equity shares considered for basic earnings per share
(B) 128,298,137 119,375,495
(based on date of issue of shares) (Nos)

Basic earnings per share of face value of INR 10 each (A)/(B) 2.45 3.37

Dilutive earnings per share

Weighted-average number of equity shares considered for basic earnings per share
128,298,137 119,375,495
(based on date of issue of shares) (Nos)

Effect of dilutive potential equity shares

No of employee stock options outstanding at the beginning of the year (Nos) 710,000 150,000

Issued during the year (Nos) 4,500,000 560,000

Total number of equity shares used to compute dilutive earning per share (Nos) 133,508,137 120,085,495

Weighted-average number of employee stock options for dilutive earning


(C) 3,656,575 685,820
per share (Nos)

91
Annual Report 2016-17
(Currency : Indian Rupees in thousands)
For the year For the year
Note ended ended
31 March 2017 31 March 2016
Weighted-average number of equity shares considered for dilutive earnings
(D)=(B)+( C) 131,954,712 120,061,315
per share (based on date of issue of shares) (Nos)

Dilutive earnings per share of face value of INR 10 each (A)/(D) 2.38 3.35

41 Income taxes

a) Amount recognised in the statement of profit and loss

For the year For the year


ended ended
31 March 2017 31 March 2016

Current tax expense :

Current year 83,047 88,556

83,047 88,556

Deferred tax expense :

Origination and reversal of temporary differences 9,205 (32,282)

Origination and reversal of temporary differences of earlier years - (70,535)

9,205 (102,817)

Tax expenses for current year 92,252 56,274

Tax expenses 92,252 (14,261)

b) Amount recognised in OCI

For the year ended 31 March 2017 For the year ended 31 March 2016

Tax credit Tax credit

Remeasurement gain / (losses) on post


684 796
employment defined benefit plan

c) Reconciliation of effective tax rate

For the year ended For the year ended


31 March 2017 31 March 2016

Percentage Amount Percentage Amount

Profit before tax from continuing operations 406,190 388,065

Tax using the Company's domestic tax rate 34.61% 140,574 34.61% 134,301

Increase in rate 0.00% - 0.17% 645

Tax effect of:

Tax claim/deduction -47.90% (194,573) -17.08% (66,272)

Tax adjustment on indexation of freehold land -2.52% (10,250) -3.83% (14,870)

Non-deductible expenses 0.24% 994 0.25% 986

Deferred tax asset not recognised 38.27% 155,453 0.00% -

92
(Currency : Indian Rupees in thousands)
For the year ended For the year ended
31 March 2017 31 March 2016

Percentage Amount Percentage Amount

Others 0.01% 53 0.38% 1,484

Tax impact in respect of earlier years - - -18.18% (70,535)

22.71 92,252 (3.67) (14,261)

d) Movement in deferred tax balances

Balance at 31 March 2017

Net Recognised Recognised Net Deferred tax Deferred tax


balances at in the in OCI asset liabilities
1 April 2016 statement
of profit
and loss
Property, plant and equipment and
737 (16,770) - (16,770) - (16,033)
intangible assets
Tax adjustment on indexation of
53,523 9,460 - 9,460 62,983 -
freehold land

MAT Credit Entitlement 50,168 18,076 - 18,076 68,244 -

Employee benefits 11,094 4,300 684 4,984 16,078 -

Trade and other receivables 107,275 (5,904) - (5,904) 101,371 -

Tax claim/deduction carried forward (18,823) 18,823 - 18,823 - -

MTM valuation of inventory - (37,243) - (37,243) - (37,243)

Other items (3,774) 53 - 53 - (3,721)

Tax assets (liabilities) before set-off 200,200 (9,205) 684 (8,521) 248,676 (56,997)

Set-off of deferred tax liabilities (56,997)

Net deferred tax assets/ (liabilities) 191,679

Balance at 31 March 2016

Net Recognised Recognised Net Deferred tax Deferred tax


balances at in the in OCI asset liabilities
1 April 2015 statement
of profit
and loss

Property, plant and equipment and


(72,855) 73,592 - 73,592 737 -
intangible assets

Tax adjustment on indexation of


38,653 14,870 - 14,870 53,523 -
freehold land

MAT Credit Entitlement 30,628 19,540 - 19,540 50,168 -

Employee benefits 6,900 3,398 796 4,194 11,094 -

Trade and other receivables 95,366 11,909 - 11,909 107,275 -

Tax claim/deduction carried forward - (18,823) - (18,823) - (18,823)

Other items (2,106) (1,668) - (1,668) - (3,774)

93
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

Net Recognised Recognised Net Deferred Deferred


balances at in the in OCI tax asset tax liabilities
1 April 2015 statement
of profit
and loss

Tax assets (liabilities) before set-off 96,586 102,818 796 103,614 222,797 (22,597)

Set-off of deferred tax liabilities (22,597)

Net deferred tax assets/ (liabilities) 200,200

Gross Deferred tax balance at 1 April 2015

Deferred tax assets: Amount

Tax adjustment on indexation of freehold land 38,653

MAT Credit Entitlement 30,628

Employee benefits 6,900

Trade and other receivables 95,366

Total (A) 171,547

Deferred tax liabilities:

Property, plant and equipment and intangible assets (72,855)

Other items (2,106)

Total (B) (93,901)

Net deferred tax assets/ (liabilities) (A+B) 96,586

e) Unrecognised deferred tax assets

Deferred tax have not been recognised in respect of the following items, in absence of convincing evidence that future taxable profits will
be available against which the Company can use the benefits therefrom.

31 March 2017 31 March 2016 1 April 2015

Tax claim/deduction carried forward 155,453 - -

42 Contingent liabilities and commitments

a) Contingent liabilities

31 March 2017 31 March 2016 1 April 2015

(a) Claims against the Company not acknowledged as debts

(i) Claim made by a party in respect of disposal activity undertaken by the Company 23,800 23,800 23,800

(ii) Claims made by certain parties in respect of warehousing services provided 163,500 163,500 163,500

(b) Bank guarantees 3,480 1,665 1,735

(c) Other money for which the Company is contingently liable:

(i) Disputed Orissa VAT liability 11,516 11,516 11,516

(ii) Disputed Orissa Entry tax 660 660 660

202,956 201,141 201,211

94
(Currency : Indian Rupees in thousands)

The Company is subject to legal proceedings and claims, which have arisen in the ordinary course of business. The Company has reviewed
all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent
liability, where applicable in its standalone financial statements. The Company’s management does not reasonably expect that these legal
actions, when ultimately concluded and determined, will have a material and adverse effect of the Company’s results of operations or
financial condition.

b) Commitments

31 March 2017 31 March 2016 1 April 2015

(i) Estimated amount of contracts remaining to be executed on capital account and


322,264 508,296 525,681
not provided for (net of capital advances)

(ii) Guarantee given on behalf of subsidiairy 1,000,000 - -

1,322,264 508,296 525,681

c) The Company was engaged as an agency of FCI for procurement of paddy and wheat during Kharif Marketing Season 2007-08 and Rabi
Marketing Season 2008-09 in the states of Odisha, MP and Bihar. Procurement dues have been paid as per the provisional costing sheet
issued by Government of India, except the last part of invoices in respect of which the outstanding amount as on 31 March 2016 was 12,890
net of provision. The details of outstanding amount are as under:
1 10,510 towards the item in the costing sheet relating to commission to societies which has been recommended by FCI and has been
approved by Government of India. However, FCI is yet to make the payment and the Company has made a provision for the full amount
during the year ended 31 March 2015.
2 2,080 towards withheld storage rent, that has been temporarily set off against procurement dues of Madhya Pradesh and which has
been approved for payment by FCI Headquarters, but payments are not yet released. In the meantime, the Company has made a claim of
compensation of 192,90 to FCI against delayed payment towards settlement of bills. The time frame for actual recovery against this claim
is uncertain and hence revenue has not been recognised.
3
Short-term loans and advances include 2,670 representing the amount recoverable from rice millers for procurement operations
who have delayed in delivery of rice to FCI after milling. The management has filed legal cases and taken other recovery measures to
collect the amount, however, as abundant caution it is considered appropriate to provide for entire amount as doubtful advance.
In addition, the Company is subject to legal proceedings and claims, which have arisen in the ordinary course of business. The Company
has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as
contingent liability, where applicable in its standalone financial statements. The Company’s management does not reasonably expect
that these legal actions, when ultimately concluded and determined, will have a material and adverse effect of the Company’s results of
operations or financial condition.

43 Financial instruments

31 March 2017
Financial assets:
Total carrying
Amortised Cost Total fair value
value

Trade receivables (Refer note 13) 1,500,533 1,500,533 1,500,533

Cash and cash equivalents (Refer note 14) 175,921 175,921 175,921

Bank balances other than cash and cash equivalents (Refer note 15) 199,453 199,453 199,453

Loans (Refer note 8 and 16) 110,050 110,050 110,050

Other financial assets (Refer note 9 and 17) 290,461 290,461 290,461

2,276,418 2,276,418 2,276,418

Financial liabilities:

Borrowings (Refer note 20, 24 and 26) 5,869,496 5,869,496 5,869,496

Trade payables (Refer note 25) 475,576 475,576 475,576

Other financial liabilities (Refer note 21 & 26) 377,481 377,481 377,481

6,722,553 6,722,553 6,722,553

95
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

31 March 2016

Financial assets: Total carrying


Amortised Cost Total fair value
value

Trade receivables (Refer note 13) 2,328,663 2,328,663 2,328,663

Cash and cash equivalents (Refer note 14) 266,102 266,102 266,102

Bank balances other than cash and cash equivalents (Refer note 15) 542,277 542,277 542,277

Loans (Refer note 8 and 16) 64,210 64,210 64,210

Other financial assets (Refer note 9 and 17) 322,604 322,604 322,604

3,523,855 3,523,855 3,523,855

Financial liabilities:

Borrowings (Refer note 20, 24 and 26) 2,905,112 2,905,112 2,905,112

Trade payables (Refer note 25) 414,766 414,766 414,766

Other financial liabilities (Refer note 21 & 26) 215,941 215,941 215,941

3,535,819 3,535,819 3,535,819

1 April 2015

Financial assets: Total carrying


Amortised Cost Total fair value
value

Trade receivables (Refer note 13) 1,711,232 1,711,232 1,711,232

Cash and cash equivalents (Refer note 14) 402,660 402,660 402,660

Bank balances other than cash and cash equivalents (Refer note 15) 105,922 105,922 105,922

Loans (Refer note 8 and 16) 34,644 34,644 34,644

Other financial assets (Refer note 9 and 17) 174,087 174,087 174,087

2,428,546 2,428,546 2,428,546

Financial liabilities:

Borrowings (Refer note 20, 24 and 26) 2,188,925 2,188,925 2,188,925

Trade payables (Refer note 25) 230,063 230,063 230,063

Other financial liabilities (Refer note 21 & 26) 233,909 233,909 233,909

2,652,897 2,652,897 2,652,897

44 Fair values and measurement principles

a) Assets and liabilities carried at fair values :

The following table shows the fair values of assets, liabilities and equity, including their levels in the fair value hierarchy. It does not include
fair value information for assets and liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair
value. The Company’s use of quoted market prices (Level 1), valuation models using observable market information as inputs (Level 2) and
valuation models without observable market information as inputs (Level 3) in the valuation of securities and contracts by type of issuer
was as follows:

96
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016

Quoted price Other Significant Quoted price Other Significant


(Level 1) observable unobservable (Level 1) observable unobservable
input input input input
(Level 2) (Level 3) (Level 2) (Level 3)

Non-financial assets

Inventories 345,571 - - 114,629 - -

‘1 April 2015
Quoted price Other Significant
(Level 1) observable unobservable
Non-financial assets input input
(Level 2) (Level 3)

IInventories 33,710

b) Measurement of fair values

Valuation techniques and significant unobservable inputs :

Particular Valuation technique Inputs Inter-relationship between


key unobservable inputs and
fair value measurement

Inventory The fair values are based on the market Quoted market prices Not applicable.
price of commodities of similar weight
and market values.

c) Transfers between Levels 1 and 2

There were no transfers in either direction for year ended 31 March 2017 & 31 March 2016

45 Financial risk management objectives and policies

Risk management framework

The Company’s principal financial liabilities comprise loans and borrowings, trade and other payables. The main purpose of these financial
liabilities is to finance the Company’s operations and support its operations. The Company’s principal financial assets include loans, trade
and other receivables, and cash and cash equivalents that derive directly from its operations.
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, through its training and management standards and procedures,
aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
The Company has exposed to market risk, credit risk and liquidity risk.

a) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices.
Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity
risk. Financial instruments affected by market risk include loans and borrowings, deposits. The objective of market risk management is to
manage and control market risk exposures within acceptable parameters, while optimising the return.

i) Interest rate risk

Exposure to interest rate risk:

The interest rate profile of the Company’s interest-bearing financial instruments as reported to the management of the Company is as
follows:

97
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016 1 April 2015

Fixed rate instruments :

Financial asset 292,156 845,605 426,474

Financial liabilities (1,064,000) (620,000) (300,000)

(771,844) 225,605 126,474

Variable rate instruments :

Financial liabilities (4,805,496) (2,240,823) (1,531,538)

Fair value sensitivity analysis for fixed-rate instruments

The Company does not account for any fixed-rate financial assets or financial liabilities at fair value through profit or loss. Therefore, a change
in interest rates at the reporting date would not affect profit or loss.

Cash flow sensitivity analysis for variable-rate instruments

A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased (decreased) equity and profit or
loss by the amounts shown below.

Profit or loss Equity, net of tax

100 bp 100 bp 100 bp 100 bp


increase decrease increase decrease

31 March 2017

Secured bank loan - Long term (10,737) 10,737 (3,650) 3,650

Cash credit facility (7,852) 7,852 (2,669) 2,669

Variable-rate instruments (18,589) 18,589 (6,319) 6,319

31 March 2016

Secured bank loan - Long term (45,415) 45,415 (29,979) 29,979

Unsecured bank loan - Short term (6,945) 6,945 (4,578) 4,578

Cash credit facility (2,720) 2,720 (1,803) 1,803

Variable-rate instruments (55,080) 55,080 (36,360) 36,360

1 April 2015

Secured bank loan - Long term (22,247) 22,247 (14,685) 14,685

Unsecured bank loan - Short term (3,500) 3,500 (2,310) 2,310

Secured bank loan - Short term (7,800) 7,800 (5,149) 5,149

Cash credit facility (5,179) 5,179 (3,418) 3,418

Variable-rate instruments (38,726) 38,726 (25,562) 25,562

ii) The Company has negiligible expsoure to currency risk since almost all the transactions of the Company are denominated in Indian Rupees.

Commodities traded by the Company are subject to fluctuations due to a number of factors that result in price risk. The Company’s trading
iii)
market risk appetite is determined by the Managing Director and CEO in consultation with the Board of directors.

b) Credit risk

98
(Currency : Indian Rupees in thousands)

Credit risk is limited to the risk arising from the inability of a customer to make payment when due. It is the Company’s policy to provide
credit terms only to creditworthy customers. These debts are continually monitored and therefore, the Company does not expect to incur
material credit losses.
The carrying amounts of trade and other receivables, advances to suppliers, cash and short-term deposits payments, interest receivable
on deposits and customer receivables represent the Company’s maximum exposure to credit risk. No other financial assets carry a
significant exposure to credit risk. Deposits and cash balances are placed with reputable banks.
The details of concentration of revenue are included in the Note 37.

45 Financial risk management

ii) Credit risk

Exposure to credit risk

In line with the prevalent trade practices in India, the Company realises it’s trade receivables over a period of 60-180 days from the date of
invoice. At the balance sheet date, the Company’s maximum exposure to credit risk is represented by the carrying amount of each class of
financial assets recognised in the balance sheets. The Company’s maximum exposure to credit risk for trade receivables at the balance sheet
date is as follows:

31 March 2017 31 March 2016 1 April 2015

By Operating segments:

Supply Chain 822,810 1,781,760 993,018

Warehousing services 509,268 462,690 420,722

Other reportable segment 168,455 84,213 297,493

1,500,533 2,328,663 1,711,233

Impairment

Trade receivables that are individually determined to be impaired at the balance sheet date relate to debtors that are in significant financial
difficulties and have defaulted on payments. These receivables are not secured by any collateral or credit enhancements are reviewed by
segment heads yearically.

31 March 2017 31 March 2016 1 April 2015

Neither past due nor impaired - -

Past due 1 – 6 months 1,215,667 1,835,869 1,111,155

Past due 6 - 12 months 81,421 175,357 570,517

Past due 12 months 203,445 317,437 29,561

1,500,533 2,328,663 1,711,233

c) 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.

To ensure continuity of funding, the Company primarily uses short-term bank facilities in nature of cash credit facility, bank overdraft facility
and short term borrowings, to fund its ongoing working capital requirement and growth needs.

Further, the Company has obtained long-term secured borrowings from banks to fund its warehouse construction from banks and financial
institutions as referred in note 20.

Exposure to liquidity risk

99
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

The table below summarises the maturity profile of the Company’s financial liabilities at the balance sheet date based on contractual
undiscounted repayment obligations;

Contractual cash flows

31 March 2017
One year More than
1 - 5 years Total
or less 5 years
Non-derivative financial liabilities

Borrowings (Refer note 20,24 and 26) 4,069,385 1,632,061 168,049 5,869,496

Other non-current financial liabilities (Refer note 21) - 3,692 - 3,692

Trade payables (Refer note 25) 475,576 - - 475,576

Other financial liabilities (Refer note 26) 373,789 - - 373,789

4,918,750 1,635,754 168,049 6,722,553

Contractual cash flows

31 March 2016
One year More than
1 - 5 years Total
or less 5 years
Non-derivative financial liabilities

Borrowings (Refer note 20,24 and 26) 1,576,912 847,789 480,411 2,905,113

Other non-current financial liabilities (Refer note 21) - 861 - 861

Trade payables (Refer note 25) 414,766 - - 414,766

Other financial liabilities (Refer note 26) 215,079 - - 215,079

2,206,757 848,651 480,411 3,535,820

Contractual cash flows

1 April 2015
One year More than
1 - 5 years Total
or less 5 years
Non-derivative financial liabilities

Borrowings (Refer note 20,24 and 26) 1,396,325 318,100 474,500 2,188,925

Other non-current financial liabilities (Refer note 21) - 31,566 - 31,566

Trade payables (Refer note 25) 230,063 - - 230,063

Other financial liabilities (Refer note 26) 202,343 - - 202,343

1,828,731 349,666 474,500 2,652,897

46 Employee share-based payment plans

a) Description of share-based payment arrangements:


As at 31 March 2017, the Company has the following share-based payment arrangements for employees.
(‘NCML 2014 Employee Stock Option Scheme’)
NCML ESOP 2014 plan provides for the grant of stock options to eligible employees. The Board of Directors recommended NCML ESOP 2014
plan to Shareholders on 1 September 2014 and the Shareholders approved the recommendations of the Board on 30 September 2014. The
plan entitles key management personnel and senior employees to purchase shares in the group at the stipulated exercise price, subject to
compliance with vesting conditions.

100
(Currency : Indian Rupees in thousands)

The terms and conditions related to the grant of the share options are as follows:

Number of Contractual life


Employees entitled Vesting conditions
options of options

MD and CEO 100 - Continued employment with the group 4 years

- Performance parameters and appraisal set by Board

Senior employees 610 - Continued employment with the group 4 years

- Performance parameters and appraisal set by Board

(‘NCML 2016 Employee Stock Option Scheme’)


NCML ESOP 2016 plan provides for the grant of stock options to eligible employees. The Board of Directors recommended NCML ESOP
2016 plan to Shareholders on 5 August 2016 and the Shareholders approved the recommendations of the Board on 5 August 2016. The
plan entitles key management personnel and senior employees to purchase shares in the group at the stipulated exercise price, subject to
compliance with vesting conditions.

The terms and conditions related to the grant of the share options are as follows:

Number of Contractual life


Employees entitled Vesting conditions
options of options

MD and CEO 675 - Continued employment with the group 5 years

- Performance parameters and appraisal set by Board

Senior employees 3,825 - Continued employment with the group 5 years

- Performance parameters and appraisal set by Board

b) Measurement of fair value :

The fair value of the employee share options granted during the year was determined using the Black-Scholes-Merton formula. Service and
non-market performance conditions attached to the arrangements were not taken into account in measuring fair value.

The inputs used in the measurement of the fair values at grant date of the equity-settled share-based payment plan were as follows:

NCML 2016
NCML 2014 Employee Stock
Particular Employee Stock
Option Scheme
Option Scheme

31-Mar-17 31-Mar-16 1-Apr-15

Fair value of the option at grant date INR 29.18 INR 67.12 INR 52.13

Share price at grant date INR 86.71 INR 85.74 INR 75.81

Exercise price INR 76.98 INR 33.45 INR 23.68

Expected volatility (weighted average) 0.99 1.00 1.00

Expected life (weighted average) 5 years 2.67 years 4 years

Expected dividend Nil Nil Nil

Risk-free interest rate (based on government bond) 6.82% p.a. 7.79% p.a. 7.79% p.a.

c) Reconciliation of outstanding stock options :

The number and weighted-average exercise prices of share options under the stock option were as follows.

101
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

Weighted 01-Apr-16 Movement from 1 April 2016 to 31 March 2017


Outstanding
average No. of options Granted Forfeited Expired Excerised as on 30
exercise (Nos) September 2016
price

ESOP 2014 23.68 560 - - - - 560

ESOP 2014 33.45 150 - - - - 150

ESOP 2016 76.98 - 4,500 30 - - 4,470

Total 710 4,500 30 - - 5,180

The options outstanding at 31 March 2017 have an exercise price and a weighted average contractual life as given below:

31 March 2017 31 March 2016


No. of options Exercise price Weighted No. of options Exercise price Weighted
average average
remaining life remaining life

NCML ESOP 2014 560 23.68 1.66 years 560 23.68 2.67 years

NCML ESOP 2014 150 33.45 2.17 years 150 33.45 3.17 years

NCML ESOP 2016 4,470 76.98 4.35 years - - -

d) Expense recognised in the standalone statement of profit and loss:

For the For the


year ended year ended
31 March 2017 31 March 2016

NCML ESOP 2014 14,538 15,822

NCML ESOP 2016 13,908 -

Total expense recognised in ‘employee benefits expenses’ 28,446 15,822

47 Government grants

31 March 2017 31 March 2016 1 April 2015

At 1 April 2016 4,449 - -

Received during the year 62,416 5,178 -

Released to the statement of profit and loss (1,733) (729) -

At 31 March 2017 / 31 March 2016 65,132 4,449 -

Current 2,323 1,036 -

Non-current 62,809 3,413 -

65,132 4,449

Government grants have been received for the construction of warehouse and purchase of laboratory equipment. The Company has
received subsidy in advance amounting to INR 62,417 for construction of warehouse subject to the fulfilment of below mentioned conditions.

102
(Currency : Indian Rupees in thousands)

Subsidy received from Amount Conditions or contingencies attached to these grants

Agricultural and Processed Food


Products Export Development 5,178 None
Authority

i) Project shall be completed in 18 months from the disbursment of loan


National Bank for Agriculture and ii) Non-fulfilment of condition (i) will attract penalty of 1% for each defaulted
62,416
Rural Development month.
iii) Sucessful completion of the joint inspection by the financial institutions.

48 Disclosure pursuant to ‘Employee benefits’

Contribution to provident fund and ESIC

AAmount of INR 17,767 (31 March 2016: INR 16,448) is recognised as expenses and included in ‘Employee benefits expense’.

Defined benefit plan and long-term employment benefit

General description

Gratuity (Defined benefit plan)

The Company has defined benefit gratuity plan administered through Group gratuity scheme with Life Insurance Corporation of India.
The expected return on plan assets is based on market expectation at the beginning of the year, for the returns over the entire life of the
related obligation. Amount of 6,086 (31 March 2016 5,060) has been recognised in the statement of profit and loss on account of provision
for gratuity benefit.

Disclosure pursuant to IND AS 19 ’Employee benefits’

Gratuity

31-Mar-17 31-Mar-16 01-Apr-15

A Change in present value of the obligation

1.  Obligation at the beginning of the year 25,295 15,533 9,263

2. Current service cost 7,856 4,615 2,921

3. Interest cost 1,824 1,217 778

4. Benefits paid (3,121) (644) (1,617)

5. Adjustment for earlier years - 2,412 -

6. Actuarial loss on obligation 1,680 2,162 4,188

7. Obligation at the end of the year 33,535 25,295 15,533

B Change in fair value of plan assets

1. Fair value of plan assets at the beginning of the year 16,478 9,447 8,969

2. Adjustment to Opening Fair Value of Plan Assets - -

3. Expected return on plan assets 1,490 999 795

4.  Contributions made 5,000 6,732 1338

5.  Benefits paid (709) (644) (1,617)

6. Actuarial (loss) on plan assets (295) (57) (38)

7. Fair value of plan assets at the end of the year 21,964 16,478 9,447

C Expense recognised in the statement of profit and loss for the year

103
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

Gratuity

31-Mar-17 31-Mar-16 01-Apr-15

1.  Current service cost 7,263 4,615 2,921

2.  Interest cost 313 4,615 2,921

3.  Expected return on plan assets (1,490) (999) (795)

4.  Total expense 6,086 5,060 2,904

D Expense recognised in the statement of other comprehensive income

Actuarial loss 1,681 2,286 1,776

Return on plan assets excluding interest income 295 57 38

1,976 2,343 1,814

E Net (liability) recognised in the balance sheet

1. Present value of the obligation 33,535 25,295 15,533

2. Fair value of plan assets 21,964 16,478 9,447

3. Funded status (deficit) (11,571) (8,817) 6,086

4. Net (liability) recognised in the balance sheet. (11,571) (8,817) 6,086

F Actual return on plan assets

1.     Expected return on plan assets 1,490 943 795

2.     Actuarial (loss) on plan assets (295) (57) (38)

3. Actual return on plan assets 1,195 886 757

G Actuarial assumptions

1. Rate of increase in compensation 5.00% 5.00% 5.00%


IALM IALM IALM
2. Mortality rate
(2006-08) Ult. (2006-08) Ult. (2006-08) Ult.
3. Expected return on plan assets 7.40% 8.00% 9.00%

4. Discount rate 7.40% 8.00% 8.00%

Plan assets comprise of insured managed funds.


The estimate of future salary increase, considered in the actuarial valuation, takes account of inflation, security, promotion and other
relevant factors such as supply and demand in the employment market.
Gratuity is payable to all the eligible employees of the group on leaving / retirement from services, death and permanent disablement,
in terms of provision of the Payment of Gratuity Act, 1972. Broad category of plan assets relating to gratuity as a percentage of total plan
assets. The group’s gratuity fund is managed by Life Insurance Corporation of India. The plan assets under the fund are deposited under
approved securities.

Leave encashment
The Company provides for the encashment of leave or leave with pay subject to certain rules. The employees are entitled to accumulate
leave subject to certain limits, for future encashment. The liability is provided based on the number of days of unutilised leave at each
balance sheet date. Amount of 8,015 (31 March 2016 7,968) has been recognised in the statement of profit and loss on account of provision
for employment benefit.
Short-term compensated absences
Provision for short-term compensated absences is made for privilege leave and sick leave outstanding at the year end which can be availed
within 12 months from the end of the year. Amount of 1,000 (31 March 2016 1,024) has been recognised in the statement of profit and loss
on account of provision for compensated absence for leave balances.

104
(Currency : Indian Rupees in thousands)

49 Capital management

The Company manages the capital structure by a balanced mix of debt and equity. Necessary adjustments are made in the capital structure
considering the factors vis-a-vis the changes in the general economic conditions, available options of financing and the impact of the
same on the liquidity position. Higher leverage is used for funding more liquid working capital needs and conservative leverage is used for
long-term capital investments. No changes were made in the objectives, policies or processes during the financial year ended 31 March
2017. The Company calculates the level of debt capital required to finance the working capital requirements using traditional and modified
financial metrics including leverage/gearing ratios and asset turnover ratios.

As of balance sheet date, leverage ratios is as follows:

31 March 2017 31 March 2016 1 April 2015

Total financial liabilities (Refer note 20, 21,24,25 and 26) 6,722,553 3,535,820 2,652,897

Less: cash and bank balances (Refer note 8, 14 and 15) 432,529 942,360 529,928

Adjusted net debt 6,290,024 2,593,460 2,122,969

Total equity (Refer note 19.1 and 19.2) 5,339,844 4,998,752 2,639,169

Less: Other components of equity (ESOP outstanding) 48,017 19,571 3,749

Adjusted equity 5,291,827 4,979,181 2,635,420

Adjusted net debt to adjusted equity ratio (times) 1.19 0.52 0.81

50 Payment to auditors (exclusive of service tax)

For the For the


year ended year ended
31 March 2017 31 March 2016

Statutory audit fees 1,450 1,200

Tax audit fees 200 200

Other matters 2,954 2,338

Out of pocket expenses 140 190

Total 4,744 3,928

51 Provision for Litigation

Provision for contingencies is primarily on account of various provisions towards the outstanding claims / litigations against the Company,
which are expected to be utilized on closure of the litigations. The Company has paid certain amounts under dispute against these claims/
litigations.

