FINANCIAL ACCOUNTS 2009-10

NOTICE
Notice is hereby given that the 34th Annual General Meeting of the Company will be held on Thursday, the 30th December, 2010 at 12.30 P.M. at Hotel Golden Landmark, 45/A, K.R.S. Road, Metagalli, Mysore 570 016 to transact the following business: 7. To consider and, if thought fit, to pass, with or without modification, the following resolutions as Special Resolution: RESOLVED THAT in partial modification to the Resolution passed by the Members in the Extra Ordinary General Meeting held on 10th September, 2009 approving the appointment and terms of remuneration of Mr. Sunil Bhansali as Executive Director, the Company hereby approves, in accordance with the provisions of Sections 198, 269, 309, 310 read together with Schedule XIII and other applicable provisions, if any, of the Companies Act, 1956, the increase in the remuneration of Mr. Sunil Bhansali for the remaining period of his tenure of office, w.e.f. 1st April, 2010, as set out in the explanatory statement annexed to the notice conveying this Meeting. RESOLVED FURTHER THAT all other terms and conditions of appointment of Mr. Sunil Bhansali as approved earlier by the Members, shall remain unchanged. RESOLVED FURTHER THAT any one of the Directors or the Company Secretary of the Company be and is hereby authorized to do all necessary acts, deeds and things, which may be usual, expedient or proper to give effect to the above resolution. By the order of the Board Kolkata 12th November, 2010 M.C.Bhansali Company Secretary

ORDINARY BUSINESS:
1. To receive, consider and adopt the audited Balance Sheet of the Company as at 30th September, 2010 and the Profit and Loss Account for the period ended on the said date, along with the Report of Directors and Auditors FINANCIALS thereon. 2. To declare Dividend. 3. To appoint Director in the place of Mr. Ambuj Kumar Jain, who retires by rotation and being eligible offers himself for reappointment. 4. To appoint Director in the place of Mr. K.N. Prithviraj, who retires by rotation and being eligible offers himself for reappointment. 5. To appoint M/S K.N.Gutgutia & Co. Auditors to hold office from the conclusion of this Annual General Meeting till the conclusion of the next Annual General Meeting and to authorize the Board of Directors to fix their remuneration.

26
2009-10

SPECIAL BUSINESS:
6. To consider and, if thought fit, to pass, with or without modification, the following resolutions as Ordinary Resolutions: RESOLVED THAT Mr. Vijay Vaid, who was appointed by the Board of Directors as an Additional Director of the Company with effect from 14th August 2010 and holds office upto the date of this Annual General Meeting, in terms of Section 260 of the Companies Act, 1956 and under Article 96 of Articles of Association of the Company and in respect of whom the Company has received a notice under Section 257 of the Companies Act, 1956, be and is hereby appointed as a Director of the Company liable to retire by rotation.

Notes:
1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ALSO ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE ON POLL INSTEAD OF HIMSELF AND SUCH PROXY NEED NOT BE A MEMBER OF THE COMPANY. PROXY FORM DULY FILLED AND SIGNED MUST BE RECEIVED BY THE COMPANY AT THE REGISTERED OFFICE NOT LESS THAN 48 HOURS BEFORE THE MEETING.

FALCON TYRES LTD

2. The relative explanatory statement pursuant to section 173(2) of the Companies Act 1956, in respect of the business under item No.6 and 7 as setout above are annexed hereto. 3. The Register of Members and the Share Transfer Books of the Company will remain closed from 25th December, 2010 to 30th December, 2010 (both days inclusive). 4. Members/ Proxies are requested to bring their copies of the attendance slip duly filled in along with Annual Report and the Admission slip to the meeting. Annual Reports will not be distributed at the meeting. 5. Members are requested to furnish bank details, change of address, if any to the Companys Registrars and share transfer Agent Integrated Enterprise Limited( formerly known as Alpha Systems Pvt. Ltd.,) Bengaluru, so as to reach them latest by 27th December, 2010 in order to take note of the same. In respect of members holding shares in electronic mode, the details as would be furnished by the depositories as at the close of the

aforesaid date will be considered by the Company/ Companys Registrars and Share Transfer Agents. 6. All documents referred to in the notice and accompanying the Explanatory statement are open for inspection at the Registered office of the Company on all working days, except Saturdays, between 11.00 A.M and 1.00 P M, upto the date of the Annual General Meeting. 7. Pursuant to Section 205A(5) of the Companies Act, 1956, the unpaid/unclaimed dividends for the year 2002-03 was transferred to the Investor Education and Protection Fund. Shareholders who have not yet encashed their dividend warrants for the year Transfer Agents warrants etc., 2003-04 to 2008-09 may approach the Company/ Companys Registrars and Share for revalidation, issue of duplicate Dividend which remains unpaid / 2009-10

unclaimed over a period of 7 years from the date of declaration shall be transferred to the Investor Education and Protection Fund.

27
FINANCIALS

ANNEXURE TO THE NOTICE

Explanatory Statement pursuant to section 173(2) of the Companies Act, 1956. Bhansali by increasing in remuneration by present amount of Rs 30 Lacs to Rs 34 Lacs per annum w.e.f. 1st April 2010, which was approved by the Board of Directors at their Meeting held on 12th November, 2010. However, all other terms and condition of the appointment will remain unchanged. The increased remuneration will be subject to the overall limits as provided under section 198, 269, 309, 310 read together with Schedule XIII and other applicable provisions, if any, of the Companies Act, 1956. The Directors of the Company on recommendation made by the Remuneration Committee have approved the proposal of increase in his remuneration, subject to the approval of the members. Your Directors recommend the resolution for approval by the members of the Company. The above variation in the terms of remuneration of Mr. Sunil Bhansali as mentioned in Item No. 7 of the Notice will be treated as an abstract under Section 302 of the Companies Act, 1956. None of the Directors of the Company except Mr. Sunil Bhansali, is in any way concerned or interested in this resolution. The Members are requested to consider and approve the above proposal for increase in the salary of Mr. Sunil Bhansali.

ITEM NO.6
The Board of Directors have appointed Mr. Vijay Vaid, as Additional Director on 14.08.2010. As per Section 260 of the Companies Act, 1956, the above said Additional Director holds office upto the date of this Annual General Meeting and is eligible for appointment as Director. The Company had received a notice in writing from a member proposing the candidature of Mr. Vijay Vaid, for the office of Director under the provisions of Sec.257 of the Companies Act, 1956. Mr. Vijay Vaid is a B.Com graduate from Sydnahem college, Mumbai having 35 years of experience of running a medium scale Rubber Auto Components manufacturing company. He was an independent Director in Indusind Bank Ltd. for 8 years. The Directors, therefore, recommend the Ordinary Resolution. None of the Directors, except Mr. Vijay Vaid, is interested in the above said resolution. FINANCIALS

28
2009-10

ITEM No. 7
The Members of the Company at the Extra Ordinary General Meeting held on 10th September, 2009 approved the appointment of Mr. Sunil Bhansali as Executive Director, for the period of three years w.e.f. 30th September, 2008. The compensation packages of the staff and executives of the Company have been increased w.e.f. 1st April 2010. This was done taking into consideration the prevailing trends in the industries in terms of compensation packages. It is proposed to revise the salary of Mr. Sunil

By the order of the Board Kolkata 12th November, 2010 M.C.Bhansali Company Secretary

FALCON TYRES LTD

DIRECTORS REPORT
Your Directors have pleasure in presenting the 34th Annual Report and Audited Accounts of the Company for the year ended 30th September, 2010. Your Company has achieved the highest ever Turnover of Rs. 844.35 Crores with highest ever Profit before Tax at Rs. 65.79 Crores and Profit after Tax at Rs. 51.64 Crores. The Year under review was best ever year in the history of the Company. The Company has significantly improved in all parameters like production, sales and profitability. This was possible due to better operating efficiencies, higher productivity, all round cost reduction measures and richer product mix. Your Company has achieved significant improvement in the period under review on account of better operating efficiencies, higher productivity, all round cost reduction measures and richer product mix.

90000 80000 70000 60000 50000 40000 30000 20000 10000 0

85146.30

84434.77

29
32178.63

Rs in Lacs

25563.42

2005-06

2006-07

2007-08

2008-09* (18 Months)

2009-10 Turnover

Year

PBT and PAT Trend

7000 6000 6578.46 5163.46 3895.37 3001.82 512.42 362.56 2005-06 591.12 396.31 2006-07 803.60 563.59 2008-09* (18 Months)

Rs in Lacs

5000 4000 3000 2000 1000 0 2007-08

2009-10

Year

PBT

PAT

FINANCIALS

49559.05

2009-10

Turnover

FINANCIAL RESULT - STANDALONE

Sl No. i) ii) iii) iv) v) vi) vii) viii) ix) x) xi) xii) xiii) xiv) xv) xvi) Particulars 2009-10 (12 Months) 84434.77 78810.41 566.33 79376.74 9008.23 1652.11 777.66 6578.46 -6578.46 1415.00 -5163.46 205.90 5369.36 3500.00 -852.14 144.82 872.40

(Rs. in Lacs)
2008-09 (18 Months) 85146.30 78386.17 341.49 78727.66 6744.39 2004.57 844.45 3895.37 -3895.37 896.13 -2.58 3001.82 169.33 3171.15 2500.00 142.02 255.64 67.59 205.90

30
2009-10

Gross Turnover Net Turnover Other Income Total Revenue Profit before Interest, Depreciation & Taxation (EBIDTA) Interest Depreciation Profit before Taxation & Exceptional Item Exceptional Items Profit before Taxation (PBT) Tax including Deferred Tax and Fringe Benefit Tax Excess Provision of Earlier Year Written Back (Net) Income Tax + FBT Profit after Taxation (PAT) Profit brought forward from previous year Amount available for Appropriation Appropriations Transfer to General Reserve Interim Dividend Proposed Final Dividend Corporate Dividend Tax Total xvii) Balance carried to Balance Sheet

FINANCIALS

Some of the Key Performance ratios on standalone basis are furnished below:
Description EBITDA/ Gross Turnover Profit Before Tax / Gross Turnover Profit After Tax / Gross Turnover Return On Capital Employed Earnings Per Share at a Face Value of Rs. 5/- Per Share UOM % % % % Rs. 2009-10 (12 Months) 10.7 7.8 6.1 15.7 15.15 2008-09 (18 Months) 7.90 4.6 3.5 8.5 8.81

STANDALONE PERFORMANCE
Your Company's turnover for the year under review at Rs. 844.35 Crores represents an annualized increase of 49% over the previous period (18 months) turnover at Rs. 851.46 Crores. Profit before Interest, Depreciation and Taxes at Rs. 90.08 Crores represented an annualized increase of 100% over the previous period (18 Months) figure of Rs. 67.44 Crores. The Profit before Tax at Rs. 65.78 Crores represented an annualized increase of 153% over the previous period (18 Months) figure of Rs. 38.95 Crores. Profit after Tax at Rs. 51.64 Crores represented an annualized increase of 158% over the previous period (18 months) figure of Rs. 30.02 Crores.

Production of Tyres and Tubes, during the year under review stood at 37660 M.T. with an annualized increase of 28% over pervious period. The Company has partnered with Original Equipment Manufacturers and has kept pace by developing Tyres for newer models in a short span of time. Your Company has made its presence felt in a big way in OE, Replacement and Export Segments in the Current year. Concerted efforts towards an ambitious plan bore fruitful results in these segments.

CO-GEN PLANT / EXPANSION

Your Directors are happy to inform you that the benefit of Co-Gen Power Plant has started flowing to the Company. The

FALCON TYRES LTD

power produced by Co-Gen has not only helped in improving the productivity but also its by-product Steam was available free of cost to the plant. The uninterrupted power supply through Co-Gen plant has helped in reducing the scrap and improving the quality of the product. Your Company has already started work on 5 Lacs Tyres expansion plant at Mysore. Your Company is further planning to put additional 5 Lacs Tyres expansion at Haridwar & actively considering foraying into 4-wheeler segment

QUALITY MANAGEMENT SYSTEM

Your Company has been conforming with certifications by M/s TUV, SUDD, South Asia Pvt. Ltd., with respect to ISO 9001:2008 & ISO / TS16949: 2009 for Quality Management System were re-certified in Feb 2010 and ISO 14001:2004 & OHSAS 18001:2007 for Environment, Occupational Health & Safety Assessment Series Management Systems, which already certified. Up-gradation of ISO 9001:2000 was upgraded to ISO 9001:2008 and ISO/TS16949:2002 to ISO/TS16949:2009 during the year.

CUSTOMERS FIRST
Your Company is having a policy of Customers First and due to this we have been able to continue to be associated with major Automobile Companies (OEs) and enjoying the privileged position with all the OEs. The most conservative OEs also recognize our Services and Quality and we are becoming, a significant suppliers for them.

DIRECTORS
In accordance with the Companies Act, 1956 read with the Articles of Association of the Company, Mr. Ambuj K Jain & Mr. K.N. Prithiviraj, Directors of the Company will retire by rotation at this meeting and being eligible offers themselves for re-appointment. During the year under review Mr. Vijay Vaid was appointed w.e.f. 14th August, 2010 Your Board recommends the above re-appointment / appointment.

SUBSIDIARY
During the year under review, Monotona Tyres Limited (MTL) become subsidiary of the Company. w.e.f. 21st of May 2010 where your Company holds 54 Lacs shares out of 72 Lacs shares i.e. 75% of the paid up and subscribed capital of the Company. The synergy between the two Companies having similar kind of products will bore fruitful results in the year to come. Pursuant to Accounting Standard (AS 21) issued by the Institute of Chartered Accountants of India, Consolidated Financial Statements presented by the Company in this Annual Report include financial information of its subsidiary.

31
FINANCIALS

AUDITORS
M/s. K.N. Gutgutia & Co., Chartered Accountants auditors of the Company, retire at the conclusion of the ensuing Annual General Meeting and have expressed their willingness to act as auditors of the Company, if appointed, and have further confirmed that the said appointment would be in conformity with the provisions of Section 224(1B) of the Companies Act. The observations of the Auditors in their Report on Accounts read with the relevant notes are self-explanatory.

APPROPRIATIONS
DIVIDEND Your Directors recommend a Dividend of Rs. 2.50 per equity share (i.e. 50%) for the financial year ended 30th September, 2010. The proposed dividend together with Corporate Dividend Tax will absorb Rs. 9.97 Crores. The dividend if approved, shall be payable to shareholders registered in the books of the Company and to the beneficial owners furnished by the depositories as determined with reference to the book closure from 25th December, 2010 to 30th December, 2010 (both days inclusive). The total outflow on account of Equity Dividend together with Corporate Dividend Tax will be Rs. 9.97 Crores, vis a vis Rs. 4.65 Crores paid for fiscal 2008-09 (18 Months). TRANSFER TO GENERAL RESERVE The Board has recommended a transfer of Rs. 35 Crores to the General Reserve.

COST AUDIT
The Board of Directors have appointed Mr. T.L.Sangameswaran, Cost Accountant, Mysore to carry out Audit of the Cost Accounts of the Company relating to the manufacture of Tyres & Tubes for the period ended 30th September 2010 in compliance with the Central Government Order in this regard.

FIXED DEPOSITS
During the year under review, your Company has neither invited nor accepted any deposits from the public.

PARTICULARS OF EMPLOYMENT
As required under the provisions of Sec. 217(2A) of the Companies Act, 1956, read with the Rules framed thereunder, a statement of particulars of the employees has been annexed to this report and included as Annexure-I.

2009-10

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
Information pursuant to Sec. 217(1)(e) of the Companies Act, 1956, read with Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988, is furnished in Annexure-II.

In addition to this your Company had sponsored the Factory visit of College students.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Sec. 217 (2AA) of the Companies Act, 1956, with respect to Directors Responsibility Statement, it is hereby confirmed: (i) That in the preparation of the accounts for the financial year ended 30th September, 2010 the applicable accounting standards have been followed along with proper explanation relating to material departures; (ii) That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial period and of the profit or loss of the Company for the year under review; (iii) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; (iv) That the Directors have prepared the accounts for the financial period ended 30th September, 2010 on a going concern basis.

INDUSTRIAL RELATIONS
During the year your Company has finalized 3.3 years long term wage agreement with union. The Company maintained harmonious and cordial Industrial Relations during the period under review. A regular system of holding bi-partite discussion with the recognized Union regarding the issue of common interest of all employees was adopted. FINANCIALS

SAFETY
Your Company has a well-defined Safety Management System. Continuous endeavor is made to create safety awareness among the employees. As part of this forums like Works Committee, Plant Safety Committee are functioning for taking up necessary preventive/ corrective actions wherever required and to create awareness among the employees on Safety and Health. Your Company has also appointed a team headed by AGM Safety for the purpose. Safety Day has been observed in the Company.

32
2009-10

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Your Company is pro-active to its Corporate Social Responsibility. The following are few of the activities organized by your Company during the period under review: i) Ganesh Festival: The Company has joined hand with the employees to celebrate the Ganesh Festival, which is one of the biggest festival in Karnataka and observed ritual and festivity with equal fervor. May Day Celebration: 1st May of the year is being observed as workers day in the whole world. Your Company also joins hands with Employees and their family in observing the day where Company sponsored various sports and cultural activities are performed. Winner of the sports event are rewarded with the prizes and sweets were distributed.

CORPORATE GOVERNANCE
Pursuant to the provisions contained in the Listing agreement, a Management Discussion and Analysis Report, a report on Corporate Governance together with the Auditor's Certificate on the compliance of conditions of Corporate Governance is furnished as Annexure forming part of this Directors' Report.

APPRECIATION & ACKNOWLEDGMENT

Your Directors acknowledge the continued support and cooperation from the Financial Institutions, Banks, Customers, Vendors, Dealers and Government Authorities during the year under review. Further your Directors thank the Shareholders for their continued confidence in the Company. The Board also places on record its appreciation for the devoted and dedicated contribution made by the employees at all levels in achieving these results.

ii)

iii) Green Revolution: The Company has developed a green belt in and around the Company premises for better environment. During the year the Company has planted more than 3000 plants. iv) Training to School/ College Students: Your Company is regularly providing training to engineering students and management trainees of various institutes and colleges.