The following table set forth the movement in the provision for litigations :

As at Additions Utlizaition As at
Description
1 April 2016 during the year during the year 31 March 2017

Provision for litigation 30,100 15,600 - 45,700

As at Additions Utlizaition As at
Description
1 April 2015 during the year during the year 31 March 2016

Provision for litigation 22,600 7,500 - 30,100

105
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

As at Additions Utlizaition As at
Description
1 April 2014 during the year during the year 1 April 2015

Provision for litigation 6,361 16,239 - 22,600

52 Corporate social responsibility expenses

During the year, the Company has spent INR 2,871 (31 March 2016: INR Nil) towards corporate social responsibility.

(a) Gross amount required to be spent by the Company during the year ended 31 March 2017 INR 5,705 (31 March 2016: INR 4,382)

(b) Amount spent during the year :

Yet to be
In Cash Total
paid in cash

(i) Construction/ acquisition of any asset - - -

(ii) On purposes other than (i) above 2,871 - 2,871

Related party transactions in relation to Corporate Social Responsibility: INR 1,000 (31 March 2016 : Nil)

53 Disclosure pursuant to Section 186 of the Act

The details of investment under Section 186 of the Companies Act, 2013 read with the Companies (Meeting of Board and its Powers) Rules,
2014 are as follows:

a. Details of investment made by the Company as on 31 March 2017 (including investments made in the previous years)

Relations of the entity Wholly owned subsidiary

As at 1 April 2015 -

Investment made during the year:

NCML Finance Private Limited 56,069

As at 31 March 2016 56,069

Investment made during the year:

NCML Finance Private Limited 728,678

NCML Mktyard Private Limited 30,000

NCML Basti Private Limited 1,000

NCML Varanasi Private Limited 1,000

NCML Faizabad Private Limited 1,000

NCML Batala Private Limited 1,000

NCML Chhehreatta Private Limited 1,000

NCML Deoria Private Limited 1,000

NCML Palwal Private Limited 1,000

NCML Bettiah Private Limited 1,000

NCML Bhattu Private Limited 1,000

NCML Jalalabad Private Limited 1,000

NCML Sonepat Private Limited 1,000

106
(Currency : Indian Rupees in thousands)

ICICI Prudential
Name of scheme
Long Term Gilt Fund

As at 31 March 2017 825,747

Guarantees Given

NCML Finance Private Limited 1,000,000

b. Investment in mutual fund

As at 1 April 2015 -

Investment made during the year 200,000

Investment sold during the year (200,000)

As at 31 March 2016 -

Investment made during the year -

As at 31 March 2017 -

54 Dues to micro, small and medium enterprises:

Under the Micro, Small and Medium Enterprise Development Act, 2006 (MSMED) which came into force from October 2, 2006,
certain disclosures are required to be made relating to Micro, Small and Medium Enterprise. On the basis of the information and records
available with the Management, the creditors of the Company are not registered under the Micro Small and Medium Enterprises
Development Act, 2006.

Particulars 31 March 2017 31 March 2016 1 April 2015

Principal amount remaining unpaid to any supplier as at the year end - - -

Interest due thereon - - -

Amount of interest paid by the Company in terms of section 16 of the MSMED, along
with the amount of the payment made to the supplier beyond the appointed day - - -
during the accounting year

Amount of interest due and payable for the year of delay in making payment (which
have been paid but beyond the appointed day during the year) but without adding the - - -
interest specified under the MSMED

Amount of interest accrued and remaining unpaid at the end of the accounting year - - -

The amount of 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 the
MSMED Act, 2006

55 Disclosure as per Ind AS 11 on construction contracts

31 March 2017 31 March 2016

Contract revenue recognised during the year 26,860 -

Aggregate amount of cost incurred and recognised P/(L) 22,526 -

Advances received - -

Retention receivable - -

Gross amount due from customer 26,860 -

Gross amount due to customer - -

107
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

56 Specified bank notes

Schedule III of the Companies Act, 2013 was amended by Ministry of Corporate Affairs vide Notification G.S.R. 308(E) dated 30 March 2017.
The said amendment requires the Company to disclose the details of Specified Bank Notes (SBN) held and transacted during the period from
8 November 2016 to 30 December 2016. For the purpose of this clause, the term ‘Specific Bank Notes’ shall have the same meaning provided
in the notification of the Government of India, in the Ministry of Finance, Department of Economic Affairs number S.O. 3407 (E), dated the
8th November, 2016.
Details of specified bank notes held and transacted during the period from 8 November 2016 to 30 December 2016 are as follows:

Particular SBNs Other denomination notes Total

Closing Balance as at 08.11.16. 1,693 402 2,095

Add: Permitted receipts - 3,573 3,573

Less: Permitted payments - (1,104) (1,104)

Less: Amount deposited in (1,693) (2,813) (4,506)

Banks Closing balance as at 30.12.16 - 58 58

57 Transfer pricing

The Company is currently in the process of completing the transfer pricing study for its international and specified domestic transactions for
the current year, as required by the transfer pricing legislation. Management is of the opinion that its international and specified domestic
transactions are at arm’s length. Accordingly, the aforesaid legislation will not have any impact on these standalone financial statements,
particularly on the amount of tax expense and provision for taxation.

58 Details of purchases, sales and closing stock for supply chain (commodities)

Particular Purchases Sales Closing Stock (refer sub note 1)

Commodity 31-Mar-17 31-Mar-16 31-Mar-17 31-Mar-16 31-Mar-17 31-Mar-16 1-Apr-15

Wheat 43,248 - 26,927 - 13,852 - -

Maize 724,675 - 508,221 - 227,313 - -

Bajra - - - - 7 - -

Jeera 7,888 - - - 12,639 - -

Pepper pinheads - 2,000 - 2,010 - - -

Guar Seed - - 3,110 - 7,026 - -

Jowar - - 6,353 - - - -

Sugar 170,504 1,252,929 222,710 1,261,556 23 49,921 45,962

Turmeric - 19,242 - 19,577 81 2,823 3,537

Green Pea - - - - - - -

Mustard 32,708 22,185 32,990 22,372 - - -

Moong 2,694 - 2,708 - - - -

Paddy 4,644,362 2,607,527 3,564,995 1,836,466 2,144,313 946,391 1,749

Rice 295,011 13,645 6,027 620 303,636 13,029 -

Soyabean 126,878 41,999 5,294 20,006 123,090 23,120 -

Cottonseed Doc - 43,276 22,681 20,909 - - -

108
(Currency : Indian Rupees in thousands)

Particular Purchases Sales Total

Commodity 31-Mar-17 31-Mar-16 31-Mar-17 31-Mar-16 31-Mar-17 31-Mar-16 1-Apr-15

Cotton Seed Cake - - - 7,469 - - 8,265

Castor Seed 291,788 555,266 798,686 16,632 363,646 550,667 11,547

Almond 19,711 6,192 14,384 - 11,415 6,191 -

Quinoa 29,891 - 6,548 - 23,548 - -

Australian desi chic 1,362,023 - 338,707 - 1,031,488 - -

Canadian whole yellow 619,459 - 71,850 - 551,326 - -

Coriander 8,643 - - - 8,730 - -

Cotton Bales 33,286 - 28,118 - 7,830 - -

Guar Gum 7,952 - - - 7,992 - -

Pepper 6,659 - - - 6,725 - -

Pepper spenta 2,812 - - - 2,840 - -

Soya Doc 10,267 - - - 10,318 - -

Others - - - 5,990 - - -

8,440,459 4,564,261 5,660,309 3,213,607 4,857,838 1,592,142 71,060

Note 1: Commodity wise closing stock disclosed above excludes spillage stock generate during the normal course of business as on
31 March 2017 22,058 (31 March 2016 : 17,029) (1 April 2015 : Nil)

59 Other matters:

Information with regard to other matters, specified in of the revised Schedule III to the Act is either nil or not applicable to the Company for
the year ended 31 March 2017.

60 Transition to Ind AS :

Explanation of Transition to Ind AS:

For the purposes of reporting as set out in Note 2, Company has transition basis of accounting from Indian generally accepted accounting
principles (“IGAAP”) to Indian accounting standard (Ind AS). The accounting policies set out in note 4 have been applied in preparing the
financial statements for the year ended 31 March 2017, the comparative information presented in these standalone financial statements
for the year ended 31 March 2016 and in the preparation of an opening Ind AS balance sheet at 1 April 2015 (the “transition date”).
In preparing the opening Ind AS balance sheet, adjustments have been made in the amounts reported in financial statements prepared
in accordance with IGAAP. An explanation of how the transition from IGAAP to Ind AS has affected Company’s financial performance and
financial position is set out in the following tables and the notes that accompany the tables. On transition, the Company did not revise
estimates previously made under IGAAP except where required by Ind AS.

Exemptions from retrospective application:

The Company has applied the following exemption:

Deemed cost for value of assets:

Ind AS 101 permits a first-time adopter to measure items of Property, plant and equipment at deemed cost at the date of transition to Ind
AS. If a first time adopter uses deemed cost exemption, subsequent depreciation/amortisation of the asset is based on the deemed cost
and starts from the date for which the entity established the deemed cost.
Accordingly, the Company has adopted deemed cost exemption for Property, plant and equipment and subsequent depreciation/
amortisation of the asset is based on the deemed cost.

Reconciliation between Previous GAAP and Ind AS

109
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

a) Reconciliations of equity

31 March 2016 1 April 2015


Equity Note
Effect on Effect on
IGAAP Ind AS IGAAP Ind AS
transition transition

ASSETS

Non- current assets

(a) Property, plant and


2,764,258 4,445 2,768,703 1,966,961 - 1,966,961
equipment

(b) Capital work-in-


182,990 - 182,990 460,703 - 460,703
progress

(c) Intangible 3,223 - 3,223 5,171 - 5,171

(d) Financials assets

(i) Investment 56,069 - 56,069 - - -

(ii) Loans - - -

(iii) Other financials


134,736 3,784 138,520 21,936 - 21,936
assets

(e) Income tax assets


264,311 - 264,311 186,761 - 186,761
(net)

(f) Deferred tax assets


95,605 104,595 200,200 76,525 20,061 96,586
(net)

(g) Other non-current


d) vii) 104,620 - 104,620 85,439 - 85,439
assets

Total non current assets 3,605,812 112,824 3,718,636 2,803,497 20,061 2,823,559

Current assets

(a) Inventories d) i) 1,651,263 3,241 1,654,504 89,259 808 90,068

(b)Financials Assets

(i) Trade receivables d) ix) 2,517,347 (188,684) 2,328,664 1,899,917 (188,684) 1,711,233

(ii) Cash and cash


266,102 - 266,102 402,660 - 402,660
equivalents

(iii) Bank balances other


542,277 - 542,277 105,922 - 105,922
than (ii) above

(iv) Loans 64,210 - 64,210 34,644 - 34,644

(v) Other financial assets 229,622 (45,538) 184,083 152,151 - 152,151

(c) Other current assets 83,622 41,754 125,374 47,585 - 47,582

Total current assets 5,354,443 (189,227) 5,165,216 2,732,138 (187,876) 2,544,263

TOTAL ASSETS 8,960,255 (76,403) 8,883,852 5,535,635 (167,815) 5,367,820

110
(Currency : Indian Rupees in thousands)

31 March 2016 1 April 2015


Equtiy and Liabilities Note
Effect on Effect on
IGAAP Ind AS IGAAP Ind AS
transition transition

(a) Equity share capital 1,282,981 - 1,282,981 1,049,718 - 1,049,718

(b) Other equity - - - - - -

Securities premium 2,468,002 - 2,468,002 758,283 - 758,283

Special reserve 22,500 - 22,500 17,500 - 17,500

Share options
d) ii) 17,235 2,336 19,571 3,749 - 3,749
outstanding account

Retained Earnings d) viii) 1,290,996 (85,298) 1,205,698 979,928 (170,009) 809,919

Total equity 5,081,714 (82,9 62) 4,998,752 2,809,178 (170,009) 2,639,169

Non- current liabilities

(a) Financials liabilities

(i) Borrowing 1,328,200 - 1,328,200 792,600 - 792,600

(ii) Other financial


- 862 862 - 31,566 31,566
liabilities

(b) Provisions 15,895 - 15,895 12,549 - 12,549

(c) Other non current


4,183 2,250 6,433 37,447 (31,784) 5,663
liabilities

Total non- current


1,348,278 3,112 1,351,390 842,596 (217) 842,378
liabilities

Current liabilities

(a) Financial liabilities

(i) Borrowings 1,488,259 - 1,488,259 1,388,925 - 1,388,925

(ii) Trade payables 277,093 137,673 414,766 94,919 135,144 230,063

(iii) Other financial


442,428 (138,696) 303,732 346,394 (136,651) 209,743
liabilities

(b) Provisions 45,299 3,435 48,734 32,240 3,918 36,158

(c) Other current


277,184 1,035 278,219 21,384 - 21,384
liabilities

Total current liabilities 2,530,263 3,448 2,533,710 1,883,861 2,411 1,886,273

Total equity and liabilities 8,960,255 (76,403) 8,883,852 5,535,635 (167,815) 5,367,820

111
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

b) Reconciliation of comprehensive income for the year ended 31 March 2016:

For the year ended 31 March 2016

Note
Effect on
IGAAP Ind AS
transition

REVENUE

Revenue from operations 5,266,107 - 5,266,107

Other Income d) iv) 10,468 729 11,197

Finance Income d) iii) 57,923 4,832 62,755

Total revenue 5,334,498 5,561 5,340,059

EXPENSES

Purchases of stock-in-trade 4,564,261 - 4,564,261

Changes in inventories of stock-in-trade d) i) (1,526,159) (2,432) (1,528,591)

Employee benefits expense d) ii) 336,158 (7) 336,151

Finance Costs d) iii) 173,591 4,749 178,340

Depreciation and amortisation expense d) iv) 86,265 729 86,994

Other expenses 1,314,839 - 1,314,839

Total expenses 4,948,955 3,040 4,951,994

Profit before tax 385,543 2,521 388,065

Income tax expenses

(i) Current tax 88,556 - 88,556

(iii) Deferred tax d) v) (19,080) (13,202) (32,282)

(iv) Deferred tax of earlier years d) v) - (70,535) (70,535)

Profit after tax 316,067 86,258 402,326

Other comprehensive income

Items that will never be reclassified to profit and loss:

- Remeasurement (losses) on post employment defined benefits plans d) ii) - (2,343) (2,343)

- Income tax effect - 796 796

Other comprehensive income, net of tax - (1,547) (1,547)

Total comprehensive income 316,067 84,712 400,779

112
(Currency : Indian Rupees in thousands)

c) Material adjustments to the statement of cash flows for the year ended 31 March 2016:

Bank overdrafts of INR 8,751 as at 31 March 2016 that are repayable on demand and form an integral part of the Company’s cash management
were classified as financing cash flows under IGAAP.
These overdrafts were reclassified as cash and cash equivalents under Ind AS. There are no other material differences between the statement
of cash flows presented under Ind AS and the statement of cash flows presented under IGAAP.

d) Notes to the reconciliation:

i) Inventories :

Under Ind AS inventories held by commodity broker-traders are measured at fair value less costs to sell, with changes in fair value less costs
to sell recognised in the statement of profit and loss in the year of the change. Under IGAAP, such inventories were measured at cost or net
realisable value whichever is lower.

The impact arising from the change is summarised as follows:

For the year ended


31 March 2016

Statement of profit and loss

Increase in value of closing inventory (3,241)

Impact of value of opening inventoty 808

( on account of fair value)

Adjustment before tax (2,433)

ii) Employee benefits :

Under Ind AS, the Company recognises all remeasurement gains and losses arising from defined benefit plans in other comprehensive
income in the year in which they occur. Under IGAAP the Company recognised actuarial gains and losses in the statement of profit and loss
in the year in which they occur. At the date of transition, all previously recognised cumulative actuarial gains and losses were recognised in
retained earnings and hence, has no impact on the equity as at the transition date. Further, this reclassification has no impact on the total
comprehensive income for the year ended 31 March 2016 and on equity as at that date. Also, under Ind AS Share based payments are fair
valued at the grant date and are subsequently revalued at the end of each reporting year, however, under IGAAP share based payments are
recorded under instrinic value and not subsequently revalued.

The impact arising from the change is summarised as follows:

For the year ended


31 March 2016

Statement of profit and loss

Actuarial loss routed through OCI 2,343

Adjustment before tax (A) 2,343

Statement of other comprehensive income

Actuarial loss routed through OCI (2,343)

Adjustment before tax (2,343)

For the year ended


31 March 2016

Statement of profit and loss

Increase in fair value on shared based payments 2,336

Adjustment before tax (B) 2,336

Equity

Share options outstanding account 2,336

2,336

Net impact on the Statement of Profit & Loss (A)+(B) 7

113
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

iii) Other non-current liabilities:

Under Ind AS other financial liabilities are recognized initially at fair value plus any directly attributable transaction costs. Subsequent to
initial recognition these financial liabilities are measured at amortized cost using the effective interest method. Under IGAAP other financial
liabilities were carried at cost.

The impact arising from the change is summarised as follows:

For the year ended


31 March 2016

Statement of profit and loss

Increase in finance income 4,832

Increase in finance costs (4,749)

Adjustment before tax 83

iv) Government Grants

Under IGAAP, the Company had an option to adjust the government grant received in respect of an asset against the cost of the asset
(capital approach) or show the same as deferred government grant and that government grants be recognised in the statement of profit
and loss on a systematic and rational basis over the years necessary to match them with the related costs (income approach). However,
under Ind AS 20 “ Accounting for Government Grants and Disclosure of Government Assistance” the Company has to mandatorily follow
the income approach.

The impact arising from the change is summarised as follows:

For the year ended


31 March 2016

Statement of profit and loss

Increase in finance income 729

Increase in finance costs (729)

Adjustment before tax -

v) Tax adjustment on land indexation and others

Under Ind AS deferred tax asset has to be created on indexation of cost of non-depreciable assets like land. Under IGAAP non-depreciable
assets are not indexed, thereby tax base and book value of the asset is the same and there is no difference.

The impact arising from the change is summarised as follows:

For the year ended


31 March 2016

Statement of profit and loss

Deferred tax benefit on land indexation 14,073

Others items (871)

Amount recognised in the Statement of Profit & Loss 13,202

Other Comprehensive Income

Actuarial loss on remeasurement of employment 796

defined benefit plans

In respect of earlier years

On account of revision of income tax returns 70,535

Adjustment to retained earnings 84,533

114
(Currency : Indian Rupees in thousands)

vi) Reclassification adjustments :

a) Minimum alternate tax (‘MAT’) :

Under Ind AS the MAT credit entitlement 19,459 (31 March 2015: 13,761) is disclosed as a deferred tax asset with a corresponding deferred
tax benefit in the income statement. Under IGAAP MAT is disclosed separately under Long term loans and advances. This reclassification
had no impact on comprehensive income for the year ended 31 March 2016 or on equity as at that date.

vii) Deferred tax assets (net) :

The above changes increased /(decreased) the deferred tax asset/(liability) as follows:

As at As at
31 March 2016 1 April 2015

Inventories (1,117) (275)

Other non-current liabilities (103) (74)

Tax adjustment on land indexation 53,522 38,653

Impact of deferred tax for earlier years 19,072 (32,004)

Impact of Minimum alternate tax 33,220 13,761

104,595 20,061

viii) Retained earnings :

The above changes (decreased)/ increased retained earnings as follows:

As at As at
31 March 2016 1 April 2015

Inventories 3,241 808

Other non-current liabilities/ assets 297 218

Tax adjustment on land indexation 53,522 38,653

Deferred tax impact on non- current liabilities/assets (1,219) (349)

Impact of fair value of share based payments (2,336) -

Remeasurement (losses) on post employment defined benefits plans (2,412) (2,412)

Impact of deferred tax for earlier years 19,072 (32,004)

Impact of Minimum alternate tax 33,220 13,761

Provision for doubtful trade receivables (188,684) (188,684)

(85,298) (170,009)

(ix) Trade receivables :

The above changes (decreased)/ increased trade receivables as follow:

As at As at
31 March 2016 1 April 2015

Provision for doubtful debt (188,684) (188,684)

(188,684) (188,684)

As per requirements of Ind AS 109, the company has applied expected credit loss model for recognising the allowance for doubtful trade
receivables.

115
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

X) Minimum alternate tax (‘MAT’) :

The Company has been historically claiming tax benefit under section 35AD of the Income Tax Act, 1961, which provides for incentive of
additional allowance of expenditure in respect of expenditure incurred to set up of warehousing facilities, including cold storage facilities,
across India. According to section 79 of the Income Tax Act, 1961, where is a change in the shareholding of an assessee of more than
50% during a financial year, the assessee would not be able to carry forward the benefit of unused tax losses i.e. such unused tax losses
would lapse in the financial year in which the shareholding of the Company had undergone a change. During the previous year i.e on
19 August 2015, the shareholding of the Company had undergone a change wherein the existing shareholders of the Company sold off their
holding to Fairfax Mauritius Investments Limited, a wholly owned subsidiary of Fairflax India Holding Corporation, resulting in a change
in shareholding of more than 50% from the existing shareholders. As a result, the unused tax losses of the Company for the year upto the
financial year ended 31 March 2015 would lapse during the financial year 2015-16. During the current year the Company has filed revised
income tax returns for the years ended 31 March 2015 and 31 March 2016 in order to rectify such errors made while filing income tax return
for the years ended 31 March 2015 and 31 March 2016. Such an error needs to adjusted in the financial statements of the year in which the
error has taken place in accordance with Ind AS -8 “ Accounting Policies, Changes in Accounting Estimates and Errors “.Accordingly, impact
of such revision in tax returns has been accounted in the financial results for the years ended 31 March 2015 and 31 March 2016.

As per our report of even date attached.

For B S R & Co. LLP For and on behalf of the Board of Directors of
Chartered Accountants National Collateral Management Services Limited
Firm’s Registration No: 101248W/W-100022 CIN : U74140MH2004PLC148859

Aniruddha Godbole S B Mathur Sanjay Kaul Sumit Maheshwari


Partner Chairman Managing Director & CEO Director
Membership No: 105149 DIN: 00013239 DIN: 01729695 DIN: 06920646

Ashok Dhamankar Sanjay Khare


Chief Finance Officer Head - Legal & Company Secretary
Membership No.: 049866 Membership No.: F7869

Gurugram: 11 May 2017 Gurugram: 11 May 2017

116
9 Independent Auditors’ Report

To the Members of National Collateral judgments and estimates that are reasonable
Management Services Limited and prudent; and design, implementation and
maintenance of adequate internal financial
Report on the Consolidated Ind AS Financial controls, that were operating effectively for
Statements ensuring the accuracy and completeness of the
We have audited the accompanying consolidated accounting records, relevant to the preparation and
Ind AS financial statements of National Collateral presentation of the consolidated Ind AS financial
Management Services Limited (‘the Holding statements that give a true and fair view and are
Company’) and its subsidiaries (the Holding free from material misstatement, whether due
Company and its subsidiaries are together to fraud or error which have been used for the
referred to as the “Group”), which comprise the purpose of preparation of the consolidated Ind AS
consolidated balance sheet as at 31 March 2017, the financial statements by the Directors of the Holding
consolidated statement of profit and loss (including Company.
other comprehensive income), the consolidated
statement of cash flows and the consolidated
statement of changes in equity for the year then Auditors’ Responsibility
ended and a summary of significant accounting
Our responsibility is to express an opinion on these
policies and other explanatory information
consolidated Ind AS financial statements based on
(hereinafter referred to as “the consolidated Ind AS
our audit.
financial statements”).
While conducting the audit, we have taken into
account the provisions of the Act, the accounting
Management’s Responsibility for the and auditing standards and matters which are
Consolidated Ind AS Financial Statements required to be included in the audit report under
The Holding Company’s Board of Directors the provisions of the Act and the Rules made
is responsible for the preparation of these thereunder.
consolidated Ind AS financial statements that give We conducted our audit in accordance with the
a true and fair view of the consolidated financial Standards on Auditing specified under Section
position, consolidated financial performance 143(10) of the Act. Those Standards require that
including other comprehensive income, we comply with ethical requirements and plan and
consolidated cash flows and consolidated changes perform the audit to obtain reasonable assurance
in equity of the Group in accordance with the about whether the consolidated Ind AS financial
accounting principles generally accepted in India, statements are free from material misstatement.
including the Indian Accounting Standards (Ind AS)
prescribed under Section 133 of the Act, read with An audit involves performing procedures to
relevant rules thereunder. The respective Board of obtain audit evidence about the amounts and the
Directors of the companies included in the Group disclosures in the consolidated Ind AS financial
are responsible for maintenance of adequate statements. The procedures selected depend on the
accounting records in accordance with the auditor’s judgment, including the assessment of the
provisions of the Act for safeguarding the assets of risks of material misstatement of the consolidated
the Group and for preventing and detecting frauds Ind AS financial statements, whether due to fraud or
and other irregularities; selection and application error. In making those risk assessments, the auditor
of appropriate accounting policies; making considers internal financial control relevant to the

117
Annual Report 2016-17

Holding Company’s preparation of the consolidated (c) the consolidated balance sheet, the
Ind AS financial statements that give a true and consolidated statement of profit and loss
fair view in order to design audit procedures that (including other comprehensive income),
are appropriate in the circumstances. An audit also the consolidated statement of cash
includes evaluating the appropriateness of the flows and the statement of changes in
accounting policies used and the reasonableness equity dealt with by this report are in
of the accounting estimates made by the Holding agreement with the relevant books of
Company’s Board of Directors, as well as evaluating account maintained for the purpose of
the overall presentation of the consolidated Ind AS preparation of the consolidated Ind AS
financial statements. financial statements;

We believe that the audit evidence obtained by (d) in our opinion, the aforesaid consolidated
us and the audit evidence obtained by the other Ind AS financial statements comply with
auditors in terms of the report referred to in the the Indian Accounting Standards (Ind AS)
Other Matters paragraph below, is sufficient and prescribed under Section 133 of the Act,
appropriate to provide a basis for our audit opinion read with relevant rules thereunder;
on the consolidated Ind AS financial statements.
(e) on the basis of the written representations
received from the directors of the Holding
Company as on 31 March 2017 taken on
Opinion record by the Board of Directors of the
In our opinion and to the best of our information Holding Company, none of the directors
and according to the explanations given to us and of the Holding Company are disqualified
based on the consideration of reports of other as on 31 March 2017 from being appointed
auditors, the aforesaid consolidated Ind AS financial as a director in terms of sub-section (2) of
statements give the information required by the Act Section 164 of the Act;
in the manner so required and give a true and fair
view in conformity with the accounting principles (f) with respect to the adequacy of the
generally accepted in India including Ind AS, of internal financial controls over financial
the consolidated financial position of the Group reporting of the Group and the operating
as at 31 March, 2017 and its consolidated financial effectiveness of such controls, refer to our
position including other comprehensive income, its separate report in “Annexure A”
consolidated cash flows and consolidated changes
(g) with respect to the other matters
in equity for the year ended on that date.
to be included in the Auditors’ report
Report on Other Legal and Regulatory Requirements in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules,
1 As required by Section 143 (3) of the Act, we 2014, in our opinion and to the best of
report that: our information and according to the
explanations given to us:
(a) we have sought and obtained all the
information and explanations, which to i. the consolidated Ind AS financial
the best of our knowledge and belief, were statements disclose the impact
necessary for the purposes of our audit of pending litigations on the
of the aforesaid consolidated Ind AS consolidated financial position
financial statements; of the Group – Refer Note 41 to
the consolidated Ind AS financial
(b) in our opinion, proper books of account
statements;
as required by law relating to preparation
of the aforesaid consolidated Ind AS ii. the Holding Company and its
financial statements have been kept so subsidiary companies did not have
far as it appears from our examination of any long-term contracts including
those books;

118
derivative contracts for which there of accounts maintained by the
were any material foreseeable Holding Company. Refer Note 59
losses; to the consolidated Ind AS financial
statements.
iii. there were no amounts which were
required to be transferred to the
Investor Education and Protection
Fund by the Group; and For B S R & Co. LLP
Chartered Accountants
iv. the Holding Company has Firm’s Registration No: 101248W/W-100022
provided requisite disclosure in
its consolidated Ind AS financial
statements as to holdings as well Aniruddha Godbole
as dealings in Specified Bank Notes
Gurugram Partner
during the period from 8 November
2016 to 30 December 2016 and these 11 May 2017 Membership No: 105149
are in accordance with the books

119
Annual Report 2016-17

Annexure A to the Independent


Auditors’ Report – 31st March 2017

Report on the Internal Financial Controls under 143(10) of the Companies Act, 2013, to the extent
Clause (i) of Sub-section 3 of Section 143 of the applicable to an audit of internal financial controls,
Companies Act, 2013 (“the Act”) both applicable to an audit of Internal Financial
In conjunction with our audit of the consolidated Ind Controls and, both issued by the ICAI. Those
AS financial statements of the National Collateral Standards and the Guidance Note require that we
Management Services Limited (“the Holding comply with ethical requirements and plan and
Company”) as of and for the year ended 31 March perform the audit to obtain reasonable assurance
2017, we have audited the internal financial controls about whether adequate internal financial controls
over financial reporting of the Holding Company as over financial reporting was established and
of that date. maintained and if such controls operated effectively
in all material respects.