On behalf of the Board of Directors Place: Kolkata Date: 12th November, 2010 Sunil Bhansali Executive Director S. Ravi Director

FALCON TYRES LTD

ANNEXURE - I
Statement of particulars of employees pursuant to the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 forming part of the Directors Report for the period ended September 30, 2010 Sl.No Name of the Employee Designation Executive Chairman RemunQualification & Date of eration (Rs.) Experience Commencement of Employment 4,07,80,000 B.Com(Hons), AICWA, FCA, LL.B, AASM, MIIA (USA) 25 Years Age Last Employment held

Mr. Pawan Kumar Ruia

01.04.2007

51

ANNEXURE - II
Statement Pursuant to Sec.217 (1) (e) of the Companies Act, 1956 A. CONSERVATION OF ENERGY
a) Energy conservation / Modification measures taken 1) Up-gradation of Devon Bead Winding machine for higher productivity 2) Additional capacitor banks incorporated to improve the power factor 3) Water & Energy Management b) Impact of measures taken 1) Reduction in scrap 2) Consistency in quality of products c) Additional investments / modifications proposed 1) 2) Rain Water Harvesting Generation of Bio Gas by using waste

33
FINANCIALS

d) Impact of proposed measures 1) 2) Savings in Power, water and fuel Cost Increase in productivity with quality

2009-10

FORM-A
Disclosure of Particulars with respect to Conservation of Energy: POWER AND FUEL CONSUMPTION
Description 1. Electricity a. Purchased: - Total Units - Total Amount (Rs.in lakhs) - Rate per unit (Rs.) b. Own Generation: - Units Generated - Total Biomass, Coal/Diesel Cost (Rs.Lacs) - Cost per unit (Rs.) 2. Fuel : a) Furnace oil : - Quantity (K.L.) - Total Cost (Rs. Lacs) - Rate per Ltr. (Rs.) b) Biomass, Coal & Others -Quantity (M.T.) - Total Cost (Rs. lacs) - Rate per Kg. (Rs.) Total Fuel Details:c) Total Fuel Cost (Rs.in lakhs) d) Fuel Cost/Kg. on Production (Rs.) 3. Consumption per Kg.of - Production of Tyre & Tube:- Electricity (Units/Kg.) - Biomass, Coal & Other Fuels (Kgs../Kg.) 2009-2010 (12 Months) 2008-2009 (18 Months)

2371880 178.65 7.53 15420366 667.75 4.33

16066000 794.12 4.94 7004017 403.27 5.76

34
2009-10

FINANCIALS

---------19931 807.18 4.05 807.18 2.20

111.00 29.85 26.94 20338 820.44 4.03 850.29 2.09

0.486 0.544

0.566 0.502

FORM-B
A. TECHNOLOGY ABSORPTION:
1. Research & Development: a) Developed tubeless tyres for Scooters / Motor Cycles b) Developed low rolling resistance tread compound with Silica base. c) Added new patterns and designs for increased market requirements d) Introduction of new products and sizes to improve the product mix e) Developed low profile Scooter tyres exclusively for OE segment. f) Development of FEM Analysis model for predicting the actual Tyre Dimensions. 2. Benefits derived as a result of the above R & D a) Optimization of the installed capacity of tyres and tubes resulted in increased productivity and savings on energy front. b) Consistency in quality of the finished goods 3. Future Plan of action: a) To develop wide range of tyres and tubes in two, three, four wheeler and industrial segments for export market. b) To develop hi-tech low cost tyres in scooter & motor cycle segments c) High Powered Motorcycles are developed by OEMs, for which, 60 aspect ratio Motorcycle tyres are being developed.

B. TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION

1) Efforts in brief made towards technology absorption, adoption and innovation: a) New Products and new patterns developed and are approved by OEMs b) During the period under review, the TAA (Technical

FALCON TYRES LTD

Aid Agreement) with SRI (Sumitomo Rubber Industries), Japan has been renewed and relevant audit and development assurance with SRI was transacted. c) Building Machine modified to produce tubeless tyres. 2) Benefits derived as a result of the above efforts a) Enhanced market share with OEMs and exports 3) In case of imported technology (imported during last 5 years reckoned from the beginning of the financial year) the following information may be furnished. a) Technology imported b) Year of Import c) Has technology been fully absorbed Not Applicable Not Applicable Not Applicable

d) If Not fully absorbed, areas where this has not been taken place, reasons therefore and future plans for action

Not Applicable

C. FOREIGN OUTGO

EXCHANGE

EARNINGS

AND

Foreign Exchange earned and used: (Rs. in Lacs) Particulars 2009-10 2008-09

(12 Months) (18 Months) i) Foreign Exchange Earned ii) Foreign Exchange Used 1315.66 7600.79 3828.35 6774.06

Financial year of the Subsidiary ended on 1. (a) (b) Number of shares held by Falcon Tyres Limited at the end of the above date Extent of Interest on above date

March 31, 2010 NIL NIL Rs. in Lacs

2. Net aggregate amount of the Subsidiary Company's Profit/ (Loss) so far it concerns members of the Holding Company and (a) is not dealt in the Company's account (i) (b) for the financial year ended March 31, 2010

Not Applicable* Not Applicable* Not Applicable * Not Applicable*

(ii) for the previous financial year since it become a subsidiary is dealt in the Company's account (i) for the financial year ended March 31, 2010 (ii) for the previous financial year since it become a subsidiary Change in the interest of Falcon Tyres Limited between the end of the subsidiary's financial year March 31, 2010 and September 30, 2010 - Number of shares acquired Material changes between the end of the subsidiary's financial year March 31, 2010 and September 30, 2010 (i) (ii) Fixed Assets (net additions) Investments

5,399,600 Rs.in Lacs 9094.79 NIL NIL NIL

(iii) Moneys lent by the subsidiary (iv) Moneys borrowed by the subsidiary company other than for meeting current laibilities

* As Monotona Tyres Limited has become subsidiary of Falcon Tyres Limited w.e.f. 21st of May, 2010, where Falcon has acquired 53,99,600 Nos. of shares out of 72,00,000 Nos. i.e. 75% of the subscribed and paid up capital of Monotona Tyres Limited, the same is not applicable.

FINANCIALS

Statement pursuant to Section 212 of the Companies Act, 1956 relating to Holding Company's interest in the Subsidiary Companies

35

2009-10

ANNEXURE - III
Management Discussion and Analysis Report
The Indian tyre industry growth in the current year has been fuelled by the growth in 2-3 wheeler segment. The Indian tyre Industry with a total production number of 971.37 Lacs has grown up by 18% in comparison to previous period number of 821.07 Lacs. Out of the above Number, 2-3 wheeler tyre production number at 492.22 Lacs has grown by 20% in comparison to previous period number of 410.31 Lacs. [Source: ATMA] Although, Indian 2-3 wheeler tyre industry has consolidated to a great extent with 5 leading players controlling a large chunk of the production capacity, the balance capacity is still fragmented. After 2 years of low growth, in 2009-10 the 2 & 3 wheeler industry has shown a remarkable growth. Early recovery of the economy from the financial crisis and resurgence in domestic demand aided by fiscal stimulus resulted in exceptional growth of 33% and 40% in third and fourth quarters of 2009-10 respectively in 2 wheeler industry, resulting in an annual growth rate of 24% for the year in 2 wheeler industry, which helped tyre industry to substantially increase tyres production. 2-3 wheeler Tyre production in 2009-10 has been increased to 492.22 Lacs in Nos. from 410.31 Lacs in Nos. showing a increase of 20%. 2-3 wheeler industries have witnessed a capacity addition by all the major players in the last year. FINANCIALS

Business Outlook And Overview

Year 2009-10 has witnessed extraordinary demand for products of the Company and industry due to higher 2-3 wheeler production and increased demand from replacement market. Driven by economical improvements and around 30 % year on year growth by OEMs in new Vehicle manufacturing, the 2-3 wheeler tyre market has witnessed tremendous demand for products and this has generated need of expansion and increased productivity for all tyres Companies. The increased 2-3 Vehicle Population will lead to much higher Tyres demand from replacement markets and it is much likely that all 2-3 tyres Companies are expected to do well.

Company Performance
Domestic Segment In motorcycle category, the Company achieved a sales growth of 26.1% during 2009-10. Sales in the replacement segment grew by an impressive 45.6% and in OE segment it grew by 12.8%. The Company has launched the Challenger series of High End Tyres, which is expected to contribute significantly in the coming years. Overall growth in the Domestic segment is very impressive. Export Segment During the year, the Company has Directly/ Indirectly sold 3.81 Lacs tyres in comparison to 5.06 Lacs tyres sold during the last period. Although there is slight decline in volume, the same is because of very high demand in Domestic Segment.

36
2009-10

Industry structure and Developments:

The Automotive sector was a great beneficiary of the overall recovery during 2009-10 and registered a healthy growth. Due to this 2-3 wheeler tyre industry also has shown a very impressive growth of 20%. With buoyancy in 2-3 wheeler market, 2-3 wheeler tyre industry is expected to perform well. On the other hand Raw Materials prices are a cause of concern with Natural Rubber prices continuously increased due to short supply and prices reached to historical high of Rs. 200 per kg. Synthetic rubber and other input prices also witnessed a significant increase.

Opportunity And Threats

Growth in two-wheeler demand is mainly coming from youth and lower middle class population. Urbanization of smaller town also fuels the demand in 2-3 wheeler segment. Smaller towns are expected to contribute significantly to our segment. The Company has tested few Radial Tyres also during the last year and the responses to the same are positive.

FALCON TYRES LTD

Moreover the challenger series of Tyres has also got very good response. High inflation and rising Interest cost is always a threat to the Industry. Another threat to the industry is the volatility in the prices of Raw Materials specially Natural Rubber. Low cost tyre import from China is also a threat to the industry.

transactions are properly authorized, recorded and reported. The Company has effective internal control systems across the Manufacturing locations, marketing locations and other offices to maintain the Operational efficiencies and to comply with all financial policies and applicable laws and regulations. The Company has fullfledged Internal Audit department, which covers all the areas of the Organization to ensure conformance to internal checks and controls. Internal Audit department carries out audit throughout the year and their reports, along with the action taken are reviewed by Senior Management and placed before Audit Committee of the Board of Directors.

Operation Review
Operational Performance: The production of Tyres and Tubes at 37660 MT in the current year (12 months) was highest ever in the history of the Company. On an annualized basis production has increased by about 28% in comparison to last period (18 months) production of 43967 MT of tyres and tubes. Financial Performance: The Company achieved a turnover of Rs.84435 Lacs for the year ended 30th September 2010, as against previous period (18 months) turnover of Rs. 85146 Lacs with an annualized increase of 49%. These results were achieved despite severe competition in the Industry. The PBT for the year under review at Rs. 6578 Lacs was highest ever as against previous period (18 months) PBT of Rs. 3895 Lacs. The Companys sales in various market segment are as given below: Description OEMs Replacement Exports Others Total UOM Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs 2009-10 (12 Months) 31,693.64 49,112.31 3,226.90 401.92 84,434.77 2008-09 (18 Months) 32,347.83 48,970.12 3,828.35 -85,146.30

Human Resource Development

Human Resource Development is focused and aligned to business needs towards improved performance and the years. The key components of the roadmap are Employee engagement, Resourcing, Performance & compensation management, Competency based development, Career & succession planning and Organization building. The Company continues to be an employees choice in the region. The Company continued to have cordial and harmonious relations with its employees. In line with the changing business environment, your Company is imparting training aimed at nurturing the Human Resources. Career planning and succession plans are in place for all critical roles. Towards Leadership development key competencies have been identified and executive assessment and development programs are run. Some of the key activities carried out to make the success story happen are summarized below:
= Involving the Field Marketing Personnel on the

37
FINANCIALS

Risks & Concern

The constant rise in prices of Natural Rubber and major Raw Materials is a big challenge for our industry. Any failure of monsoon could trigger a significant rise in inflation and interest rates thus squeezing the disposable income of the customers.

Internal Controls And Their Adequacy

The Company has proper and adequate internal control system to ensure that all the assets of the Company are safeguarded and protected against any loss and that all the

Strategic Decision Making and planning the route map for the Future, = Recognizing the Outstanding Performers in the Annual Sales Meet etc ensured the motivation of the Personnel. = Identifying the Right people with the right attitude for the key jobs.

Environment, Health & Safety (EHS)

Several training programs, structured to the needs of individual employees and also to meet the requirements

2009-10

business results through the HR roadmap evolved over

of ISO / TS 16949: 2009,EMS & OHSAS systems, were conducted during the year. Competent professionals do regular audits on safety and environment and the recommendations are implemented to provide a safe and healthy work environment. Regular training programs on safety are conducted to increase awareness and commitment for safety. Effective training to all new recruits has further improved the safety standards in the Company.

estimates and expectations may be forward looking statements within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make a difference to the Companys operations include, among others, economic conditions affecting demand/supply and price conditions in the domestic and overseas market in which Company operates, changes in the government regulations, tax laws and other statutes and incidental factors.

Cautionary Statement
Statements in the management discussion and analysis report describing the Companys objectives, projections,

38
2009-10

FINANCIALS

FALCON TYRES LTD

ANNEXURE - IV
CORPORATE GOVERNANCE REPORT
A) The Companys Corporate Governance Philosophy
The Company has set itself the objective of expanding its capacities and becoming globally competitive in its business. As a part of its growth strategy, the Company believes in adopting the best practices that are followed in the area of Corporate Governance across various geographies. The Company emphasizes the need for full transparency and accountability in all its operations, in order to protect the interests of its stakeholders. It is believed that the imperative for good corporate governance lies not merely in drafting a code of corporate governance but in practicing it.

Composition of the Board & Directorship held: As the Company has an Executive Chairman viz., Mr. Pawan K Ruia the Board is required, in terms of clause 49 of the Listing Agreement, to have fifty percent of its Directors as Independent Directors. As on 30th September, 2010 the Company has 8 Directors on its Board, of which 5 Directors are Independent Directors. Thus, the composition of the Companys board is in conformity with the Listing Agreement. None of the Directors on the Board is a Member on more than 10 committees and Chairman of more than 5 Committees (as specified in Clause 49), across all the Companies in which he is a Director. The necessary disclosures regarding Committee positions have been made by the Directors. The names and categories of the Directors on the Board, their attendance at Board Meetings during the year and at the last Annual General Meeting, as also the number of Directorships and Committee Memberships held by them in other Companies are given below:

B) Board of Directors
In terms of the Companys Corporate Governance Policy, all statutory and other significant and material information mentioned in Clause 49 of the Listing Agreement are placed before the Board to enable it to discharge its responsibilities of strategic supervision of the Company and as trustees of stakeholders.

39
FINANCIALS

Name of the Director

Category

* No. of Directorship in other Companies

No. Of membership / chairmanship in Committees of other companies Membership Chairmanship ---3 5 1 Nil Total ---8 9 4 Nil

Mr. Pawan Kumar Ruia Executive Chairman Mr. Tarun Gandhi Mr. A.K. Jain Mr. K.N. Prithviraj Mr. Prakash P. Mallya Mr. Vijay Vaid Mr. S. Ravi Mr. Sunil Bhansali Independent Independent Independent Independent Independent Non-Executive Executive

4 3 1 6 3 1 2 Nil

---5 4 3 Nil

* Does not include Directorships in Private Limited Companies

2009-10

The Board meets atleast once in a quarter to review the Companys performance and financial results and more often, if considered necessary, to transact other business. Attendance of each Director at Board Meetings, last Annual General Meeting and Extra Ordinary General Meeting: Eight Board Meetings were held during the year 2009-10 and the gap between two meetings did not exceed four months. The dates on which the Board Meetings were held were as follows: 24th October, 2009 12th November, 2009 29th December, 2009 29th January, 2010 3rd March, 2010 22nd April, 2010 6th July, 2010 14th August, 2010

The Board periodically reviews compliance reports of all laws applicable to the Company. Steps are taken by the Company to rectify instances of non-compliance, if any. The last Annual General Meeting of the Company was held on 29th December, 2009 and Extra Ordinary General Meeting was held on 9th November, 2009 and 3rd March, 2010. FINANCIALS The following are the details of attendance of Directors at Board Meeting and at the Annual General Meeting and Extra Ordinary General Meeting held during the year:

Attendance of the Directors for BOD, AGM & EGM

Name of Directors No. of Board Meetings held during the tenure of the Director in 2009-10* 8 8 8 8 8 8 8 No. of Board Meetings attended 7 2 5 4 6 8 8 Attendance at Last AGM Yes No No No Yes Yes Yes Attendance at Two EGM 09.11.2009 03.03.2010 No No Yes No Yes Yes Yes No No Yes Yes No Yes Yes

40
2009-10 Mr. Pawan Kumar Ruia Mr. Tarun Gandhi Mr. A. K. Jain Mr. K. N. Prithviraj Mr. Prakash P. Mallya Mr. S. Ravi Mr. Sunil Bhansali

Part of the Year

Mr. Vijay Vaid (Appointed as Additional Director w.e.f. 14/08/2010) 1 1 ----

* Number of Board Meetings indicated is with reference to date of appointment / resignation of the Directors.

FALCON TYRES LTD

C) Audit Committee
The terms of reference of the Audit Committee is based on Clause 49 of the Listing Agreement and the applicable provisions of the Companies Act, 1956. The Audit Committee comprises of five Directors, all of them being Non-Executive Directors. Mr. A.K. Jain Mr. Tarun Gandhi Mr. K.N. Prithviraj Mr. Prakash P. Mallya Mr. S. Ravi Chairman Member Member Member Member

f) To ensure compliance of internal control system and action taken on internal audit report. g) Review of findings etc., of internal investigations by Internal Auditors and reporting thereof to the Board. h) To hold periodical discussion with statutory auditors on the scope and content of audit. i) j) To review the Companys Financial and Risk Management Policies. To appraise the Board on the impact of accounting policies, accounting standards and legislation. k) Review of reasons for defaults if any in payment to shareholders / creditors etc. l) Review of adequacy of internal audit function.

30th September, 2010, i.e. Sl. No. 1 2 3 4 5 Date of the Audit Committee Meeting 24th October, 2009 12th November 2009 29th January, 2010 22nd April, 2010 14th August, 2010

The gist of terms of reference is given below: a) Review of Companys financial reporting process. b) Review of Quarterly and Annual Financial Statements, before submission to the Board. c) Review with External Auditors, on areas of concern. d) Recommending appointment of External Auditor and fixation of audit fees. e) To Review the projects performance of the company

41
FINANCIALS

Attendance at Audit Committee Meetings.

Name of Directors No. of Audit Meetings held during the tenure of the Director in 2009-10 * No. of Meetings attended

Mr. A.K. Jain 5 4 Mr. Tarun Gandhi 5 2 Mr. K.N. Prithviraj 5 3 Mr. Prakash P. Mallya 5 5 Mr. S. Ravi 5 5 *No. of Audit Committe Meetings indicated is with reference to date of appointment/resignations of the Directors.

D) Remuneration Committee
The Remuneration Committee is composing of 4 (four) Directors, which is as follows. Mr. K.N. Prithviraj Mr. A.K. Jain Mr. Tarun Gandhi Mr. S. Ravi Chairman Independent Director Independent Director Independent Director

2009-10

All these Directors possess knowledge of corporate finance, accounts and company law. The Chairman of the Committee is an Independent and Non-Executive Director nominated by the Board. The Company Secretary, Statutory Auditors, Internal Auditors are permanent invitees at the meetings of the Committee.

During the period ended 30th September, 2010 the Committee met 5 (five) times from 1st October 2009 to

The remuneration Committee met on 29th January, 2009 in which the remuneration to the Executive Chairman had been increased considering the relevant remuneration for managerial personnel in the industry of similar size and nature. This remuneration was approved by the Board of Directors in their Meeting held on 29th January, 2010 and the shareholders in the Extra Ordinary General Meeting dated 3rd March, 2010 subject to the approval of Central Government. (Rs. in Lacs) Name Mr. Pawan Kumar Ruia Designation Executive Chairman Salary 360.00 Other allowance /Re-imbursement 192.00 Provident Fund & Other Fund 97.20 Retirement Gratuity & Medi-claim as per rules of the Company

Details of Service Contract with the Directors: For any termination of service contract, either the Company or the Executive Chairman is required to give a notice of not less than forty five days. Equity share held by the Non Executive Directors: Nil FINANCIALS

The Non-Executive Directors do not draw any remuneration from the Company, except sitting fees for attending the Board Meetings. The details of sitting fees paid to the Non-Executive Directors are as follows:

42
2009-10 Name of the Directors Mr. Tarun Gandhi Mr. A.K. Jain Mr. K.N. Prithviraj Mr. Prakash P. Mallya Mr. Vijay Vaid Mr. S. Ravi TOTAL Sitting Fees Paid during the Year (Rs.) 20,000 50,000 40,000 60,000 10,000 60,000 2,40,000

E) Investors / Shareholders Grievances Committee

As of 30th September, 2010, the Committee consists of four Directors, namely, Mr. K.N. Prithviraj Mr. Tarun Gandhi Mr. S. Ravi Mr. Sunil Bhansali Chairman (Independent Director) Member (Independent Director) Member (Non-executive Director) Member (Executive Director)

Mr. M.C.Bhansali Company Secretary, has been designated as Compliance Officer. The Committee looks into redressing of grievances of the investors namely shareholders. The Committee deals with grievances pertaining to transfer of shares, nonreceipt of Balance Sheet, non-receipt of dividend, dematerialization of shares, complaint letters received from Stock Exchanges, SEBI etc. During the period, five complaints were received from shareholders and the same were resolved.

FALCON TYRES LTD

F) General Body Meetings

Location and time where last three Annual General Meetings of the Company were held are given below: Financial Year 2006-2007 2007-2008 2008-2009 Date of Meeting 28/09/2007 30/09/2008 29/12/2009 Location of the Meeting Hotel Woodlands (Pvt.) Ltd. No.5, Raja Ram mohan Roy Road, Bengaluru 560 025 Hotel Woodlands (Pvt.) Ltd. No.5, Raja Ram mohan Roy Road, Bengaluru 560 025 Golden Landmark, 45/A, K.R.S. Road, Metagalli, Mysore- 570 016 Time 11.30 a.m. 11.30 a.m. 12.30 a.m.

Extra Ordinary General Meetings

Financial Year 2008-2009 Date of the Meeting 09/11/2009 Location Golden Landmark, 45/A, K.R.S. Road, Metagalli, Mysore- 570 016 Golden Landmark, 45/A, K.R.S. Road, Metagalli, Mysore- 570 016 Time 2009-10 12.30 p.m.

2008-2009

03/03/2010

11.45 a.m.

43
FINANCIALS

G) Disclosures
i) During the year, there were no transactions of material nature with the Promoters, Directors or the management, their subsidiaries or relatives that had potential conflict with the interest of the Company. Register of Contract containing the transactions in which Directors are interested is placed before the Board regularly for signature of Directors. Transactions with related parties are disclosed in Note No.20B (13) to the Accounts in the Annual Report. ii) The Company has complied with the requirements of the regulatory authorities on Capital Markets and no noncompliances, penalties, strictures were imposed on the Company by Stock Exchange or SEBI or any statutory authority during the last three years.

iii) The Non-Mandatory requirements have been adopted as stated in this report against the relevant items.

H) Means of Communication
Quarterly results of the Company are published in English daily news paper having nation wide circulation and in one daily regional language news paper. Quarterly reports are not mailed to the shareholders. However, all the quarterly results and the audited annual results are displayed in the Companys website (www.falcontyres.com), apart from providing to Stock Exchanges and Press. No presentations made to institutional investors or to analyst, other than the published information / press releases. The Management Discussion of Analysis Report forms part of this Annual Report, and is attached to the Directors Report.

I) General Shareholders information Annual General Meeting

The Annual General Meeting is proposed to be held on 30th December, 2010 at 12.30 p.m. at Hotel Golden Landmark, 45/A, K.R.S. Road, Metagalli, Mysore- 570016 Financial Period Date of Book Closure Dividend Payment Date 1st October, 2009 to 30th September, 2010 25th December, 2010 to 30th December, 2010 (Both days inclusive) The Dividend Warrants will be dispatched within the statutory time limit.

Listing on Stock Exchanges

The Equity Shares of the Company are listed on Mumbai and Chennai Stock Exchanges. During the year your company has been delisted from the Bangalore Stock Exchange. Listing fee has been paid to the above Stock Exchanges for and up to the year 2010-11 FINANCIALS

Stock Code
Bombay Stock Exchange Chennai Stock Exchange Demat ISIN 509527 FALCOTYR INE511B01024

44
2009-10

Market Price Movement

The Monthly high and low quotations of the shares regularly traded on the Bombay Stock Exchange is as follows: MONTH October, 2009 November, 2009 December, 2009 January, 2010 February, 2010 March, 2010 April, 2010 May, 2010 June, 2010 July, 2010 August, 2010 September, 2010 High (Rs.) 161.00 163.30 193.85 199.00 233.95 179.90 183.95 188.00 190.00 191.00 195.00 187.00 Low (Rs.) 127.20 141.00 146.75 142.00 156.00 128.25 144.60 150.00 151.50 168.65 165.25 155.80

FALCON TYRES LTD

Stock performance in comparison to Broad based indices such as BSE Sensex

21000 19000 17000 15000 200 180 160 140 120 100 80 60 40 20 Oct09 Nov09 Dec09 Jan- Feb10 10 Mar10 Apr10 May- Jun10 10 Jul10 Aug10 Sep10 0

BSE Index

13000 11000 9000 7000 5000 3000 1000 -1000

FALCON SHARE PRICE (Rs.)

Sensex Falcon

Price of shares which are mentioned are at the end of the each month. = Source: BSE official website

Registrar and Transfer Agents

Integrated Enterprises (India) Ltd.(formerly known as Alpha Systems Private Limited) 30, Ramana Residency, 4th Cross Sampige Road, Malleswaram Bengaluru 560 003 Tel: 080-23460815 Fax: 080-23460819

45
FINANCIALS

Share Transfer System

97.75 % of shares of the Company are in the electronic form. Transfer of these shares are done through the depositories with no involvement of the Company. As regards transfer of shares held in physical form, the transfer documents can be lodged with Integrated Enterprises (India) Ltd. at the above mentioned address. The transfer of shares in physical form are normally processed within 15 days from the date of receipt, if the documents are complete in all respects. The Directors, and the Company Secretary are jointly empowered to approve transfers.

Distribution of Shareholding as on 30th September, 2010

No. of equity shares Upto 1000 1001 - 2500 2501 - 5000 5001 - 10000 10001 and above TOTAL Holders No. of holders 1943 260 132 39 32 2406 Holders % 80.76 10.81 5.49 1.62 1.33 100.00 Holding No. of shares held 367103 441169 440212 265099 32571949 34085532 Holdings % 1.08 1.29 1.29 0.78 95.56 100.00

2009-10

Shareholding pattern as on 30th September, 2010

Shares Holders No. of equity Shares Held Percentage of Shareholding

A. Promoters Holding
1. Promoters Indian Promoters Foreign Promoters 2. Persons acting in concert Sub-Total 54,25,980 2,35,13,100 -2,89,39,080 15.92 68.98 84.90

B. Non Promoters Holding

3. Institutional Investors a. Mutual Fund and UTI b. Banks, Financial Institutions, Insurance Companies (Central/State Govt. Institutions) c. FIIs Sub-Total 4. Others a. Private Corporate Bodies b. Indian Public c. NRIs/OBCs d. Any other(Clearing Member) Sub-Total Grand Total 28,83,638 19,62,669 13,826 10,641 48,70,774 3,40,85,532 8.46 5.76 0.03 0.04 14.29 100.00 -2,75,678 -2,75,678 -0.81 -0.81

46
2009-10

FINANCIALS

Dematerialization of Shares and Liquidity the Companys shares are compulsory traded in dematerialized form and are traded on both the depositories in India viz. National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). Equity shares of the Company representing 97.75% of the Companys Share Capital are dematerialized as on 30th September 2010. The Companys shares are regularly traded on Bombay Stock Exchange Limited in electronic form.

Investors Protection Fund

Shareholders who have not yet encashed their dividind warrants for the year 2003-04 to 2008-09 may approach the Company/Companys Registrars and Share Transfer agents for revalidation, issue of duplicate warrants etc., Dividend which remains unpaid/ unclaimed over a period of 7 years from the date of declaration shall be transfered to the Investor Education and Protection Fund.

Plant Location
K.R.S. Road, Metagalli, Mysore 570 016

Outstanding GDRs / ADRs / Warrants or any convertible instruments

There are no outstanding GDRs / ADRs / Warrants or any convertible instruments

Address for Correspondence

K.R.S. Road, Metagalli, Mysore-570 016 Tel : 0821-2582055/2582041 Fax : 0821-2582321 Email: secretary@falcontyres.com

FALCON TYRES LTD

DECLARATION
It is hereby declared that all the members of the Board and Senior Management personnel have affirmed compliance with the Code of Conduct for Members of the Board and Senior Management of Falcon Tyres Limited during the Financial Year ended 30th September, 2010.

Kolkata 12th November, 2010

Sunil Bhansali Executive Director

47
FINANCIALS

2009-10

AUDITORS CERTIFICATE ON COMPLIANCE OF CONDITIONS OF CORPORATE GOVERANCE

To the Members of FALCON TYRES LIMITED
1. We have examined the compliance of the conditions of Corporate Governance by Falcon Tyres Limited for the year ended 30th September, 2010 as stipulated in Clause 49 of the Listing Agreement of the said Company with Stock Exchange in India. The Compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was carried out in accordance with the Guidance Note on Certification of Corporate Governance (as stipulated in Clause 49 of the Listing Agreement) issued by the Institute of Chartered Accounts of India and limited to the procedures of implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of the opinion on the financial statements of the Company. In our opinion and to the best of our information and explanations given to us and the representations made by the Directors and the management, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in the above-mentioned Listing Agreement. We further state that such compliance is neither an assurance as to future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.

2. FINANCIALS

48
2009-10

3.

4.

For K.N. Gutgutia & Co. Chartered Accountants Kolkata 12th November, 2010

Subhasish Pore Partner Membership No: 055862

FALCON TYRES LTD

Auditors' Report
To the members of FALCON TYRES LIMITED
We have audited the attached Balance Sheet of Falcon Tyres Limited (the Company) as at 30th September, 2010, the annexed Profit and Loss Account for the year ended on that date and also the Cash Flow Statement for the year ended on that date which we have signed this day under reference to this report. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit. We have conducted our audit in accordance with the auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes, assessing the accounting principles used and significant estimates made by the management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for expressing our opinion. 1. As required by the Companies (Auditors Report) Order, 2003 as amended by the Companies (Auditors Report) Order 2004 (the Order), issued by the Central Government in exercise of the power conferred by section 227 (4A) of the Companies Act, 1956 (the Act) and according to the information and explanation given to us and on the basis of such checks as we considered appropriate, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order. Further to the above, we report that: a) We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of our audit. b) In our opinion, proper books of account as required by law have been kept by the company so far as appears from our examination of those books; c) The Companys balance sheet, profit and loss account and cash flow statement dealt with by this report are in agreement with the books of account; d) In our opinion, the profit and loss account balance sheet and cash flow statement comply with the accounting standards referred to in sub section (3C) of section 211 of the Act.; e) On the basis of written representations received from the Directors and taken on record by the Board, none of such Directors is disqualified as on 30th September, 2010 from being appointed as a Director of the Company under clause (g) of sub section (1) of section 274 of the Act. f) In our opinion and to the best of our information and according to the explanation given to us, the said accounts read together with the accounting policies and notes thereon give the information required by the Act in the manner so required and give a true and fair view (i) ii) iii) in the case of the Balance sheet, of the state of affairs of the Company as at 30th September, 2010; in the case of the Profit and Loss Account, of the profit of the Company for the year ended on that date; and in the case of the Cash Flow Statement, of the cash flows of the Company for the year ended on that date . For K.N. Gutgutia & Co. Chartered Accountants Kolkata 12th November, 2010 Subhasish Pore Partner Membership No.055862

2.

49
FINANCIALS

2009-10

ANNEXURE (referred to in paragraph 1 of our report of even date)

i) a) The Company is maintaining proper records showing full particulars, including quantitative details and situation of the fixed assets. b) These fixed assets have been physically verified by the management in a phased manner at reasonable intervals. No material discrepancies were noticed on such verification. c) ii) a) b) No substantial part of fixed assets has been disposed off during the year. Physical verification of inventory has been conducted at reasonable intervals by the management The procedure of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business. c) The Company is maintaining proper record of inventory and no material discrepancies were noticed on physical verification. FINANCIALS iii) The Company has neither granted nor taken any loan secured or unsecured from Companies, firms or other Parties covered in the register maintained under section 301 of the Act. iv) There is an adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of inventory and fixed assets and for the sale of goods. There is not major weakness in internal control system. v) a) The particulars of contracts or arrangements referred to in section 301 of the Act have been entered in the register required to be maintained under that section. b) The transactions made in pursuance of such contract or arrangement have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time. vi) The Company has not accepted deposits from the public.

50
2009-10

vii) The Company has an in-house internal audit system generally commensurate with its size and nature of its business. viii) The maintenance of cost records has been prescribed by the Central Government under clause (d) of sub-section (1) of section 209 of the Act, and such accounts and records have been made and maintained. We have broadly reviewed such books of accounts. ix) a) The Company is generally regular in depositing un-disputed Statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income Tax, Sales Tax, Service Tax, Customs Duty, Excise Duty, Cess and any other statutory dues with the appropriate authorities. x) The Company has no accumulated Losses at the end of the financial year and has not incurred Cash Losses in such financial ear and in the immediately preceding financial year. xi) The Company has not defaulted in repayment of dues to Banks.

xii) The Company has not granted loans and advances on the basis of security by way of pledge of share, debentures and other securities. xiii) The Company is not a Chit fund or a Nidhi/Mutual benefit fund/Society.

FALCON TYRES LTD

xiv) The Company is not dealing or trading in shares, securities, debentures and other investments. xv) The Company has given a corporate guarantee and the terms and conditions whereof are not prejudicial to the Company. xvi) Term Loans were applied for the purpose for which the loans were obtained. xvii) The funds raised on short term basis have not been used for long term investments. xviii) The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Act. xix) The Company has not issued any debentures. xx) The Company has not raised money by public issue. xxi) During the course of our examination of books of accounts carried out in accordance with generally accepted auditing practices in India, we have neither come across any fraud on or by the Company nor have we been informed of any such case by the management. 2009-10

For K.N. Gutgutia & Co. Chartered Accountants Kolkata 12th November, 2010 Subhasish Pore Partner Membership No.055862

51
FINANCIALS

BALANCE SHEET AS AT 30TH SEPTEMBER, 2010

(Rs. In Lacs) Schedule No. As at 30th September, 2010 As at 30th September, 2009

I Sources of Funds
1. Shareholders' Funds (a) Share Capital (b) Reserves & Surplus 2. Loan Funds (a) Secured (b) Unsecured 1 2 3 4 1704.27 16110.62 15022.60 8171.80 1704.27 12196.27 13798.62 6954.80

17814.89

13900.54

23194.40

20753.42

3. Deferred Taxtion - Net Total II Application of Funds 1. Fixed Assets Gross Block Less: Depreciation Net Block Capital Work - in - Progress 2. Investments 3. Current Assets,Loans & Advances (a) Inventories (b) Sundry Debtors (c) Cash & Bank balances (d) Loans & Advances Less: 4. Current Liabilities & Provisions (a) Liabilities (b) Provisions Net Current Assets Miscellaneous Expenditure (to the extent not written off) Total Significant Accounting Policies and Notes on Accounts 11 12 12250.85 3741.82 15992.67 5 25015.45 6516.52 18498.93 3863.68 6 7 8 9 10 7218.21 11236.94 3218.55 4829.60 26503.30

726.95 41736.24

794.16 35448.12

52
2009-10

FINANCIALS

22362.61 8863.00

23783.46 5386.71 18396.75 440.97

18837.72 5.97

3445.79 9716.30 2098.80 10891.80 26152.69

8283.87 1264.74 9548.61 10510.63 16604.08 0.35 35448.12

13 41736.24 20

Schedules annexed are an integral part of this Balance Sheet and should be read in conjunction therewith. As per our report of even date attached For and on behalf of K.N.Gutgutia & Co. Chartered Accountants Subhasish Pore Partner Membership No.: 055862 Kolkata, 12th November, 2010 M.C. Bhansali Company Secretary Sunil Bhansali Executive Director S. Ravi Director For and on behalf of the Board

FALCON TYRES LTD

PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED 30TH SEPTEMBER, 2010
(Rs. In Lacs) Schedule No. 30th September, 2010 30th September, 2009

(12 Months)

(18 Months)

Income Gross Sales (net of returns & discounts) Less: Excise Duty Other Income Expenditure Raw Materials Consumed Increase(-)/Decrease(+) in stock Factored Goods Consumption Manufacturing, Administrative, Selling & Distribution Expenses Interest (Net) Depreciation Less: Transfer to Revaluation Reserve Profit Before Taxation Provision for Taxation: For Current Year - Current Tax - Fringe Benefit Tax - Deferred Tax Excess Provision of Income Tax of Earlier Year Written Back Profit After Taxation Profit Brought forward from Previous Year Profit Available for Appropriation Appropriations: Less: Transfer to General Reserve Intereim Dividend Proposed Dividend Corporate Dividend Tax Balance carried to Balance Sheet Basic & Diluted Earning Per Share Significant Accounting Policies and Notes on Accounts
As per our report of even date attached For and on behalf of K.N.Gutgutia & Co. Chartered Accountants Subhasish Pore Partner Membership No.: 055862 Kolkata, 12th November, 2010

84434.77 5624.36 14

78810.41 566.33 79376.74 42031.91 -1,593.61 11388.94 18541.27 1652.11

85146.30 6760.13

78386.17 341.49 78727.66 40569.21 1207.11 13215.87 16991.08 2004.57

15 16 17 18 19 1129.81 352.15

1415.00 5163.46 205.90 5369.36

-2.58 893.55 3001.82 169.33 3171.15

3500.00 852.14 144.82

4496.96 872.40 15.15

2500.00 142.02 255.64 67.59

2965.25 205.90 8.81

20
For and on behalf of the Board

Schedules annexed are an integral part of this Profit & Loss Account and should be read in conjunction therewith.