Management’s Responsibility for Internal Financial Our audit involves performing procedures to
Controls obtain audit evidence about the adequacy of the
The respective Board of Directors of the Holding internal financial controls system over financial
Company and its subsidiary companies are reporting and their operating effectiveness. Our
responsible for establishing and maintaining internal audit of internal financial controls over financial
financial controls based on the internal control reporting included obtaining an understanding of
over financial reporting criteria established by the internal financial controls over financial reporting,
Company considering the essential components assessing the risk that a material weakness exists,
of internal control stated in the Guidance Note on and testing and evaluating the design and operating
Audit of Internal Financial Controls over Financial effectiveness of internal control based on the
Reporting issued by the Institute of Chartered assessed risk. The procedures selected depend on
Accountants of India (‘ICAI’). These responsibilities the auditor’s judgement, including the assessment
include the design, implementation and maintenance of the risks of material misstatement of the financial
of adequate internal financial controls that were statements, whether due to fraud or error.
operating effectively for ensuring the orderly
We believe that the audit evidence we have obtained
and efficient conduct of its business, including
is sufficient and appropriate to provide a basis for
adherence to Company’s policies, the safeguarding
our audit opinion on the Holding Company’s internal
of its assets, the prevention and detection of frauds
financial controls system over financial reporting.
and errors, the accuracy and completeness of the
accounting records, and the timely preparation of
reliable financial information, as required under the Meaning of Internal Financial Controls Over
Companies Act, 2013. Financial Reporting
A Company’s internal financial control over
Auditors’ Responsibility financial reporting is a process designed to provide
reasonable assurance regarding the reliability of
Our responsibility is to express an opinion on the
financial reporting and the preparation of financial
Holding Company’s internal financial controls over
statements for external purposes in accordance
financial reporting based on our audit. We conducted
with generally accepted accounting principles. A
our audit in accordance with the Guidance Note on
Company’s internal financial control over financial
Audit of Internal Financial Controls Over Financial
reporting includes those policies and procedures
Reporting (the “Guidance Note”) issued by the
that (1) pertain to the maintenance of records that,
ICAI and the Standards on Auditing, issued by
in reasonable detail, accurately and fairly reflect the
ICAI and deemed to be prescribed under Section
transactions and dispositions of the assets of the

120
Company; (2) provide reasonable assurance that that the degree of compliance with the policies or
transactions are recorded as necessary to permit procedures may deteriorate.
preparation of financial statements in accordance
with generally accepted accounting principles, and
Opinion
that receipts and expenditures of the Company are
being made only in accordance with authorizations In our opinion, the Holding Company has, in all
of management and directors of the Company; material respects, an adequate internal financial
and (3) provide reasonable assurance regarding controls system over financial reporting and such
prevention or timely detection of unauthorised internal financial controls over financial reporting
acquisition, use, or disposition of the Company’s were operating effectively as at 31 March 2017, based
assets that could have a material effect on the on the internal control over financial reporting
financial statements. criteria established by the Holding Company
considering the essential components of internal
control stated in the Guidance Note on Audit of
Inherent Limitations of Internal Financial Controls Internal Financial Controls Over Financial Reporting
Over Financial Reporting issued by the ICAI.
Because of the inherent limitations of internal
financial controls over financial reporting, including
the possibility of collusion or improper management For B S R & Co. LLP
override of controls, material misstatements due to Chartered Accountants
error or fraud may occur and not be detected. Also, Firm’s Registration No: 101248W/W-100022
projections of any evaluation of the internal financial
controls over financial reporting to future periods
are subject to the risk that the internal financial
Aniruddha Godbole
control over financial reporting may become
inadequate because of changes in conditions, or Gurugram Partner
11 May 2017 Membership No: 105149

121
Annual Report 2016-17

10 Consolidated Balance Sheet


as at 31 March 2017

(Currency : Indian Rupees in thousands)

SN Particulars Note 31 March 2017 31 March 2016 1 April 2015

ASSETS

Non-current assets

(a) Property, plant and equipment 5 3,683,108 2,768,953 1,966,961

(b) Capital work-in-progress 5 402,213 182,990 460,703

(c) Intangible assets 6 38,092 11,934 5,171

(d) Intangible assets under development 6.2 500 - -

(e) Financials assets

(i) Loans 7 7,499 - -

(ii) Other financials assets 8 59,787 138,520 21,936

(f) Income tax assets (net) 204,455 264,549 186,761

(g) Deferred tax assets (net) 9 194,420 199,914 96,586

(h) Other non-current assets 10 129,373 105,031 85,439

Total non-current assets 4,719,447 3,671,891 2,823,557

Current assets

(a) Inventories 11 4,927,043 1,654,504 90,067

(b) Financial assets

(i) Trade receivables 12 1,500,533 2,328,663 1,711,233

(ii) Cash and cash equivalents 13 216,954 266,849 402,660

(iii) Bank balances other than (ii) above 14 199,453 542,277 105,922

(iv) Loans 15 1,622,838 64,210 34,644

(v) Other financial assets 16 166,329 162,420 152,151

(c) Other current assets 17 324,642 125,402 47,585

Total current assets 8,957,792 5,144,325 2,544,262

TOTAL ASSETS 13,677,239 8,816,216 5,367,819

EQUITY AND LIABILITIES

Equity

(a) Equity share capital 18.1 1,282,981 1,282,981 1,049,718

(b) Other equity 18.2 4,038,302 3,691,654 1,589,451

Total equity 5,321,283 4,974,635 2,639,169

122
(Currency : Indian Rupees in thousands)

SN Particulars Note 31 March 2017 31 March 2016 1 April 2015

LIABILITIES

Non-current liabilities

(a) Financials liabilities

(i) Borrowings 19 1,800,111 1,328,200 792,600

(ii) Other financial liabilities 20 3,693 861 31,566

(b) Deferred tax liability 9 - 11 -


(c) Provisions 21 19,338 15,895 12,549

(d) Other non-current liabilities 22 66,203 6,433 5,663

Total non- current liabilities 1,889,345 1,351,400 842,378

Current liabilities

(a) Financial liabilities

(i) Borrowings 23 4,483,427 1,444,420 1,388,925

(ii) Trade payables 24

Total outstanding dues to micro enterprise and small


- - -
enterprise (refer note no 51)

Total outstanding dues to creditors other than micro


473,838 415,345 230,062
enterprise and small enterprise

(iii) Other financial liabilities 25 706,086 303,280 209,743

(b) Provisions 26 74,142 48,867 36,158

(c) Other current liabilities 27 729,118 278,269 21,384

Total current liabilities 6,466,611 2,490,181 1,886,272

Total equity and liabilities 13,677,239 8,816,216 5,367,819

The attached notes 2 to 58 are an integral part of these Consolidated financial statements.

The Board of Directors has authorised the issue of these Consolidated financial statements on 11 May 2017.

As per our report of even date attached.

For B S R & Co. LLP For and on behalf of the Board of Directors of
Chartered Accountants National Collateral Management Services Limited
Firm’s Registration No: 101248W/W-100022 CIN : U74140MH2004PLC148859

Aniruddha Godbole S B Mathur Sanjay Kaul Sumit Maheshwari


Partner Chairman Managing Director & CEO Director
Membership No: 105149 DIN: 00013239 DIN: 01729695 DIN: 06920646

Ashok Dhamankar Sanjay Khare


Chief Finance Officer Head - Legal & Company Secretary
Membership No.: 049866 Membership No.: F7869

Gurugram: 11 May 2017 Gurugram: 11 May 2017

123
Annual Report 2016-17

11 Consolidated Statement of Profit and Loss


for the year ended 31 March 2017

(Currency : Indian Rupees in thousands)

Particulars Note 31 March 2017 31 March 2016

REVENUE

Revenue from operations 28 7,771,673 5,266,106

Other income 29 30,661 11,199

Finance income 30 54,894 62,786

Total revenue 7,857,228 5,340,091

EXPENSES

Purchases of stock-in-trade

- commodities 8,440,459 4,564,261

- weather station components 22,526 -

Changes in inventories of stock-in-trade 31 (3,270,724) (1,528,591)

Employee benefits expense 32 389,853 349,162

Finance costs 33 242,626 177,689

Depreciation and amortisation expense 34 105,230 87,116

Other expenses 35 1,514,494 1,327,170

Total expenses 7,444,464 4,976,807

Consolidated Profit before tax 412,764 363,284

Income tax expenses 40

(i) Current tax 86,709 88,556

(ii) Deferred tax charge / (credit) 6,290 (32,272)

(iii) Provision for deferred tax of earlier years (refer note 58 d) xii - (70,535)

Consolidated Profit after tax 319,765 377,535

124
(Currency : Indian Rupees in thousands)

Particulars Note 31 March 2017 31 March 2016

Other comprehensive income

Items that will not be reclassified to profit and loss:

- Remeasurement losses on post employment defined


(2,381) (2,343)
benefits plans

- Income tax effect on above 818 796

Other comprehensive income, net of tax (1,563) (1,547)

Total comprehensive income 318,202 375,988

Earnings per share


39
(Face value of INR 10 per share)

Basic earnings per share 2.49 3.16

Diluted earnings per share 2.42 3.14

The attached notes 2 to 58 are an integral part of these Consolidated financial statements.

The Board of Directors has authorised the issue of these Consolidated financial statements on 11 May 2017.

As per our report of even date attached.

For B S R & Co. LLP For and on behalf of the Board of Directors of
Chartered Accountants National Collateral Management Services Limited
Firm’s Registration No: 101248W/W-100022 CIN : U74140MH2004PLC148859

Aniruddha Godbole S B Mathur Sanjay Kaul Sumit Maheshwari


Partner Chairman Managing Director & CEO Director
Membership No: 105149 DIN: 00013239 DIN: 01729695 DIN: 06920646

Ashok Dhamankar Sanjay Khare


Chief Finance Officer Head - Legal & Company Secretary
Membership No.: 049866 Membership No.: F7869

Gurugram: 11 May 2017 Gurugram: 11 May 2017

125
Annual Report 2016-17

12 Consolidated Cash Flow Statement

Consolidated Statement of Cash Flows


for the year ended 31 March 2017
(Currency : Indian Rupees thousand)

Sr.
Particulars 31 March 2017 31 March 2016
No.

I Cash flows from operating activities:

Profit before tax for the year 412,764 363,284

Adjustments for:

Depreciation and amortisation 105,230 87,116

Finance costs 242,626 177,689

Liabilities no longer required written back (4,135) (4,752)

Interest income (54,894) (62,786)

Government grants (1,733) (729)

Provision for doubtful debts/ (written back) (17,059) -

Provision for doubtful debts - 29,400

Bad debts written off 47,059 3,028

Gain on sale of assets (6,714) -

Provisions for standard assets 3,668 133

Profit on sale of investments - (5,605)

Shared based payments to employees (net of capitalisation) 19,598 15,822

333,646 239,316

Operating cash flows before working capital changes 746,410 602,600

Changes in:

(Increase) in inventories (3,272,538) (1,564,436)

Decrease / (Increase) in trade receivables 798,130 (649,858)

(Increase) in other financial / non-current assets (1,768,457) (87,496)


Increase in trade payables and other
48,475 249,755
financial liabilities
Increase in provisions 27,588 14,193
Increase in other current liabilities /
449,936 253,207
non-current liabilities
(3,716,866) (1,784,635)

Cash flows (used in) operations (2,970,456) (1,182,035)

Taxes paid, net of refunds (27,735) (166,407)

Net cash flows (used in) operating activities (2,998,191) (1,348,442)

126
(Currency : Indian Rupees in thousands)

Sr. For the year ended For the year ended


Particulars
No. 31 March 2017 31 March 2016

II Cash flows from investing activities:

Purchase / construction of property, plant and equipment


(1,078,089) (681,910)
(including interest capitalised)

Purchase of intangible assets including intangible assets


(30,744) (9,242)
under development

Investment in subsidiary - 1,030

Government grant 63,040 -

Maturity of bank deposits 2,120,702 4,047,740

Investment in mutual fund - (200,000)

Redemption of mutual fund - 205,605


Bank deposits (having original maturity of
(1,701,051) (4,596,731)
more than 3 months)

Interest received 75,807 29,414

Net Cash flow (used in) Investing activities (550,335) (1,204,094)

127
Annual Report 2016-17

Consolidated Statement of Cash Flows


for the year ended 31 March 2017

(Currency : Indian Rupees in thousands)


Sr.
Particulars 31 March 2017 31 March 2016
No.

III Cash flows from financing activities:

Proceeds from issuance of equity share capital,


- 1,942,984
net of issue expenses

Proceeds from borrowings 25,438,532 7,476,853

Repayment of borrowings (21,850,212) (6,813,257)

Interest paid (250,595) (198,606)

Net cash flows generated from


3,337,725 2,407,974
financing activities

Net (decrease) in cash and cash equivalents (210,801) (144,562)

Cash and cash equivalents (refer note 13)

Cash and cash equivalents at the beginning


258,098 402,660
of the year (refer note 3 below )

Cash and cash equivalents at the end of the year


47,297 258,098
(refer note 4 below)

Notes:
1.The above Cash Flow Statement has been prepared under the “Indirect Method “ as set out in the Indian Accounting Standard
(Ind AS-7) Statement of Cash flows notified under section 133 of the Companies Act, 2013 read with Rule 3 of the Companies
(Indian Accounting Standard) Rules, 2015.

2. Components of Cash and cash equivalents

Sr.
Particulars 31 March 2017 31 March 2016
No.

Cash on hand 41,084 393

Balance with banks

- in current accounts 140,322 97,109

- in fixed deposit accounts


35,548 169,347
(having original maturity less than 3 months)

216,954 266,849

3. Reconciliation of cash and cash equivalents at the beginning of the year

Cash and cash equivalents (refer note 13) 266,849 402,660

Less: Bank overdraft (refer note 23) 8,751 -

258,098 402,660

128
(Currency : Indian Rupees in thousands)

Sr.
Particulars 31 March 2017 31 March 2016
No.

4. Reconciliation of cash and cash equivalents at the end of the year

Cash and cash equivalents (refer note 13) 216,954 266,849

Less: Bank overdraft (refer note 23) 169,657 8,751

47,297 258,098

The attached notes 2 to 58 are an integral part of these Consolidated financial statements.

The Board of Directors has authorised the issue of these Consolidated financial statements on 11 May 2017.

As per our report of even date attached.

For B S R & Co. LLP For and on behalf of the Board of Directors of
Chartered Accountants National Collateral Management Services Limited
Firm’s Registration No: 101248W/W-100022 CIN : U74140MH2004PLC148859

Aniruddha Godbole S B Mathur Sanjay Kaul Sumit Maheshwari


Partner Chairman Managing Director & CEO Director
Membership No: 105149 DIN: 00013239 DIN: 01729695 DIN: 06920646

Ashok Dhamankar Sanjay Khare


Chief Finance Officer Head - Legal & Company Secretary
Membership No.: 049866 Membership No.: F7869

Gurugram: 11 May 2017 Gurugram: 11 May 2017

129
Annual Report 2016-17

Consolidated Statement of Changes in Equity


for the year ended 31 March 2017

(Currency : Indian Rupees in thousands)

A. Equity share capital Note Balance Changes Balance


as at in equity as at
1 April 2016 share capital 31 March 2017
during
the year

Equity share capital 18.1 1,282,981 - 1,282,981

Note Reserves and surplus

B. Other equity 18.2 Securities Special Share Capital Retained Total equity
premium reserve options reserve Earnings
reserve outstanding
account

Balance as at 1 April 2016 2,468,002 22,500 19,571 674 1,180,907 3,691,654

Total comprehensive income for the year - - - -

Consolidated Profit for the year - - - - 319,765 319,765


Less: Remeasurement of the net defined
- - - - (1,563) (1,563)
benefit liability (net of tax effect)
Transfer to special reserve - 5,000 - - (5,000) -

Total comprehensive income for the year - 5,000 - - 313,202 318,202

Add: Employee stock options - - 28,446 - - 28,446

28,446 - - 28,446

Balance as at 31 March 2017 2,468,002 27,500 48,017 674 1,494,109 4,038,302

The attached notes 2 to 58 are an integral part of these Consolidated financial statements.

The Board of Directors has authorised the issue of these Consolidated financial statements on 11 May 2017.

As per our report of even date attached.

For B S R & Co. LLP For and on behalf of the Board of Directors of
Chartered Accountants National Collateral Management Services Limited
Firm’s Registration No: 101248W/W-100022 CIN : U74140MH2004PLC148859

Aniruddha Godbole S B Mathur Sanjay Kaul Sumit Maheshwari


Partner Chairman Managing Director & CEO Director
Membership No: 105149 DIN: 00013239 DIN: 01729695 DIN: 06920646

Ashok Dhamankar Sanjay Khare


Chief Finance Officer Head - Legal & Company Secretary
Membership No.: 049866 Membership No.: F7869

Gurugram: 11 May 2017 Gurugram: 11 May 2017

130
Consolidated Statement of Changes in Equity
for the year ended 31 March 2016

(Currency : Indian Rupees in thousands)


A. Equity share capital Note Balance as at Changes in equity share Balance as at
1 April 2015 capital during 31 March 2016
the year
Equity share capital 18.1 1,049,718 233,263 1,282,981

Note Reserves and surplus


B. Other equity 18.2 Securities Special Share Capital Retained Total equity
premium reserve options reserve Earnings
reserve outstanding
account
Balance as at 1 April 2015 758,283 17,500 3,749 - 809,919 1,589,451
Total comprehensive income
for the year
Consolidated Profit for the year - - - - 377,535 377,535
Less: Remeasurement of the net defined
- - - - (1,547) (1,547)
benefit liability (net of tax effect)
Gain on Business Acquisition - - - 1,030 - 1,030

Less: Deferred tax liability - - - (356) - (356)

Transfer to special reserve - 5,000 - - (5,000) -


Total comprehensive income
- 5,000 - 674 370,988 376,662
for the year

Add: Employee stock options


- - 15,822 - - 15,822
outstanding

Transactions with owners of the Group

Premium on issue of equity shares 1,766,736 - - - - 1,766,736


Less: Premium utilised for
57,017 - - - - 57,017
share issue expenses
1,709,719 - 15,822 - - 1,725,541

Balance as at 31 March 2016 2,468,002 22,500 19,571 674 1,180,906 3,691,654

The attached notes 2 to 58 are an integral part of these Consolidated financial statements.

The Board of Directors has authorised the issue of these Consolidated financial statements on 11 May 2017.

As per our report of even date attached.

For B S R & Co. LLP For and on behalf of the Board of Directors of
Chartered Accountants National Collateral Management Services Limited
Firm’s Registration No: 101248W/W-100022 CIN : U74140MH2004PLC148859

Aniruddha Godbole S B Mathur Sanjay Kaul Sumit Maheshwari


Partner Chairman Managing Director & CEO Director
Membership No: 105149 DIN: 00013239 DIN: 01729695 DIN: 06920646

Ashok Dhamankar Sanjay Khare


Chief Finance Officer Head - Legal & Company Secretary
Membership No.: 049866 Membership No.: F7869

Gurugram: 11 May 2017 Gurugram: 11 May 2017

131
Annual Report 2016-17

Notes to the Consolidated Financial Statements


13 for the year ended 31 March 2017

(Currency : Indian Rupees in thousands)

Company overview and significant 2 Statement of compliance and basis of


accounting policies presentation and preparation
1 Company overview (i) Statement of compliance
National Collateral Management Services In accordance with the notification
Limited (the Holding Company) is a closely issued by the Ministry of Corporate
held public company incorporated on 28 Affairs, the Group has adopted Indian
September 2004 under the Indian Companies Accounting Standards (referred to as
Act, 1956 to provide warehousing services “Ind AS”) notified under section 133 of
to manage risks across various stages of the Companies Act, 2013, (“the Act”)
commodity and inventory handling under a read with Rule 3 of the Companies
single umbrella. Through pan-India presence, (Indian Accounting Standards) Rules,
in owned, leased as well as field warehouses, 2015 and Companies (Indian Accounting
the Company provides commodity handling Standards) Amendment Rules, 2016 with
and risk management services to clients effect from 1 April 2016. Previous year
across the country. The Holding Company is numbers in the consolidated financial
geared to handle operations encompassing statements have been restated to Ind
the sale, purchase, trading, storage and AS. In accordance with Ind AS 101 First-
movement of commodities and inventories. time Adoption of Indian Accounting
On 19 August 2015, Fairfax India Holding Standard, the Holding Company has
Corporation through its wholly owned presented a reconciliation from the
subsidiary FIH Mauritius Investments Ltd presentation of financial statements
has acquired a majority stake in the Holding under Accounting Standards notified
Company. under the Companies (Accounting
Standards) Rules, 2006 (“Previous
During the previous year, the Company had
GAAP”) to Ind AS of Shareholders’
acquired 100% stake in NCML Finance Private
equity as at 31 March 2016 and 1 April
Limited (formerly known as TG Finance
2015 and of total comprehensive
Private Limited), a wholly owned subsidiary.
income for the year ended 31 March
The subsidiary is registered with the
2016. Reconciliations and descriptions
Reserve Bank of India as a Non- Banking
of the effect of the transition has been
Financial Company under section 45 IA of
summarised in Note 58.
RBI Act, 1934 governed by Non-Banking
Financial (Non Deposit Accepting or Holding)
(ii) Basis of presentation and preparation
Companies Prudential Norms (Reserve Bank)
These consolidated financial statements
Directions, 2007 (“NBFC Directions”).
are prepared in accordance with Indian
The Holding Company and its subsidiaries are Accounting Standards (Ind AS) under
collectively referred as the Group. the historical cost convention on the
accrual basis except for certain financial
The consolidated financial statements are instruments which are measured at fair
authorised for issue by the Group’s Board of values, the provisions of the Companies
Directors on 11 May 2017. Act , 2013 (`Act’) (to the extent notified).

132
The Ind AS are prescribed under that include a net settlement feature in
Section 133 of the Act read with Rule 3 respect of withholding tax.
of the Companies (Indian Accounting It clarifies that the fair value of cash
Standards) Rules, 2015 and Companies -settled awards is determined on
(Indian Accounting Standards) a basis consistent with that used
Amendment Rules, 2016. for equity- settled awards. Market-
based performance conditions and
Accounting policies have been
non- vesting conditions are reflected
consistently applied except where a
in the fair values but non- market
newly issued accounting standard is
performance conditions and service
initially adopted or a revision to an
vesting conditions are reflected in the
existing accounting standard requires a
estimated of the number of awards
change in the accounting policy hitherto
expected to vest. Also, the amendment
in use.
clarifies that if the terms and conditions
of a cash - settled share - based payment
(iii) Recent accounting pronouncements
transaction are modified with the result
In March 2017, the Ministry of Corporate
that it becomes an equity- settled
Affairs issued the Companies (Indian
share based payment transaction, the
Accounting Standards)(Amendments)
transaction is accounted for as such
Rule, 2017, notifying amendments to
from the date of the modification.
Ind AS 7, Statement of Cash Flows
Further, the amendment requires the
and Ind AS 102, Share based Payment.
award that include a net settlement
These amendments are in accordance
feature in respect of withholding taxes
with the recent amendments made by
to be treated as equity- settled in its
International Accounting Standards
entirety. The cash payment to the tax
Board (IASB) to IAS 7, Statement of Cash
authortity is treated as if it was part of
Flows and IFRS 2, Share based Payment,
an equity settlement.
respectively. The amendments are
The Group is evaluating the
applicable to the Holding Company
requirements of the amendment and
from April 1, 2017.
the impact on the financial statements:
Amendment to Ind AS 7
(iv) Basis of consolidation
The amendment to Ind AS 7 requires
Subsidiaries are entities controlled by
the entities to provide disclosures that
the Company. The Company controls
enable users of financial statements to
an entity when it is exposed to, or
evaluate changes in liabilities arising
has right to, variable returns from
from financial activities, including
its involvement with the entity and
both changes arising from cash flows
has the ability to affect those returns
and non- cash changes, suggesting
through its power over the entity. The
inclusion of a reconciliation between
financial statements of subsidiaries are
opening and closing balances in the
included in the Consolidated Financial
Balance Sheet for liabilities arising
Statement from the date on which
from financing activities to meet the
control commences until the date on
disclosure requirements.
which control ceases.
Amendment to Ind AS 102
Consolidation procedure
The amendment of Ind AS 102 provides
Consolidated financial statements are
specific guidance for the measurement
prepared using uniform accounting
of cash- settled awards, modification
policies for like transactions and other
of cash- settled awards and awards
events in similar circumstances. If a

133
Annual Report 2016-17

member of the Group uses accounting Company and to the non-controlling


policies other than those adopted in interests, even if this results in the non-
the consolidated financial statements controlling interests having a deficit
for like transactions and events in balance. When necessary, adjustments
similar circumstances, appropriate are made to the financial statements of
adjustments are made to that Group subsidiaries to bring their accounting
member’s financial statements in policies into line with the Group’s
preparing the consolidated financial accounting policies. All intra-group
statements to ensure conformity with assets and liabilities, equity, income,
the Group’s accounting policies. expenses and cash flows relating to
transactions between members of
The financial statements of all entities
the Group are eliminated in full on
used for the purpose of consolidation
consolidation.
are drawn up to same reporting date as
that of the Holding company, i.e., year Business combinations
ended on 31 March. The Group accounts for business
combinations using the acquisition
The procedure followed is as follows:
method when control is transferred
Combine like items of assets, liabilities,
to the Group. The consideration
equity, income, expenses and cash
transferred in the acquisition is
flows of the Holding Company with
generally measured at fair value, as are
those of its subsidiaries. For this
the identifiable net assets acquired. Any
purpose, income and expenses of the
goodwill that arises is tested annually
subsidiary are based on the amounts of
for impairment. Any gain on a bargain
the assets and liabilities recognised in
purchase is recognised in equity as
the consolidated financial statements
capital reserve. Transaction costs are
at the acquisition date.
expensed as incurred.
Offset (eliminate) the carrying amount
of the Parent’s investment in each Following subsidiary companies have been
subsidiary and the Holding Company’s considered in the preparation of consolidated
portion of equity of each subsidiary. financial statements:
Business combinations policy explains
how to account for any related % voting % voting
goodwill. power power
Name held as at held as at
Eliminate in full intragroup assets and 31 March 31 March
liabilities, equity, income, expenses 2017 2016
and cash flows relating to transactions
NCML Finance Private
between entities of the group (profits 100 100
Limited
or losses resulting from intragroup
transactions that are recognised NCML Mktyard Private
in assets, such as inventory and Limited 100 -
fixed assets, are eliminated in full).
Ind AS 12 Income Taxes applies to NCML Basti Private
Limited 100 -
temporary differences that arise from
the elimination of profits and losses NCML Varanasi Private
resulting from intragroup transactions. Limited 100 -
Profit or loss and each component of
NCML Faizabad Private
other comprehensive income (OCI) are 100 -
Limited
attributed to the equity holders of the

134
NCML Batala Private All other assets and liabilities are classified
100 - as non- current.
Limited
NCML Chhehreatta
100 -
Operating Cycle
Private Limited
NCML Deoria Private For the purpose of current/ non-current
100 - classification of assets and liabilities, the
Limited
NCML Palwal Private Group has ascertained its normal operating
100 - cycle as twelve months. This is based on the
Limited
nature of services and the time between
NCML Bettiah Private
100 - the acquisition of assets or inventories for
Limited
processing and their realisation and their
NCML Bhattu Private
100 - realisation in cash and cash equivalents.
Limited
NCML Jalalabad Private
100 -
Limited
3 Use of accounting estimates and
NCML Sonepat Private judgements
100 -
Limited
Preparation of Consolidated financial
statements requires the Group to make
(v) Functional and presentation currency assumptions and estimates about future
events and apply significant judgements.
The consolidated financial statements
The Group base its assumptions, estimates
are presented in Indian Rupees (INR),
and judgements on historical experience,
which is also the Group’s functional
current trends and all available information
currency.
that it believes is relevant at the time of
(vi) Current/ Non- Current Classification preparation of the Consolidated financial
Any asset or liability is classified as statements. However, future events and their
current if it satisfies any of the following effects cannot be determined with certainty.
conditions: Accordingly, as confirming events occur,
actual results could ultimately differ from our

(i) it is expected to be realised or
assumptions and estimates. Such differences
settled or is intended for sale
could be material. The following require most
or consumption in the Group’s
difficult, subjective or complex judgements,
normal operating cycle;
resulting from the need to make estimates
(ii) it is expected to be realised or about the effect of matters that are inherently
settled within twelve months uncertain.
from the reporting date;
(i) Impairment losses on investment
(iii) it is held primarily for the purposes The Group reviews its carrying value
of being traded; of investments carried at amortised
cost annually, or more frequently when
(iv) the asset is cash or cash equivalent
there is indication for impairment. If
unless it is restricted from being
the recoverable amount is less than its
exchanged or used to settle a
carrying amount, the impairment loss is
liability for at least twelve months
accounted for.
after the reporting date;
(ii) Impairment losses on trade receivables
(v) in the case of a liability, the Group
does not have an unconditional
The Group reviews its trade receivables
right to defer settlement of the to assess impairment at regular intervals.
liability for atleast twelve months The Group’s credit risk is primarily
from the reporting date. attributable to its trade receivables. In

135
Annual Report 2016-17

determining whether impairment losses (v) Estimated useful lives of property,


should be reported in the statement plant and equipment
of profit or loss, the Group makes The Group estimates the useful lives of
judgements as to whether there is any property, plant and equipment based
observable data indicating that there is on the period over which the assets
a measurable decrease in the estimated are expected to be available for use.
future cash flows. Accordingly, an The estimation of the useful lives of
allowance for expected credit loss is property, plant and equipment is based
made where there is an identified loss on collective assessment of industry
event or condition which, based on practice, internal technical evaluation
previous experience, is evidence of a and on the historical experience with
reduction in the recoverability of the similar assets. It is possible, however,
cash flows. that future results from operations
could be materially affected by
(iii) Provision for obsolete inventory.
changes in estimates brought about by

The Group reviews its inventory to assess
changes in factors mentioned above.
loss on account of obsolescence and
The amounts and timing of recorded
expiry on a regular basis. In determining
expenses for any period would be
whether provision for obsolescence
affected by changes in these factors
should be recorded in the statement
and circumstances. The estimated
of profit or loss, the Group makes
useful lives are reviewed periodically
judgements as to whether there is any
and are updated if expectations differ
observable data indicating that there
from previous estimates due to physical
is any future salability of the product,
wear and tear, technical or commercial
including demand forecasts and shelf
obsolescence and legal or other limits
life of the product. The provision for
on the use of the assets.
obsolescence of inventory is based on
the aging and past movement of the (vi) Provision for litigations
inventory.
In estimating the final outcome of
litigation, the Group applies judgment
(iv) Valuation of inventories
in considering factors including

The Group values its inventories for
experience with similar matters, past
commodity trading business at fair value
history, precedents, relevant financial
less cost to sell and other inventories
and other evidence and facts specific
are valued at the lower of cost and
to the matter. Application of such
net realisable value through inventory
judgement determines whether the
allowances. Subsequent changes in
Group requires an accrual or disclosure
facts or circumstances could result in
in the consolidated financial statements.
the reversal of previously recorded
allowances. Results could differ if (vii) Recoverability of deferred income tax
inventory allowances change because assets
actual selling prices or selling costs In determining the recoverability
differ materially from forecasted selling of deferred income tax assets, the
prices and selling costs. Calculating Group primarily considers current and
allowances depends on a combination expected profitability of applicable
of interrelated factors affecting operating business segments and
forecasted selling prices, including their ability to utilise any recorded tax
demand variables. Demand variables assets. The Group reviews its deferred
include grain prices and changes in income tax assets at every reporting
inventories in distribution channels. period end, taking into consideration

136
the availability of sufficient current and The present value of the obligation
projected taxable profits, reversals of is determined based on actuarial
taxable temporary differences and tax valuation at the balance sheet date
planning strategies. by an independent actuary using the
Projected Unit Credit Method, which
(viii) Share based payments
recognises each period of service

The Group determines costs for share- as giving rise to additional unit of
based payments using Black-Scholes- employee benefit entitlement and
Merton model. The Group determines measures. The obligation is measured
the fair value of its market- based and at the present value of the estimated
performance-based non-vested share future cash flows. The discount rates
options at the date of grant using used for determining the present value
generally accepted valuation techniques. of the obligation under defined benefit
A portion of share-based payments plan, are based on the market yields on
expense results from performance- Government securities as at the balance
based share options which require the sheet date.
Group to estimate the likelihood of
achieving performance parameters and (x) Measurement of fair value
appraisals set by Board of Directors. The Group’s accounting policies and
Judgment is required in determining the disclosures require the measurement
most appropriate valuation model for of fair values, for both financial and
the share options granted, depending non-financial assets and liabilities.
on the terms and conditions of the The Group has an established control
grant. The Group is also required to framework with respect to the
use judgment in determining the most measurement of fair values. The
appropriate inputs to the valuation finance team has overall responsibility
model including expected life of the for overseeing all significant fair value
option, volatility and dividend yield. measurements, including Level 3 fair
The assumptions and model used are values, and reports directly to the Chief
disclosed in Note 43 of the Consolidated Financial Officer (CFO).
financial statements.
They regularly review significant
(ix) Measurement of defined benefit unobservable inputs and valuation
obligations and other employee benefit adjustments. If third party information,
obligations such as NCDEX quotes, is used to
The Group’s net obligation in respect of measure fair values, then the finance
gratuity benefit scheme is calculated by team assesses the evidence obtained
estimating the amount of future benefit from the third parties to support the
that employees have earned in return conclusion that such valuations meet
for their service in the current and prior the requirements of IndAS 113 “ Fair
periods; that benefit is discounted to Value Measurements”, including the
determine its present value, and the fair level in the fair value hierarchy in which
value of any plan assets is deducted. such valuations should be classified.

Compensated absences which are (xi) Lease classification


not expected to occur within twelve
Note 38 - leases : whether an
months after the end of the period in arrangement contains a lease; and
which the employee renders the related Note 38 - lease classification
services are recognised as a liability at
the present value of the other long- 4 Significant accounting policies
term employment benefits.
(a) Property, plant and equipment

137
Annual Report 2016-17

Measurement at recognition for useful lives for Plant, Property and


The cost of an item of property, plant Equipment are set out below:
and equipment is recognised as an
asset if, and only if, it is probable that Warehouse buildings: 50 years
future economic benefits associated
with the item will flow to the Group and Office buildings: 50 years
the cost of the item can be measured Silos 50 years
reliably and is measured at cost.
Plant and machinery: 3 years
Subsequent to recognition, all items of
Moisture meters
property, plant and equipment (except
Plant and machinery: 5 years
for freehold land) are stated at cost
Meteorological
less accumulated depreciation and
instruments:
accumulated impairment losses.
Plant and machinery: 5 years
If the cost of an individual part of Laboratory equipment:
property, plant and equipment is Plant and machinery: 5 years
significant relative to the total cost of Others
the item, the individual part is accounted
Computer hardware: 3 years
for and depreciated separately.
Electrical installation and 5 years
The cost of property, plant and fittings:
equipment comprises its purchase
price plus any costs directly attributable Office equipments: 5 years
to bringing the asset to the location
and condition necessary for it to be Furniture and fixtures: 5 years
capable of operating in the manner
Leasehold improvements Primary year of
intended by management and the
the lease or 5
initial estimate of decommissioning,
years, whichever
restoration and similar liabilities, if any.
is less
Subsequent expenditure is capitalised
only if it is probable that the future Electrical installations and Primary year of
economic benefits associated with the fittings at leased premises the lease or 5
expenditure will flow to the Group. years, whichever
is less
Items such as spare parts, stand-by
equipments and servicing that meets Vehicles: 5 years
the definition of property, plant and
equipment are capitalised at cost and
depreciated over the useful life. Cost of For aforesaid class of assets based on
repairs and maintenance are recognised internal assessment carried out by internal
in the Consolidated statement of profit valuers the management believes that the
and loss as and when incurred. useful lives as given above best represent

Depreciation: the period over which management
expects to use the assets. Hence, the useful
The Group depreciates its Plant,
lives for the assets are different from the
Property and Equipment on Straight
useful lives as prescribed under Part C of
Line Method (SLM) over the useful lives
Schedule II of the Act.
of assets estimated by management.
Depreciation for assets purchased or For all class of assets except leasehold
sold during a year is proportionately improvements and electrical installation
charged. The management estimates and fittings at leased premises,

138
management carries out an internal Amortisation
assessment to estimate the useful life Intangible Assets with finite lives are
over which it is expected to be used. amortised on a straight line basis over
Expected useful lives and residual values the estimated useful economic life. The
are re-assessed annually and adjusted if amortisation expense on intangible
appropriate and such change is accounted assets with finite lives is recognised in the
for as a change in an accounting estimate. Consolidated statement of profit and loss.
Assets costing INR 5000 or less are fully The following estimated useful life of
depreciated in the year of purchase. intangible assets is mentioned below:
Depreciation is charged on a proportionate
basis for all assets purchased and sold Computer Software 3 years
during the year.
License 10 years
Freehold land has an unlimited useful life
and therefore is not depreciated. The amortisation period and the
Capital work in progress and Capital amortisation method for an intangible
advances asset with finite useful life is reviewed at
the end of each financial year. If any of
Assets under construction includes the these expectations differ from previous
cost of property, plant and equipment that estimates, such changes is accounted for
are not ready to use at the balance sheet as a change in an accounting estimate
date. Advances paid to acquire property,
plant and equipment before the balance
sheet date are disclosed under other non Derecognition
current assets. Assets under construction An item of intangible asset is derecognised
are not depreciated as these assets are upon disposal or when no future economic
not yet available for use. benefits are expected from its use or
disposal. Any gain or loss on derecognition
Derecognition
of an item of intangible asset is measured
An item of property, plant and equipment as the difference between the net disposal
is derecognised upon disposal or when no proceeds and the carrying amount of the
future economic benefits are expected item and is recognised in the Consolidated
from its use or disposal. Any gain or loss statement of profit or loss in the period
on derecognition of an item of property, the asset is derecognised.
plant and equipment is measured as
the difference between the net disposal
(c) Financial instruments
proceeds and the carrying amount of the
item and is recognised in the Consolidated A financial instrument is any contract that
statement of profit or loss in the period gives rise to a financial asset of one entity
the asset is derecognised. and a financial liability or equity instrument
of another entity.
(b) Intangible assets (i)     Non-derivative financial assets
Measurement at recognition Initial recognition and measurement
Intangible assets comprise primarily of The Group recognises a financial
computer software (including enterprise asset in its balance sheet when it
systems). Intangible assets are initially become party to the contractual
recorded at cost and Subsequent to provisions of the instrument. All
recognition, intangible assets are stated financial assets are recognised
at cost less accumulated amortisation and initially at fair value plus, in the case
accumulated impairment losses. of financial assets not recorded

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Annual Report 2016-17

at fair value through profit or loss


Based on the above criteria, the
(FVTPL), transaction costs that are Group classifies its financial assets
attributable to the acqusition of the into the following categories:
financial asset. (i) Financial assets measured at
Where the fair value of a financial amortised cost.
asset at initial recognition is (ii) Financial assets measured at
different from its transaction price, fair value through profit and
the difference between the fair loss (FVTPL).
value and the transaction price is
(i) Financial assets measured at
recognised as a gain or loss in the
amortised cost
Consolidated statement of profit and
loss at initial recognition if the fair A financial asset is measured at the
value is determined through quoted amortised cost if both the conditions
market price in an active market for are met :
an identical asset (i.e level 1 input) or (a) The Group’s business model
through a valuation technique that objective for managing the
uses data from observable markets financial asset is to hold
(i.e level 2 input). financial assets in order to
In case the fair value is not collect contractual cash
determined using a level 1 or level flows.
2 input as mentioned above, the (b) The contractual terms of the
difference between the fair value financial asset give rise on
and transaction price is deferred specified dates to cash flows
appropriately and recognised as that are solely payments
a gain or loss in the Consolidated of principal and interest
statement of profit and loss only on the principal amount
to the extent that such gain or loss outstanding.
arises due to a change in factor
market participants take into This category applies to cash
account when pricing the financial and bank balances, trade
asset. receivables, loans, deposits
and other financial assets
However, trade receivables that do of the Group. Such financial
not contain a significant financing assets are subsequently
component are measured at measured at amortised cost
transaction price irrespective of the using the effective interest
fair value on initial recognition. method.
Subsequent measurement: The amortised cost of a
For subsequent measurement, financial asset is also adjusted
the Group classifies a financial for loss allowance, if any.
asset in accordance with the below
criteria: (ii) Financial assets measured at
fair value through profit and
(i) the Group’s business model loss (FVTPL).
for managing the financial
asset and A financial asset is measured at FVTPL
unless it is measured at amortised
(ii) The contractual cash flow cost or at Fair Value through Other
characteristics of the financial Comprehensive Income (FVTOCI).
asset.

140
This is a residual category applies to and subsequently carried at amortised
inventories, share based payments cost; any difference between the initial
and other investments of the carrying value and the redemption value
Group excluding investment in is recognised in the statement of profit
subsidiary. Such financial assets or loss over the period of the borrowings
are subsequently measured at fair using the effective interest rate method.
value at each reporting date. Fair Other financial liabilities are recognised
value changes are recognised in the initially at fair value plus any directly
Consolidated statement of profit attributable transaction costs.
and loss. Non-derivative financial liabilities of the
Group comprise long-term borrowings,
Derecognition:
short-term borrowings, bank overdrafts
A financial asset when the
and trade and other payables.
contractual rights to the cash flows
from the financial asset expire or it
transfers the financial asset and the Subsequent measurement:
transfer qualifies for derecognition Subsequent to initial recognition these
under Ind AS 109. On derecognition financial liabilities are measured at
of a financial asset, the difference amortised cost using the effective interest
between the carrying amount method.
and the consideration received is
recognised in the Consolidated
Derecognition:
statement of profit and loss.
The Group derecognises a financial liability
Presentation: when its contractual obligations are
Financial assets and liabilities are discharged or cancelled or expired. When
offset and the net amount presented an existing financial liability is replaced
in the statement of Consolidated from the same lender on substantially
balance sheet when, and only when, different terms, or terms of an existing
the Group has a legal right to offset liability are substantially modified, such
the amounts and intends either to an exchange or modification is treated as
settle on a net basis or to realise the derecognition of the original liability
the asset and settle the liability and the recognition of a new liability. The
simultaneously. difference between the carrying amount
of the financial liability derecognised and

the consideration paid is recognised in the
(ii) Non-derivative financial liabilities
Consolidated statement of profit and loss.
Initial recognition and measurement
Financial liabilities are recognised initially
d) Fair Value
on the trade date at which the Group
The Group measures financial
becomes a party to the contractual
instruments at fair value in
provisions of the instrument. All financial
accordance with the accounting
liabilities are recognised initially at fair
policies mentioned above. Fair value
value minus, in the case of financial
is the price that would be received
liabilities not recorded at fair value through
to sell an asset or paid to transfer
profit or loss (FVTPL), transaction costs
a liability in an orderly transaction
that are attributable to the acquistion of
between market participants at
the financial liabilites.
the measurement date. The fair
Borrowings are recognised initially at fair
value measurement is based on the
value, net of transaction costs incurred,
presumption that the transaction to

141
Annual Report 2016-17

sell the asset or transfer the liability Indicates that a loss event has
takes place either: occurred after the initial recognition
of the asset, and that the loss
(i) in the principal market for the asset
event had a negative effect on the
or liability or
estimated future cash flows of that
(ii) in the absence of a principal market, asset that can be estimated reliably.
in the most advantageous market
The Group applies expected credit
for the asset or liability.
losses (ECL) model for measurement
All assets and liabilities for which fair and recognition of loss allowance on
value is measured or disclosed in the the following:
Consolidated financial statements
are categorised within the fair value (i) Trade receivables and lease
hierarchy that categorises into three receivables
levels, as described as follows, the
(ii) Financial assets measured at
inputs to valuation techniques used
amortised cost (other than trade
to measure value. The fair value
receivables and lease receivables)
hierarchy gives the highest priority
to quoted prices in active markets In case of trade receivables,
for identical assets or liabilities (Level contract revenue receivables and
1 inputs) and the lowest priority to lease receivables, the Group follows
unobservable inputs (level 3 inputs). a simplified approach wherein an
amount equal to lifetime ECL is
Level 1 : quoted (unadjusted) market
measured and recognition as loss
prices in active markets for identical
allowance. For all other financial
assets or liabilities.
assets, expected credit losses are
Level 2 : inputs other than quoted measured at an amount equal to
prices included within Level 1 that the 12 month ECL, unless there
are observable for the asset or has been a significant increase
liability, either directly or Indirectly in credit risk from initial recognition
in which case those are measured at
Level 3 : inputs that are unobservable lifetime of ECL.
for the asset or liability
ECL is the difference between all
For assets and liabilities that are contractual cash flows that are due
recognised in the Consolidated to the Group in accordance with the
financial statements at fair value contract and all the cash flows that
on a recurring basis, the Group the entity expects to receive (i.e
determines whether transfers all cash shortfalls), discounted at
have occurred between levels the original effective interest rate.
in the hierarchy by re-assessing Lifetime ECL are the expected credit
categorisation at the end of each losses resulting from all possible
reporting period. defaults events over the expected
life of a financial asset. 12 month
(e) Impairment
ECL are a portion of the lifetime ECL
Non-derivative financial assets which result from default events
A financial asset is assessed at that are possible within 12 months
each reporting date to determine from the reporting date.
whether there is objective evidence
that it is impaired. A financial asset ECL are measured in a manner
is impaired if objective evidence that they reflect unbiased and

142
profitability weighted amounts money and the risks specific to the
determined by a range of outcomes, asset. For the purpose of impairment
taking into account the time value testing, assets are grouped together
of money and other reasonable into the smallest Company of assets
information available as a result that generates cash inflows from
of past events, current conditions continuing use that are largely
and forecasts of future economic independent of the cash inflows of
conditions. other assets or group of assets (the
“cash-generating unit”).
The Group uses a provision matrix
to measure lifetime ECL on its An impairment loss is recognised if
portfolio of trade receivables. The the carrying amount of an asset or
provision matrix is prepared based its cash generating unit exceeds its
on historically observed default recoverable amount. Impairment
rates over the expected life of losses are recognised in profit or
trade receivables and is adjusted loss. Impairment losses are reversed
for forward-looking estimates. At when there is an indication that the
each reporting date, the historically impairment loss may no longer exist
observed default rates and changes and there has been a change in the
in the forward- looking estimates estimates used to determine the
are updated. recoverable amount. An impairment
loss is reversed only to the extent
The amount of expected credit
that the asset’s recoverable amount
losses (or reversal) that is required
does not exceed the carrying
to adjust the loss allowance at
amount that would have been
the reporting date to the amount
determined, net of depreciation or
that is required to be recognised is
amortisation, if no impairment loss
recognised as an impairment gain or
had been recognised.
loss in the Consolidated statement
of profit and loss. (f) Inventories
Inventories principally comprise
Intangible assets and plant,
commodities held for trading and
property and equipment
inventories that form part of the
The carrying amount of the Group’s Group’s expected purchase, sale or
non-financial assets, other than usage requirements.
inventories and deferred tax assets,
Inventories for commodity trading
is reviewed at each reporting date
businesses are measured at fair value
to determine whether there is any
less costs to sell, with changes in fair
indication of impairment. If any such
value less costs to sell recognised in
Indication exists then the asset’s
the profit or loss in the period of the
recoverable amount is estimated.
change.
The recoverable amount of an
Inventories are measured at cost and
asset or cash generating unit is the
those forming part of the Group’s
greater of its value in use and its
expected purchase, sale or usage
fair value less costs of disposal. In
requirements are stated at the lower
assessing value in use, the estimated
of cost and net realisable value and
future cash flows are discounted to
are valued on a first-in-first-out basis.
their present value using a discount
Cost of inventories comprises of
rate that reflects current market
cost incurred on purchase and other
assessments of the time value of

143
Annual Report 2016-17

direct expenditure on procurement. (h) Revenue recognition


Net realisable value represents Revenue is recognised when it is
the estimated selling price in the probable that economic benefits
ordinary course of business, less associated with a transaction flows
anticipated cost of disposal and to the Group in the ordinary course
after making allowance for damages of its activities and the amount
and slow-moving items. of revenue can be measured
reliably. When there is uncertainity
Dunnage:
as to measurement or ultimate
Dunnage consists of bamboo
collectability, revenue recognition
mats, polythene sheets/bags/
is postponed until such uncertainity
covers, wooden planks, black/blue
is resolved. Revenue is measured
polythene films/sheets. Bamboo
at the fair value of consideration
mats and polythene sheets/bags/
received or receivable, excluding
covers issued for use are written
discounts, rebates and sales taxes
off to the extent of 100% of cost in
or any other taxes.
the year of purchase. 50% of the
cost of black/blue polythene films/ Amount collected on behalf of
sheets issued for use is written off third parties such as sales tax and
in the year of issue and the balance value added tax are excluded from
50% is charged to revenue in the revenue. Revenue on time and
subsequent year. material contracts are recognised as
Dunnage of all types, cost of which is the related services are performed
up to INR 500, is charged to revenue and revenue from the end of the
in the year of purchase. last billing to the balance sheet date
is recognised as unbilled revenue.

(g) Statement of cash flows Advances received for services and


The Group’s statement of cash products are reported as advances
flows are prepared using the from customers until all conditions
Indirect method, whereby profit for revenue recognition are met.
for the period is adjusted for the A. Warehousing services
effects of transactions of a non-cash
nature,any deferrals or accruals (i) These include warehousing services
in owned, leased, franchise as
of past or future operating cash
well as field warehouses. Charges
receipts or payments and item of
levied for providing storage, stock
income or expenses associated with
management and preservation
investing or financing cash flows.
services at locations which are
The cash flows from operating,
owned, leased or under franchise/
investing and financing activities of
associate arrangement are
the Group are segregated.
recognised as income on accrual
Cash and cash equivalents comprise
basis as per agreed terms.
cash and bank balances and short-
term fixed bank deposits that are (ii) These activities also include custodial
subject to an insignificant risk of warehousing services for banks and
changes in value. These also include fees therefrom are recognised on
bank overdrafts and cash credit accrual basis as per agreed terms.
facility that form an integral part of
the Group’s cash management.

144
B. Supply Chain/ Sale of Goods (iii) Vehicle management services
Income from sale of commodities These activities include services for
is recognised as and when the custodial warehousing of vehicles
risk and reward is transferred to for customers. Fees there from are
the buyer, while the Group retains recognised on accrual basis as per
neither managerial involvement agreed terms.
nor effective control over the
goods sold. (iv) Finance services
a) Income from financing
C. Other services activities (i.e loans advanced)
(i) Testing and certification is recognised on accrual basis,
These includes testing the quality of except in case of income on
commodities and issuing certificates non performing assets, which
regarding the same. The charges is recognised on receipt basis.
for testing and certification are b) Interest income on fixed
recognised on accrual basis as per income debt instruments
agreed terms with customers. such as certificate of deposits,
non-convertible debentures
(ii) Market intelligence and commodity
and commercial papers
research
are recognized on a time
a) Price intelligence proportion basis taking
into account the amount
Price Polling is a neutral outstanding and the effective
activity for collating spot rate applicable. Discount, if
price information for selected any, is recognised on a time
commodities on behalf of proportion basis over the
the client and the charges tenure of the securities.
there from are recognised on c) Interest income on fixed
accrual basis as per agreed deposits is recognised on a
terms with customers. time proportion basis taking
b) Weather intelligence into account the amount
outstanding and the rate
Weather Data Services is an applicable.
activity wherein weather d) Dividend is recognised as
data is collected from income when right to receive
Meteorological Instruments payment is established.
and provided to the client and
e) Profit/loss on the sale of
the charges there from are
investments is determined
recognised on accrual basis
on the basis of the weighted
as per agreed terms with
average cost method.
customers.
f) Origination fees are
c) Market intelligence recognised as income on
signing of the binding
Subscription charges on
term sheet by the client.
Market Intelligence and
Origination fees as approved
Commodity Research reports
are recognised upfront and
are recognised as Income on
fees collected in excess
straight line basis over the
of approved amount is
year for which the reports are
amortised over the tenure of
sent.

145
Annual Report 2016-17

loan in proportion to the loan recognised only when outcome


balance. of the contract is reasonably
certain.
(v) Other services
These are recognised when the (vii) Lease income
claim/charge is established as a Lease income from operating
legally enforceable right for the leases where the Group is a lessor is
services rendered. recognised in income on a straight-
line basis over the lease term
(vi) Revenue from Contracts
unless the receipts are structured
Revenue from contracts is recognised to increase in line with expected
based on the stage of completion general inflation to compensate
determined with refrence to the for the expected inflationary cost
costs incurred on contracts and their increases. The respective leased
estimated total costs. Estimates of assets are included in the balance
revenues, costs or extent of progress sheet based on their nature.
toward completion are revised if
circumtances change. Any resulting (viii) Delayed Payment Charges
increases or decreases in estimated Delayed payment charges are levied
revenues or costs are reflected in the on trade receivables as per the
statement of profit or loss in the year terms of the contract due to delay in
in which the circumtances that give payment of the outstanding amount.
rise to the revision becomes known
by management.
(i) Other income:
When it is probable that the
total contract cost will exceed The Group’s finance income include:
total contract revenue, expected
- Interest income from financial deposits
loss is recognised as an expense
and other financial assets
immediately. Total contract cost
is determined based on technical Interest income and expense is
and other assessment of cost to recognised using effective interest
be incurred. Liquidated damages/ method based on interest rates
penalties are accounted as per the specified / implicit in the transactions.
contract terms whenever there is a
delayed delivery attributable to the (i) Cost recognition
Group. Costs and expenses are recognised when
When the outcome of a construction incurred and have been classified according
contract cannot be estimated to their primary nature.
reliably, contract revenue is
recognised only to the extent of The costs of the Group are broadly
contract costs incurred that are likely categorised in employee benefit expenses,
to be recoverable. depreciation and amortisation and other
operating expenses. Employee benefit
Variations in contract work, claims, expenses include employee compensation,
incentive payments are included in allowances paid, contribution to various
contract revenue to the extent that funds and staff welfare expenses. Other
may have been agreed with the operating expenses majorly include fees
customer and are capable of being to external consultants, cost running its
reliably measured. facilities, travel expenses, cost of hardware
and software bought for reselling,
The profits on contracts are
communication costs allowances for

146
delinquent receivables and other expenses. (k) Employee benefit
Other expenses is an aggregation of costs Post-employment benefits
which are Individually not material such us
i. Defined contribution plans
commission and brokerage, bank charges,
freight and octroi etc. A defined contribution plan is a
plan for the post employment
Finance costs: benefit of an employee under
The Group’s finance costs include: which the Group pays fixed
- Interest expense on borrowings and periodic contributions into
overdrafts Provident Fund and Employee
Interest expense is recognised using State Insurance Corporations.
effective interest method based on The Group has no further legal
interest rates specified/implicit in the or constructive obligation to pay
transactions. once contributions are made.
Contributions made are charged

to employee benefit expenses
(j) Foreign currency in the period in which the
Foreign currency transactions employment services qualifying
for the benefit are provided.
Initial Recognition
All transactions that are not ii. Defined benefit plans
denominated in the Group’s functional The Group’s gratuity benefit
currency are foreign currency scheme is a defined benefit plan
transactions. These transactions are which is administered through
initially recorded in the functional Company gratuity scheme with
currency by applying the appropriate Life Insurance Corporation of
daily rate which best approximates the India. the Group’s net obligation
actual rate of the transaction. Exchange in respect of gratuity benefit
differences arising on foreign exchange scheme is calculated by estimating
transactions settled during the year the amount of future benefit that
are recognised in the Consolidated employees have earned in return
statement of profit and loss. for their service in the current
and prior periods; that benefit
Measurement of foreign current items is discounted to determine its
are reporting date present value, and the fair value
Monetary assets and liabilities of any plan assets is deducted.
denominated in foreign currencies The present value of the
are translated at the functional obligation under such defined
currency rate of exchange at the benefit plan is determined
reporting date. Non-monetary items based on actuarial valuation at
measured based on historical cost in the balance sheet date by an
a foreign currency are not translated. Independent actuary using the
Non-monetary items measured at Projected Unit Credit Method,
fair value in a foreign currency are which recognises each period of
translated to the functional currency service as giving rise to additional
using the exchange rates at the date unit of employee benefit
when the fair value was determined. entitlement and measures. The
Exchange differences arising out of obligation is measured at the
these translations are recognised in present value of the estimated
the Consolidated statement of profit future cash flows. The discount
and loss. rates used for determining the