M.C. Bhansali Company Secretary

Sunil Bhansali Executive Director

S. Ravi Director

FINANCIALS

1482.21 -67.21 1415.00

599.00 18.27 278.86 896.13

53

2009-10

777.66 72798.28 6578.46

1386.16 541.71

844.45 74832.29 3895.37

SCHEDULE FORMING PART OF THE ACCOUNTS As at 30th September, 2010 (Rs. in Lacs) As at 30th September, 2009 (Rs. in Lacs)

SCHEDULE 1
SHARE CAPITAL:
Authorised : 20,00,00,000 equity shares of Rs. 5/- each Issued, Subscribed and Paid up 340,85,532 (340,85,532) Equity Shares of Rs.5/- each fully paid (294,60,744 Equity Shares of Rs.5/- each held by DIL Rim and Wheel Corporation Ltd., Mauritius the holding Company and it's subsidiaries) FINANCIALS 1704.27 1704.27 10000.00 2350.00

54
2009-10

TOTAL

1704.27

1704.27

SCHEDULE 2
RESERVES & SURPLUS:
Revaluation Reserve As per last Balance Sheet Less: Transferred to Profit & Loss Account Share Premium As per last Balance Sheet Capital Reserve (Capital Subsidy Received from Government through MNRE) General Reserve As per last Balance Sheet Less: Transfer to Share Capital Account consequent to issue of Bonus shares Add: Transferred from Profit & Loss Account Surplus as per Profit & Loss Account TOTAL 3816.49 3500.00 7316.49 872.40 16110.62 2452.67 1136.18 2500.00 3816.49 205.90 12196.27 165.87 165.87 8008.01 352.15 7655.86 8549.72 541.71 8008.01

100.00

FALCON TYRES LTD

SCHEDULE FORMING PART OF THE ACCOUNTS (CONTD.) As at 30th September, 2010 (Rs. in Lacs) As at 30th September, 2009 (Rs. in Lacs)

SCHEDULE 3
SECURED LOANS:
Cash Credit from Banks (Secured by hypothecation of Company's present and future fixed assets, current assets, stock and book debts and pari-passu charge on Company's present and future fixed assets) Term Loan - Syndicate Bank (Secured by hypothecation of Company's Plant & Machinery and Immovable Propoerties situated at Mysore and pari-passu first charge on the Current assets and fixed assets of the Company) Term Loan - Yes Bank (Secured by subservient charge on current assets and fixed assets, Corporate gurantee of Monotona Tyres Limited a subsidiary Company. This is to be further secured by first pari-passu charge on assets and pledge of shares of said subsidiary Company) Term Loan - Central Bank of India (Secured by exclusive first charge by way of hypothecation of Plant & Machinery & Civil works, etc. arising out of the Term Loan. Second charge on all other existing fixed assets) 2507.06 2186.36 2859.09 2615.81 3674.75 2009-10 7713.37 7264.78

55
FINANCIALS

TOTAL

15022.60

13798.62

SCHEDULE 4
UNSECURED LOANS:
Short term loan Interest free loan from body corporates Loan from Customers TOTAL 5771.80 2400.00 8171.80 5654.80 1300.00 6954.80

56
FINANCIALS (Rs. in Lacs)
DEPRECIATION NET BLOCK As at 30.09.2010 4625.00 3061.58 10463.31 26.92 214.08 0.22 0.08 42.12 1130.03 0.22 18.88 55.04 19.57 8.70 66.69 6516.52 244.62 13.96 18.78 22.82 1.03 20.91 18498.93 As at 30.09.2009 4625.00 2170.66 11178.97 36.50 262.71 13.43 21.70 23.64 1.11 63.03 18396.75 For the Period 89.13 958.38 13.97 18.09 1.48 3.13 3.65 5322.75 130.61 680.20 0.00 Sale of Asset Up To For the Period 30.09.2010 591.07 1386.16 0.15 5386.71 18396.75 13368.43

SCHEDULE FORMING PART OF THE ACCOUNTS (CONTD.)

SCHEDULE 5
GROSS BLOCK Additions Sale of Asset As at 30.09.2010 4625.00 3741.78 15786.06 157.53 458.70 32.84 73.82 42.39 9.73 87.60 25015.45 23783.46 24.57 5386.71 4000.70 8.62 16.14 51.91 17.40 195.99 116.64 4364.37 Up To 30.09.2009

FIXED ASSETS:

PARTICULARS

As at 30.09.2009 980.05 242.72 4.39 2.01 0.21 3.05 1232.43 6414.80 0.47 0.44 0.44 -

Land

4625.00

Buildings

2761.73

Plant & Machinery

15543.34

Computers

153.14

Electrical Installation 30.83 73.61 39.78 9.73 87.60

458.70

Office & Lab Equipment

Furniture & Fixtures

Vehicles

Low Value Assets

Technical Know-how

TOTAL

23783.46

Previous year figures as at 30.09.2009

17369.13

2009-10

FALCON TYRES LTD

SCHEDULE FORMING PART OF THE ACCOUNTS (CONTD.) As at 30th September, 2010 (Rs. in Lacs) As at 30th September, 2009 (Rs. in Lacs)

SCHEDULE 6
INVESTMENTS (AT COST):
Long term: Other than trade Equity share fully Paid up - Un-quoted 1 Share of Rs.1000/- in FTL House Building Co-operative Society 5000 Shares of GBP 1 each in Global Finvest Ltd. 53,99,400 shares of Rs.10/-each in Monotona Tyres Limited Equity share fully Paid up - Quoted 11,500 Equity Shares of Rs. 10/- each in Union Bank of India 200 Equity Shares of Rs. 10/- each in UCO Bank 400 Equity Shares of Rs. 10/- each in Indian Overseas Bank Aggregate Market Value of quoted investments as on 30.09.2010 Rs. 45.41 lacs (Rs. 28.21 lacs) TOTAL 1.84 0.02 0.10 1.84 0.02 2009-10 0.10 0.01 4.00 8857.03 0.01 4.00 -

8863.00

5.97

57
FINANCIALS

SCHEDULE 7
INVENTORIES:
(As per stocks taken, valued and certified by Management) Raw Materials Stores & Spares Work - in - Process Finished Goods (Including Factored Goods) TOTAL 3050.47 257.62 369.26 3540.86 7218.21 1925.81 209.30 219.28 1091.40 3445.79

SCHEDULE 8
SUNDRY DEBTORS:
Debts Outstanding for a period exceeding six months - considered good - considered doubtful Other debts - considered good TOTAL 4.32 4.32 11232.62 11236.94 0.60 0.60 9715.70 9716.30

SCHEDULE FORMING PART OF THE ACCOUNTS (CONTD.)

As at 30th September, 2010 (Rs. in Lacs)

As at 30th September, 2009 (Rs. in Lacs)

SCHEDULE 9
CASH & BANK BALANCES:
Cash in hand Cheques in Transit Balances with Scheduled Banks : In Current Accounts In Unpaid Dividend Accounts In Unpaid Debenture Account In Deposit Accounts (Under lien to various Banks against Letter of Credits, Bank Guarantees and borrowings) TOTAL 3218.55 2098.80 FINANCIALS 625.66 6.58 9.10 912.91 597.78 6.50 9.10 650.40 6.10 1658.20 7.24 827.78

58
2009-10

SCHEDULE 10
LOANS & ADVANCES:
(Unsecured, considered good, unless otherwise stated) Advances Recoverable in cash or in kind or for value to be received Advance for Purchase of Shares Other Deposits Advance Payment: - Taxation TOTAL 1420.67 4829.60 428.52 10891.80 3241.00 167.93 1462.48 8857.03 143.77

FALCON TYRES LTD

SCHEDULE FORMING PART OF THE ACCOUNTS (CONTD.)

As at 30th September, 2010 (Rs. in Lacs)

As at 30th September, 2009 (Rs. in Lacs)

SCHEDULE 11
CURRENT LIABILITIES:
Acceptance Sundry Creditors Unclaimed Dividend * Unclaimed Debenture * Balance with Central Excise & Customs Authorities Deposits from Dealer Other liabilities Interest accrued but not due on loan * Does not include any amounts due for deposit to the Investor Education & Protection Fund TOTAL 12250.85 8283.87 2206.55 3325.22 6.58 9.10 218.14 2040.19 4401.42 43.65 2190.26 1940.30 6.50 9.10 124.46 1578.35 2337.41 2009-10 97.49

59
FINANCIALS

SCHEDULE 12
PROVISIONS FOR:
- Taxation - Fringe Benefit Tax - Proposed Dividend - Corporate Dividend Tax - Warranty TOTAL 2307.99 42.87 852.14 144.82 394.00 3741.82 825.78 42.87 255.64 43.45 97.00 1264.74

SCHEDULE 13
MISCELLANEOUS EXPENDITURE (To the extent not written off):
- Payments under Voluntary Retirement Scheme - Less: Amortised during the year (included under staff cost) TOTAL 0.35 0.35 17.54 17.19 0.35

SCHEDULE FORMING PART OF THE ACCOUNTS (CONTD.)

30th September, 2010 (12 Months) (Rs. in Lacs)

30th September, 2009 (18 months) (Rs. in Lacs)

SCHEDULE 14
OTHER INCOME:
Sale of Scrap Exchange difference (Net) Export Incentives Dividend from long term, other than trade investments Miscellaneous Income TOTAL 324.79 6.68 193.55 35.36 5.95 566.33 161.65 176.94 1.06 1.84 341.49

SCHEDULE 15
FINANCIALS

RAW MATERIAL CONSUMED:

Opening Stock Add: Purchases Less: Closing Stock TOTAL 1925.81 43156.57 45082.38 3050.47 42031.91 1865.29 40629.73 42495.02 1925.81 40569.21

60
2009-10

SCHEDULE 16
(INCREASE)/DECREASE IN STOCK:
Opening Stock Work in process Finished Goods Less: Closing Stock Work in process (WIP) Finished Goods TOTAL Increase (-)/ Decrease(+) in Stock 219.28 942.42 1161.70 369.26 2386.05 2755.31 -1593.61 662.36 1706.45 2368.81 219.28 942.42 1161.70 1207.11

SCHEDULE 17
CONSUMPTION OF TRADED GOODS:
Opening Stock Add: Purchases Less: Closing Stock TOTAL 148.98 12394.77 1154.81 11388.94 172.35 13192.50 148.98 13215.87

FALCON TYRES LTD

SCHEDULES TO CONSOLIDATED ACCOUNTS (CONTD.) 30th September, 2010 (12 months) (Rs. in Lacs) 30th September, 2009 (18 months) (Rs. in Lacs)

SCHEDULE 18
MANUFACTURING,ADMINISTRATIVE,SELLING & DISTRIBUTION EXPENSES:
Stores Consumed Power , Fuel and Water Charges Mixing & Conversion Charges Increase / Decrease in Excise Duty Provision Salaries , Wages and Bonus etc. Contribution to Provident, Gratuity & Other Funds Staff Welfare Expenses Repairs - Plant & Machinery Repairs - Buildings Repairs - Others Rent Rates & Taxes Insurance Directors Sitting Fees Selling & Distribution Expenses Commission Discount Provision for Bad & Doubtful Debts Royalty Printing & Stationery Communication Travelling & Conveyance Bank Charges Donation Miscellaneous Expenses TOTAL 185.77 2182.67 1837.34 223.59 3703.67 639.40 235.66 565.43 16.76 40.84 28.20 67.29 25.41 2.40 2990.99 481.30 2387.75 -1.09 1501.28 44.01 44.76 273.00 207.19 0.31 857.34 18541.27 218.01 2126.33 2201.88 -148.09 3909.47 488.95 254.69 519.33 36.76 92.39 29.00 29.53 32.38 3.10 2495.07 385.50 1941.72 6.27 937.65 45.70 64.18 246.40 316.06 5.17 753.63 16991.08

61
FINANCIALS

SCHEDULE 19
INTEREST & FINANCE CHARGES:
Interest on Term Loan Cash Credit Account Other Finance Charges Less: Interest Received (Gross) [Includes TDS Rs. 17.64 lacs (Rs.15.49 lacs)] TOTAL 1652.11 2004.57 707.55 914.13 70.08 1691.76 39.65 678.71 997.26 384.47 2060.44 55.87

2009-10

NOTES FORMING PART OF ACCOUNTS

SCHEDULE 20
A. SIGNIFICANT ACCOUNTING POLICIES:
Basis of Accounts The accounts have been prepared according to historical cost convention, adjusted by revaluation of fixed assets. All expenses and income to the extent considered payable and receivable, unless stated otherwise, have been accounted for on accrual basis. Use of Estimates The preparation of financial statement require management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosures relating to contingent liabilities and assets as at the Balance Sheet date and the reported amounts of income and expenses during the year. Provision for contingencies are recorded when it is probable that a liability will be incurred and the amounts can reasonably be estimated. Differences between the actual results and estimates are recognized in the year in which the results are known / materialised. Sales Sales are accounted for on passing of title to the customers. Returns and rebates and discounts against goods sold are recognised as and when ascertained and deducted from sales. Sales includes excise duty. Export Benefits Export benefits arising on account of entitlement for duty free imports are accounted for at the time of receipt of material. Other export benefits are accounted for as and when accrued. Fixed Assets Fixed Assets are stated at cost of acquisition / construction (net of CENVAT/VAT and other credits) or at revalued amount as the case may be and inclusive of incidental expenses, erection / commissioning expenses, revamping expenses, pre-operative expenses, interest, etc. upto the date the asset is put to use. Depreciation / Amortisation a) The classification of Plant & Machinery into continuous and non-continuous is carried as per technical certification and depreciation thereon, is provided accordingly, on straight-line method at the rates prescribed in schedule XIV of the Companies Act, 1956. b) Additional depreciation attributable to the increase in the value of assets on account of revaluation is transferred from Revaluation Reserve to the Profit and Loss account. c) Computer software, Intangible assets are amortised over the period of six years. Impairment Fixed assets are reviewed at each balance sheet date for impairment. In case events and circumstances indicate any impairment, recoverable amount of fixed assets is determined. An impairment loss is recognized, whenever the carrying amount of assets either belonging to Cash Generating Unit (CGU) or otherwise exceeds recoverable amount. The recoverable amount is the greater of assets net selling price or its value in use. In assessing value in use, the estimated future cash flow from the use of the assets is discounted to their present value at appropriate rate. An impairment loss is reversed if there has been a change in the recoverable amount and such loss either no longer exists or has decreased. Impairment loss/reversal thereof, which in case of CGU, are allocated to its assets on a pro rata basis, is adjusted to carrying value of its respective assets. Investments Long Term Investments are valued at cost except where there is a diminution in value, other than temporary, in which case, adequate provision is made against such shortfall.

62
2009-10

FINANCIALS

FALCON TYRES LTD

NOTES FORMING PART OF ACCOUNTS (CONTD.) Inventory Inventories are valued at lower of cost or estimated net realisable value. Cost of inventories has been computed on weighted average basis. In case of work in progress and finished goods cost represents materials, direct labour and appropriate portion of factory overheads. Adequate provision for defective, slow/non moving, obsolete stocks are made on the basis of technical evaluation. Transactions in Foreign Currency Transaction in foreign currency is accounted for at the exchange rate prevailing on the date of the transaction. Foreign currency monetary assets and liabilities at the year-end are translated using the closing exchange rates whereas non-monetary assets are translated at the rate on the date of the transaction. The gain and loss thereon and also on the exchange differences on settlement of the foreign currency transactions during the year are recognised as income or expense and are adjusted to the profit and loss account. Employee Benefits Employee benefits are accrued in the year in which the employees have rendered services. Contribution to defined contribution schemes such as Provident Fund, Superannuation Fund etc. are recognized as and when incurred. Long-term employee benefits under defined benefit scheme such as gratuity, leave etc. are determined at the end of the year at present value of the amount payable using actuarial valuation techniques. Actuarial gain and losses are recognized in the year when they arise. Research and development expenditure Research and development expenditure of revenue nature are charged to the profit & loss account, while capital expenditures are added to fixed assets in the year in which they are incurred. Contingencies Liabilities which are material and whose future outcome cannot be ascertained with reasonable certainty are treated as contingent and disclosed by way of Notes to the Accounts. Borrowing costs Borrowing costs incurred in relation to the acquisition, construction of assets are capitalised as part of the costs of such assets upto the date when such assets are ready for intended use. Other borrowing costs are charged as an expense in the year in which these are incurred. Taxes on Income Provision for Current Income Tax is made on the taxable income using the applicable tax rates and tax laws. Deferred tax arising on account of timing differences and which are capable of reversal in one or more subsequent periods, is recognised using the tax rates and tax laws that have been enacted or substantively enacted. Deferred tax assets are recognised only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized. In situation where the company has unabsorbed depreciation or carry forward tax losses, all deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that they can be realized against future taxable profits. Warranties Warranty costs are accrued in the year of sale, based on past experience. Miscellaneous Expenditure Expenses incurred under voluntary retirement scheme are amortized over a period of five years unless required to be amortized over a shorter period by the relevant accounting standard. 2009-10

63
FINANCIALS

NOTES FORMING PART OF ACCOUNTS (CONTD.)

B. NOTES ON ACCOUNTS
1. Contingent liabilities not provided for (Rs. In Lacs) Sl. No. Particulars Amount as on 30.09.2010 39.53 -4800.00 Amount as on 30.09 .2009 38.12 132.99 4800.00

1 2 3 2. 3. FINANCIALS

Claims not acknowledged as debt Input Tax Credit on Sales Tax Corporate Guarantee

64
4. 2009-10

Estimated amount of contracts remaining to be executed on Capital account (net of advances) Rs. 5025.03 Lacs (Rs. 233.56 Lacs) a) Pursuant to an agreement dated 20th December 2006 with Blessing Commercial Private Limited (BCPL), a Group Company, the Company has agreed to purchase 54 Lacs of equity shares of Monotona Tyres Limited (MTL) held by BCPL and Rs. 7500 Lacs has been paid towards the same. 53,99,400 shares are transferred in the name of Falcon Tyres Limited as on 21st May 2010. b) Finance charges aggregating to Rs. 1357.03 Lacs on term loan taken for acquiring the shares, have been shown as Investment along with above Rs.7500 Lacs. a) Major expansion projects undertaken by the company inter-alia includes installation of various tyres curing presses. b) Capital work in progress includes capital advances of Rs.2919.64 Lacs (Rs. 30.39 Lacs). (Rs. In Lacs) For the Period ended 30.09.2010 Principal Amount due to vendors Principal amount and interest paid beyond the appointment date Interest accrued and remaining unpaid beyond the appointment date (other than interest specified u/s 18 of the Act) Interest accrued and remaining unpaid as at the end of the year (As per the Act) Nil Nil Nil 0.22 Contingent Assets:18.01 Nil Interest Nil Nil

5. Micro, Small and Medium Enterprise

Particulars

6. Provisions of Accounting Standard 29 on Provision, Contingent Liabilities and Disclosures in this respect as required in terms of the said Accounting Standard are as follows:

( Rs. in Lacs) Nature of Item Warranty 2009-10 (12 months) Opening Provision Provided during the Year Amount Utilized 97.00 902.95 605.95 2008-09 (18 months) 92.00 348.75 343.75

Closing Provision 394.00 97.00 The above Warranty Cost represents the expected cost of free replacement as estimated in terms of the stipulation for sales / industry practice, on the basis of the past experience in respect of the goods sold during the last two years. Liability against such provision is expected to occur in the next financial year.

FALCON TYRES LTD

NOTES FORMING PART OF ACCOUNTS (CONTD.)

7. Salary, Wages and bonus include retainer-ship fees amounting to Rs.69.60 Lacs (Rs. 33.43 Lacs). 8. The disclosures required under Accounting Standard 15 " Employee Benefits" notified in the Companies (Accounting Standards) Rules 2006, are given below:

Defined Contribution Scheme

Contribution to Defined Contribution Plan, recognised for the year are as under: (Rs. in Lacs) As at 30.09.2010 i Employer's Contribution to Provident Fund 206.31 61.87 As at 30.09.2009 238.78 58.40

ii. Employer's Contribution to Superannuation Fund

Defined Benefit Scheme

The employee's gratuity fund scheme managed by Life Insurance Corporation of India is a defined benefit plan. The Present value of obligation is determined based on actuarial valuation using the Projected Unit Credit Method which recognises each period of services as giving rise to additional unit of employee benefit entitlement and measures each unit seperately to build up the final obligation. (Rs. in Lacs) Gratuity (Funded) As at 30.09.2010 As at 30.09.2009 i Change in the present value of the defined benefit obligation representing reconciliation of opening and closing balances thereof are as follows: Liability at the beginning of the year Interest Cost Current Cost Actuarial ( gain) / loss on obligations Past Service Cost Benefits paid Liability at the end of the year ii. Change in the Fair Value of Plan Asset representing reconciliation of opening and closing balances thereof are as follows: Fair value of Plan Assets at the beginning of the year Expected Return on Plan Assets Contributions by the Company Benefits paid Actuarial gain/(loss) on the Plan Assets Fair Value of Plan Assets at the end of the year Total actuarial gain/(loss) to be Recognised iii. Actual return on Plan Assets Expected return on Plan Assets Actual gain/(loss) on Plan Assets Actual Return on Plan Assets 45.13 7.30 52.43 29.87 4.57 34.44 660.32 71.91 52.07 271.76 10.73 (75.70) 991.09 529.87 44.24 31.08 129.76 (74.63) 660.32 2009-10

65
FINANCIALS

431.65 45.13 35.69 (75.70) 7.30 444.07 264.59

386.20 29.87 85.64 (74.63) 4.57 431.65 125.19

NOTES FORMING PART OF ACCOUNTS (CONTD.)