147
Annual Report 2016-17

present value of the obligation immediately in the Consolidated


under defined benefit plan, are statement of profit and loss.
based on the market yields on The Group recognises gains
Government of India securities and losses on the settlement
as at the balance sheet date. of a defined benefit plan when
the settlement occurs in the
When the calculation results
statement of profit and loss.
in a benefit to the Group, the
recognised asset is limited to the
net total of any unrecognised Other long-term employee benefits
actuarial losses and past service Compensated absences which are not
costs and the present value of expected to occur within twelve months
any future refunds from the after the end of the period in which the
plan or reductions in future employee renders the related services
contributions to the plan. are recognised as a liability at the
present value of the estimated liability
The Group recognises all
for leave as a result of services rendered
remeasurement gains and losses
by employees, which is determined at
arising from defined benefit
each balance sheet date based on an
plans in the Statement of other
actuarial valuation by an independent
comprehensive income in the
actuary using the Projected Unit Credit
period in which they occur and
Method. The discount rates used for
not reclassified to the Statement
determining the present value of the
of Profit and Loss in the
obligation under other long term
subsequent period. The Group
employee benefits, are based on the
determines the net interest
market yields on Government of India
expense (income) on the net
securities as at the balance sheet date.
defined benefit liability (asset)
Remeasurement gains and losses
for the period by applying the
are recognised immediately in the
discount rate used to measure
Consolidated statement of profit and
the defined benefit obligation
loss.
at the beginning of the annual
period to the then-net defined The Group presents the above liability/
benefit liability (asset), taking (asset) as current and non- current
into account any changes in in the balance sheet as per actuarial
the net defined benefit liability valuation by the independent actuary;
(asset) during the period as however, the entire liability towards
a result of contributions and gratuity is considered as current as
benefit payments. Net interest the Group will contribute this amount
expense and other expenses to the gratuity fund within the next
related to defined benefit twelve months.
plans are recognised in the
Consolidated statement of profit Short-term employee benefits
and loss. All emloyee benefits payable wholly
within twelve months of rendering
When the benefits of a plan the service are classified Short-term
are changed or when a plan is employee benefits and they are
curtailed, the resulting change recognised in the period in which
in benefit that relates to past the employee renders the related
service or the gain or loss services. For the amount expected
on curtailment is recognised to be paid, the Group recognise an

148
undiscounted liability if they have a items recognised directly in equity or in
present legal or constructive obligation other comprehensive income.
to pay the amount as a result of past
service provided by employees, and the i) Current tax
obligation can be estimated reliably. Current tax comprises the
expected tax payable or receivable
on the taxable income or loss for
Share-based payments
the year as per the provisions of
Equity-settled plans are accounted tax laws enacted in India and any
at fair value as at the grant date in adjustment to the tax payable
accordance with Ind AS 102 “ Share- or receivable in respect of
Based Payments”. The fair value of previous years. It is measured
the share-based option is determined using tax rates enacted
at the grant date using a market- or substantively enacted at the
based option valuation model which reporting date.
includes an estimated forfeiture rate.
The fair value of the option is recorded
as compensation expense amortised
ii) Deferred tax
over the vesting period of the award,
with a corresponding increase in other Deferred tax is recognised on
components of Equity under the head deductible temporary differences
“Share Options Outstanding Account”. between the carrying amounts
On exercise of the option, the proceeds of assets and liabilities in the
are recorded as share capital. Consolidated balance sheet and
the corresponding tax bases used
in the computation of taxable
(l) Lease accounting income, the carryforward of
Leases are classified as finance leases unused tax losses and the carry
whenever the terms of the lease forward of unused tax credits.
transfer substantially all the risks and
rewards of ownership to the lessee. All Deferred tax assets and liabilities
other leases are classified as operating are measured at the tax rates
leases. that are expected to apply in
the period in which the liability
is settled or the asset realised,
Assets taken on lease: based on tax rates (and tax
Leases, where the lessor effectively laws) that have been enacted or
retains substantially all the risks substantively enacted by the end
and benefits of ownership, of the of the reporting period.
leased assets during the lease term
are classified, as operating leases. Deferred tax liabilities are
Operating lease income/expenditure generally recognised for
are recognised in the statement of all deductible temporary
profit or loss on straight line basis over differences. In case of temporary
the leased term. differences that arise from initial
recognition of assets or liabilities

in a transaction (other than
(m) Income tax business combination) that affect
Income tax expense comprises current neither the taxable profit nor
and deferred tax. It is recognised in the accounting profit, deferred
profit or loss except to the extent that tax liabilities are not recognised.
it relates to a business combination, or Also, for temporary differences

149
Annual Report 2016-17

if any that may arise from initial Equity, in which case, the current
recognition of goodwill, deferred and deferred tax income/
tax liabilities are not recognised. expense are recognised in Other
Comprehensive Income/ Equity.
Deferred tax assets are generally
recognised for all deductible Deferred tax assets and liabilities
temporary differences to the are offset when there is a legally
extent that it is probable that enforceable right to set off
taxable income will be available current income tax assets against
against which those deductible current income tax liabilities
temporary differences can be and when they relate to income
utilised. In case of temporary taxes levied by the same taxation
differences that arise from initial authority.
recognition of assets or liabilities
in a transaction (other than iii) Minimum Alternative Tax (‘MAT’)
business combination) that affect Minimum Alternative Tax (‘MAT’)
neither the taxable profit nor the under the provisions of the
accounting profit, deferred tax Income-tax Act, 1961 is recognised
assets are not recognised. as current tax in the Consolidated
statement of profit and loss. The
Tax benefits of deductions credit available under the Act in
earned on exercise of employee respect of MAT paid is recognised
share options in excess of as a deferred tax asset only
compensation charged to income when and to the extent there
are credited to share premium. is convincing evidence that the
Group will pay normal income tax
The Group accounts for the
during the period for which the
expected future benefit on
MAT credit can be carried forward
account of the indexed cost of
for set-off against the normal tax
freehold land held by the Group
liability. MAT credit recognised as
as a deferred tax asset at the
an deferred tax asset is reviewed
substantively enacted capital
at each balance sheet date and
gains tax rate.
written down to the extent the
The Group reviews the carrying aforesaid convincing evidence no
amount of deferred tax assets at longer exists.
the end of each reporting period
(n) Earnings per share
and reduce amounts to the extent
that it is no longer probable that The basic earnings per share
sufficient taxable income will be (‘EPS’) is computed by dividing the
available to allow all or part of the net profit attributable to equity
asset to be recovered. shareholders for the period, by
the weighted average number of
Presentation of current and equity shares outstanding during
deferred tax : the period.
Current and deferred tax are Diluted EPS is computed using the
recognised as income or an weighted average number of equity
expense in the Consolidated and dilutive (potential) equity
statement of profit and loss, equivalent shares outstanding
except when they relate to during the year except where the
items that are recognised in results would be anti-dilutive.
Other Comprehensive Income/

150
(o) Provisions and Contingencies period they occur. Borrowing costs
A provision is recognised if, as a consist of interest and other costs
result of a past event, the Group that an entity incurs in connection
has a present legal or constructive with the borrowing of funds
obligation that can be estimated
reliably, and it is more likely than (q) Share capital
not that an outflow of economic Common stock issued by the Group
benefits will be required to settle the is classified as equity net of directly
obligation. Provisions are discounted attributable expenses when there is
where the effect of discounting is no contractual obligation to transfer
material at a pre-tax rate that reflects cash or other financial assets to the
current market assessments of the holder of shares. Incremental costs
time value of money. Unwinding of directly attributable to the issue of
the discount (accretion) is recognized equity instruments are recognised in
as a finance cost. Discount rates are equity, net of tax.
assessed and projected timing of Dividends and others distributions
future obligations each reporting to holders of the Group’s equity
period. instruments are recognised directly
A disclosure for a contingent liability in equity.
is made when there is a possible
obligation or a present obligation (r) Investments
that may, but probably will not Investments that are readily
require an outflow of resources realisable and intended to be
embodying economic benefits or the held for not more than a year
amount of such obligation cannot from the date of acquisition are
be measured reliably. When there classified as current investments.
is a possible obligation or a present All other investments are classified
obligation or a present obligation as non -current investments.
in respect of which likelihood of Any reductions in the carrying
outflow of resources embodying amount and any reversals of such
economic benefits is remote, no reductions are charged or credited
provision or disclosure is made. to the Consolidated statement of
profit and loss.
(p) Borrowing costs
Borrowing costs are capitalised Cost of investments include
as part of the cost of a qualifying acquisition charges such as
asset if they are directly attributable brokerage, fees and duties.
to the acquisition, construction
or production of that asset. (s) Government grants
Capitalisation of borrowing costs Grants and subsidies from the
commences when the activities to government are recognised if the
prepare the asset for its intended following conditions are satisfied.
use or sale are in progress and the - There is reasonable assurance
expenditures and borrowing costs that the Group will comply with the
are incurred. Borrowing costs are conditions attached to it.
capitalised until the assets are - Such benefits are earned and
substantially completed for their reasonable certainty exists of the
intended use or sale. All other collection.
borrowing costs are expensed in the
Government grants are recognised

151
Annual Report 2016-17

in accordance with the terms of the as per RBI Prudential Norms for
respective grant on accrual basis finance services
considering the status of compliance Non-Performing loans are written
of prescribed conditions and off/provided as per the minimum
ascertainment that the grant will be provision required under the Non-
received. Banking Financial (Non-Deposit
Accepting or Holding) Companies
Government grants are amortised
Prudential Norms (Reserve Bank)
to the Consolidated statement of
Directions, 2015.
profit and loss on a systematic basis
over the periods in which the Group Provision on standard assets is
recognises as expenses the related made as per management estimates
costs for which the grants are and is more than as specified in
intended to compensate. the RBI notification DNBS.PD.CC.
No.207/ 03.02.002 /2010-11 and
(t) Events after reporting date amended vide RBI notification
no. RBI/2014-15/29 DNBR (PD)
Where events occuring after the
CC.No.002/03.10.001/2014-15 dated
balance sheet date provide evidence
November, 10, 2014.
of conditions that existed at the end
of the reporting period, the impact (w) Loans for finance services
of such events is adjusted with the

Loans are stated at the amount
Consolidated financial statements.
advanced and expenses recoverable,
Otherwise, events after the balance
as reduced by the amounts received
sheet date of material size or nature
up to the balance sheet date.
are only disclosed.
(x) Exemptions availed on first time
(u) Segment reporting
adoption of Ind-AS 101
For management purposes, the Group
(I) Deemed cost for Property, Plant and
is organised into operating segments
Equipment and Intangible Assets
based on their products and services,
which are independently managed Ind AS 101 permits a first-time
by the respective segment managers adopter to measure items of
responsible for the performance of Property, plant and equipment and
the respective segments under their intangible assets at deemed cost
charge. at the date of transition to Ind AS.
If a first time adopter uses deemed
The segment managers report
cost exemption, subsequent
directly to the Managing Director
depreciation/amortisation of the
and CEO of the Group who regularly
asset is based on the deemed cost
reviews the segment results in
and starts from the date for which
order to allocate resources to the
the entity established the deemed
segments and to assess the segment
cost.
performance. Additional disclosures
on each of these segments are shown Accordingly, the Group has adopted
in Note 37, including the factors used deemed cost exemption for
to identify the reportable segments Property, plant and equipment and
and the measurement basis of intangible assets and subsequent
segment information. depreciation/amortisation of the
asset is based on the deemed cost.
(v) Provisioning / Write – Off of assets

152
Notes to the Consolidated financial statements (Continued)
as at 31 March 2017
(Currency : Indian Rupees thousand)
5 Property, plant and equipments and capital work-in- progress
Particulars Free hold Warehouse Silo Plant and Office Meteorolog- Laboratory Computer Electrical Office equip- Furniture Leasehold Vehicles Total assets
land buildings equipments buildings ical instru- equipment hardware installation ments and fixtures improvements
ments ++ and fittings
Cost :
As at 1 April 2015 932,524 856,305 - 30,323 19,269 220,838 73,035 35,193 12,024 11,300 4,923 24,143 403 2,220,280
Add: Additions during the year 15,564 773,369 - 27,063 13,285 4,109 12,458 5,146 19,601 12,272 678 3,083 - 886,628
Less: Disposal during the year - - - - - - - - - - - - - -
Less: Assets Retired
At 1 April 2016 948,088 1,629,674 - 57,386 32,554 224,947 85,493 40,339 31,625 23,572 5,601 27,226 403 3,106,908
Add: Additions during the year 40,787 542,808 268,697 99,001 10,434 26,748 5,378 5,476 21,369 12,451 7,352 15,302 - 1,037,803
Less: Assets Retired 3,886 19,389 - - - - - - - 19 - - - 23,294
At 31 March 2017 984,989 2,135,093 268,697 156,387 42,988 251,695 90,871 45,815 52,994 36,004 12,953 42,528 403 4,121,417
Depreciation :
At 1 April 2015 - 10,640 - 5,837 162 126,779 50,455 29,733 1,592 9,194 3,900 14,642 384 253,318
Depreciation for the year - 24,534 - 7,113 451 32,924 6,936 2,689 4,062 2,347 583 2,998 - 84,637
At 1 April 2016 - 35,174 - 12,950 613 159,703 57,391 32,422 5,654 11,541 4,482 17,640 384 337,955
Depreciation for the year - 33,675 - 11,497 670 27,665 7,751 3,943 6,214 5,310 494 3,925 - 101,144
Less: Deletion due to retirement - 771 - - - - - - - 19 - - - 790
At 31 March 2017 - 68,078 - 24,447 1,283 187,368 65,142 36,365 11,868 16,832 4,976 21,565 384 438,309
Carrying amounts

153
At 1 April 2015 932,524 845,665 - 24,486 19,107 94,059 22,580 5,460 10,432 2,106 1,023 9,501 19 1,966,961
At 1 April 2016 948,088 1,594,500 - 44,436 31,941 65,244 28,102 7,917 25,971 12,031 1,119 9,586 19 2,768,953
At 31 March 2017 984,989 2,067,015 268,697 131,940 41,705 64,327 25,729 9,450 41,126 19,172 7,977 20,963 19 3,683,108

31 March 2017 31 March 2016 1 April 2015


Opening balance 182,990 460,703 289,690
Additions during the year 1,233,751 608,915 917,159
Capitalised during the year (1,014,528) (886,628) (746,146)
Closing balance 402,213 182,990 460,703
++ includes assets given on operating lease for a period of three years amounting to INR 26,426 (31 March 2016 : Nil) ( 1 April 2015: INil)
Notes:
1 Security
Long-term loan taken from Consortium of banks amounting to 2,127,072 (Yes Bank amounting to 586,754; ICICI Bank amounting to 476,318 and NABARD amounting to 1,120,000) (31 March 2016: 1,416,853 (Yes Bank Ltd. 206,179; Corporation
Bank 170,331; Karur Vysya Bank Ltd. 109,881 and Development Credit Bank Ltd. 70,247), ICICI Bank amounting to 240,215 and NABARD amounting to 620,000)( 1 April 2015: 800,000 (Yes Bank Limited 185,200; Corporation Bank 153,000) Karur
Vysya Bank Ltd. 98,700 & Developement Credit Bank Ltd. 63,100) and (NABARD amounting to 300,001)) is secured by:
- First ranking pari passu mortgage and charge over the immovable properties and assets, both present and future.
- First ranking pari passu mortgage and charge over the movable (whether tangible or intangible) project properties and assets (including Insurance Contracts), both present and future
- Second ranking pari passu charge on the Current Assets, both present and future.
- Assignment of all the Clearances of the Obligor (to the extent assignable under Applicable Law and to the satisfaction of the Rupee Lender).
- First ranking pari passu assignment of the Obligor’s rights under each of the Project Documents, Consents to Assignment from the relevant counterparties to such Project Documents to the satisfaction of the Facility Agent.
- First ranking pari passu charge on the Accounts formed under the Escrow Account Agreement and any other bank accounts of the Obligor or to be created by the Obligor under any Project Documents and all monies in such accounts.
- First ranking pari passu assignment on any letter of credit and/or performance bonds and/ or guarantee provided by any Contractor/ counter-party in favour of the Obligor.
2 Property, plant and equipment under construction
Included in this amounts are capitalised borrowing costs aggregating to 99,787 as at 31 March 2017 (31 March 2016: 75,079) (1 April 2015: 49,232) related to the construction of warehouse, office building and set up of laboratory equipments
calculated using a capitalisation rate of 10.50%.
Annual Report 2016-17

(Currency : Indian Rupees in thousands)

6 Intangible assets

Computer Total - Intangible


Particulars License
software assets

Cost :

As at 1 April 2015 35,161 - 35,161

Add: Additions during the year 414 - 414

Add: Acquisitions through business combinations - 8,827 8,827

Less : Disposals during the year - - -

As at 31 March 2016 35,575 8,827 44,402

Add: Additions during the year 30,244 - 30,244

Less : Disposals during the year - - -

At 31 March 2017 65,819 8,827 74,646

Amortisation:

As at 1 April 2015 29,990 - 29,990

Amortisation for the year 2,362 116 2,478

Less Delelation due to retirement - - -

As at 31 March 2016 32,352 116 32,468

Amortisation for the year 3,203 882 4,085

Less: Deletion due to retirement - - -


At 31 March 2017 35,556 998 36,554

Carrying amounts

At 1 April 2015 5,171 - 5,171

As at 31 March 2016 3,223 8,711 11,934

At 31 March 2017 30,263 7,829 38,092

Intangible assets

Amortisation
Computer software and license is amortised on straight line method over a period of 3 years and 10 years respectively based
on the economic useful life as estimated by the Group’s management and is charged of to depreciation and amortisation
expense in the statement of profit and loss.
Licence pertains to RBI Licence to carry out NBFC activities by the wholly owned subsidiary of the holding company - NCML
Finance Private Limited

6. 2 Intangible under development 31 March 2017 31 March 2016 1 April 2015

Computer software 500 - -

Impairment test
The Group has evaluated, whether there is any Indication that an intangible asset may be impaired. the Group has observed
that no Indication of impairment exists in respect of any intangible asset and intangible under development.

154
(Currency : Indian Rupees in thousands)

Particulars 31 March 2017 31 March 2016 1 April 2015

7 Loans

(Unsecured, considered good)

To parties other than related parties

Security deposits 7,499 - -

8 Other financial assets

(Unsecured, considered good)

To parties other than related parties

Fixed deposits* 57,155 133,982 21,346

Interest receivable on fixed deposits 2,632 4,538 590

59,787 138,520 21,936

* Restrictions on fixed deposits

Bank guarantee 36,209 46,675 1,023

Lien against claim 20,946 50,807 -

Against Bank Overdraft - 36,500 -

57,155 133,982 1,023

9 Deferred tax assets (net)

Deferred tax assets (net) (Refer note 40) 194,420 199,903 96,586

194,420 199,903 96,586

10 Other non-current assets

(Unsecured, considered good)

To parties other than related parties

(a) Capital advances 95,241 74,764 59,514

(b) Advances other than capital advances

(i) Balance with VAT authorities 23,958 23,958 23,958

(ii) Prepaid expenses 10,174 6,309 1,967

129,373 105,031 85,439

11 Inventories

Stock in trade

Commodity inventories at fair value

Commodities 345,570 114,629 33,710

Inventories at the lower of cost and net realisable value

Commodities 4,534,325 1,494,543 46,871

155
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016 1 April 2015

Stores and consumables

Gunny Bags 39,378 34,580

Consumables 4,556 4,169 2,928

Dunnage 3,214 6,583 6,559

4,927,043 1,654,504 90,068

Consolidated statement of profit and loss:

Inventories recognised as an expense in cost of goods sold 5,169,735 3,035,670 2,135,348

The above includes;

– Inventories written down/ off 370 376 1,582

– Reversal of write-down of inventories* (376) (1,582) (3,267)

(6) (1,206) (1,685)

Note : * The reversal of write-down of inventories is made when the related inventories are sold above their carrying amounts.

12 Trade receivables

From parties other than related parties

Secured, considered good 346,335 1,464,079 1,293,173

Unsecured, considered good 1,154,111 859,331 416,351

Doubtful 266,170 283,230 253,830

Allowance for doubtful debts (266,170) (283,230) (253,830)

From related parties

Unsecured, considered good (Refer note 37) 87 5,253 1,709

Trade receivables 1,500,533 2,328,663 1,711,233

Movement in provision for doubtful debts account :

Balance as at the beginning of the year 283,230 253,830 60,910

Charge for the year 30,000 32,429 235,719

Reversal of provision on written off of bad debts (47,060) (3,029) (42,799)

Balance as at the end of the year 266,170 283,230 253,830

Trade receivables (unsecured, good) includes amount


receivable from the following parties where Director of the
Company is a director :

National Commodity and Derivative Exchange Limited


- - 2,704
(NCDEX)

Haryana State Cooperative Supply & Marketing Federation


- - 71,251
Limited (HAFED)

Indian Farmers Fertilizer Cooperative Limited (IFFCO) - - 1,709

ICICI Lombard General Insurance Company Limited 87 5,253 -

156
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016 1 April 2015

13 Cash and cash equivalents

Balances with banks - in current accounts # 140,305 97,109 103,437


Fixed deposit account with banks
35,549 169,347 299,205
(with original maturity of 3 months or less)*
Cash on hand 41,100 393 18

216,954 266,849 402,660

# The Group does not earn any interest on balances with banks in current accounts and daily operating account for transactions.

* Short-term deposits are made for varying years between one day and three months , depending on the immediate cash requirements of
the Group, and earn interest at the respective short- term deposit rates.

Cash and cash equivalents:


For the purpose of the consolidated cash flow statement,
cash and cash equivalents comprise the following:
Cash and bank balance as above 216,954 266,849 402,660
Less: Bank overdrafts and cash credit facility
(169,657) (8,751) -
(Refer Note 23)
47,297 258,098 402,660

14 Bank balances other than cash and cash equivalent


Fixed deposit account with banks (with original maturity
199,453 542,277 105,922
more than 3 months but less than 12 months)*
199,453 542,277 105,922

* Restrictions on fixed deposits

Bank guarantee 72,003 106,674 19,781

Lien against claim 86,416 27,625 16,769

Against Bank Overdraft 36,500 - 36,500

Letter of Credit 4,294 - -

199,213 134,299 73,050

15 Loans

(Unsecured, considered good)

Security deposits 102,551 64,210 34,644

(Secured and considered good) - - -

Loans against commodities & warehousing receipts 1,520,287 - -

1,622,838 64,210 34,644

16 Other financial assets

(Unsecured, considered good)

a To related parties

Receivable from fellow subsidiary (Refer Note 38) 60 28 -

b To parties other than related parties

Other advances - 2,123 -

Insurance claim receivable 115,531 65,995 63,621

157
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016 1 April 2015

Compensation receivable 29,989 - -

Subsidy receivable 4,555 5,178 -

Interest receivable from trade receivables - 53,836 82,695

Interest receivable on income tax refund - 11,830 -

Interest accrued on fixed deposits 16,254 23,430 5,835

Amounts recoverable from rice millers. (refer note 41 (c)(3))

- considered good - - -

- considered doubtful 26,740 26,740 26,740

26,740 26,740 26,740

Less: Provision for doubtful advances (26,740) (26,740) (26,740)

166,329 162,420 152,151

Sub- note :
Receivable from subsidiary (unsecured good) includes amount receivable from following parties where Director of the Company is a director:

Thomas Cook (India) Limited 60 28 -

17 Other current assets

(Unsecured, considered good)

To parties other than related parties

Balance with government authorities 84,422 49,903 5,135

Advance to suppliers 162,312 41,754 25,606

Advance to employees 30,110 19,066 8,164

Unbilled revenue 27,796 - -

Prepaid expenses 20,002 14,679 8,680

324,642 125,402 47,585

18 Equity share capital

18.1 Share capital

Authorised :

140,000,000 (31 March 2016 : 140,000,000, 1 April 2015:


1,400,000 1,400,000 1,100,000
1,100,000,000) Equity shares of Rs 10 each

Issued, subscribed and paid up

128,298,137 (31 March 2016: 128,298,137, 1 April 2015 : 104,971,802)


1,282,981 1,282,981 1,049,718
Equity shares of Rs 10 each, fully paid up

1,282,981 1,282,981 1,049,718

158
(Currency : Indian Rupees in thousands)

a) The reconciliation of the shares outstanding at the beginning and at the end of the year is as below:

31 March 2017 31 March 2016 1 April 2015

No. of shares Amount (INR) No. of shares Amount (INR) No. of shares Amount (INR)

Number of equity shares at the beginning


128,298,137 1,282,981 104,971,802 1,049,718 104,971,802 1,049,718
of the year
Add: Equity shares issued during the year - - 23,326,335 233,263 - -
Number of equity shares at the end of
128,298,137 1,282,981 128,298,137 1,282,981 104,971,802 1,049,718
the year

b)
The Holding Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the
Holding Company’s residual assets. The equity shares are entitled to receive dividends as declared from time to time. The voting rights of
an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Holding Company.
Voting rights can not be exercised in respect of shares on which any call or other sums presently payable have not been paid. On winding up
of the Holding Company, the holders of equity shares will be entitled to receive the residual to the number of equity shares held.

c)
Shares held by holding company

31 March 2017 31 March 2016 1 April 2015

Number of Amount (INR) Number of Amount (INR) Number of Amount (INR)


equity shares equity shares equity shares
held held held
Equity shares of Rs. 10 each fully paid up
- - - - - -
held by

FIH Mauritius Investments Limited 11,29,95,446 11,29,954 11,29,95,446 11,29,954 - -

d) The details of shareholders holding more than 5% of the equity shares of the Company as at year end are as below :

31 March 2017 31 March 2016 1 April 2015

Number of Percentage Number of Percentage Number of Percentage


equity shares holding equity shares holding equity shares holding
held held held
FIH Mauritius Investments Limited 112,995,446 88.07% 112,995,446 88.07% - -

- - 2,66,80,101 25.42%

2,34,31,644 22.32%

2,08,45,238 19.86%

78,15,789 7.45%

e) Shares reserved for issue under options

For details of shares reserved for issue under the Share based payment plan of the Company, please refer note 43.

31 March 2017 31 March 2016 31 March 2015

18.2 Other equity


(i)
Securities premium

Opening balance 2,468,002 758,283 758,283

Add: Securities premium received on issue of equity shares - 1,766,736 -

Less: Premium utilised for share issue expenses - (57,017) -

Closing balance (refer sub-note 1) 2,468,002 2,468,002 758,283

159
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016 31 March 2015


(ii)
Retained earnings

Opening balance 1,180,907 809,919 735,681

Add: Consolidated Profit for the year 319,765 377,535 81,681


Less: Remeasurement of the net defined benefit liability /
(1,563) (1,547) (2,443)
asset, net of tax effect
Less: Transferred to special reserve (refer sub-note 2) (5,000) (5,000) (5,000)

Closing balance 1,494,109 1,180,907 809,919


Retained earnings represents the accumulated
profits of the Group.

(iii)
Special reserve

Opening balance 22,500 17,500 12,500


Add: Transferred from surplus in
5,000 5,000 5,000
statement of profit and loss
Closing balance 27,500 22,500 17,500

(iv) Share options outstanding account

At the commencement of the year 19,571 3,749 -

Employee compensation expense for the year 28,446 15,822 3,749

Closing balance (refer sub-note 1) 48,017 19,571 3,749

(v) Capital reserve

At the commencement of the year 674 - -

Add: Bargain purchase gain from the acquisition - 1,030 -

Less: Premium utilised for share issue expenses - 356 -

Closing balance (refer sub-note 4) 674 674 -

Total 4,038,302 3,691,654 1,589,451

Sub-note:
1
Securities premium is received pursuant to the further issue of equity shares at a premium net of the share issue expenses.
This is a non-distributable reserve except for the following instances where the the share premium account may be applied;
i) towards the issue of unissued shares of the Group to the members of the Group as fully paid bonus shares;
ii) for the purchase of its own shares or other securities;
iii) in writing off the preliminary expenses of the Group;
iv) in writing off the expenses of, or the commission paid or discount allowed on, any issue of shares or debentures of the Group; and
v) in providing for the premium payable on the redemption of any redeemable preference shares or of any debentures of the Group.
2 Special reserve - In view of contingencies as may arise due to the peculiar nature of the Group’s business, a sum of INR 5,000 for every
financial year has been transferred from surplus in the Consolidated statement of profit and loss to Special Reserve.
3 Share options outstanding account -Share-based compensation reserves represent the equity-settled shares and share options granted
to employees (Refer note 43). The reserve is made up of the cumulative value of services received from employees recorded over the
vesting year commencing from the grant date of equity-settled shares and share options and is reduced by the expiry of the share options.