(Rs. in Lacs) Gratuity (Funded) As at 30.09.2010 As at 30.09.2009 iv. Amount Recognised in Balance Sheet Liability at the end of the year Fair value of Plan Assets at the end of the year Unrecognised Past service Cost Amount Recognised in the Balance Sheet v. Expenses Recognised in the Income Statement Current Service Cost Interest Cost Expected Return on Plan Assets Net Actuarial (gain)/loss to be Recognised Past Service Cost Expenses Recognised in Profits & Loss Account vi. Balance Sheet Reconciliation Opening Net Liability Expenses as above Employers Contribution Amount Recognised in Balance Sheet vii. Prinicipal Actuarial assumptions at the Balance Sheet Discount Rate Rate of Return on Plan Assets viii. Experience Adjustment Experience adjustments on Plan liabilities Experience adjustments on Plan Assets 72.55 (7.30) 65.25 39.61 (4.57) 35.04 7.95% 7.50% 7.05% 7.50% 228.67 350.11 (35.69) 543.09 143.67 170.64 (85.64) 228.67 FINANCIALS 52.07 71.91 (45.13) 264.59 6.67 350.11 170.64 31.08 44.24 (29.87) 125.19 991.09 444.07 3.93 543.09 228.67 660.32 431.65 -

66
2009-10

Compensated Absences
The obligations for compensated absences is recognised in the same manner as gratuity. The actuarial liability of Compensated Absences (unfunded) of accumulated privileged, sick and casual leaves of the employees of the Company as at 30th September 2010 is given below: (Rs. in Lacs) Particulars Privileged Leave Sick Leave Casual Leave Total Amount as at 30.09.2010 187.42 19.93 21.59 228.94 Amount as at 30.09.2009 133.35 18.72 18.39 170.46

FALCON TYRES LTD

NOTES FORMING PART OF ACCOUNTS (CONTD.) 9. The break up of deferred tax Assets and Liabilities are as under: (Rs. in Lacs) Provision for Deferred Tax Deferred Tax Assets Expenses allowable on Payment basis: - Retirement benefits - Unabsorbed Depreciation - Amount Inadmissible under Sec 43B Sub Total Deferred Tax Liabilities Depreciation Net Deferred Tax Liability 1263.00 794.16 (409.88) (67.21) 853.12 726.95 2009-10 468.84 107.36 361.48 -18.81 (361.48) -(342.67) 126.17 --126.17 Opening as at 01.10.2009 Charge / (Credit) Closing as at 30.09.2010

10. Earning per share has been calculated on the basis of number of equity shares outstanding during the period ended 30th September, 2010 in accordance with the provisions of Accounting Standard-20 "Earning Per Share". 30.09.2010 (12 months) Profit attributable to Equity Shareholders (Rs. in lacs) No. of shares @ basic value Rs.5/- each Basic and diluted earning per share (in Rs.) 5163.46 34085532 15.15 30.09.2009 18 months 3001.82 34085532 8.81

67
FINANCIALS

11. Remuneration paid to Executive Chairman & Executive Director (Rs. in Lacs) 30.09.2010 12 months Salary Perquisites Contribution to PF & other funds Total 318.86 43.02 67.30 429.18 30.09.2009 18 months 305.08 42.32 52.16 399.56

12. Auditors Remuneration (included in Miscellaneous expenses) (Rs. in Lacs) 30.09.2010 12 months Audit Fees In other Capacity (excluding service tax ) Total 3.50 1.75 5.25 30.09.2009 18 months 5.25 2.62 7.87

NOTES FORMING PART OF ACCOUNTS (CONTD.)

13. Related party disclosures as required as per Accounting Standard (AS-18) on "Related Party Disclosures" are as below: a) All the Companies in the group as discussed below are directly / indirectly controlled by the Ruia Group of Companies under the Leadership of Sri Pawan Kumar Ruia and its various Subsidiary / Associate Companies which held the controlling stake in the Company during the year ended 30th September 2010. Holding company: Wealth Sea Pte. Ltd., (Singapore) through DIL Rim and Wheel Corporation Limited, Mauritius. Associates / Group Companies With whom the Company has transaction Anoush Traders Pvt. Ltd., Dunlop India Limited, Dunlop Polymers Pvt. Ltd., Falcon Tyres & Rubber Pvt. Ltd., Falcon Tyres Impex Pvt. Ltd., Global Finvest Ltd., Jessop & Co. Ltd., Manali Properties & Finance Pvt. Ltd., Ruia Sons Pvt. Ltd., Ruia Corporate Services Pvt. Ltd., Sanjose Polymers Pvt.Ltd., Suryamani Financing Company Ltd., Tulip Machineries Pvt Ltd., Vidyuth Petrochem Pvt. Ltd., Walker Properties Pvt. Ltd.

b) c) i.

68
2009-10

FINANCIALS

ii. Subsidiary : Monotona Tyres Limited iii. Others Aparupa Properties Pvt. Ltd.; Alpha Airwayys Pvt. Ltd. ; Acurate Traders Pvt. Ltd. ; American Merchandising Ltd. ; Aakashdeep Properties Pvt. Ltd. ; Ayodhya Properties & Finance Pvt. Ltd. ; Alwaye Properties & Finance Pvt. Ltd. ; Anchita Commercials Pvt. Ltd. ; Angan Properties Private Limited; Ajit Commercials Pvt. Ltd. ; Anish Traders Pvt. Ltd. ; Aniket Traders Pvt. Ltd. ; Anumala Traders Pvt. Ltd. ; Adhishwar Nivesh Pvt. Ltd. ; Brawany Nivesh Pvt. Ltd. ; Blackstone Holdings Private Ltd. ; Bhartiya Hotels Limited; Borneo Traders Pvt. Ltd. ; Banalata Traders Pvt. Ltd. ; Beadon Traders Pvt. Ltd. ; Bandana Commercials Pvt. Ltd. ; Bipul Commercials Pvt. Ltd. ; Ballard Commercials Pvt Ltd. ; Bharat Vidyut Co. Ltd. ;.. Blessings Commercials Pvt. Ltd. ; Bengal Institute of Neurosciences Ltd. ; Bloom Billions Sdn Bhd-Malaysia; BTR Sealing System UL Ltd. - UK; Chinsurah Chemicals Pvt. Ltd. ; Climber Properties Pvt. Ltd. ; Chemical Corporation of India Ltd. ; Chaman Trade Links Pvt. Ltd. ; Chorus Trade Links Pvt. Ltd. ; Chambal Marketing Pvt. Ltd. ; Chaity Commercials Pvt. Ltd. ; Camac Traders Pvt. Ltd. ; Dunlop Latex Foam Europe Ltd. ; Draftex Automitive , GMBH; Dunlop UK Ltd. - ..Mauritius; Dunlop Tyres Limited; Dunlop Rubbers Limited; Dunlop Investments Limited; Dunlop Estates Private Limited; Dunlop Infrastructure Private Limited; Dunlop Properties Pvt. Ltd. ; Deblok Traders Pvt. Ltd. ; Dadar Properties & Finance Pvt. Ltd. ; Deoghar Properties & Finance Pvt. Ltd. ; Durg Properties & Finance Pvt. Ltd. ; Dipti Commercials Pvt. Ltd. ; Divya Mercantile Ltd. ; Dhan E Commerce Pvt. Ltd. Double Plus Software (P) Ltd.; D K Properties Pvt. Ltd.; Eco Traders Pte Ltd.; Elloit Mercantile Pvt. Ltd.; Enormous Nivesh Pvt. Ltd. ; Edina Marketing Pvt. Ltd. ; Empire Minerals Pvt. Ltd. ; Eyelid Mercantile Pvt. Ltd. ; Electric Corporation of India Ltd. ; Ebony Commercials Pvt. Ltd. ; eMotions Media Pvt. Ltd. ; Fiber Foam (Bombay) Pvt. Ltd. ; Fabulous Nivesh Pvt. Ltd. ; Fragment Nivesh Pvt. Ltd. ; Gain Dot Com Pvt. Ltd. ; Gain E-Commerce Pvt. Ltd. ; Gyan Website Pvt. Ltd. ; Global Fin Pro Ltd. ; Globe Sugar Refinery Ltd. ; Goldman Securities Ltd. ; Goldman Stocks & Share Brokers Pvt. Ltd. ; Hardcore Viniyog Pvt. Ltd. ; Himadri Properties Pvt Ltd. ; Hirakud Industrial Works Ltd. ; Hirakud Rolling Mills Ltd. ; Hiland Traders Pvt. Ltd. ; Hiker Properties Pvt. Ltd. ; Hriday Commercials Pvt. Ltd. ; Herald Investments Pvt. Ltd. ; Hindustan Texknit Pvt. Ltd. ; Hindustan Bauxite Ltd. ; India Tyre & Rubber Co. (India) Ltd. ; Indo Wagon Engineering Ltd. ; Ibcon(Calcutta) Pvt. Ltd. ; India Finance Ltd. ; Jessop Infotech Pvt. Ltd. ; Jessop Shipyard Limited; Jessop Estates Pvt. Ltd. ; Jessop Properties Pvt. Ltd. ; Jessop Infrastructure Pvt. Ltd. ; Jessop Wagons & Coaches Ltd. ; Jai Gokul Towers Pvt. Ltd. ; Jai Brijmohan Niketan Pvt. Ltd. ; Jai Badrinath Niketan Pvt. Ltd. ; Jai Raghuvir Enclave Pvt. Ltd. ; Jai Vaibhav Niketan Pvt. Ltd. ; Jai Tridev Vihar Pvt. Ltd. ; Jai Ganga Nirman Pvt. Ltd. ; Jai Harihor Tower Pvt. Ltd. ; Janaki Marketing Pvt. Ltd. ; Kailash Enterprises(ND) Pvt. Ltd. ; Kulu Properties & Finance Pvt. Ltd. ; Kothi Lefin Pvt. Ltd. ; Kamlapur Alcohol Limited; Kamlapur Sugar & Industries Ltd; Kanti Commercials Pvt. Ltd. ; Lona Commercials Pvt. Ltd. ; ..Liluah Ceramics Pvt. Ltd. ; Manavendra Commercials Pvt. Ltd. ; Mayank Services Ltd. ; Mandhatri Traders Pvt. Ltd. ; Metropole Hills Hotels Pvt. Ltd. ; Mudrika Commercials Pvt. Ltd. ; Mugdha Properties Pvt. Ltd. ; Malini Properties Pvt. Ltd. ; Manjari Properties Pvt. Ltd. ; Manidipa

FALCON TYRES LTD

NOTES FORMING PART OF ACCOUNTS (CONTD.)

d)

Key Management Personnel: a) Mr. Pawan Kumar Ruia (Executive Chairman) b) Mr. Sunil Bhansali (Executive Director)

FINANCIALS

Properties Pvt. Ltd. ; Metro Developers Ltd. ; Mahant Merchandise Pvt. Ltd. ; Moulishree Electricals & Electronics Ltd. ; Monarch Exim Pvt. Ltd. ; Mridula Marketing Pvt. Ltd. ; Nivedita Properties Pvt. Ltd. ; Nandini Properties Pvt. Ltd. ; Nandan Suppliers & Contractors Pvt. Ltd. ; Onix Business Services Ltd. ; Ocean Cement Limited; Ocean Constructions Pte Ltd. ; Our Films Productions Pvt. Ltd. ; OM Cotex Ltd. (Formerly Ruia Cotex Ltd.) ; Olivia Tours & Travels Pvt. Ltd.; Pacific Website Pvt. Ltd. ; Pacific Apparels Ltd. ; Pawan Herbals Pvt. Ltd. ; Parnika Marketing Private Ltd. ; P.K. Constructions Pvt. Ltd. ; Payneganga Sugars & Chemicals Ltd. ; Power Corporation of India Ltd. ; Pallavi Manufacturers Pvt. Ltd. ; Rose E-Commerce Pvt. Ltd. ; Radient Investment Ltd.-Mauritius; Raghav Industries Ltd. ; Rapid Investment Ltd.-Mauritius; Ruia Agro Products Pvt. Ltd. ; Ruia Hospital & Educational Research Institution; Ryham Pte Ltd. - Singapore; Rose Investment Ltd.- Mauritius; Ruia Hotels Pvt. Ltd. ; Ruia Electronics Pvt. Ltd. ; Renuka Resorts Pvt. Ltd. ; Resource Cement Ltd. ; Ruia Iron & Steel Co. Pvt. Ltd. ; Ruia Overseas Private Limited; Ruia Technologies Ltd. ; Ruia Marketing Ltd. ; Satarupa Properties Pvt. Ltd. ; Shalini Properties & Developers Pvt. Ltd. ; Sheetal Exports Ltd. ; SPR Resorts Ltd. ; Securities Brokers of India Ltd. ; Sagarika Properties Pvt. Ltd. ; Shakambari Communications Pvt. Ltd. ; Shankar Traders & Dealers Ltd. ; Sarvan Commercials Pvt. Ltd. ; Shresth (India) Pvt. Ltd. ; Skypak Properties & Finance Pvt. Ltd. ; Subhlaxmi Compusis Pvt. Ltd. ; Sayaji Marketing Pvt. Ltd. ; Stephen Financial Services Pvt. Ltd. ; SPR Sugar & Chemicals Ltd. ; Sterling Share Brokers (P) Ltd. ; Shalimar Towers Pvt. Ltd. ; Sugandha Industries Pvt. Ltd. ; Schlegal Automative Europe Ltd. - U.K. ; Schlegal Automative India Pvt. Ltd. ; Spices Valley Estates Ltd. ; SPR Textiles Pvt. Ltd., Subhra Marketing Ltd., Sukaram Marketing Ltd., Surag Commercial Pvt. Ltd. Tribhuban Marketing (p) Ltd., Udbav Commercials Pvt. Ltd., U. P. Hydro Projects Ltd., U. P. Bio Chem Ltd., vantura Project Pvt Ltd., Vilas Marketing Private Limited., Wealth sea Ltd., Mauritius Wealth Overseas Ptc Ltd., Singapore Wealth Ocen Ptc Ltd., Singapore Wizer Advertising Pvt. Ltd., Yamuna Website Pvt. Ltd., Zipco Industrial Finance Pvt. Ltd., Zeal Infotech Pvt. Ltd.,

69

2009-10

NOTES FORMING PART OF ACCOUNTS (CONTD.) RELATED PARTY TRANSACTION: Nature of Transaction Subsidiary Associates Key Management Personnel (Rs.in Lacs) Total

70
2009-10

30.09.2010 30.09.2009 30.09.2010 30.09.2009 30.09.2010 30.09.2009 30.09.2010 30.09.2009 Income Sale of Finished Goods Falcon Tyres Impex Pvt. Ltd. - 1791.54 542.55 - 1,791.54 542.55 Sale of Materials Dunlop India Ltd. 6.15 6.15 Dunlop Polymers Pvt. Ltd - 4447.49 4,447.49 Debit note on RM Purchases Dunlop India Ltd. 28.96 84.43 28.96 84.43 Others Dunlop India Ltd. 0.31 0.31 Dunlop Polymers Pvt. Ltd. 33.31 33.31 Monotona Tyres Limited 120.88 120.88 Expenses Royalty Ruia Sons Pvt. Ltd. - 1193.89 775.01 - 1,193.89 775.01 Purchase of Traded Goods Dunlop India Ltd. 15.30 15.30 Dunlop Polymers Pvt. Ltd. - 4227.04 - 4,227.04 Monotona Tyre Limited 7,017.91 - 5,834.71 - 7,017.91 5,834.71 Remuneration Pawan Kumar Ruia 437.80 339.60 437.80 339.60 Sunil Bhansali 32.00 30.00 32.00 30.00 A. Sadasivam 12.00 12.00 Umesh Bhargava 17.96 17.96 Mixing Charges Dunlop India Ltd. 577.42 577.42 Others Anoush Traders Pvt. Ltd. 4.00 4.00 Falcon Tyres Impex Pvt. Ltd. 69.44 8.13 69.44 8.13 Jessop & Co. Ltd. 1.54 1.54 Ruia Corporate Services Pvt. Ltd. 21.85 21.85 Ruia Sons Pvt. Ltd. 76.41 28.57 76.41 28.57 Misc Management Charges Ruia Sons Pvt. Ltd. 431.96 518.58 431.96 518.58 Assets Advance Paid Dunlop India Ltd. - 2289.94 50.00 - 2,289.94 50.00 Falcon Tyres Impex Pvt. Ltd. 3.15 2.37 3.15 2.37 Falcon Tyres Rubbers Pvt. Ltd. 0.38 0.36 0.38 0.36 Jessop & Co. Ltd. 16.00 16.00 Tulip Machineries Pvt. Ltd. - 1,067.52 - 1,067.52 Vidyuth Petrochem Pvt. Ltd. 62.50 62.50 Walker Properties Pvt. Ltd. 80.00 80.00 Advance given for purchase of shares Blessing Comercials Pvt. Ltd. 652.52 652.52 Assignments Transfer Manali Properties & Finance Pvt. Ltd. - 1,373.51 - 1,373.51 Sanjose Polymers Pvt. Ltd. 140.00 140.00 Suryamani Financing Co. Ltd. 375.00 375.00

FINANCIALS

FALCON TYRES LTD

NOTES FORMING PART OF ACCOUNTS (CONTD.) RELATED PARTY TRANSACTION (CONTD.): (Rs.in Lacs) Nature of Transaction Enterprises where Associates Key Management Total control exits or which Personnel exercise control 30.09.2010 30.09.2009 30.09.2010 30.09.2009 30.09.2010 30.09.2009 30.09.2010 30.09.2009 Investments Invested in shares Global Finvest Limited Monotona Tyres Limited Liabilities Unsecured Loan Taken Manali Properties & Finance Pvt. Ltd. Transfer of C& F Deposits Dunlop India Ltd. Assignments Transfer Walker Properties Pvt. Ltd. Manali Properties & Finance Pvt. Ltd. Sanjose Polymers Pvt. Ltd. Balance as on 30.09.2010 Loans and Advances Dunlop India Ltd. Jessop & Co. Ltd. Falcon Tyres Impex Pvt. Ltd. Ruia Sons Pvt. Ltd. Ruia Corporate Services Pvt. Ltd. Tulip Machineires Pvt. Ltd. Vidyuth Petrochem Pvt. Ltd. Creditor Balance Dunlop Polymers Pvt. Ltd. Falcon Tyres Impex Pvt. Ltd. Falcon Tyres Rubbers Pvt. Ltd. Monotona Tyres Limited Current liabilities Dunlop India Ltd. Manali Properties & Finance Pvt. Ltd. Suryamani Financing Co. Ltd. Receivable Falcon Tyres Impex Pvt. Ltd. *

8,857.03

4.00 -

8,857.03

4.00 -

48.39 -

1,000.00 112.90 80.00 3,428.31 140.00

48.39 -

1,000.00 112.90 80.00 3,428.31 140.00

842.36 -

2.90 1067.52 62.50 242.34 1.34 0.63 5,696.80 75.00 149.23

0.36 2.33 190.83 288.52 4.45 5,654.80 76.11

2.90 1,067.52 62.50 242.34 1.34 0.63 842.36 -

0.36 2.33 190.83 288.52 4.45

5,696.80 5,654.80 75.00 149.23 76.11

Sales, Purchase & Other expenses are inclusive of Taxes The above related party information have been disclosed to the extent such parties have been identified by the management on the basis of information available. This has been relied upon by the auditors.