4 The Group recognizes bargain purchase gain on the acquisition to capital reserve.

160
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016 1 April 2015

19 Loans and borrowings (Non-current)

Secured loan:*

Term loan

(i) from banks 960,111 739,200 492,600

(ii) from financial institutions 840,000 589,000 300,000

1,800,111 1,328,200 792,600

* Amount disclosed under “Other financial liabilities - Current maturities of long-term debt” 326,961 (31 March 2016: 88,653)
(1 April 2015 7,400) (Refer note 25)

The Group’s exposure to interest rate and liquidity risks are disclosed in Note 42 (c) to the Consolidated financial statements.

Sub-notes:
1 Nature of Security Terms:
(a) Long-term loan taken from Yes bank amounting Term loan taken from Consortium of banks carries interest rate at base
to 322,029 (31 March 2016: 556,638 (Yes Bank Ltd. rate plus 0.25%, repayable in 32 unequal quarterly installments starting
206,179; Corporation Bank 170,331; Karur Vysya Bank from 30 June 2015
Ltd. 109,881 and Development Credit Bank Ltd. 70,247)
(1 April 2015 : 500,000 (Yes Bank Ltd 185,200,
Corporation Bank Ltd 153,000, Karur Vysya Bank Ltd
98,700 and Development Credit Bank Ltd 63,100) are
secured by undermentioned security:
(b) Long-term loan taken from ICICI Bank amounting to Term loan taken from ICICI banks carries interest rate at base rate plus
476,318 (31 March 2016: 240,215) (1 April 2015: Nil) is 0.15%, repayable in 33 (thirty three) unequal quarterly installments starting
secured by undermentioned security: from 28 March 2016

(c) Long-term loan taken from NABARD amounting to Term loan taken from NABARD at interest rate of 9.50% pa , repayable in
1,064,000 (31 March 2016: 620,000) (1 April 2015: 20 equal quarterly installments of INR 31,000 starting from 1 January 2017.
300,000) is secured by undermentioned security:

(d) Long-term loan taken from Yes Bank amounting Term loan taken from Yes Bank at interest rate as per three months
to 187,397 (31 March 2016: Nil) (1 April 2015 : Nil) is marginal cost of lending rate, repayable in 35 un-equal quarterly
secured by undermentioned security: installments starting from 30 September 2016.

(e) Long-term loan taken from Yes Bank amounting Term loan taken from Yes Bank carries interest rate at three months
to 77,328 (31 March 2016: Nil) (1 April 2015 : Nil) is marginal cost of lending rate plus 0.25%, repayable in 16 equal quarterly
secured by undermentioned security: installments starting from 30 June 2017.

Security:
1 - First ranking pari passu mortgage and charge over the movable (whether tangible or intangible) project properties and assets (including
Insurance Contracts), both present and future

- Second ranking pari passu charge on the Current Assets, both present and future;

- Assignment of all the Clearances of the Obligor (to the extent assignable under Applicable Law and to the satisfaction of the Rupee
Lenders)
- First ranking pari passu assignment of the Obligor’s rights under each of the Project Documents, Consents to Assignment from the
relevant counterparties to such Project Documents to the satisfaction of the Facility Agent

- First ranking pari passu charge on the Accounts formed under the Escrow Account Agreement and any other bank accounts of the
Obligor or to be created by the Obligor under any Project Documents and all monies in such accounts

- First ranking pari passu assignment on any letter of credit and/or performance bonds and/ or guarantee provided by any Contractor/
counter- party in favour of the Obligor.

2 Default in repayment of principal and interest INR Nil (31 March 2016 : INR Nil)
3 The Group has not breached any covenants attached to the loans during the current year and previous year.

161
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

4 Fair value and carrying value

31 March 2017
Nominal
Particulars Maturity
interest rate
Fair value Carrying amount

Non-current liabilities

Secured loan:

Term loan from banks - Consortium lending 8.30% to 10.25% 31 March 2024 322,028 322,028

Term loan from ICICI bank 10.00% 31 March 2024 476,318 476,318

Term loan from financial institutions - NABARD 10.00% 1 October 2022 1,064,000 1,064,000

Term loan from Yes bank 8.30% to 9.25% 30 June 2025 187,396 187,396

Term loan from Yes bank 8.30% to 9.25% 31 March 2021 77,327 77,327

Total interest-bearing liabilities 2,127,069 2,127,069

Borrowings shown as current/ non current

Current 326,960

Non- Current 1,800,110

Nominal 31 March 2016


Particulars Maturity
interest rate Face value Carrying amount

Non-current liabilities

Secured loan:

Term loan from banks - Consortium lending 10.25% to 11.00% 31 March 2024 539,258 539,258

Term loan from ICICI bank 10.00% 31 March 2024 257,594 257,594

Term loan from financial institutions - NABARD 10.00% 1 October 2022 620,000 620,000

Total interest-bearing liabilities 1,416,852 1,416,852

Borrowings shown as current/ non current

Current 88,652

Non- Current 1,328,200

1 April 2015
Particulars Interest rate Maturity
Face value Carrying amount

Non-current liabilities

Secured loan:

Term loan from banks - Consortium lending 10.65% to 11.00% 31 March 2024 500,000 500,000

Term loan from financial institutions - NABARD 9.50% 1 October 2022 300,000 300,000

Total interest-bearing liabilities 800,000 800,000

Borrowings shown as current/ non current

Current 7,400

Non- Current 792,600

162
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016 1 April 2015

20 Other financial liabilities

Security deposits 2,553 576 17,190

Retention money payable 1,140 285 14,376

3,693 861 31,566

21 Provisions (non-current)

Provision for compensated absences (Refer note 45) 19,338 15,895 12,549

19,338 15,895 12,549

22 Other non-current liabilities

Government grants (Refer note 44) 62,809 3,413 -

Deferred rent liability 1,768 - -

Deferred interest cost 1,626 3,020 5,663

66,203 6,433 5,663

23 Loans and borrowings (Current)

Secured loan:

(a) Loans repayable on demand

From Banks

Short term loans (refer sub-note 1) 3,078,525 1,090,451 780,000

Cash credit facility (refer sub-note 2) 1,235,245 345,218 258,938

Bank overdraft (refer sub-note 2) 169,657 8,751 -

Unsecured loan:

From Banks

Short term loans (refer sub-note 3) - - 349,987

4,483,427 1,444,420 1,388,925

The Group’s exposure to interest rate and liquidity risks are disclosed in Note 42 to the consolidated financial statements.

Sub-notes:

1 Nature of Security Terms:


Short-term loan taken from HDFC Bank amounting to INR 909,687 Short-term loan carries interest at 8.05% INR 100,000
(31 March 2016 : INR 200,000) (1 April 2015: 180,000) is secured by repayable in 134 days, at 8.05% INR 100,000 repayable in
way of charge on stock of commodities and receivables, ranking 124 days, at 8.05% INR 100,000 repayable in 129 days, at
pari passu among participating banks. 7.96% INR 120,000 repayable in 131 days, and at 8.00% at
INR 489,688 repayable in 115 days. (31 March 2016 : carries
interest at 9.30% p.a., INR.100,000 repayable in 6 day
and at 9.60% p.a., INR.100,000 repayable in 57 days from
31 March 2016).

Short-term loan taken from The Karur Vysya Bank Limited Short-term loan carries interest at 9.50% INR. 100,000
amounting to INR 100,000 (31 March 2016: INR 50,000) (1 April 2015: as on 31 March 2017 repayable in 7 days (31 March 2016 :
50,000) is secured by way of charge on stock of commodities and INR. 50,000 repayable in 60 days as on 31 March 2016)
receivables, ranking pari passu among participating banks. carries interest of 10.65%.

163
Annual Report 2016-17
(Currency : Indian Rupees in thousands)
Short-term loan taken from Kotak Mahindra Bank Limited Short-term loan carries interest at 8.20% INR. 239,871
amounting to INR 539,871 (31 March 2016 : 200,000) ( 1 April 2015: repayable in 59 days, at 8.60% INR 100,000 repayable in 20
100,000) is secured by way of charge on stock of commodities and days, at 8.60% INR 100,000 repayable in 30 days, at 8.30%
receivables, ranking pari passu among participating banks. INR 100,000 repayable in 51 days. (31 March 2016 : carries
interest at 9.70% p.a., INR.100,000 repayable in 40 day and
INR.100,000 repayable in 88 days from 31 March 2016 ).

Short-term loan taken from Development Bank of Singapore Short-term loan carries interest at 8.20% INR. 200,000,0
amounting to INR 300,000 (31 March 2016 : INR 160,000) (1 April repayable in 62 days and 8.10% INR 100,000, repayable
2015: Nil ) is secured by way of charge on stock of commodities and in 82 days (31 March 2016 : carries interest at 9.40% p.a.,
receivables, ranking pari passu among participating banks. INR.60,000 repayable in 7 days, INR.70,000 repayable in 19
days, and at 10.00% INR.30,000 repayable in 70 days from
31 March 2016 ).

Short-term loan taken from IDFC Bank amounting to INR 350,000 Short-term loan carries interest at 8.25% INR. 150,000
(31 March 2016 : INR 480,000) ( 1 April 2015 Nil) is secured by way of repayable in 63 days and INR 200,000 repayable in 78 days.
charge on stock of commodities and receivables, ranking pari passu (31 March 2016 : carries interest at 9.50% p.a., INR.200,000
among participating banks.) repayable in 76 days, INR.100,000 repayable in 82 days,
INR.100,000 repayable in 87 days, and INR.80,000
repayable in 90 days from 31 March 2016).

Short-term loan taken from Axis Bank amounting to INR 728,967 Short-term loan carries interest at 8.05% INR. 238,300
(31 March 2016 : INR Nil) ( 1 April 2015 : 450,000) is secured by way of repayable in 260 days , INR 71,200 repayable in 275 days,
charge on stock of commodities and receivables, ranking pari passu INR 253,100 repayable in 291 days (31 March 2016 : Nil)
among participating banks.

Short-term loan taken from Kotak Mahindra Bank amounting to Short-term loan carries interest at 8.20% p.a. INR.150,000
INR. 150,000 (31 March 2016 : NIL) ( 1 April 2015 : NIL) is secured repayable in 7 -21 days from 31 March 2017 (31 March 2016
by way of charge on receivables, ranking pari passu among : NIL)
participating banks.

2
Cash credit and overdraft facility from banks carry interest ranging between 8.40% - 12.00% p.a., computed on a monthly basis on the
actual amount utilised, and are repayable on demand. Cash credit facility from bank is secured by way of charge on stock of commodities
and receivables, ranking pari passu among participating banks.
3 Unsecured short term loan taken from ICICI bank amounting to INR Nil (31 March 2015: INR 349,987). is repayable within 180 days and
carries interest rate of 10.00% p.a.

4 Default in repayment of principal and interest INR Nil. (31 March 2016 : INR Nil)

5 The Group has not breached any covenants attached to the loan.

6 Fair value and carrying value

31 March 2017
Nominal
Particulars Maturity
interest rate
Fair value Carrying amount

Current liabilities

Bank overdraft 10.00% Less than 1 year 169,657 169,657

Secured cash credit facility 12.00% Less than 1 year 1,235,245 1,235,245

Secured short term loan 8.24% Less than 1 year 3,078,525 3,078,525

Total interest-bearing liabilities 4,483,427 4,483,427

164
(Currency : Indian Rupees in thousands)

31 March 2016
Nominal Maturity
interest rate
Fair value Carrying amount

Current liabilities

Secured bank loan 9.30% to 10.65% Less than 1 year 1,090,451 1,090,451

Bank overdraft 10.00% Less than 1 year 8,751 8,751

Secured cash credit facility 9.75% to 10.95% Less than 1 year 345,218 345,218

Total interest-bearing liabilities 1,444,420 1,444,420

1 April 2015
Nominal Maturity
interest rate
Fair value Carrying amount

Current liabilities

Secured bank loan 9.30% to 10.65% Less than 1 year 780,000 780,000

Bank overdraft 10.75% Less than 1 year 349,987 349,987

Secured cash credit facility 9.75% to 10.95% Less than 1 year 258,938 258,938

Total interest-bearing liabilities 1,388,925 1,388,925

31 March 2017 31 March 2016 1 April 2015

24 Trade payables

Total outstanding dues to micro enterprise and


- - -
small enterprise (refer note no 51)

Total outstanding dues to creditors other


473,838 415,345 230,062
than micro enterprise and small enterprise

473,838 415,345 230,062

25 Other financial liabilities

Current maturities of long-term borrowings (Refer note 19)* 326,961 88,653 7,400

Interest accrued but not due on term loans from banks 23,448 6,709 8,100

Security deposits 36,203 40,329 -

Retention money payable 13,473 25,077 -

Creditors for property, plant & equipment 282,447 119,419 165,988

Payable to employees 23,554 23,093 28,255

706,086 303,280 209,743

* Current maturities out of total long-term borrowings of INR 2,127,072 (31 March 2016 : INR 1,416,853; 1 April 2015 : INR 800,000).

165
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016 1 April 2015

26 Provisions (current)

Provision for compensated absences (Refer note 45) 1,000 1,024 1,506

Provision for leave encashment (Refer note 45) 11,673 8,793 5,966

Provision for gratuity (Refer note 45) 11,968 8,817 6,086

Provision for litigations (Refer note 48) 45,700 30,100 22,600

Provision for standard assets (Refer note 35) 3,801 133 -

74,142 48,867 36,158

27 Other current liabilities

Statutory dues payable 39,439 18,004 15,597

Government grants (Refer note 44) 2,323 1,036 -

Advance from customers 687,356 259,229 5,787

729,118 278,269 21,384

31 March 2017 31 March 2016

28 Revenue from operations

(a) Sales of goods 5,660,309 3,213,607

(b) Sale of services :

Warehousing services 1,544,076 1,646,836

Testing and certification 151,719 114,695

Weather and market intelligence 144,577 100,491

Lease revenue - weather stations [Refer Note 39 (c)] 5,168 -

Vehicle management services 2,234 3,424

Construction contract revenue [Refer Note 52] 26,860 -

(c) Finance services :

Interest income from finance operations 42,164 -

(d) Other operating income :

Delayed delivery charges 43,877 -

Deferred payment charge 145,547 187,023

Loan processing fee 5,142 -

7,771,673 5,266,106

29 Other income

Liabilities no longer required written back 4,135 4,752

Provision for doubtful debts written back 17,059 -

Gain on sale of investments - 5,605

Gain on sale of fixed asset 6,715 -

Miscellaneous income 1,019 113

Government grants (refer note 44) 1,733 729

30,661 11,199

166
(Currency : Indian Rupees in thousands)

For the year ended For the year ended


31 March 2017 31 March 2016

30 Finance Income

Interest income on:

- Fixed deposits 43,372 46,092

- Income tax refund 9,047 11,863

- Others 2,475 4,831

54,894 62,786

31 Changes in inventories of stock-in-trade

Opening stock - refer note 11

Commodities at fair value 114,629 33,710

Commodities valued at lower of cost and net realisable value 1,494,543 46,871

1,609,172 80,581

Less: Closing stock - refer note 11

Commodities at fair value 345,571 114,629

Commodities valued at lower of cost and net realisable value 4,534,325 1,494,543

4,879,896 1,609,172

(3,270,724) (1,528,591)

32 Employee benefits expense

Salaries, wages and bonus 394,412 342,943

Contribution to provident fund and ESIC 17,767 16,448

Contribution towards gratuity [Refer Note 45] 6,250 5,060

Shared based payments to employees [Refer Note 43] 28,446 15,823

Staff welfare expenses 16,386 13,058

463,261 393,332

Less: Transfer to Assets under construction - salaries, wages and bonus 64,560 44,170

Less: Transfer to Assets under construction - Shared based payments to employees 8,848 -

389,853 349,162

33 Finance costs

Interest on short-term borrowings 98,491 99,289

Interest on long-term borrowings 166,033 92,990

Other borrowing costs - Loan processing charges 388 188

Interest - others 2,421 4,749

267,333 197,216

Less: Transfer to Assets under construction 24,707 19,527

242,626 177,689

167
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

For the year ended For the year ended


31 March 2017 31 March 2016

34 Depreciation and amortisation

Depreciation on property , plant and equipment (Refer note 5) 101,144 84,631

Amortisation on intangible assets (Refer note 6) 4,086 2,485

105,230 87,116

35 Other expenses

Lease rentals:

- Warehouse rent [Refer Note 38] 407,950 407,207

- Office rent [Refer Note 38] 45,970 30,173

Outsourcing expenses 246,401 204,576

Security expenses 108,065 113,825

Storage charges 23,629 27,444

Milling Charges 85,092 52,653

Gunny bags consumed 109,682 42,780

Vehicle yard expenses 1,311 2,170

Dunnage and fumigation 30,312 45,924

Professional fees 36,313 30,060

Warehouse general expenses 30,204 22,321

Insurance 33,462 29,495

Freight inward 3,636 2,607

Weather station host charges 14,362 16,029

Loading and unloading charges 150 4,731

Lab consumables 16,104 7,673

Godown cleaning and maintenance expenses 6,352 9,820

Testing and certification charges 8,251 3,947

Training expenses 20 -

Travelling and conveyance expenses 98,571 89,185

Postage, courier and telephone charges 50,221 52,108

Cenvat credit expensed off 9,918 37,155

Repairs and maintenance - Others 30,123 19,456

Provision for doubtful debts - 29,401

Bad debts written off 47,059 3,029

Electricity charges 11,624 8,768

Rates and taxes 12,217 12,096

168
(Currency : Indian Rupees in thousands)
For the year ended For the year ended
31 March 2017 31 March 2016
Bank charges 5,991 5,441

Books and periodicals 662 334

Recruitment expenses 4,663 5,660

Payment to auditors (excluding service tax) [Refer Note 47] 6,598 4,429

Directors' sitting fees 925 1,661

Corporate social responsibility [Refer Note 49] 2,871 -

Commission expenses 440 1,798

Provision for standard assets 3,668 133

Weather Station Expenses 17,572 -

Miscellaneous expenses 16,422 8,854

1,526,811 1,332,943

Less: Transfer to Assets under construction - Professional fees 1,057 2,313

Less: Transfer to Assets under construction - Office rent 11,260 3,460

1,514,494 1,327,170

36 Operating segments

a) Basis of segmentation:
The Company’s operating segments are the strategic business units through which it operates and report the business: Warehousing
services, Supply Chain, and Other Segments. Each of these segments has developed its own strategy, goals and tactics in alignment with
Company’s overall corporate strategy. Segment results are reviewed internally by the Managing Director and CEO on a regular basis for
the purpose of making decisions regarding resource allocations and performance assessments. Segments have been identified in line
with the Ind AS 108 “ Operating Segments” taking into account the organisation structure as well as differential risks and returns of
these Segments. The Group has disclosed all the Business Segments as the primary segment. There is no reportable Secondary segment
(Geographical Segment). Inter- segment transactions are determined on arm’s length basis. The measurement principles of segments
are consistent with those used in significant accounting policies which are as under:
a. Revenue and expenses have been identified to a segment on the basis of relationship to operating activities of the segment. Revenue
and expenses, which relate to the Group as a whole and are not allocable to a segment on reasonable basis have been disclosed as
unallocable.
b. Segment assets and liabilities represent the assets and liabilities in respective segments. Tax related assets and other assets and liabilities
that cannot be allocated to a segment on reasonable basis have been disclosed as “Unallocable”.
The following summary describes the operations of each reportable segments.

Reportable Operations
segment
Warehousing These include warehousing services in owned, leased, franchise as well as field warehouses. These activities also include
services custodial warehousing services for bank.
Supply Chain Procurement, Trading and Supply Chain Solutions
Finance
Services Commodity finance with focus and rural and agribusiness finance domain.

Others Other reportable segment comprise of:


(i) Testing and certification - Testing the quality of commodities and issuing certificates regarding the same.
(ii) Commodity and Weather intelligence -
a) Price Polling is a neutral activity for collating spot price information for selected commodities on behalf of
the clients.
b) Weather Intelligence is an activity wherein weather data is collected from Meteorological Instruments and
provided to the clients.
c) Market Intelligence and Commodity Research reports are provided to the clients.
(iii) Vehicle management services include custodial warehousing of vehicles for clients.
(iv) Business of design and development of, or otherwise to deal in design, development, publishing, and support applications
software(s) used to conduct e-commerce, e-mail, instant messaging, online storefronts, and shopping carts, among others.
(v) Construction, operation and maintenance of Silo Complex for storage of food grain

169
Annual Report 2016-17
(Currency : Indian Rupees in thousands)
b) Information about reportable segments:

Warehousing
Particulars Supply Chain Finance services Others Total
services

Segmental revenue :

External revenue 1,544,076 5,846,760 50,280 330,557 7,771,673

(1,646,836) (3,400,659) - (218,611) (5,266,106)

Segmental expenses 1,204,804 5,456,057 40,739 274,226 6,975,826

(1,174,597) (3,171,322) (25,684) (188,016) (4,559,619)

Segment Results 339,272 390,703 9,541 56,331 795,847

(472,239) (229,337) 25,684 (30,595) (706,487)

Unallocated expenses 226,012

(966,067)

Other Income 30,661

(11,199)

Finance Income 54,894

(62,786)

Finance costs 242,626

(177,689)

Profit before tax 412,764

(363,284)

Tax expenses 92,999

(14,251)

Profit after tax 319,765

(377,535)

Note: Comparitive figures given in brackets are for the year ended 31 March 2016

b) Information about reportable segments: (Continued)

Warehousing
Particulars Supply Chain Finance services Others Total
services

Segment assets 4,557,824 5,930,664 1,529,023 577,122 12,594,633

(2,582,416) (3,449,402) (46,669) (182,530) (6,261,017)

Unallocated assets 1,082,606

(2,555,199)

Total assets 13,677,239

(8,816,216)

Segment liabilities 643,655 867,277 761,864 55,178 2,327,974

170
(Currency : Indian Rupees in thousands)

(378,821) (503,763) (730) (27,280) (910,594)

Unallocated liabilities 6,027,982

(2,930,987)

Total Liabilities 8,355,956

(3,841,581)

Depreciation 33,675 - 690 36,554 70,919

(24,533) - (6) (39,860) (64,399)

Unallocable 34,311

(22,717)

Total depreciation 105,230

(87,116)

Capital Expenditure 892,364 - 6,005 315,072 1,213,441

(773,369) - (251) (16,567) (790,187)

Unallocable 256,819

(279,178)

Total 1,470,260

(1,069,365)

Details of segment asset and segment liabilities as at 1 April 2015

Warehousing
Particulars Supply Chain Others Total
services

Segment assets 1,930,320 1,162,972 238,258 3,326,550

Unallocated assets - - - 2,041,269

Total assets - - - 5,367,819

Segment liabilities 303,061 53,838 20,736 467,635

Unallocated liabilities - - - 2,261,016

Total Liabilities - - - 2,728,651

d) Geographic information:

The Group primarily operates in domestic market ie in India , therefore disclosures relating to geographical segments is
not applicable and accordingly not made.

e) Major customer :

Revenue from two major customers of the Company of the supply chain segment represents approximately INR 3,405,269
(44% of total revenue from operations) and INR 1,579,290 (30% of total revenue from operations) of the Company's total revenues
respectively for the year ended 31 March 2017 and 31 March 2016.

171
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

37 Related parties

In accordance with the requirements of Ind AS -24 “ Related Party Disclosures” , following are the details of the transactions during the year with
the related parties of the Group.

Name of the related party Nature of relationship

Fairfax India Holdings Corporation (w.e.f. 19 August 2015) Ultimate Holding Company

FIH Mauritius Investments Limited (w.e.f. 19 August 2015) Holding Company

Mr. Sanjay Kaul (Managing Director and CEO) Key management personnel

Mr. Unupom Kausik (Deputy Managing Director) Key management personnel

Mr. Ashok Dhamankar (Chief Financial Officer) Key management personnel

Mr. Sanjay Khare (Company Secretary) Key management personnel

Quess Corp Limited (Formerly known as IKYA Human Capital Solutions Ltd)
Fellow subsidiary
(w.e.f. 19 August 2015)

ICICI Lombard General Insurance Company Limited (w.e.f. 19 August 2015) Fellow associate

"Indian Farmers Fertilizer Co-operative Limited (upto 19 August 2015)


Other related parties
India Agri Business Fund(upto 19 August 2015)

Thomas Cook Limited (upto 19 August 2015) Fellow subsidiary

Mobile creches (w.e.f. 1 April 2014) Other related parties

Transactions with controlling party :

For the year ended For the year ended


Related party Nature of transaction
31 March 2017 31 March 2016

FIH Mauritius Investments Limited Issue of equity shares - 233,263

Premium on issue of equity shares - 1,766,737

Indian Farmers Fertilizer Co-operative Limited (“IFFCO”) Warehousing and other services - 1,259

Rent and other maintenance


- 6,804
charges – Expenses

Transactions with key management personnel :

For the year ended For the year ended


Related party Nature of transaction
31 March 2017 31 March 2016

Mr. Sanjay Kaul Remuneration 20,132 20,847

Employee stock compensation expense 4,038 2,261

Post employment benefits 3,029 -

Mr. Unupom Kausik Remuneration 11,844 11,917

Employee stock compensation expense 4,829 3,162

Post employment benefits 275 -

Mr. Ashok Dhamankar Remuneration 7,389 6,448

Employee stock compensation expense 1,399 723

172
(Currency : Indian Rupees in thousands)
For the year ended For the year ended
Related party Nature of transaction
31 March 2017 31 March 2016
Post employment benefits 1,935 -

Mr. Sanjay Khare Remuneration 4,965 4,236

Employee stock compensation expense 1,075 540

Post employment benefits 535 -

Note : Post employment benefits and other employee benefits (i.e. compensated absences) is based on the actuarial valuation and amounts
are not separately identifiable for year ended 31 March 2016. Hence, no such information is reported.
Transactions with Wholly Owned Subsidiary, Fellow Subsidiary and Associates :
For the year For the year
Nature of As on
Related party ended ended
transaction 1 April 2015
31 March 2017 31 March 2016
Quess Corp Limited (Formerly known as IKYA Human
Outsourcing expenses 242,129 113,097
Capital Solutions Ltd) (w.e.f. 19 August 2015)
ICICI Lombard General Insurance Company Limited Charges for
702 13,955
(w.e.f. 19 August 2015) weather data

Thomas Cook Limited (w.e.f. 19 August 2015) Travel expenses 4,928 884

Mobile creches CSR expenses 1,000 -

For the year For the year


Balance As on
Related party ended ended
Outstanding 1 April 2015
31 March 2017 31 March 2016
ICICI Lombard General Insurance Company Limited
Balance Receivable 87 5,253 -
(w.e.f. 19 August 2015)
Thomas Cook Limited (w.e.f. 19 August 2015) Balance Receivable 60 28 -

Indian Farmers Fertilizers Cooperative Limited Balance Receivable - - 1,709

Balance payable - - 249

Terms and conditions of transactions with related parties


(i) The sale of service to related parties are made on terms equivalent to those that prevail in arm's length transactions. Outstanding balances
at the year/ year end are unsecured, interest free and will be settled in cash. There have been no guarantees received or provided for any
related party receivables or payables.
(ii) In case of amount receivable from related parties assessment is undertaken at each financial year through examining the financial position
of the related party, the market in which the related party operates and the accounting policy of the Group.

38 Operating leases

a) Leases as lessee
i) The Group’s leasing arrangements are in respect of operating leases for premises for offices and warehousing. Most of these leasing
arrangements are cancellable and are usually renewable by mutual consent on mutually agreeable terms. Operating lease expenses recognised
in the statement of profit and loss for the year ended on 31 March 2017 aggregate to INR 453,920 (31 March 2016 : INR 437,381) of which
INR 2,733 is for non-cancellable leases (31 March 2016: INR Nil) and INR 440,041 is for cancellable leases (31 March 2016: 436,833).
ii) Operating lease expenses transferred to capital work in progress during the year ended 31 March 2017 aggregates to INR 11,260
(31 March 2016: INR 3,460).

b) Amounts recognised in the statement of profit and loss

For the year ended For the year ended


Particulars
31 March 2017 31 March 2016

Lease expense (net of capitalisation) 442,660 433,920

The Group enters into operating leases for premises for offices for a tenure of 5 to 15 years. All operating lease contracts over one year year
usually contain clause for yearly market rental review with a fixed percentage included in the agreements. The Group does not have option to
purchase the leases office premises at the expiry of the lease year.