14. Particulars in terms of disclosure required as per Clause 32 of the Listing Agreement: Amount of loans and advances in nature of loan to subsidiaries and associates as on 30th September 2010 (Rs.in Lacs) Party Name Dunlop India Limited Maximum Outstanding 2289.94 Closing Outstanding 2289.94

FINANCIALS

2289.94 16.00 4.78 144.42

2.37 -

2,289.94 16.00 4.78 144.42

2.37 -

71

2009-10

NOTES FORMING PART OF ACCOUNTS (CONTD.)

15. The Company's operations predominantly of only one product segment, Tyres and Tubes. The export sales of the Company
are insignificant as compared to total sales during the year so as to constitute a geographical segment. Therefore, seperate segment information as required in terms of Accounting Standard (AS 17) on Segment Reporting has not been considered. Further as income from Co-Gen is less than 10% of the total segment the same has not been considered to be a separate segment. 16. Quantitative & Other Information TYRES Qty Nos Installed Capacity ( Per annum ) * Production ** Purchases-Factored Goods FINANCIALS Opening Stock Sales Closing Stock 10800000 (10200000) 10211634 (11341202) 565632 173065 (352020) 10523463 426868 (173065) Tonnage Information (Metric Ton) Tyres Installed Capacity ( Per annum) Production 36183 (33528) 34212 (37980) * Tubes 2566 (2495) 3448 (5987) 4,395.25 617.90 (1410.61) Value Rs. in lacs Qty Nos 5400000 (5400000) 7255101 (12817718) 6186489 577711 (504632) 7997.65 (1870.26) 471.26 (467.70) 17613.46 1219.63 (471.26) 1237 (6216) 2211 (1238) 866 (5243) 2582 (2211) 1.87 2.24 (0.49) 1.21 3.15 (2.24) 12,394.77 1,091.40 (1,878.80) 84,032.81 3,540.86 (1,091.40) (6.65) (13,192.50) TUBES Value Rs. in lacs Qty Nos FLAPS Value Rs. in lacs TOTAL Value Rs. in lacs

(1174611) (11,315.59) (1469946)

66418.14 12952018 2318.08 (617.90) 1067283 (577711)

72
2009-10

(12694768) (68306.17) (14214585) (16834.31)

(5.82) (85,146.30)

The installed capacity is as certified by the management, and being a technical matter reliance has been placed by the auditors.

** Production includes, Production on Job Work basis. Previous year's figures are not comparable as current year figures are for 12 months and previous year figures are for 18 months.

FALCON TYRES LTD

NOTES FORMING PART OF ACCOUNTS (CONTD.) 17. Raw materials, stores and spares consumed: Particulars 30.09.2010 (12 months) QTY. In M.T. Rubber and Rubber products Fabric Carbon Black Chemicals Others Total - Raw Materials Stores and Spares Total Note: Consumption of Raw Materials includes sale of Raw Materials 21198 2330 10388 4826 2109 40851 VALUE Rs. in lacs 24743.79 5606.57 5812.58 3709.21 2159.76 42031.91 185.77 42217.68 30.09.2009 (18 months) QTY. In M.T. 23293 2699 11433 5677 2337 45439 VALUE Rs. in lacs 21982.65 5702.32 6150.87 4238.68 2494.69 40569.21 218.01 40787.22

18. Expenditure in foreign currency

- Travelling - Rs. 26.75 Lacs (Rs. 4.38 Lacs) - Royalty - Others - Rs. 141.44 Lacs ( Rs. 57.92 Lacs) - Rs. Nil ( Rs. 0.71 Lacs)

73
FINANCIALS

19. Remittances in foreign currency for Dividends

The Company has remitted the Dividend in foreign currency for the year ended 30.09.2010 is as follows: (Rs.in Lacs) Particulars Final Dividend for the period ended 30.09.2009 No.of Non-Resident Shareholders 1 No. of Equity Shares held 23513100 Gross amount of Dividend 214.93

20. Research and Development Expenditure (charged to Profit and Loss Account) - Rs.17.58 Lacs (Rs. 15.02 Lacs) 21. CIF Value of imports during the period Particulars 30.09.2010 (12 months) QTY. In M.T. Raw Materials Capital Goods Stores & Spares Total 6242.50 --VALUE Rs. in Lacs 7215.19 2.48 -7217.67 30.09.2009 (18 months) QTY. In M.T. 6121.40 --VALUE Rs. in Lacs 6597.74 15.00 0.34 6613.08

2009-10

NOTES FORMING PART OF ACCOUNTS (CONTD.) 22. Value of Raw Materials, Spares and Components consumed Particulars 30.09.2010 (12 months) VALUE Rs. in Lacs Raw materials a) Imported b) Indigenous Total Stores & Spares a) Imported b) Indigenous Total FINANCIALS 185.77 185.77 100.00% 100.00% 0.34 217.67 218.01 0.20% 99.80% 100.00% 6917.56 35114.35 42031.91 16.46% 83.54% 100.00% 6562.45 34006.76 40569.21 16.20% 83.80% 100.00% % of Total consumption 30.09.2009 (18 months) VALUE Rs. in Lacs % of Total consumption

23. Earnings in Foreign Exchange on account of export of goods calculated on FOB basis Rs. 1315.66 Lacs (Rs.3828.35 Lacs) 24. a) The Previous year's figures have been re-grouped / re-arranged wherever considered necessary. b) Figures in brackets relates to the previous year. c) Previous year's figures are not comparable as current year figures are for 12 months and previous year figures are for 18 months.

74
2009-10

FALCON TYRES LTD

BALANCE SHEET ABSTRACT AND COMPANY'S GENERAL BUSINESS PROFILE

I. Registration Details Registration No. 0 Balance Sheet Date 0 0 9 2 4 2 5 0 5 1 0 State code 0 8

Day

Month

Year

II. Capital Raised during the year (Amount in Rs.Thousands) Public Issue N Bonus Issue N I L I L Rights Issue (Pref. Allotment) N I L

75
Total Liabilities 4 1 7 3 6 2 4 4 1 Total Assets 7 3 6 2 4 FINANCIALS III. Position of Mobilisation and Deployment of Funds (Amount in Rs.Thousands).

Sources of Funds Paid-up Capital 1 7 0 4 2 7 1 Reserves & Surplus 6 1 1 0 6 2

Secured Loans 1 5 0 2 2 6 0 8

Unsecured Loans 1 7 1 8 0

Deferred Tax 7 2 6 9 5

Application of funds Net fixed assets 2 2 3 6 2 6 1 Investments 8 8 6 3

Net current assets 1 0 5 1 0 6 3

Misc. Expenditure N I L

Accumulated losses N I L

2009-10

Private Placement

IV. Performance of Company (Amount in Rs.Thousands) Turnover 8 4

4

Total expenditure 4 7 7 7 2 7 9 8 2 8

+ Profit / - Loss before tax + 6 5 7 8 4 6 +

+ Profit / - Loss after tax 5 1 6 3 4 6

Earning per share in Rs. 1 5 . 1 5

Dividend @ % 5 0

V. Generic names of three principal products / service of company (as per monetery terms) FINANCIALS

Item Code No. (ITC Code) Product Description N T R E Y U W R B E B P S E R N E O

4 U F

0 M

1 A

1 T I C

76
2009-10

Item Code No. (ITC Code) Product Description I O N F N E R R U B

4 T B

0 U E

1 B R

3 E S

Item Code No. (ITC Code) Product Description T Y R E

0 F

1 L

2 A P S

As per our report of even date attached For and on behalf of K.N.Gutgutia & Co. Chartered Accountants Subhasish Pore Partner Membership No.: 055862 Kolkata, 12th November, 2010 M. C. Bhansali Company Secretary For and on behalf of the Board

Sunil Bhansali Executive Director

S. Ravi Director

FALCON TYRES LTD

CASH FLOW STATEMENT FOR THE PERIOD ENDED 30TH SEPTEMBER, 2010 Period ended 30.09.2010 (12 Months) 6578.46 777.66 (39.65) 1691.76 (35.36) 0.35 0.01 8973.23 (1520.64) (3772.42) (1714.35) 1913.12 297.00 4175.94 (992.15) 3183.79 (2694.60) (0.01) (8857.03) 8857.03 100.00 45.00 35.36 (2514.25) 1,217.00 1,277.82 (1745.60) 0.00 (255.56) (43.45) 450.21 1119.75 2098.80 3218.55 (Rs. in Lacs) Year ended 30.09.2009 (18 Months) 3895.37 844.45 ( 55.87) 2060.44 (1.06) 17.19 0.11 6760.63 (6565.33) 1093.62 303.91 1264.81 5.00 2862.64 (340.78) 2521.86 (1423.90) (0.21) (4.00) (652.52) 101.41 1.06 ( 1978.16) 3,979.80 (976.15) (1993.05) ( 0.01) (342.36) (57.93) 610.30 1154.00 944.80 2098.80

Particulars (A) CASH FLOW FROM OPERATING ACTIVITIES Net profit before tax Adjustment for: Depreciation Interest Income Interest Expense Dividend Received Miscellaneous Expenditure written off (Profit) /Loss from Sale of Fixed Assets Operating profit before working capital change Adjustment for Change in Working Capital: (Increase)/ Decrease in Sundry debtors (Increase)/ Decrease in Inventories (Increase)/ Decrease in Loans & Advances Increase/ (Decrease) in Current Liabilities Increase/ (Decrease) in Provisions Cash Generated from Operations Direct taxes paid NET CASH FROM OPERATING ACTIVITIES (B) CASH FLOW FROM INVESTING ACTIVITIES Additions to Fixed assets (Including capital work - in - progress) Sale of Fixed Assets Purchase of investment Advance given for purchase of Investment Capital Subsidy Received Interest Received Dividend Received NET CASH USED IN INVESTING ACTIVITIES (C) CASH FLOW FROM FINANCING ACTIVITIES Un-secured loans received Borrowings from Banks Interest / Finance Charges paid Debenture Paid Dividend paid Corporate Dividend Tax Paid NET CASH USED IN FINANCIAL ACTIVITIES NET CASH FLOWS DURING THE YEAR (A+B+C) CASH AND CASH EQUIVALENTS (OPENING BALANCE) CASH AND CASH EQUIVALENTS (CLOSING BALANCE) Previous year figures have been re-grouped / re-arranged, wherever considered necessary.

77
FINANCIALS

As per our report of even date attached For and on behalf of K.N.Gutgutia & Co. Chartered Accountants Subhasish Pore Partner Membership No.: 055862 Kolkata, 12th November, 2010 M. C. Bhansali Company Secretary For and on behalf of the Board

Sunil Bhansali Executive Director

S. Ravi Director

2009-10

MONOTONA TYRES LTD

DIRECTORS REPORT
To the members of MONOTONA TYRES LIMITED
1. Your Directors submit the Fifteenth Annual Report along with Audited Statements of Accounts for the year ended 31st March 2010.

2. FINANCIAL RESULTS (Rs. in Lacs)

Particulars Sales and Other Income Gross Profit before Depreciation & Tax Depreciation Profit Before Tax Provision for Tax Current Tax Deferred Tax Fringe Benefit Tax Net Profit After Tax Profit Brought Forward From Previous Year Profit Available For Appropriation Dividend Corporate Tax on Dividend Transfer to General Reserve Balance Carried To Balance Sheet 2009-10 14002.32 713.68 440.05 273.63 145.85 -30.59 NIL 158.36 67.00 225.36 43.20 7.34 30.00 144.82 2008-09 20983.58 690.06 436.49 253.57 131.75 -24.29 3.12 142.99 2.12 145.11 41.13 6.99 30.00 67.00

78
2009-10

FINANCIALS

3. PERFORMANCE
Your Companys Turnover for the year under review has grown over previous year, to Rs. 13764 Lacs, from manufacturing activities. On the flip side, the prices of the major raw materials, particularly natural rubber and petroleum based inputs have gone up substantially, during the year Inspite of this, due to your Companys sustained cost reduction measures, your Company was able to muster a higher profit before tax (PBT) at Rs. 158.36 Lacs as against Rs. 142.99 Lacs in the pervious year.

in a large number of highly sophisticated global markets. During the year under review, your Company has successfully launched several new products and new sizes, in various segments of the export market, which has started yielding results to your Company. Your Company continues to explore various new business segment and geographical territories, for identifying profitable growth opportunities. Your Company is evaluating various options for servicing these export customers in a cost effective manner. Your Companys share in Export market is expected to grow at a much faster rate, in the coming years and your Company is gearing up its efforts to meet the increasing demand from this segment.

4. DIVIDEND
Your Directors recommend a dividend of Rs. 0.60 per equity share for the financial year 2009-10.

5. GLOBAL PRESENCE
Your Company has been exporting tyres over 11 countries i.e. Dubai (U.A.E.), Myanmar, Sri Lanka, Syria, Egypt, Sudan Pakistan, Nepal, Ecuador, Kenya and Tema Ghana, across the Globe. Export Turnover during the year under review has grown to Rs. 29.46 crores. It is a matter of great pride the MTL Tyre is recognized as a good brand

6. ECONOMY
Indian economy continues in its march ahead by registering 9% growth in the past 3 years and shown its resilience in the wake of global slow down. Manufacturing sector has contributed significantly to this impressive growth. Large investments are underway in oil major segments of the manufacturing sector. This will

MONOTONA TYRES LTD

propel further growth in year ahead Significantly higher spend on infrastructure, education, health, agriculture & rural development will ensure inclusive growth and provide boost to the Indian economy. Easier availability of finances at competitive interest rates has led to increased demand for manufactured products. This trend has been reversed in the recent past, which has hampered growth. Despite Improved liquidity, interest rates have been superficially kept high, leading to higher cost of production. The developed nations have taken note of this trend and have taken several measures to reduce interest rates. Our responses have been slow and interest rate continue to be at significantly higher levels impacting competitiveness of the manufacturing sector.

to expand their reach to foreign shores to build up scale either through marketing or manufacturing tie up aided in no small measure by increasing access and acceptance of products through the automobile export route.

9. NEW PRODUCT DEVELOPMENT

Your Company continues to lay utmost thrust on new Product Development, in order to cater to the evolving market requirements. Your Company has committed considerable investment in this area, to power the growth of business.

10. OPPORTUNITIES
The national thrust in road infrastructure and construction of expressway and national highway presents a range to opportunists for the tyre industry and Monotona Tyres Ltd., aims to make the most of these. Creation of road infrastructure has given, and will increasingly give, a tremendous fillip to surface transportation in the coming years. The tyre industry will continue to play an important role in this dynamic and evolving situation. Monotonas leadership position in the commercial vehicle segment will enable the company to leverage new and related business opportunities. We have already started leveraging these opportunities to our benefit with our new product segments. Growth within India also supports the Companys aim to be a leader in the global industry and partake in overseas markets like Europe.

7. OUTLOOK
The recent budget has provided further impetus to the growth of the automotive sector apart from laying emphasis on infrastructure development. This augurs well for the future of the tyre industry. Your company has positioned itself well to cater to the growing demand for tyres by undertaking several modifications in its existing Plant & Machineries. These modifications will lead to generate more productivity and reduction in the manufacturing cost to certain extent.

79
FINANCIALS

8. MARKETING
Today, India is in the midst of rapid economic growth. The governments continued emphasis on building infrastructure has given a tremendous fillip to the development of road infrastructure and transport obviously, the no. of vehicles on road have shown a marked increase. As a direct fallout of this scenario, the tyre industry has had the good fortune of receiving increasing orders from OEMS and replacement market alike. Indian tyre manufacturing companies are re-engineering their business and looking at strategic tie-ups worldwide. The future is expected to see many strategic alliances among the domestic and global players. Meanwhile, alliances have also included the OEM segment with vehicle manufacturers looking for fresh tie-ups or strengthening of existing partnerships. The world tyre market is essentially a replacement market in terms of volume and value. Even though vehicle manufacturers account for only one quarter of road tyres sold, this segment of the market is of primary significance because it drives technical development and greatly influences the market. India is being increasingly looked at as a competitive outsourcing destination for automobile components given the progress and growth of the Indian automobile industry. Tyre companies in India will therefore continue

11. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies (Amendment) Act, 1956, your Directors hereby confirm that: In preparation of the annual accounts for the year ended 31st March, 2010, the applicable accounting standards have been followed along with proper explanation relating to material departures.. Appropriate accounting principles have been selected and applied consistently and have made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2010 and of the Profit for the period ended 31st March, 2010 Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. The annual accounts for the year ended 31st March 2010 have been prepared on going concern basis.

12.RISKS & CONCERNS

Being the wheels that keep the nation in motion, the tyre

2009-10

MONOTONA TYRES LTD

industry and economic development of the country are interdependent. The growth of the tyre industry is not only dependent on economic growth and infrastructural development, but also on the growth in the automobile industry, which is cyclical in nature. Also, most of the raw materials for the tyre industry are petroleum based and their prices are linked to the movement in crude oil prices, which have been continuously increasing. Natural rubber which is one of the major components of the total raw material cost is an agricultural product and is subject to price and production volatility resulting from speculating activities and natural causes. The inverted duty structure between tyres and natural rubber puts further pressure on the Industrys revenue and profitability.

Rajasthan, resigned as Statutory Auditors of the Company w.e.f. 19th July, 2010. The Board placed on record its deep appreciation for the valuable services rendered by M/s Jain Anchlia & Associates, Chartered Accountants, Rajasthan. The casual vacancy caused by M/s Jain Anchlia & Associates, Chartered Accountants, Rajasthan is proposed to be filled up by the appointment of M/s Rajeev Tandon & Co., Chartered Accountants, Kolkata in accordance with the approval by the Shareholders in the ensuing Annual General Meeting. The Company has received Letter from M/s Rajeev Tandon & Co., Chartered Accountants, Kolkata to the effect that their appointment if made, will be within the prescribed limits under Section 224(1B) of the Companies Act, 1956. M/s Rajeev Tandon & Co., Chartered Accountants, Kolkata will hold Office from the conclusion of the ensuring Annual General Meeting until the conclusion of the next Annual General Meeting of the Company, if appointed by the Members at the ensuing Annual General Meeting.