Non- cancellable operating lease commitments

173
Annual Report 2016-17
(Currency : Indian Rupees in thousands)
As at As at As at
Particulars
31 March 2017 31 March 2016 1 April 2015
-
Non later than 1 year 24,590 -
-
Later than 1 year and not later than 5 years 120,879 -
- -
Later than 5 years -
- -
145,469

c) Leases as lessor
The Company’s leasing arrangements are in respect of operating leases for automatic weather stations for weather data provision. This leasing
arrangements are for three yars. Operating lease revenue recognised in the statement of profit and loss for the year ended on 31 March 2017
aggregate to INR 5,168 (31 March 2016 : INR Nil).
Operating lease commitments
As at As at As at
Particulars
31 March 2017 31 March 2016 1 April 2015
-
Non later than 1 year 31,010 -
-
Later than 1 year and not later than 5 years 21,707 -
- -
Later than 5 years

The Holding Company has been awarded eleven contracts by FCI to construct Silo facility at various locations. For the purpose of execution
of the said contracts the Holding Company has set up 11 entities. These companies has entered into concession agreement with FCI wherein
respecitve Company’s will let out the Silo Complex to FCI for the purpose of storage of food grains for a period of thirty years for consideration
of fixed storage rentals. The Company has recognised the same as operating lease.

Non-cancellable operating lease receivables

As at As at As at
Particulars
31 March 2017 31 March 2016 1 April 2015
Non later than 1 year - - -

Later than 1 year and not later than 5 years 1,977,925 - -

Later than 5 years 13,309,074 - -

39 Earnings per share

For the year


For the year ended
Particulars Note ended
31 March 2016
31 March 2017

Basic earnings per share

Profit for the year attributable to the owners of the Group (INR) (A) 319,765 377,535

Number of equity shares outstanding at the beginning of the year (Nos) 128,298 104,971

Effects of share options exercised - -

Effects of equity share issued in August 2015 (Nos) - 23,326

Total number of equity shares at the end of the year (Nos) 128,298 128,297
Weighted-average number of equity shares considered for basic earnings per share
(B) 128,298 119,375
(based on date of issue of shares) (Nos)
Basic earnings per share of face value of INR 10 each (A)/(B) 2.49 3.16

Dilutive earnings per share


Weighted-average number of equity shares considered for basic earnings per share
128,298 119,375
(based on date of issue of shares) (Nos)
Effect of dilutive potential equity shares - -

No of employee stock options outstanding at the beginning of the year (Nos) 710 150

Issued during the year (Nos) 4,500 560

Total number of equity shares used to compute dilutive earning per share (Nos) 133,508 120,085

174
(Currency : Indian Rupees in thousands)

For the year


For the year ended
Particulars Note ended
31 March 2016
31 March 2017

Weighted-average number of employee stock options for diutive earning per share (Nos) (C) 3,656 685

Weighted-average number of equity shares considered for dilutive earnings per share
(D)=(B)+ (C) 131,954 120,060
(based on date of issue of shares) (Nos)

Dilutive earnings per share of face value of INR 10 each (A)/(D) 2.42 3.14

40 Income taxes

a) Amount recognised in the statement of profit and loss

For the year from For the year from


Particulars 1 April 2016 to 1 April 2015 to
31 March 2017 31 March 2016

Current tax expense :

Current year 86,709 88,556

86,709 88,556

Deferred tax expense :

Origination and reversal of temporary differences 6,290 (32,272)

Origination and reversal of temporary differences of earlier years (70,535)

6,290 (102,807)

Tax expenses 92,999 (14,251)

b) Amount recognised in OCI

For the year from For the year from


1 April 2016 to 31 March 2017 1 April 2015 to 31 March 2016
Particulars
Tax benefit Tax benefit

Remeasurement / (losses) on post employment defined


818 796
benefit plan

40 Income taxes (Continued)

c) Reconciliation of effective tax rate

For the year from For the year from


1 April 2016 to 31 March 2017 1 April 2015 to 31 March 2016
Particulars
Percentage Amount Percentage Amount

Profit before tax from continuing operations 412,764 363,284

Tax using the Group's domestic tax rate 34.61% 142,849 34.61% 125,725

Increase in rate - 0.19% 705

Tax effect of:

Tax claim/deduction (47.61%) (196524) (18.24%) (66272)

Tax adjustment on indexation of freehold land (2.48%) (10250) (4.09%) (14870)

175
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

For the year from For the year from


1 April 2016 to 31 March 2017 1 April 2015 to 31 March 2016
Particulars
Percentage Amount Percentage Amount

Non-deductible expenses 0.24% 994 0.27% 986

Deferred tax asset not recognised 37.76% 155868 2.03% 7383

Others 0.01% 53 0.72% 2626

Tax impact in respect of earlier years 0.00% - (19.42%) (70535)

22,53% 92,989 (3.92%) (14,252)

d) Movement in deferred tax balances


Recognised
Balance at 31 March 2017
Net balances in the On account
Recognised Recognised
Particulars at statement of business Net Deferred Deferred tax
in OCI in equity
1 April 2016 of profit or combination tax asset liabilities
loss
Property, plant and equipment
737 (16,929) - - - (16,929) - (16,192)
and intangible assets

Provision for standard assets 1,315 - - - 1,315 1,315 -

Tax adjustment on indexation


53,523 9,460 - - - 9,460 62,983 -
of freehold land

MAT Credit Entitlement 50,227 19,557 - - - 19,557 69,783 -

Employee benefits 11,094 4,577 818 - - 5,395 16,489 -

Trade and other receivables 1,07,275 (5,904) - - - (5,904) 1,01,371 -


Tax claim/deduction carried
(18,823) 18,823 - - - 18,823 - -
forward
MTM valuation of inventory - (37,243) - - - (37,243) - (37,243)

Other items (4,130) 53 - - - 53 - (4,085)


Tax assets (liabilities) before
1,99,903 (6,290) 818 - - (5,472) 2,51,941 (57,521)
set-off
Set-off of tax (57,521)
Net deferred tax assets/
1,94,420
(liabilities)

Recognised
Balance at 31 March 2016
Net balances in the On account
Recognised Recognised
Particulars at statement of business
in OCI in equity Deferred Deferred
1 April 2015 of profit or combination Net
loss tax asset tax liabilities
Property, plant and equipment
and (72,855) 73,592 - - - 73,592 737 -
intangible assets
Tax adjustment on indexation
38,653 14,870 - - - 14,870 53,523 -
of freehold land
MAT Credit Entitlement 30,628 19,540 - 59 - 19,599 50,227 -

Employee benefits 6,900 3,398 796 - - 4,194 11,094 -

Trade and other receivables 95,366 11,909 - - - 11,909 1,07,275 -


Tax claim/deduction carried
- (18,823) - - - (18,823) (18,823) -
forward
Other items (2,106) (1,668) - (356) (2,024) - (4,130)

176
(Currency : Indian Rupees in thousands)
Recognised
Net balances in the On account Balance at 31 March 2017
Recognised Recognised
Particulars at statement of business Net Deferred tax Deferred tax
in OCI in equity
1 April 2016 of profit or combination asset liabilities
loss
Tax assets (liabilities) before
96,586 1,02,818 796 59 (356) 1,03,317 2,04,033 (4,130)
set-off
Set-off of tax (4,119) (4,119)
Net deferred tax assets/
1,99,914 (11)
(liabilities)
Note: includes INR 59 consequent to acquisition of NCML Finance Private Limited

Particulars Balance at 1 April 2015

Deferred Tax Assets: Amount

Tax adjustment on indexation of freehold land 38,653

MAT Credit Entitlement (refer note below) 30,628

Employee benefits 6,900

Trade and other receivables 95,366

Total (A) 1,71,547

Deferred Tax Liabilities:

Property, plant and equipment and intangible assets (72,855)

Other items (2,106)

Total (B) (74,961)

Net deferred tax assets/ (liabilities) (A+B) 96,586

e) Unrecognised deferred tax assets


Deferred tax have not been recognised in respect of the following items, in absence of convincing evidence that future taxable profits will be
available against which the Group can use the benefits therefrom.

Particulars 31 March 2017 31 March 2016 1 April 2015

Tax claim/deduction carried forward 172,516 17,063 -

41 Contingent liabilities and commitments

a)
Particulars 31 March 2017 31 March 2016 1 April 2015

(a) Claims against the Company not acknowledged as debts

(i)  Claim made by a party in respect of disposal activity undertaken by the Company 23,800 23,800 23,800

(ii) Claims made by certain parties in respect of warehousing services provided 163,500 163,500 163,500

(b) Bank guarantees 3,480 1,665 1,735

(c) Other money for which the Company is contingently liable:

(i)  Disputed Orissa VAT liability 11,516 11,516 11,516

(ii)  Disputed Orissa Entry tax 660 660 660

202,956 201,141 201,211

The Group is subject to legal proceedings and claims, which have arisen in the ordinary course of business. The Group has reviewed all its
pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liability,
where applicable in its consolidated financial statements. The Group’s management does not reasonably expect that these legal actions, when
ultimately concluded and determined, will have a material and adverse effect of the Group’s results of operations or financial condition.

177
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

b)
Particulars 31 March 2017 31 March 2016 1 April 2015
Estimated amount of contracts remaining to be executed on capital account
398,822 508,296 525,680
and not provided for (net of advances)
398,822 508,296 525,680

c) The Group was engaged as an agency of FCI for procurement of paddy and wheat during Kharif Marketing Season 2007-08 and Rabi Marketing
Season 2008-09 in the states of Odisha, MP and Bihar. Procurement dues have been paid as per the provisional costing sheet issued by
Government of India, except the last part of invoices in respect of which the outstanding amount as on 31 March 2016 was 128,90 net of
provision. The details of outstanding amount are as under:
1. INR: 10,510 towards the item in the costing sheet relating to commission to societies which has been recommended by FCI and has been
approved by Government of India. However, FCI is yet to make the payment and the Company has made a provision for the full amount
during the year ended 31 March 2015.
2. INR: 20,80 towards withheld storage rent, that has been temporarily set off against procurement dues of Madhya Pradesh and which has
been approved for payment by FCI Headquarters, but payments are not yet released.
In the meantime, the Group has made a claim of compensation of INR: 192,90 to FCI against delayed payment towards settlement of bills.
The time frame for actual recovery against this claim is uncertain and hence revenue has not been recognised.
3. Short-term loans and advances include INR: 2,670 representing the amount recoverable from rice millers for procurement operations who
have delayed in delivery of rice to FCI after milling. The management has filed legal cases and taken other recovery measures to collect the
amount, however, as abundant caution it is considered appropriate to provide for entire amount as doubtful advance.
In addition, the Group is subject to legal proceedings and claims, which have arisen in the ordinary course of business. the Group has
reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as
contingent liability, where applicable in its consolidated financial statements. the Group’s management does not reasonably expect
that these legal actions, when ultimately concluded and determined, will have a material and adverse effect of the Group’s results of
operations or financial condition.

42 Financial instruments

The carrying value and fair value of financial instruments by categories as of March 31, 2017 and 1 April, 2015 were as follows:

31 March 2017
Particulars
Amortised Cost Total carrying value Total fair value

Financial assets:

Trade receivables (Refer note 12) 1,500,533 1,500,533 1,500,533

Cash and cash equivalents (Refer note 13) 216,954 216,954 216,954

Bank balances other than cash and cash equivalent (Refer note 14) 199,453 199,453 199,453

Loans (Refer note 7 and 15) 1,630,337 1,630,337 1,630,337

Other financial assets (Refer note 8 and 16) 226,116 226,116 226,116

3,773,393 3,773,393 3,773,393

Financial liabilities:

Borrowings (Refer note 19, 23 and 25) 6,610,499 6,610,499 6,610,499

Trade payables (Refer note 24) 473,838 473,838 473,838

Other financial liabilities (Refer note 20 and 25) 382,818 382,818 382,818

7,467,155 7,467,155 7,467,155

31 March 2016
Particulars
Amortised Cost Total carrying value Total fair value

Financial assets:

Trade receivables ( Refer note 12) 2,328,663 2,328,663 2,328,663

178
(Currency : Indian Rupees in thousands)

Cash and cash equivalents (Refer note 13) 266,849 266,849 266,849

Bank balances other than cash and cash equivalent (Refer note 14) 542,277 542,277 542,277

Loans (Refer note 7 and 15) 64,210 64,210 64,210

Other financial assets (Refer note 8 and 16) 300,940 300,940 300,940

3,502,939 3,502,939 3,502,939

31 March 2016
Particulars
Amortised Cost Total carrying value Total fair value

Financial liabilities:

Borrowings (Refer note 19, 23 and 25) 2,861,273 2,861,273 2,861,273

Trade payables (Refer note 24) 415,345 415,345 415,345

Other financial liabilities (Refer note 20 and 25) 215,488 215,488 215,488

3,492,106 3,492,106 3,492,106

1 April 2015
Particulars
Amortised Cost Total carrying value Total fair value

Financial assets:

Trade receivables ( Refer note 12) 1,711,233 1,711,233 1,711,233

Cash and cash equivalents (Refer note 13) 402,660 402,660 402,660

Bank balances other than cash and cash equivalent (Refer note 14) 105,922 105,922 105,922

Loans (Refer note 7) 34,644 34,644 34,644

Other financial assets (Refer note 8 and 16) 174,087 174,087 174,087

2,428,546 2,428,546 2,428,546

Financial liabilities:

Borrowings (Refer note 19, 23 and 25) 2,188,925 2,188,925 2,188,925

Trade payables (Refer note 24) 230,063 230,063 230,063

Other financial liabilities (Refer note 20 and 25) 233,909 233,909 233,909

2,652,897 2,652,897 2,652,897

42 Fair values and measurement principles (Contd.)

a Assets and liabilities carried at fair values :

The following table shows the fair values of assets, liabilities and equity, including their levels in the fair value hierarchy. It does not include
fair value information for assets and liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.
the Group’s use of quoted market prices (Level 1), valuation models using observable market information as inputs (Level 2) and valuation
models without observable market information as inputs (Level 3) in the valuation of securities and contracts by type of issuer was
as follows:

179
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

31 March 2017 31 March 2016


Quoted price Other Significant Quoted price Other Significant
Particulars (Level 1) observable unobservable (Level 1) observable unobservable
input input input input
(Level 2) (Level 3) (Level 2) (Level 3)

Non-financial assets

Inventories 3,45,570 - - 1,14,629 - -

1 April 2015
Quoted price Other Significant
Particulars
(Level 1) observable unobservable
input input
(Level 2) (Level 3)
Non-financial assets

Inventories 33,710 - -

b Measurement of fair values

Valuation techniques and significant unobservable inputs :

Inter-relationship between
Particular Valuation technique Inputs key unobservable inputs
and fair value measurement
Inventory The fair values are based on the Quoted market prices Not applicable.
market price of commodities of
similar weight and market values.

c Transfers between Levels 1 and 2

There were no transfers in either direction for year ended 31 March 2017 and as at 31 March 2016.

42 Financial risk management objectives and policies (Contd.)

Risk management framework


The Group’s principal financial liabilities comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities
is to finance the Group’s operations and support its operations. the Group’s principal financial assets include loans, trade and other receivables,
and cash and cash equivalents that derive directly from its operations.
The Group’s board of directors has overall responsibility for the establishment and oversight of the Group’s risk management framework.
The board of directors has established the Risk Management Committee, which is responsible for developing and monitoring the Group’s risk
management policies. The committee reports regularly to the board of directors on its activities.
The Group’s risk management policies are established to identify and analyse the risks faced by the Group, 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 Group’s activities. the Group, through its training and management standards and procedures, aims to maintain a disciplined
and constructive control environment in which all employees understand their roles and obligations.
The Group has exposed to market risk, credit risk and liquidity risk.

a) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices.
Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity
risk. Financial instruments affected by market risk include loans and borrowings, deposits. The objective of market risk management is to
manage and control market risk exposures within acceptable parameters, while optimising the return.

i) Interest rate risk


Exposure to interest rate risk:
The interest rate profile of the Group’s interest-bearing financial instruments as reported to the management of the Group is as follows:

180
(Currency : Indian Rupees in thousands)

Particulars 31 March 2017 31 March 2016 1 April 2015

Fixed rate instruments :

Financial asset 3,773,393 845,604 426,473

Financial liabilities (1,064,000) (620,000) (300,000)

2,709,393 225,604 126,473

Variable rate instruments :

Financial liabilities (5,546,498) (2,240,822) (1,531,537)

Fair value sensitivity analysis for fixed-rate instruments


The Group does not account for any fixed-rate financial assets or financial liabilities at fair value through profit or loss. Therefore, a change in
interest rates at the reporting date would not affect profit or loss.

Cash flow sensitivity analysis for variable-rate instruments


A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased (decreased) equity and profit or
loss by the amounts shown below.

Profit or loss Equity, net of tax


Particulars
100 bp increase 100 bp decrease 100 bp increase 100 bp decrease

31 March 2017

Secured bank loan - Long term (10,737) 10,737 (3,649) 3,649

Bank overdraft facility (1,409) 1,409 (479) 479

Cash credit facility (12,352) 12,352 (4,198) 4,198

Variable-rate instruments (24,498) 24,498 (8,326) 8,326

31 March 2016

Secured bank loan - Long term (45,415) 45,415 (29,978) 29,978

Unsecured bank loan - Short term (6,944) 6,944 (4,584) 4,584

Cash credit facility (2,720) 2,720 (1,795) 1,795

Variable-rate instruments (55,079) 55,079 (36,357) 36,357

1 April 2015

Secured bank loan - Long term (18,670) 18,670 (12,324) 12,324

Unsecured bank loan - Short term (3,499) 3,499 (2,310) 2,310

Secured bank loan - Short term (7,800) 7,800 (5,148) 5,148

Cash credit facility (2,589) 2,589 (1,709) 1,709

Variable-rate instruments (32,558) 32,558 (21,491) 21,491

ii) The Group has negiligible expsoure to currency risk since almost all the transactions of the Group are denominated in Indian Rupees.
iii) Commodities traded by the Group are subject to fluctuations due to a number of factors that result in price risk. the Group’s trading market
risk appetite is determined by the Managing Director and CEO in consultation with the Board of directors.
b) Credit risk
Credit risk is limited to the risk arising from the inability of a customer to make payment when due. It is the Group’s policy to provide credit
terms only to creditworthy customers. These debts are continually monitored and therefore, the Group does not expect to incur material
credit losses.

181
Annual Report 2016-17
(Currency : Indian Rupees in thousands)
The carrying amounts of trade and other receivables, advances to suppliers, cash and short-term deposits payments, interest receivable
on deposits and customer receivables represent the Group’s maximum exposure to credit risk. No other financial assets carry a significant
exposure to credit risk. Deposits and cash balances are placed with reputable banks.
The details of concentration of revenue are included in the Note 37.b) Credit risk
Exposure to credit risk
In line with the prevalent trade practices in India, the Group realises it’s trade receivables over a year of 60-180 days from the date of
invoice.

At the balance sheet date, the Group’s maximum exposure to credit risk is represented by the carrying amount of each class of
financial assets recognised in the balance sheets. the Group’s maximum exposure to credit risk for trade receivables at the balance sheet
date is as follows:

Particulars 31 March 2017 31 March 2016 1 April 2015

By Operating segments:

Supply Chain 822,809 1,781,762 993,018

Warehousing services 509,268 462,689 420,721

Other reportable segment 168,456 84,212 297,492

1,500,533 2,328,663 1,711,233

Impairment
Trade receivables that are individually determined to be impaired at the balance sheet date relate to debtors that are in significant financial
difficulties and have defaulted on payments. These receivables are not secured by any collateral or credit enhancements are reviewed by
segment heads yearically.

The ageing of trade receivables that were not impaired was as follows:

Particulars 31 March 2017 31 March 2016 1 April 2015

Neither past due nor impaired

Past due 1 – 6 months 1,215,666 1,835,870 1,111,153

Past due 6 - 12 months 81,420 175,357 570,516

Past due 12 months 203,447 317,436 29,560

1,500,533 2,328,663 1,711,233

c) Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled
by delivering cash or another financial asset. the Group’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 Group’s reputation.

To ensure continuity of funding, the Group primarily uses short-term bank facilities in nature of cash credit facility, bank overdraft facility and
short term borrowings, to fund its ongoing working capital requirement and growth needs.

Further, the Group has obtained long-term secured borrowings from banks to fund its warehouse construction from banks and financial
institutions as referred in note 19.

Exposure to liquidity risk


The table below summarises the maturity profile of the Group’s financial liabilities at the balance sheet date based on contractual undiscounted
repayment obligations;

182
(Currency : Indian Rupees in thousands)

Contractual cash flows

31 March 2017
More than
Particulars One year or less 1 - 5 years Total
5 years
Non-derivative financial liabilities

Borrowings (Refer note 19,23 and 25) 4,810,388 1,632,061 168,049 6,610,498

Other non-current financial liabilities (Refer note 20) - 3,693 - 3,693

Trade payables (Refer note 24) 473,838 - - 473,838

Other financial liabilities (Refer note 25) 379,125 - - 379,125

5,663,351 1,635,754 168,049 7,467,154

Contractual cash flows

Particulars 31 March 2016 Total

One year or less 1 - 5 years More than 5 years

Non-derivative financial liabilities

Borrowings (Refer note 19,23 and 25) 1,533,073 847,788 480,411 2,861,273

Other non-current financial liabilities (Refer note 20) - 861 - 861

Trade payables (Refer note 24) 415,345 - - 415,345

Other financial liabilities (Refer note 25) 214,627 - - 214,627

2,163,045 848,649 480,411 3,492,106

Contractual cash flows

Particulars 1 April 2015 Total


More than
One year or less 1 - 5 years
5 years
Non-derivative financial liabilities

Borrowings (Refer note 20,24 and 26) 1,396,325 318,100 474,500 2,188,925

Other non-current financial liabilities (Refer note 21) - 31,565 - 31,565

Trade payables (Refer note 25) 93,413 - - 93,413

Other financial liabilities (Refer note 26) 338,993 - - 338,993

1,828,732 349,665 474,500 2,652,897

43 Employee share-based payment plans

a) Description of share-based payment arrangements:


As at 31 March 2017, the Group has the following share-based payment arrangements for employees.

(‘NCML 2014 Employee Stock Option Scheme’)


NCML ESOP 2014 plan provides for the grant of stock options to eligible employees. The Board of Directors recommended NCML ESOP 2014
plan to Shareholders on 1 September 2014 and the Shareholders approved the recommendations of the Board on 30 September 2014. The
plan entitles key management personnel and senior employees to purchase shares in the group at the stipulated exercise price, subject to
compliance with vesting conditions.

183
Annual Report 2016-17
(Currency : Indian Rupees in thousands)
The terms and conditions related to the grant of the share options are as follows:

Employees entitled Number of options Vesting conditions Contractual life of options

MD and CEO 100 - Continued employment with the group 4 years

- Performance parameters and appraisal set by Board

Senior employees 610 - Continued employment with the group 4 years



(‘NCML 2016 Employee Stock Option Scheme’)
NCML ESOP 2016 plan provides for the grant of stock options to eligible employees. The Board of Directors recommended NCML ESOP 2016
plan to Shareholders on 5 August 2016 and the Shareholders approved the recommendations of the Board on 5 August 2016. The plan entitles
key management personnel and senior employees to purchase shares in the group at the stipulated exercise price, subject to compliance with
vesting conditions.

The terms and conditions related to the grant of the share options are as follows:

Contractual life
Employees entitled Number of options Vesting conditions
of options
MD and CEO 675 - Continued employment with the group 5 years
Attainment of certain financial paramters as set out
by the Board
Senior employees 3,825 - Continued employment with the group 5 years
Attainment of certain financial paramters as set out
by the Board

b) Measurement of fair value :


The fair value of the employee share options granted during the year was determined using the Black-Scholes-Merton formula. Service and
non-market performance conditions attached to the arrangements were not taken into account in measuring fair value.

The inputs used in the measurement of the fair values at grant date of the equity-settled share-based payment plan were as follows:

NCML 2016 Employee NCML 2014 Employee


Stock Option Scheme Stock Option Scheme
Particular
31-Mar-17 31-Mar-16 1 April 15

Fair value of the option at grant date INR 29.18 INR 67.12 INR 52.13

Share price at grant date INR 86.71 INR 85.74 INR 75.81

Exercise price INR 76.98 INR 33.45 INR 23.68

Expected volatility (weighted average) 0.99 1 1

Expected life (weighted average) 5 years 2.67 years 4 years

Expected dividend Nil Nil Nil

Risk-free interest rate (based on government bond) 6.82% p.a. 7.79% p.a. 7.79% p.a.

c) Reconciliation of outstanding stock options :



The number and weighted-average exercise prices of share options under the stock option were as follows.

01-Apr-16 Movement from 1 April 2016 to 31 March 2017


Weighted
Particular average No. of
Outstanding as
exercise price options Granted Forfeited Expired Excerised
on 31 March 2016
(Nos)

ESOP 2014 23.68 560 - - - - 560

ESOP 2014 33.45 150 - - - - 150

ESOP 2016 76.98 4,500 30 - - 4,470

Total 710 4,500 30 - - 5,180

184
(Currency : Indian Rupees in thousands)
The options outstanding at 31 March 2017 have an exercise price and a weighted average contractual life as given below:
Weighted Weighted
31 March 2017 31 March 2016
Particulars Exercise price average Exercise price average
No. of options No. of options
remaining life remaining life

NCML ESOP 2014 560 23.68 1.66 years 560 23.68 2.67 years

NCML ESOP 2014 150 33.45 2.17 years 150 33.45 3.17 years

NCML ESOP 2016 4,500 76.98 4.35 years - - -

d) Expense recognised in the Consolidated statement of profit or loss :

For the year ended 31 March 2017 For the year ended 31 March 2016

NCML ESOP 2014 14,538 15,822

NCML ESOP 2016 13,908 -

Total expense recognised in ‘employee benefits expenses’ 28,446 15,822

44 Government grants

Particulars 31 March 2017 31 March 2016 1 April 2015

At 1 April 2016 4,448 - -

Received during the year 62,417 5,177 -

Released to the statement of profit and loss (1,733) (729) -

At 31 March 2017 / 31 March 2016 65,132 4,448 -

Current 2,323 1,035 -

Non-current 62,808 3,412 -

65,131 4,447 -

Government grants have been received for the construction of warehouse and purchase of laboratory equipment. The Company
has received subsidy in advance amounting to INR 62,417 for construction of warehouse subject to the fulfilment of below mentioned
conditions.

Subsidy received from Amount Conditions or contingencies attached to these grants


Agricultural and Processed Food Products 5,177 None
Export Development Authority
National Bank for Agriculture and Rural 62,417 i) Project shall be completed in 18 months from the disbursment
Development of loan
ii) Non-fulfilment of condition (i) will attract penalty of 1% for each
defaulted month.
(iii) Sucessful completion of the joint inspection by the financial
institutions.

45 Disclosure pursuant to ‘Employee benefits’

Contribution to provident fund and ESIC

Amount of INR 17,767 (31 March 2016 INR 16,448) is recognised as expenses and included in ‘Employee benefits expense’.

Defined benefit plan and long-term employment benefit

General description

Gratuity (Defined benefit plan)

The Group has defined benefit gratuity plan administered through Group gratuity scheme with Life Insurance Corporation of India. The
expected return on plan assets is based on market expectation at the beginning of the year, for the returns over the entire life of the
related obligation. Amount of INR.6,250 (31 March 2016 INR. 5,060) has been recognised in the statement of profit and loss on account
of provision for gratuity benefit.

185
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

Disclosure pursuant to IND AS 19 ’Employee benefits’

Gratuity

31-Mar-17 31-Mar-16 1-April-15

A Change in present value of the obligation

1.  Obligation at the beginning of the year 25,295 15,533 9,263

2. Current service cost 8,093 4,615 2,921

3. Interest cost 1,579 1,216 778

4. Benefits paid (3,121) (643) (1,617)

5. Adjustments - 2412 -

6. Actuarial loss on obligation 2,086 2,162 4,188

7. Obligation at the end of the year 33,932 25,295 15,533

B Change in fair value of plan assets

1. Fair value of plan assets at the beginning of the year 16,477 9,447 8,969

2. Expected return on plan assets 1,489 999 795

3.  Contributions made 5,000 6,732 1,338

4. Benefits paid (709) (644) (1,617)

5. Actuarial (loss) on plan assets (295) (56) (38)

6. Fair value of plan assets at the end of the year 21,962 16,478 9,447

C Expense recognised in the statement of profit and loss for the year

1.  Current service cost 7,427 4,615 2,921

2.  Interest cost 312 1,444 778

3.  Expected return on plan assets (1,489) (999) (795)

6,250 5,060 2,904

D Remeasurements recognised in other comprehensive income

1.  Net actuarial loss recognised during the year 2,381 2,343 1,814

E Net (liability) recognised in the balance sheet

1.  Present value of the obligation 33,932 22,883 15,533

2.  Fair value of plan assets 21,964 16,478 9,447

3. Funded status (deficit) 11,968 (8,817) (6,405)

4. Net (liability) recognised in the balance sheet (11,968) (8,817) (6,405)

F Actual return on plan assets

1.  Expected return on plan assets 1,489 942 795

2.  Actuarial (loss) on plan assets (294) (56) (38)

3. Actual return on plan assets 1,195 886 757

186
(Currency : Indian Rupees in thousands)

G Actuarial assumptions

1. Rate of increase in compensation 5.00% 5.00% 5.00%

2. Mortality rate IALM (2006-08) Ult. IALM (2006-08) Ult. IALM (2006-08) Ult.

3. Expected return on plan assets 7.40% 8.00% 8.00%

4. Discount rate 7.40% 8.00% 8.00%

45 Disclosure pursuant to ‘Employee benefits’

The estimate of future salary increase, considered in the actuarial valuation, takes account of inflation, security, promotion and other
relevant factors such as supply and demand in the employment market.
Gratuity is payable to all the eligible employees of the group on leaving / retirement from services, death and permanent disablement, in
terms of provision of the Payment of Gratuity Act, 1972. Broad category of plan assets relating to gratuity as a percentage of total plan
assets. The group’s gratuity fund is managed by Life Insurance Corporation of India. The plan assets under the fund are deposited under
approved securities.

Leave encashment

The Group provides for the encashment of leave or leave with pay subject to certain rules. The employees are entitled to accumulate
leave subject to certain limits, for future encashment. The liability is provided based on the number of days of unutilized leave at each
balance sheet date. Amount of INR. 8,015 (31 March 2016 INR 7,968) has been recognised in the statement of profit and loss on account
of provision for employment benefit.

Compensatory absences

Provision for short-term compensated absences is made for privilege leave and sick leave outstanding at the year end which can be
availed within 12 months from the end of the year. Amount of INR 1,000 (31 March 2016 INR 1,024) has been recognised in the consolidated
statement of profit and loss on account of provision for compensated absence for leave balances.

46 Capital management

The Group manages the capital structure by a balanced mix of debt and equity. Necessary adjustments are made in the capital structure
considering the factors vis-a-vis the changes in the general economic conditions, available options of financing and the impact of the
same on the liquidity position. Higher leverage is used for funding more liquid working capital needs and conservative leverage is used
for long-term capital investments. No changes were made in the objectives, policies or processes during the financial year ended 30
September 2016. the Group calculates the level of debt capital required to finance the working capital requirements using traditional and
modified financial metrics including leverage/gearing ratios and asset turnover ratios.

As of balance sheet date, leverage ratios is as follows:

Particulars 31 March 2017 31 March 2016 1 April 2015

Total financial liabilities (Refer note 19, 20,23,24 and 25) 74,67,155 34,92,106 26,52,897

Less: cash and bank balances (Refer note 13 and 14) 4,73,562 9,43,108 5,30,517

Adjusted net debt 69,93,593 25,48,998 21,22,380

Total equity (Refer note 18.1 and 18.2) 53,21,281 49,74,634 26,39,168

Less: Other components of equity (ESOP outstanding) 48,017 19,571 3,749

Adjusted equity 52,73,264 49,55,063 26,35,419

Adjusted net debt to adjusted equity ratio (times) 1.33 0.51 0.81

187
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

47 Payment to auditors (exclusive of service tax)

Particulars For the year ended 31 March 2017 For the year ended 31 March 2016

Statutory audit fees 3,300 1,450

Tax audit fees 200 350

Other matters 2,874 2,437

Out of pocket expenses 224 192

Total 6,598 4,429

48 Provision for Litigation

Provision for contingencies is primarily on account of various provisions towards the outstanding claims / litigations against the Group,
which are expected to be utilized on closure of the litigations. The Group has paid certain amounts under dispute against these claims/
litigations.

The following table set forth the movement in the provision for litigations :

Description As at 1 April 2016 Additions during the year Utilisation during the year As at 31 March 2017

Provision for litigation 30,100 15,600 45,700

Description As at 1 April 2015 Additions during the year Utilisation during the year As at 31 March 2016

Provision for litigation 22,600 7,500 - 30,100

Description As at 1 April 2014 Additions during the year Utilisation during the year As at 1 April 2015

Provision for litigation 6,361 16,239 - 22,600

49 Corporate social responsibility expenses

During the year, the Group has spent INR 2,871 (31 March 2016: INR Nil) towards corporate social responsibility.

a Gross amount required to be spent by the Group during the year ended 31 March 2017 INR 5,705 (31 March 2016: INR 4,382)

b Amount spent during the year :

Particulars In Cash Yet to be paid in cash Total

(i) Construction/ acquisition of any asset - - -

(ii) On purposes other than (i) above 2,871 - 2,871

Related party transactions in relation to Corporate Social Responsibility: 1,000 (31 March 2016 : Nil)

188
(Currency : Indian Rupees in thousands)

50 Disclosure pursuant to Section 186 of the Act

The details of investment under Section 186 of the Companies Act, 2013 read with the Companies (Meeting of Board and its Powers)
Rules, 2014 are as follows:

a Details of investment and guarantees made by the Company as on 31 March 2017 (including investments made in the previous years)

Relations of the entity Wholly owned subsidiary

As at 1 April 2015 -

Investment made during the year:

NCML Finance Privtae Limited 56,069

As at 31 March 2016 56,069

Investment made during the year:

NCML Finance Private Limited 7,28,678

NCML Mktyard Private Limited 30,000

NCML Basti Private Limited 1,000

NCML Varanasi Private Limited 1,000

NCML Faizabad Private Limited 1,000

NCML Batala Private Limited 1,000

NCML Chhehreatta Private Limited 1,000

NCML Deoria Private Limited 1,000

NCML Palwal Private Limited 1,000

NCML Bettiah Private Limited 1,000

NCML Bhattu Private Limited 1,000

NCML Jalalabad Private Limited 1,000

NCML Sonepat Private Limited 1,000

As at 31 March 2017 8,25,747

Guarantees Given

NCML Finance Private Limited 10,00,000

b Investment in mutual fund

Name of scheme ICICI Prudential Long Term Gilt Fund

As at 1 April 2015 -

Investment made during the year 200,000

Investment sold during the year (200,000)

As at 31 March 2016 -

Investment made during the year -

As at 31 March 2017 -

189
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

51 Dues to micro, small and medium enterprises:

Under the Micro, Small and Medium Enterprise Development Act, 2006 (MSMED) which came into force from October 2, 2006,
certain disclosures are required to be made relating to Micro, Small and Medium Enterprise. On the basis of the information and
records available with the Management, the creditors of the Group are not registered under the Micro Small and Medium Enterprises
Development Act, 2006.

31 March 31 March
Particulars 1 April 2015
2017 2016
Principal amount remaining unpaid to any supplier as at the year end - - -
Interest due thereon - - -
Amount of interest paid by the Group in terms of section 16 of the MSMED, along with
the amount of the payment made to the supplier beyond the appointed day during the - - -
accounting year
Amount of interest due and payable for the year of delay in making payment (which have
been paid but beyond the appointed day during the year) but without adding the interest - - -
specified under the MSMED
Amount of interest accrued and remaining unpaid at the end of the accounting year - - -
The amount of 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 forthe - - -
purpose of disallowance as a deductible expenditure under the MSMED Act, 2006

52 Disclosure as per Ind AS 11 on construction contracts

Particulars 31 March 2017 31 March 2016

Contract revenue recognised during the year 26,860 -

Aggregate amount of cost incurred and recognised P/(L) 22,526 -

Advances received - -

Retention receivable -

Gross amount due from customer 26,860

Gross amount due to customer -

53 Specified bank notes disclosure


Schedule III of the Companies Act, 2013 was amended by Ministry of Corporate Affairs vide Notification G.S.R. 308(E) dated
30 March 2017. The said amendment requires the Company to disclose the details of Specified Bank Notes (SBN) held and transacted
during the period from 8 November 2016 to 30 December 2016. For the purpose of this clause, the term ‘Specific Bank Notes’ shall have
the same meaning provided in the notification of the Government of India, in the Ministry of Finance, Department of Economic Affairs
number S.O. 3407 (E), dated the 8th November, 2016.
Details of specified bank notes held and transacted during the period from 8 November 2016 to 30 December 2016 are as follows:

SBNs Other denomination notes Total

Closing cash in hand as on 8 November 1,693 476 2,169

Add: Permitted receipts - 3,593 3,593

Less: Permitted payments - (1,108) (1,108)

Less: Amount deposited in Banks (1,693) (2,813) (4,506)

Closing cash in hand as on 30 December 2016 - 148 148

Note: In case of subsidiary company, two borrowers who had directly deposited cash amounting to 11 in the said subsidiary company's
collection account held with the bank above disclosure excludes disclosure for eleven subsidiary (Silo entities) companies of the group
since they are incorporated after 30 December 2016.

190
(Currency : Indian Rupees in thousands)

54 Transfer pricing

The Company is currently in the process of completing the transfer pricing study for its international and specified domestic transactions
for the current year, as required by the transfer pricing legislation. Management is of the opinion that its international and specified
domestic transactions are at arm's length. Accordingly, the aforesaid legislation will not have any impact on these standalone financial
statements, particularly on the amount of tax expense and provision for taxation.

55 Business combination

Acquisition of NCML Finance Private Limited (formerly known as TG Finance Private Limited) On 12 February 2016, the Group acquired
100% of the shares and voting interests in NCML Finance Private Limited (formerly known as TG Finance Private Limited).

a Consideration transferred The following table summarises the fair value of consideration transferred on acquisition date.

The following table summarises the fair value of consideration transferred on acquisition date.

Cash 53,063

Total consideration transferred 53,063

b Acquisition-related costs

The Holding Company has incurred acquisition-related costs of INR 3,007 on legal fees and due diligence costs. These costs have been
included in ‘Other expenses'.
C Identifiable assets acquired

The following table summarises the recognised amounts of assets acquired on the date of acquisition.

Asset acquired Amount

Loans and advances 44,712

MAT Credit receivable 59

Advance tax and tax deducted at source 495

License 8,827

Total identifiable net assets acquired 54,093

d Measurement of fair values

The valuation techniques used for measuring the fair value of material assets acquired were as follows.

Asset acquired Valuation technique

Loans and advances Amortisation

MAT Credit receivable Actual credit available

Advance tax and tax deducted at source Actual TDS & advance tax

License Valuation report obtained from independent valuer

E Following table summarises consideration paid and assets acquired on the date of acquisition

Consideration transferred 53,063

Fair value of assets acquired 54,093

Bargain purchase gain (1,030)

The Group has recognised INR 1,030,243 as a gain and recorded in the capital reserve for the year ended 31 March 2016.

191
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

56 Additional information pursuant to para 2 of general instructions for the preparation of consolidated financial statement:

31 March 2017

Net assets Share in profit or (loss)


Name of the entity
As % age of As % age of
consolidated Amount consolidated Amount
net assets profit andloss

National Collateral Management Services Limited 86.91% 5,339,844 96.34% 312,646

NCML Finance Private Limited 12.44% 764,598 4.02% 13,054

NCML Mktyard Private Limited 0.48% 29,429 -0.18% (571)

NCML Basti Private Limited 0.02% 946 -0.02% (54)

NCML Varanasi Private Limited 0.02% 946 -0.02% (54)

NCML Faizabad Private Limited 0.02% 946 -0.02% (54)

NCML Batala Private Limited 0.02% 946 -0.02% (54)

NCML Chhehreatta Private Limited 0.02% 946 -0.02% (54)

NCML Deoria Private Limited 0.02% 946 -0.02% (54)

NCML Palwal Private Limited 0.02% 946 -0.02% (54)

NCML Bettiah Private Limited 0.02% 946 -0.02% (54)

NCML Bhattu Private Limited 0.02% 946 -0.02% (54)

NCML Jalalabad Private Limited 0.02% 946 -0.02% (54)

NCML Sonepat Private Limited 0.02% 946 -0.02% (54)

Total 100% 6,144,278 100% 324,536

Adjustment arising out of consolidation (822,995) (6,334)

Adjustment arising out of consolidation 5,321,283 318,202

31 March 2016

Share in
Net assets
profit or (loss)
Name of the entity Amount
As % age of As % age of
consolidated net Amount consolidated
assets profit or loss

National Collateral Management Services Limited 100% 4,998,752 106% 400,779

NCML Finance Private Limited 0.47% 23,595 (5.72%) (21,671)

Subtotal 100% 5,022,347 100% 379,108

Adjustment arising out of consolidation (47,712) (3,120)

Total 4,974,635 375,988

The said disclosure is not applicable for the year ended 1 April 2015 since the Company has no subsidiary as on 31 March 2015.

57 Other matters:

Information with regard to other matters, specified in of the revised Schedule III to the Act is either nil or not applicable to the Group for
the year ended 31 March 2017.

192
(Currency : Indian Rupees in thousands)

58 Transition to Ind AS :

Explanation of Transition to Ind AS:


For the purposes of reporting as set out in Note 2, Group have transitioned basis of accounting from Indian generally accepted accounting
principles (“IGAAP”) to Indian accounting standard (Ind AS). The accounting policies set out in note 4 have been applied in preparing
the financial statements for the year ended 31 March 2017, the comparative information presented in these financial statements
for the year ended 31 March 2016 and in the preparation of an opening Ind AS balance sheet at 1 April 2015 (the “transition date”).
In preparing our opening Ind AS balance sheet, adjustments have been made in the amounts reported in financial statements prepared in
accordance with IGAAP. An explanation of how the transition from IGAAP to Ind AS has affected Group’s financial performance and financial
position is set out in the following tables and the notes that acGroup the tables. On transition, the Group did not revise estimates previously
made under IGAAP except where required by Ind AS.
Exemptions from retrospective application:
The Group has applied the following exemptions:

Transition to Ind AS :

Deemed cost for value of assets:

Ind AS 101 permits a first-time adopter to measure items of Property, plant and equipment at deemed cost at the date of transition to Ind
AS. If a first time adopter uses deemed cost exemption, subsequent depreciation/amortisation of the asset is based on the deemed cost
and starts from the date for which the entity established the deemed cost.
Accordingly, the Group has adopted deemed cost exemption for Property, plant and equipment and subsequent depreciation/amortisation
of the asset is based on the deemed cost.

Reconciliation between previous GAAP and Ind AS

a) Reconciliations of equity

31 March 2016 Effect on 1 April 2015 Effect on


Particulars Note Ind AS Ind AS
IGAAP transition IGAAP transition

ASSETS

Non- current assets


(a) Property, plant and
2,764,505 4,448 2,768,953 1,966,961 - 1,966,961
equipment
(b) Capital work-in- progress 182,990 - 182,990 460,702 - 460,703

(c) Intangible Assets d) x) 3,223 8,712 11,935 5,171 - 5,171

(d) Goodwill on consolidation 10,803 (10,803) - - - -

(d) Financials assets - - - - - -

(i) Loans - - - - - -

(ii) Other financials assets 138,520 - 138,520 21,936 - 21,936

(e) Income tax assets (net) 264,548 - 264,549 186,761 - 186,761

(f) Deferred tax assets (net) d) vii) 95,664 104,250 199,914 76,525 20,061 96,586

(g) Other non-current assets 105,031 - 105,031 85,439 - 85,437

Total non current assets 3,565,284 106,606 3,671,891 2,803,495 20,061 2,823,557

(a) Inventories d) i) 1,651,263 3,241 1,654,504 89,259 808 90,067

(b)Financials Assets

(i) Trade receivables d) xi) 2,517,347 (188,684) 2,328,663 1,899,916 (188,684) 1,711,233

(ii) Cash and cash equivalents 266,849 - 266,849 402,660 - 402,660


(iii) Bank balances other than
542,276 - 542,277 105,922 - 105,922
(ii) above
(iv) Loans 64,210 - 64,210 34,644 - 34,644

(v) Other financial assets 162,420 - 162,392 152,151 - 152,151

(c ) Other current assets 125,402 - 125,402 47,586 - 47,585

Total current assets 5,329,767 (185,443) 5,144,325 2,732,138 (187,876) 2,544,262

193
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

TOTAL ASSETS 8,895,051 (78,837) 8,816,216 5,535,633 (167,815) 5,367,819

a) Reconciliations of equity (Continued)

Particulars 31 March 2016 1 April 2015


Note
Effect on Effect on
Equtiy IGAAP Ind AS IGAAP Ind AS
transition transition
(a) Equity share capital 1,282,981 - 1,282,981 1,049,718 - 1,049,718

(b) Other equity -

Securities premium 2,468,002 - 2,468,002 758,283 - 758,283

Special reserve 22,500 - 22,500 17,500 - 17,500


Share options outstanding
17,235 2,336 19,571 3,749 - 3,749
account
Capital reserve - 674 674 - -

Retained Earnings d) viii) 1,269,325 (88,418) 1,180,907 979,928 (170,009) 809,919

Total equity 5,060,043 (85,400) 4,974,635 2,809,178 (170,009) 2,639,169

Non- current liabilities

(a) Financials liabilities

(i) Borrowing 1,328,200 - 1,328,200 792,600 - 792,600

(ii) Other financial liabilities 861 - 861 - 31,566 31,566

(b) Deferred tax liabilities 11 - 11 - -

(b) Provisions 15,895 - 15,895 12,549 - 12,549

(c) Other non current liabilities 3,321 3,112 6,433 37,447 (31,784) 5,663

Total non- current liabilities 1,348,288 3,112 1,351,400 842,596 (218) 842,378

Current liabilities

(a) Financial liabilities

(i) Borrowings 1,443,970 450 1,444,420 1,388,925 - 1,388,925

(iii) Trade payables 277,173 138,172 415,345 94,919 135,143 230,061

(iii) Other financial liabilities 442,913 (139,633) 303,280 346,392 (136,649) 209,743

(b)Provisions 45,431 3,436 48,867 32,240 3,918 36,158

(c) Other current liabilities 277,233 1,034 278,269 21,383 - 21,384

Total current liabilities 2,486,720 3,459 2,490,181 1,883,859 2,413 1,886,272

b) Reconciliation of comprehensive income for the year ended 31 March 2016:

For the year ended 31 March 2016


Particulars Note
IGAAP Effect on transition Ind AS

REVENUE

Revenue from operations 5,266,106 - 5,266,106

Other Income d) iv) 10,471 729 11,199

Finance Income d) iii) 57,969 4,832 62,786

Total revenue 5,334,546 5,561 5,340,091

194
(Currency : Indian Rupees in thousands)

Total equity and liabilities 8,895,051 (78,837) For the year ended
8,816,216 31 March 2016(167,814)
5,535,633 5,367,819
Particulars Note
IGAAP Effect on transition Ind AS

EXPENSES

Purchases of stock-in-trade 4,564,261 - 4,564,261

Changes in inventories of stock-in-trade d) i) (1,526,158) (2,433) (1,528,591)

Employee benefits expense d) ii) 349,159 (7) 349,162

Finance costs d) iii) 172,951 4,749 177,689

Depreciation and amortisation expense d) iv) & x) 86,270 845 87,116

Other expenses 1,324,255 2,915 1,327,170

Total expenses 4,970,738 6,069 4,976,807

Profit before tax 363,808 (508) 363,284

Income tax expenses

(i) Current tax 88,556 76 88,556

(iii) Deferred tax d) v) (19,069) (13,203) (32,272)

(iv) Deferred tax in respect of earlier years d) v) (70,535) (70,535)

Profit after tax 294,321 83,154 377,535

Other comprehensive income


Items that will never be reclassified to profit
and loss:
- Remeasurement (losses) on post
d) ii) - (2,343) (2,343)
employment defined benefits plans
- Income tax effect - 796 796

Other comprehensive income, net of tax - (1,547) (1,547)

Total comprehensive income 294,321 81,683 375,988

c) Material adjustments to the statement of cash flows for the year ended 31 March 2016:
Bank overdrafts of INR 8,751 as at 31 March 2016 that are repayable on demand and form an integral part of the Group’s cash
management were classified as financing cash flows under IGAAP.
These overdrafts were reclassified as cash and cash equivalents under Ind AS. There are no other material differences between the
statement of cash flows presented under Ind AS and the statement of cash flows presented under IGAAP.
d) Notes to the reconciliation:

i) Inventories :

Under Ind AS inventories held by commodity broker-traders are measured at fair value less costs to sell, with changes in fair value less
costs to sell recognised in the statement of profit or loss in the year of the change. Under IGAAP, such inventories were measured at cost
or net realisable value whichever is lower.

he impact arising from the change is summarised as follows:

Statement of profit and loss

Increase in value of closing inventory (3,241)

( on account of fair value) 808

Adjustment before tax (2,433)

Balance Sheet

Inventories 3,241

Related tax effect (1,122)

Adjustment to retained earnings 2,119

195
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

ii) Employee benefits :

Under Ind AS, the Group recognises all remeasurement gains and losses arising from defined benefit plans in other comprehensive income
in the year in which they occur. Under IGAAP the Group recognised actuarial gains and losses in the statement of profit or loss in the
year in which they occur. At the date of transition, all previously recognised cumulative actuarial gains and losses were recognised in
retained earnings and hence, has no impact on the equity as at the transition date. Further, this reclassification has no impact on the total
comprehensive income for the year ended 31 March 2016 and on equity as at that date. Also, under Ind AS Share based payments are fair
valued at the grant date and are subsequently revalued at the end of each reporting year, however, under IGAAP share based payments
are recorded under instrinic value and not subsequently revalued.

The impact arising from the change is summarised as follows:

For the year


ended 31 March 2016
Statement of profit and loss

Decrease contribution to gratuity (2,343)

Adjustment before tax (2,343)

Statement of other comprehensive income

Increase contribution to gratuity 2,343

Adjustment before tax 2,343

For the year


Particulars
ended 31 March 2016

Statement of profit and loss

Increase in fair value on shared based 2,336

payments

Adjustment before tax 2,336

Balance Sheet

Share options outstanding account 2,336

2,336

iii) Other non-current liabilities:

Under Ind AS other financial liabilities are recognized initially at fair value plus any directly attributable transaction costs. Subsequent to initial
recognition these financial liabilities are measured at amortized cost using the effective interest method. Under IGAAP other financial liabilities
were carried at cost.

The impact arising from the change is summarised as follows:

For the year ended


Particulars
31 March 2016
Statement of profit and loss

Increase in finance income 4,832

Increase in finance costs (4,749)

Adjustment before tax 83

iv) Government Grants

Under I- GAAP, the Group had an option to recognise government grant received in respect of an asset can be adjusted against the cost of
the asset (capital approach) or show the same as deferred government grant and that government grants be recognised in the statement of
profit and loss on a systematic and rational basis over the years necessary to match them with the related costs (income approach). However,
under Ind AS 20 “ Accounting for Government Grants and Disclosure of Government Assistance” provides for mandatorily follow the income
approach.
The impact arising from the change is summarised as follows:

196
(Currency : Indian Rupees in thousands)

For the year ended


Particulars
31 March 2016

Statement of profit and loss

Increase in Government grant 729

Increase in depreciation (729)

Adjustment before tax -

v) Tax adjustment on land indexation and others

Under Ind AS deferred tax asset has to be created on indexation of cost of non-depreciable assets like land. Under IGAAP non-depreciable
assets are not indexed, thereby tax base and book value of the asset is the same and there is no difference.

Particulars For the year ended 31 March 2016

Statement of profit and loss

Deferred tax benefit on land indexation 14,074

Others items (871)

Amount recognised in the Statement of Profit & Loss 13,203

Actuarial loss on remeasurement of employment defined benefit plans 796

In respect of earlier years On account of revision of income tax returns 70,535

Adjustment to retained earnings 84,534

vi) Reclassification adjustments :

a) Minimum alternate tax (‘MAT’) :

Under Ind AS the MAT credit entitlement INR 23,663 (31 March 2016: INR 18,165) is disclosed as a deferred tax asset with a corresponding
deferred tax benefit in the income statement. Under IGAAP MAT is disclosed separately as other tax asset. This reclassification had no
impact on comprehensive income for the year ended 31 March 2017 or on equity as at that date.

b) Carrying value of Investment in Subsidiary

The Company has incurred certain expenses towards purchase of shares of NCML Finance Private Limited aggregating to INR 3,007 which
does not form part of acquisition cost in accordance with Ind AS 109 “ Financial Instruments, hence the same is charged off to the consolidated
statement of profit and loss.

vii) Deferred tax assets (net) :

The above changes increased /(decreased) the deferred tax asset/(liability) as follows:

Particulars 31 March 2016 1 April 2015

Inventories (1,117) (274)

Other non-current liabilities (91) (75)

Tax adjustment on land indexation 53,522 38,653

Impact of deferred tax for earlier years 19,072 (32,004)

Impact of minimum alternate tax 33,220 13,761

Deferred tax on bargain purchase gain (356) -

104,250 20,061

197
Annual Report 2016-17
(Currency : Indian Rupees in thousands)

viii) Retained earnings :

The above changes (decreased)/ increased retained earnings as follows:

Particulars 31 March 2016 1 April 2015

Fair valuation of inventories 3,240 808

Other non-current liabilities/ assets (55) 218

Tax adjustment on land indexation 53,522 38,653

Deferred tax impact on non- current liabilities/assets (862) (349)

Impact of fair value of share based payments (2,336) -

Remeasurement (losses) on post employment


(2,412) (2,412)
defined benefits plans

Impact of earlier deferred tax asset 19,072 (32,004)

Impact of earlier minimum alternate tax written off 33,220 13,761

Amortisation of license (116) -

Pre-acquisition expense charged off (3,007) -

Provision for doubtful trade receivables (188,684) (188,684)

(88,418) (170,009)

(ix) Capital reserve :

The above changes (decreased)/ increased capital reserve as follows:

Particulars 31 March 2016 1 April 2015

Bargain purchase gain on acquisition 1,030 -

Less: Defered tax impact 356 -

674

(x) Intangible assets :

The above changes (decreased)/ increased intangible assets as follows:

Particulars 31 March 2016 1 April 2015

License 8,827 -

Less: Amortisation expenses (116)

8,711 -

(xi) Trade receivables :

The above changes (decreased)/ increased trade receivables as follow:

Particulars As at 31 March 2016 As at 1 April 2015

Provision for doubtful debt (188,684) (188,684)

(188,684) (188,684)

As per requirements of Ind AS 109, the company has applied expected credit loss model for recognising the allowance for doubtful trade
receivables.

198
(Currency : Indian Rupees in thousands)

(xi) The Company has been historically claiming tax benefit under section 35AD of the Income Tax Act, 1961, which provides for incentive of
additional allowance of expenditure in respect of expenditure incurred to set up of warehousing facilities, including cold storage facilities,
across India. According to section 79 of the Income Tax Act, 1961, where is a change in the shareholding of an assessee of more than 50%
during a financial year, the assessee would not be able to carry forward the benefit of unused tax losses i.e. such unused tax losses would
lapse in the financial year in which the shareholding of the Company had undergone a change. During the previous year i.e on 19 August 2015,
the shareholding of the Company had undergone a change wherein the existing shareholders of the Company sold off their holding to Fairfax
Mauritius Investments Limited, a wholly owned subsidiary of Fairflax India Holding Corporation, resulting in a change in shareholding of more
than 50% from the existing shareholders. As a result, the unused tax losses of the Company upto the financial year ended 31 March 2015 would
lapse during the financial year 2015-16. During the current year the Company has filed revised income tax returns for the years ended 31 March
2015 and 31 March 2016 in order to rectify such errors made while filing income tax return for the years ended 31 March 2015 and 31 March
2016. Such an error needs to adjusted in the financial statements of the year in which the error has taken place in accordance with Ind AS -8 "
Accounting Policies, Changes in Accounting Estimates and Errors ".Accordingly, impact of such revision in tax returns has been accounted in the
financial results for the years ended 31 March 2015 and 31 March 2016.

As per our report of even date attached.

For B S R & Co. LLP For and on behalf of the Board of Directors of
Chartered Accountants National Collateral Management Services Limited
Firm’s Registration No: 101248W/W-100022 CIN : U74140MH2004PLC148859

Aniruddha Godbole S B Mathur Sanjay Kaul Sumit Maheshwari


Partner Chairman Managing Director & CEO Director
Membership No: 105149 DIN: 00013239 DIN: 01729695 DIN: 06920646

Ashok Dhamankar Sanjay Khare


Chief Finance Officer Head - Legal & Company Secretary
Membership No.: 049866 Membership No.: F7869

Gurugram: 11 May 2017 Gurugram: 11 May 2017

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Annual Report 2016-17

EVENTS

NCML Participation at
Fairfax Annual Shareholders Meet,
Canada, April 2017

NCML Participation at
Feed Tech Expo, Karnal,
February 2017

NCML Participation at
Global Rajasthan Agritech Meet,
KOTA, Rajasthan,
May 2017

Launch of India Commodity


Year Book 2017,
October 2016

200
THE NCML FAMILY

Annual Conference,
Sri Lanka,
June 2016

NCML Corporate Cricket


League Winners,
Gurgaon, April 2017

Women’s Day Celebration,


Gurgaon, March 2017

FARMERS’ FRIEND

NCML Team Survey of Farmers,


Banaskantha, Gujarat,
February 2017

201
Annual Report 2016-17

202

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