13. AUDIT COMMITTEE

FINANCIALS The Board of Directors has constituted Audit Committee under Section 292A of the companies act 1956 as amended from time to time for considering all requisite matters and other matters as may be referred by the Board of Directors. These inter alia, includes the Companys financial reporting process disclosure of all the information to ensure that the financial statements are correct, sufficient and credible, review of annual and quarterly statements before the submission to the board and reviewing the adequacy of the internal control system with management and the auditors.

80
2009-10

17. CONSERVATION OF ENERGY AND TECHNOLOGIES

Information as per the Companies (Disclosure of particulars in the Report of Board of Directors) Rules 1988 relating to conservation of energy, technology absorption, foreign exchange earnings and out go are furnished in Annexure.

14. FIXED DEPOSIT

During the year the company did not accept any deposit nor having any deposit with the company of earlier years in terms of section 58-A of the companies Act, 1956.

18 INSURANCE
All insurable interests of the Company including Inventories, Plant and Machineries and Buildings are insured

15. DIRECTORS
During the year under review, Shri N. K. Modi, Shri K. R. Agrawal and Shri V. K. Agrawal were appointed as Additional Directors of the Company with effect from 7th November, 2009, 7th November, 2009 and 1st June, 2010 respectively by the Board who will hold Office upto the date of ensuing Annual General Meeting and are eligible for re-appointment. Shri D. P. Dani, Shri S. K. Mall and Shri J. R. Banka, resigned as Directors from the Board, all with effect from 7th November, 2009. The Board places on record its deep appreciation of the services rendered by Shri D. P. Dani, Shri S. K. Mall and Shri J. R. Banka during their tenure as Directors of the Company. In accordance with the applicable provisions of the Companies Act, 1956, Mr. S. Ravi will retire from the Board by rotation at the ensuing Annual General Meeting and being eligible, offer himself for reappointment.

19. ACKNOWLEDGEMENT
Your Directors wish to convey their appreciation and sincere thanks to all the employees of the company for their hard work, dedication, commitment and collective efforts which enabled the company to meet the challenges and improve its performance and brand equity during the year. The Directors also wish to place on record their sincere thanks and appreciation for the assistance and cooperation received from the bankers, Financial Institutions, Government Authorities, Shareholders, Customers and Business Associates.

On behalf of the Board of Directors Place: Mumbai Date: 19th July 2010 D.R.Pahwa Director S.Ravi Director

16 AUDITORS
M/s. Jain Anchlia & Associates, Chartered Accountants,

MONOTONA TYRES LTD

ANNEXURE TO THE DIRECTORS' REPORT

Information as per the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988 relating to conservation of energy, technology absorption, foreign exchange earnings and outgo.

A] CONSERVATION OF ENERGY:
The Company is well aware of the need to conserve energy, both in its own interest and also in the interest of the economy. It is constantly taking efforts in improving methods of energy conservation and utilization. The total energy consumption and energy consumption per unit of production is given in Form "A".

FORM-A
Form for disclosure of particulars with respect to conservation of energy. 2009-10

a) POWER AND FUEL CONSUMPTION

1.Electricity purchased 2009-2010 Units Total Amount ( Rs.) Average Rate per Unit (Rs.) 2. Own Generation through Diesel Generator Set 9383717 47184923 5.03 2008-2009 9222004 42356899 4.59

81
FINANCIALS

Units Units per Ltr of Diesel Oil Average Rate/ Unit (Rs.) 3. Industrial Oil Consumption

628915 2.71 13.01

501991 2.53 14.34

Quantity (Ltrs) Total Amount ( Rs.) Average Rate (Rs.) 4. Steam Coal Consumption Quantity (Kgs) Total Amount ( Rs.) Average Rate (Rs.)

209792 5915960 28.20

142506 4135897 29.02

11185385 48440635 4.33

9072075 47301630 5.21

b) CONSUMPTION PER UNIT OF PRODUCTION

The electricity consumption per unit of Tyre & Tube cannot be worked out separately

MONOTONA TYRES LTD

B) TECHNOLOGY ABORPTION:

FORM-B
Form for disclosure of particulars with respect to technology absorption 1. Research & development: The company does not have a Research & development setup and therefore there is no expenditure under this head 2. Technology Absorption, Adaption & Innovation: With a view to improve the manufacturing efficiency, concepts like combining of operations and elimination of non value added operations were applied across the manufacturing process through Process Optimisation and value stream Mapping. These projects included optimization of mixing cycle, modification of extruded profile, uses of special bead wire, productivity improvement etc.

C) FOREIGN EARNINGS & OUTGO

2009-2010 Rs. a) b) Total Earnings for Foreign Exchange Total Outgo in Foreign Exchange 29,46,12,920 3,99,636 2008-2009 Rs. 26,55,27,995 5,04,636

82
2009-10

FINANCIALS

MONOTONA TYRES LTD

Auditors' Report
To the members of MONOTONA TYRES LIMITED
(1) We have audited the attached Balance Sheet of MONOTONA TYRES LIMITED as at 31st March 2010 and also the annexed Profit and Loss Account of the Company for the year ended on that date and reports that annexed thereto both of which we have signed under reference to this report. These financial statements are the responsibility of the companys management. Our responsibility is to express an opinion on these financial statements based on our audit. We have conducted our audit in accordance with auditing and assurance standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes, examining on test basis, evidence supporting the amounts and disclosures in the financial statements. An Audit also includes assessing the accounting principals used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government of India in terms of Section 227 (4A) of the Companies Act, 1956, and on the basis of such checks as we considered appropriate and according to the information and explanations given to us, we set out in the annexure a statement on the matters specified in paragraphs 4 & 5 of the said order. Further to our comments in the Annexure referred to in paragraph (3) above we report that: 1. We have obtained all the information and explanations which, to the best of our knowledge and belief, were necessary for the purpose of our audit. 2. In our opinion, proper books of account as required by law, have been kept by the Company so far as appears from our examination of books. However, the liability in respect of retirement benefits are not actuarially determined as per AS 15(Revised). 3. The Balance Sheet and Profit and Loss Account, dealt with by this report, are in agreement with the books of account. 4. On the basis of written representation received from the Directors and taken on records by the Board of Directors, we report that none of the Directors is disqualified as at 31st March 2010 from being appointed as a director in terms of clause (g) of Sub-section (I) of Section 274 of the Companies Act, 1956. 5. In our opinion, the Profit & Loss Account and the Balance Sheet comply with the Accounting Standards referred to in sub-section (3c) of Section 211 of the Companies Act, 1956 except AS 15 (Revised) in respect of employees benefits. 6. Attention is invited to: 1. Note No. B-4, regarding insurance claim. 2. Non provision of Doubtful Debts and loans and advances as referred in Note No. B-11 of Notes on Accounts. 3. Note No.B-13, in respect of advances accounted as recoverable and its consequential adjustment if any, arising there from. 4. Note No.B-14 regarding unclaimed dividend. Subject to above, In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the Notes thereon, give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view: 1. In case of the Balance Sheet, of the state of affairs of the Company as at 31st March 2010 and; 2. In case of Profit and Loss Account, of the Profit of the Company for the year ended on that date. 3. In the case of the Cash Flow Statement, of the cash flows for the year ended on that date. For Jain Anchlia & Associates Chartered Accountants Place: Mumbai Date: 19th July 2010 Paras Kumar Jain Proprietor M.N0-078996 2009-10

(2)

(3)

(4)

83
FINANCIALS

MONOTONA TYRES LTD

Annexure To Auditors Report

Annexure referred to in Paragraph 3 of the Auditors Report of Even date to the Member of Monotona Tyres Limited
i) a) The Fixed Assets register showing full particulars including quantitative details, location & identification is still under compilation. We are informed that the company will follow the procedure, to carry out the physical verification in phased manner and the discrepancy, if any, will be accordingly dealt with. b) During the year, the company has not disposed off a substantial part of its fixed assets so as to affect it as a going concern. ii) a) The inventory has been physically verified by the management during the year. In our opinion the frequency of verification is reasonable. b) The procedures for physical verification of Inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business. c) In our opinion, the company is maintaining records of inventory. However, the system of maintaining the records needs to be strengthened. The discrepancies noticed on verification between the physical stocks and the books records were not material. iii) The Company has neither granted nor taken any loans during the year, secured or unsecured, from companies, firms or other parties listed in the register maintained under Section 301 of the Act and accordingly, paragraphs 4 (iii)(b),(c) and (d) of the Order are not applicable. iv) In our opinion internal control procedures need to be strengthened and improved to make a commensurate with the size of the Company particularly in respect of purchase and sale of goods, inventory and fixed assets. a) b) According to the information and explanations given to us, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 have been so entered. In our opinion and according to the information and explanations given to us, the transaction made in pursuant to such contract or agreement entered in the registered maintained under section 301 of the Companies Act 1956, have been at a price which are reasonable having regards to prevailing market price at the relevant time. FINANCIALS

84
2009-10

v)

In our opinion, and according to the information and explanations given to us, the company has not accepted any fixed deposit which are covered under provision of section 58 A and 58 AA of the Companies Act, 1956 and the Companies (Acceptance of Deposits) Rule 1975.

vi) During the year, the Company does not have any internal audit system. However, we are informed that necessary steps are being taken to implement the same. vii) The cost records as prescribed pursuant to the rules made by the Central Government under section 209(1)(d) of the Companies Act, 1956 are under compilation. viii) a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is regular in depositing the undisputed statutory dues including provident fund, employees state insurance, sales-tax, wealth tax, customs duty, excise duty, cess and other statutory dues as applicable with the appropriate authorities except Income Tax and Corporate Tax on Dividend. According to the information and explanations given to us and the records of the company examined by us the Company has no disputed dues of Income-tax, customs duty, wealth tax, excise duty and cess as at 31st March 2010.

b)

ix) The Company has no accumulated losses as at 31st March 2010 and it has not incurred any cash losses in the financial year ended on that date or in the immediately preceding financial year. x) According to the records of the Company examined by us and the information and explanations given to us, the company has defaulted in repayment of dues to a financial institution.

xi) During the year, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

MONOTONA TYRES LTD

xii) The provisions of any special stature applicable to chit fund/nidhi/mutual benefit fund/societies are not applicable to the Company. xiii) In our opinion, the company is not a dealer or trader in shares, securities, debentures and other investments. xiv) The Company has not given guarantee for loans taken by the others from bank or financial institutions, the terms and conditions whereof are prejudicial to the interest of the Company. xv) In our opinion, and according to the information and explanations given to us, on an overall basis, the term loans have been applied for the purposes to which they were obtained. xvi) According to information and explanation given to us and overall examination of the balance sheet of the Company we report that no funds raised on short term basis have been used for long term investment. xvii) The company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Act during the year. xviii) The Company has not issued any debenture till date. Therefore creation of securities in respect of debentures does not arise. xix) The Company has not raised any money by public issues. 2009-10 xx) During the course of our examination of the Books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us. However, we have not come across any fraud during the course of our checking.

85
Place: Mumbai Date: 19th July 2010 Paras Kumar Jain Proprietor M.N0-078996 FINANCIALS For Jain Anchlia & Associates Chartered Accountants

MONOTONA TYRES LTD

BALANCE SHEET AS AT 31ST March, 2010

(Amount in Rs.) PARTICULARS Schedule No. As at 31-03-2010 As at 31-03-2009

I Sources of Funds
SHAREHOLDERS' FUND Share Capital Share Application Money Reserves & Surplus LOAN FUNDS Secured Loans Unsecured Loans Deferred Tax Liability Total APPLICATION OF FUNDS FIXED ASSETS Gross Block Less : Depreciation Net Block Capital W.I.P. Including Advances INVESTMENT (Equity Shares of SPR Textiles Pvt Ltd) CURRENT ASSETS LOANS & ADVANCES Inventories Sundry Debtors Cash & Bank Balances Loans & Advances Less : CURRENT LIABILITIES & PROVISIONS NET CURRENT ASSETS TOTAL NOTES ON ACCOUNT Schedules `A' to `P' form part of the Accounts `A' `B' `C' `D' 72,000,000 731,974,311 480,160,469 530,957,199 29,391,527 1,844,483,506 64,000,000 80,000,000 699,780,346 206,528,649 740,833,119 32,450,340 1,823,592,454

86
2009-10

FINANCIALS

`E' 1,388,670,081 451,708,538 936,961,543 1,464,610 938,426,153 1,246,351,195 357,340,357 889,010,838 1,899,200 890,910,038 365,000,000 `F' `G' `H' `I' 214,199,006 495,107,679 5,107,607 580,386,587 1,294,800,878 188,468,373 575,439,703 4,608,246 152,780,550 1,286,296,872

`J'

`P'

388,743,525 906,057,353 1,844,483,506 -

353,614,456 932,682,416 1,823,592,454 -

As per our report of even date attachedd For and on behalf of Jain Anchlia & Associates Chartered Accountants Paras Kumar Jain Proprietor Membership No.: 078996 Place: Mumbai Date: 19th July 2010

For and on behalf of the Board

D.R.Pahwa Director

S.Ravi Director

MONOTONA TYRES LTD

PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED ON 31ST MARCH,2010.
(Amount in Rs.) PARTICULARS INCOME Sales. Other Income. Increase / (Decrease) In Stock. EXPENDITURE Manufacturing & Administrative Expenses. Excise Duty Selling & Distribution Exp. Interest Profit Before Depreciation & Tax Depreciation (Including Revaluation) Less : Amount Transf.from Revaluation.Res. Net Depreciation Profit Before Tax Less : Provision for Taxation Current Tax Deferred Tax Fringe Benefit Tax Profit After Tax Balance Brought Forward Profit Available for Appropriation APPROPRIATIONS : Transfer to General Reserve Proposed Dividend Corporat Dividend Tax Balance carried to the Balance Sheet E.P.S.- Basic & Diluted NOTES ON ACCOUNTS Schedules 'A' to 'P' form part of the Accounts Schedule No. Year Ended 31-03-2010 1,376,413,607 23,818,667 10,605,087 1,410,837,361 1,208,620,766 84,434,381 21,316,184 25,098,487 71,367,542 94,593,207 50,588,347 44,004,860 27,362,682 14,585,000 -3,058,813 15,836,495 6,699,884 22,536,379 3,000,000 4,320,000 734,184 14,482,195 2.47 'P' Year Ended 31-03-2009 2,079,307,419 19,050,452 -21,818,819 2,076,539,052 1,720,479,614 117,819,948 35,852,437 133,381,001 69,006,052 99,797,044 56,148,121 43,648,923 25,357,129 13,175,000 -2,429,342 312,298 14,299,173 212,130 14,511,303 3,000,000 4,112,500 698,920 6,699,883 2.23

K' 'L'

'M' 'N' 'O'

87
FINANCIALS

As per our report of even date attachedd For and on behalf of Jain Anchlia & Associates Chartered Accountants Paras Kumar Jain Proprietor Membership No.: 078996 Place: Mumbai Date: 19th July 2010

For and on behalf of the Board

D.R.Pahwa Director

S.Ravi Director

2009-10

MONOTONA TYRES LTD

SCHEDULE FORMING PART OF THE ACCOUNTS As at 31-03-2010 (Rs.) As at 31-03-2009 (Rs.)

SCHEDULE A
SHARE CAPITAL Authorised 7200000 Equity Shares of Rs.10/- each. Issued, Subscribed and Paid up 7200000 Equity Shares of Rs.10/- each Fully Paid up. TOTAL FINANCIALS

72,000,000 72,000,000 72,000,000 72,000,000

65,000,000 65,000,000 64,000,000 64,000,000

SCHEDULE B
RESERVES & SURPLUS General Reserves Add : Transfer from Profit & loss A/c Share Premium A/c Revaluation Reserves Less : Transferred to Profit & Loss A/c Balance In Profit & Loss A/c TOTAL 47,807,533 3,000,000 50,807,533 162,000,000 555,272,930 50,588,347 504,684,583 14,482,195 731,974,311 44,807,533 3,000,000 47,807,533 90,000,000 611,421,051 56,148,121, 555,272,930 6,699,883 699,780,346

88
2009-10

SCHEDULE C
SECURED LOANS FROM BANKS Working Capital Finance from Banks (Secured by hypothecation of Inventories, Book Debts & Movable Assets) GTF Bill Discounting (Secured by Second Charge of Fixed Assets) SBI WCDL LOAN (Secured by first charge on Fixed Assets of the Company) (The above Loans are also secured by Personal Guarantee of an Ex-Director and by Corporate Guarantee) TOTAL 170,578,079 166,528,649

283,082,390 26,500,000

40,000,000

480,160,469

206,528,649

SCHEDULE D
UNSECURED LOANS Sales Tax Loan Almondz Finanz Ltd. GTF Bill Discounting Falcon Tyres Ltd. (Loan) Religare Finvest Ltd. TOTAL 195,986,660 20,197,260 195,986,660 296,856,910 10,000,000 237,989,549 740,833,119

20,000,000 294,773,279 530,957,199

SCHEDULE FORMING PART OF THE ACCOUNTS (CONTD.)

SCHEDULE E
(Amount in Rs.)
GROSS BLOCK (At Cost) Additions Deduction As at 31.03.2010 305,514,583 23,918,349 303,240,835 27,181,584 1,538,348 177,068 1,044,998 239,175 67,534 94,593,207 99,797,044 242,016 55,006 225,026 523,726 4,569,042 84,561,802 4,574,081 Up To 31.03.2009 For the Year Deduction Up To 31.03.2010 As at 31.03.2010 DEPRECIATION NET BLOCK As at 31.03.2009

STATEMENT OF FIXED ASSETS

As at 31.03.2009 3,562,000 197,968,634 -

Land Free hold

305,514,583

305,514,583 305,514,583

Building

201,530,634

28,492,430 169,476,204 177,612,285 - 387,802,637 456,892,721 395,974,984 31,750,626 2,062,074 7,048 1,287,014 306,709 225,026 451,708,538 1,306,480 4,952 2,574,735 1,191,868 4,009,521 1,378,327 588,214 2,774,753 1,158,172 936,961,543 889,010,839 357,340,357 889,010,839 1,464,610 1,899,200

Plant and Machinery 559,521 451,879 41,998 101,230 11,616,419 1,388,670,081 357,340,357 - 1,246,351,196 257,543,313 1,498,577 3,861,749 753,282 12,000 3,368,554 31,750,626

699,215,819 152,780,676 * 7,301,137 844,695,358

Moulds

31,191,105

Computer 765,282

2,916,675

Vehicles

Furniture & Fixtures

3,819,751

Office Equipment

1,397,347

TOTAL 4,402,746

1,246,351,196 153,935,304

Previous Year

1,241,948,450

Capital Work In Progress

MONOTONA TYRES LTD

Depreciation for the year includes amount of Rs 50,588,347 Being depreciation on revaluation assets. Gross block includesRs 6,73,661,847/- toward revaluation of assets * As Certified by the Management.

89
FINANCIALS

2009-10

MONOTONA TYRES LTD

SCHEDULE FORMING PART OF THE ACCOUNTS (CONTD.) As at 31-03-2010 (Rs.) As at 31-03-2009 (Rs.)

SCHEDULE F
INVENTORIES (As taken, valued & certified by the management ) Raw Materials Stores & Spares Work In Progress Finished Goods TOTAL 104,822,757 19,927,475 48,040,202 41,408,572 214,199,006 97,873,152 11,751,535 45,973,246 32,870,441 188,468,374

SCHEDULE G
SUNDRY DEBTORS (Unsecured Considered Good Except Otherwise Stated ) For the period more than six months Others (REFER NOTE NO.B-12) 15,480,883 479,626,796 495,107,679 8,935,957 566,503,746 575,439,703

90
2009-10

FINANCIALS

TOTAL

SCHEDULE H
CASH AND BANK BALANCES Cash in hand Balance With Scheduled Banks In Current Account In Deposit A/C (Margin Money) TOTAL 398,297 1,029,310 3,680,000 5,107,607 129,063 3,399,183 1,080,000 4,608,246

SCHEDULE I
LOANS AND ADVANCES (Unsecured considered good except otherwise stated ) Advances Advance recoverable in cash or kind or for value to be received Deposits TOTAL 573,904,422 6,482,165 580,386,587 51,776,577 95,261,095 5,742,878 152,780,550

SCHEDULE J
CURRENT LIABILITIES AND PROVISIONS Liabilities : Sundry Creditors Other Liabilities & Provisions Provisions For : -Taxation (Net of Advances) -Proposed Dividend -Corporate tax on proposed dividend TOTAL

232,652,172 125,278,918 25,059,331 4,320,000 1,433,104 388,743,525 Year Endend 31-03-2010 (Rs.)

143,097,780 192,742,061 12,963,195 4,112,500 698,920 353,614,456 Year Endend 31-03-2009 (Rs.)

SCHEDULE K
OTHER INCOME Export Incentive Interest. Received Difference In Exchange Job Charges Received Sale Of Depb Licence Miscellaneous Income Miscellaneous Income (Insurance) Sundry Credit Bal. W/Back Miscellaneous Sales TOTAL 5,321,268 265,255 10,160,907 3,516,858 182,554 1,322,237 29,312 3,020,276 23,818,667 10,339,350 331,949 4,977,642 -

209,902 3,191,609 19,050,452

MONOTONA TYRES LTD

SCHEDULE FORMING PART OF THE ACCOUNTS (CONTD.) Year Ended 31-03-2010 (Rs.) Year Ended 31-03-2009 (Rs.)

SCHEDULE L
INCREASE / DECREASE IN STOCKS Closing Stock Work In Progress Finished Goods Less:- Opening Stock Work In Progress Finished Goods Increase / (Decrease) In Stocks TOTAL 48,040,202 41,408,572 89,448,774 45,973,246 32,870,441 78,843,687 10,605,087 45,973,246 32,870,441 78,843,687 44,624,628 56,037,878 100,662,506 -21,818,819

SCHEDULE M'
MANUFACTURING & ADMINISTRATIVE EXP. Material Cost Sales Tax Stores Consumption Payments to & provisions for employees Power & Fuel Rent Repairs & Maintenance Plant & Machinery Building Others Rates & Taxes Payment to Auditors Security Charges Labour Charges Legal & Professional Fees Management Service Charges Loss on Sale of Fixed Assets Insurance Premium Vehicle hire running expenses Water Charges Miscellaneous Expenses TOTAL 800,656,539 86,148,539 28,902,056 104,599,795 105,895,077 1,677,472 14,111,562 3,303,541 599,214 2,127,052 340,000 2,196,530 8,610,659 1,672,075 24,000,000 308,257 844,917 1,020,398 1,490,836 20,116,246 1,208,620,766 1,238,093,166 182,796,945 32,096,417 78,896,329 100,996,103 1,981,077 10,081,110 1,688,657 333,814 1,180,332 340,000 3,762,399 8,490,198 8,578,873 24,000,000 2,635,853 968,408 6,028,472 17,531,461 1,720,479,614 2009-10

91
FINANCIALS

SCHEDULE N
SELLING & DISTRIBUTION EXPENSES Advertisement Business Promotion Expenses Cash Discount Depot Expenses Transportation Charges Warranty Claim Commission on Sales TOTAL 21,532 477,904 109,516 16,653,105 3,334,081 720,046 21,316,184 1,782 795,000 6,304,567 3,606,267 20,484,748 486,777 4,173,296 35,852,437

SCHEDULE O'
INTEREST Interest on Fixed Loans Other Interest TOTAL 25,098,487 25,098,487 133,381,001 133,381,001

MONOTONA TYRES LTD

NOTES FORMING PART OF ACCOUNTS

SCHEDULE P
A. SIGNIFICANT ACCOUNTING POLICIES:
1. Method Of Accounting: The Company follows the mercantile system of accounting. All expenses and income to the extent considered payable and receivable, unless stated otherwise, have been accounted for on accrual basis. Financial Statements have been prepared according to historical Cost Convension adjusted by revaluation of Fixed Assets. 2. Use Of Estimates The preparation of financial statement require management to make estimates and assumptions that effect the reported amount of assets and liabilities and disclosures relating to contingent liabilities and assets as at the Balance Sheet date and the reported amounts of income and expenses during the year. Provision for contingencies are recorded when it is possible that a liability will be incurred and the amounts can reasonably be estimated. Differences between the accrual results and estimates are recognized in the year in which the results are known / materialized. 3. Revenue Recognition Sales are accounted for on dispatches. Turnover includes sale of goods, Sale of DEPB license, services, entry tax, excise duty, Value Added Tax (VAT) (i) Revenue is recognized only when it can be reliably measured and it is reasonable to expect ultimate collection. Interest income is recognized on time proportion basis taking into account the amount outstanding and rate applicable. (ii) Export Sales are accounted for on the basis of bill of lading/ dispatches from factory. (iii) Export Incentives are accounted for on mercantile basis. Fixed Assets (i) Fixed Assets are stated at the revalued price or cost of acquisition / construction (net of CENVAT/VAT and other credits) as the case may be and inclusive of incidental expenses, erection / commissioning expenses, pre-operating expenses, interest, etc. upto the date the asset is put to use, less accumulated depreciation, amortization and impairment losses, except freehold land which is carried at cost. (ii) Capital work-in-progress is stated at the amount expended up to the date of Balance Sheet. Depreciation (i) Depreciation on Fixed Assets is provided on Straight Line Method at the rates & in the manner specified in Schedule XIV of Companies Act, 1956. (ii) Depreciation on Fixed Assets added during the year has been provided on pro-rata basis with reference to the dates of addition. (iii) Additional depreciation attributable to the increase in the value of assets on account of revaluation is transferred from Revaluation Reserve to the Profit and Loss account. 6. Impairment Of Assets At each Balance Sheet date, the company assesses whether there is any indication that any asset may be impaired. If any such indication exists, the Company estimates the recoverable amount. If the carrying amount of the assets exceeds the recoverable amount, an impairment loss is recognized in the accounts to the extent the carrying amount exceeds the recoverable amount 7. Inventories Valuation (i) Raw materials - at cost net of excise duty, counter availing duty & Sales Tax / VAT (ii) Finished goods at cost or realizable value whichever is lower. The cost includes the cost of raw material, labour and factory overheads. (iii) W.I.P. and Stores, spares and consumables at cost (iv) Damaged and unserviceable stocks are written off.

92
2009-10

FINANCIALS

MONOTONA TYRES LTD

NOTES FORMING PART OF ACCOUNTS (CONTD.)

8. Investments Long term investments are valued at cost except where there is a diminution in value, other than temporary, in which case, adequate provision is made against such shortfall. 9. Leave Encashment The liability on account of encashment of unavailed accumulated privilege leave of employees as at the balance sheet date is determined by the company and provided in the books of account. However, this is not in conformity with AS 15 (Revised). 10. Excise Duty, Custom Duty And Entry Tax / Value Added Tax (Vat) (i) Excise duty / custom duty in respect of closing stock / goods in transit are not provided for and the same have also not been included in the valuation of inventories. This has no impact on the profit / loss. (ii) Entry Tax , Value added tax paid is charged to Profit and Loss account. 11. Transaction In Foreign Currency Transactions in foreign currencies are accounted for at the exchange rate prevailing on the date of transaction. Foreign currency transactions which are outstanding at the date of Balance Sheet are converted on the basis of rate prevailing at the end of the year. The gain and loss thereon and also on the exchange differences on settlement of the foreign currency transactions during the year are recognized as income or expense and are adjusted to the profit and loss account. 12. Gratuity And Retirement Benefit Gratuity liability is provided for those employees who are eligible as per provisions of Gratuity Act 1972. However, the liabilities have not been actuarially determined and not in conformity with AS 15 (Revised). 13. Contingencies Liabilities which are material and whose future outcome cannot be ascertained with reasonable certainty are treated as contingent and disclosed by way of Notes to the Accounts. Contingent Assets are neither recognized nor disclosed in the financial statements. 14. Borrowing Costs Borrowing costs incurred in relation to the acquisition, construction of assets are capitalized as part of costs of such assets up to the date when such assets are ready for intended use. Other borrowing costs are charged as an expense in the year in which these are incurred. 15. Taxes On Income Provision for taxes is made for both current and deferred taxes. Tax on income for the current period is determined on the basis of taxable income and tax credits computed in accordance with the provisions of Income Tax Act, 1961. Deferred tax are recognized on timing differences between the accounting income and the taxable income for the year which are capable of reversal in subsequent periods, and quantified using the tax rates and laws enacted or subsequently enacted as on the date of Balance Sheet date. Deferred tax assets are recognized and carried forward to the extent that there is a reasonable / virtual certainty, as required in terms of Accounting Standard AS-22 on Accounting for Taxes on Income, that sufficient future taxable income will be available against which such deferred tax assets can be realized. 16. Provisions Provisions are recognized for liabilities that can be measured only by using a substantial degree of estimation, if the company has a present obligation as a result of a past event, or a probable outflow of resources is expected to settle the obligation, and the amount of obligation can be reliably estimated. 17. Prior Period Items Prior period expenses / income are accounted under the respective heads.

93
FINANCIALS

2009-10

MONOTONA TYRES LTD

NOTES FORMING PART OF ACCOUNTS (CONTD.)

B. NOTES TO THE ACCOUNTS FOR THE YEAR ENDED 31ST MARCH 2010
1. The previous years figures have been reworked, regrouped, rearranged and reclassified wherever necessary. Amounts and other disclosures for the preceding year are included as an integral part of the current year financial statements and are to be read in relation to the amounts and other disclosures relating to the current year. As per Accounting Standard 15 Employee benefits, the disclosures as defined in the Accounting Standard are given below. Defined Contribution Plans Contribution to Defined Contribution Plans, recognized as expense for the year is as under: 2008-09 2009-10 Employers Contribution to Provident Fund 45,24,309 41,74,116 Turnover includes VAT and Entry Tax Rs. 8,63,25,905 (Previous Year Rs. 18,74,37,693) Excise Duty Rs. 8,25,12,394 (Previous Year-Rs. 8,67,21,458) and freight recovery Rs 76,29,725 (Previous Year - Rs 32,07,172) On 30th March 2010, incidence of fire happened in the factory and godown premises of the company. The company has lodged claim to insurance company for Rs. 2,83,34,900/- for loss of Building, Plant & Machinery and Material. The claim has not been settled/accepted by the insurance company up to Balance Sheet date hence accumulated depreciation reversal is still pending. During the year the company has sold 365000 equity shares of SPR Textiles Pvt. Ltd to Suryamani Financing Company Limited for Rs. 36.50 Crores.

2.

3. FINANCIALS

4.

94
2009-10

5.

6. Contingent liabilities not provided for Amount in Rs. S. No. 1 2 3 4 5 Particulars Outstanding Letter of Credit Guarantee given by bank to Pollution Control Board Corporate Guarantee` Regional Provident Fund Commissioner, Thane Sales Tax Demands under appeal or otherwise disputed. (i) Commercial Taxes Officer, Chennai (ii) Commercial Taxes Officer, Attibele (Banglore) (iii) JCST (Appeals) Thane (iv) Commercial Taxes Officer, Ernakulam (Kerala) (v) Additional Commissioner of Sales Tax (VAT), Mumbai Joint Commissioner of Sales Tax Investigation (VAT) (B) Division, Mumbai (vi) Joint Commissioner of Sales Tax Investigation (VAT) (B) Division, Mumbai Claims not acknowledged as debts -SBI Global Factors Limited As at 31/03/2010 2,50,06,782 1,00,000 37,00,00,000 35,43,658 2,000 93,049 5,99,297 2,25,221 As at 31/03/2009 41,27,112 1,00,000 37,00,00,000 Nil Nil Nil Nil

19,08,772 10,99,53,778 81,07,263

19,08,772 10,99,53,778 Nil

MONOTONA TYRES LTD

NOTES FORMING PART OF ACCOUNTS (CONTD.)

7. 8. 9.

As informed and certified by the company the Income-Tax assessments of the Company have been completed up to Assessment Year 2007-2008. The disputed demands outstanding up to the said assessment year is Rs.: NIL Estimated amount of contracts remaining to be executed on capital account and not provided for Rs : NIL (RS. 18,21,390/-) net of advances paid. During the year the company has made following provisions. The liabilities have been actuarially determined by the HR department and not in conformity with AS 15 (Revised). Amount in Rs. Particulars Gratuity Leave Encashment Current Year 39,77,748 7,02,243 Previous Years 23,09,472 1,72,711

Sl. No. 1 2

10. Confirmations of balances have been sought from Sundry Debtors, Sundry Creditors, other Loans & Advances and in most of cases confirmations have been received. 11. Sundry debtors and loans and advances include Rs. 1,80,80,153/- (Rs.1,06,77,644) and Rs.11,29,126/- (Rs. 11,29,126) respectively which are due from a long time. Since these are recoverable in view of the management no provision has been made in the accounts as the necessary steps (including Legal) have been taken to recover the same. 12. The company has become subsidiary company of M/s Blessing Commercial Pvt. Ltd. (BCPL) with effect from 20.12.2006 on account of acquisition of shares of the company. Pursuant to an agreement between M/s Falcon Tyres Limited (FTL) and BCPL, 54 Lacs of equity shares of the company are agreed to sold by BCPL to FTL and share has been transferred in name of FTL on 21.05.10. 13. Loans and Advances includes Rs. 4,68,21,703 advances given to bodies corporate for trade advances. which have been given out of the loan and credit facilities availed by the company. Cost of the loan/ credit facilities availed by the company such as interest and financial charges are debited to those parties. 14. Dividend of Rs.41,12,500 declared in the previous year has not been encashed by the shareholders and inadvertently the same could not be transferred to separate unpaid dividend account as required U/s.205A of the Companies Act, 1956. 15. The Company has requested its creditors to confirm the applicability to them under the Micro Small and Medium Enterprises Development Act 2006. Based on the responses received by the Company, the details of dues to Micro enterprises and small enterprises: Amount in Rs. Sl. No. Particulars 31.03.2010 Principal 1 2 3 Amount due to Vendors Principal amount and interest paid beyond the appointment date Interest accrued and remaining unpaid beyond the appointment date (other than interest specified u/s 18 of the Act) Interest accrued and remaining unpaid as at the end of the period (As per the Act) 25,24,650 Nil Interest Nil Nil 31.03.2009 Principal Interest 6,20,683 Nil Nil Nil

95
FINANCIALS

Nil Nil

Nil Nil

Nil Nil

Nil Nil

2009-10

MONOTONA TYRES LTD

16. Auditors Remuneration Particulars ( A) Audit Fees (B) Tax Audit Fees TOTAL 17. Deferred Tax Liability is Comprises of following:Particulars Up to 31.03.2009 For the Current Year 31.03.2010 Rs.2,90,000/Rs. 50,000/Rs.3,40,000/-

Amount in Rs. 31.03.2009 Rs.2,90,000/Rs. 50,000/Rs.3,40,000/Amount in Rs. As at at 31.03.2010

Deferred Tax Liability Difference between book and tax Depreciation (A) FINANCIALS Provision for Gratuity And Leave Encashment Inventory Valuation U/s. 145A Minimum Alternative Tax TOTAL B Deferred Tax (Assets)/Liability (Net) (A) - (B) 3,89,72,616 28,14,234 37,08,042 65,22,276 3,24,50,340 (11,66,916) 18,91,897 18,91,897 (30,58,813) 3,78,05,700 47,06,131 37,08,042 84,14,173 2,93,91,527

96
2009-10

18. EARNING PER SHARE (EPS) The following table reconciles the numerators and denominators used to calculate Basic and Diluted Earnings per share for the year ended March 31, 2010 and the year ended March 31, 2009: Income available to Equity Shareholders For the Year Ended 31.03.2010 Rs.1,58,36,495/72,00,000* 2.47 For the Year Ended 31.03.2009 Rs.1,42,99,173/64,00,000 2.23

Net Profit (After Tax) No. of Shares E.P.S. basic & Diluted * Includes 8,00,000 shares allotted on 20/03/2010 19. RELATED PARTY DISCLOSER (AS-18) As Required by AS-18, Related Party Disclosure are given below 1. Holding Company Blessing Commercial Private Limited 2. Enterprises Where Control Exists or Which Exercise Control Falcon Tyres Limited; Dunlop India Limited

3. Associates Subra Marketing Pvt Ltd; Vidyut Petrochem Pvt Ltd; Manali Properties Pvt Ltd; India Finance Ltd; SPR Textiles Pvt Ltd; Ruia & Sons Pvt Ltd; Suryamani Financing Company Ltd 4. Key Management Personnel a. Mr Des Raj Pahwa (Executive Director)* b. Mr S Ravi (Director) c. Mr Nirmal Kumar Modi (Director)* d. Mr Kedar Agarwal (Director)* * Part of the period

RELATED PARTY TRANSACTION: Nature of Transaction Enterprises where control exits or which exercise control 31.03.2010 31.03.2009 31.03.2010 31.03.2009 31.03.2010 31.03.2009 31.03.2010 31.03.2009 Associates Key Management Personnel

Amount in Rs. Total

3,516,858

- 499,221,599 550,519,780 2,226,729 10,161,131 -

26,472,000 26,726,400 -

16,061,877 10,970 26,472,000

13,985,323 26,726,400

46,821,703 55,068,700 20,800,000 1,877,450 -

72,891,500 38,510,000 -

448,316 46,821,703 55,068,700 20,800,000 1,877,450 -

520 72,891,500 38,510,000 26,000,000

Income Sale of Finished Goods Falcon Tyres Ltd. 499,221,599 550,519,780 Dunlop India Ltd. 2,226,729 10,161,131 Job Charges Recevied Falcon Tyres Ltd. 3,516,858 Expenses Purchase of Finished Goods Dunlop India Ltd. - 13,985,323 Falcon Tyres Ltd. 16,061,877 Electricity Expenses Dunlop India Ltd. 10,970 Legal & Professional Fees Ruia & Sons Pvt. Ltd. Assets Expenses paid by the Company on Behalf of the Associates which is adjusted against either expenses paid by the Associate on behalf of the company or reimbersed Dunlop India Ltd. 448,316 520 Loans & Advances Suryamani Financing Co. Ltd. Subhra Marketing Pvt. Ltd. Unsecured Loan Repaid Vidyut Petrochem Pvt. Ltd. Manali Properties Pvt. Ltd. India Finance Ltd. Dunlop India Ltd. - 26,000,000 Investment SPR Textiles Pvt. Ltd. - 365,000,000 - 365,000,000

MONOTONA TYRES LTD

97
FINANCIALS

2009-10

RELATED PARTY TRANSACTION (CONTD.): Nature of Transaction Enterprises where Associates control exits or which exercise control 31.03.2010 31.03.2009 31.03.2010 31.03.2009 Liabilities Expenses paid by the Associate on Behalf of the Company which is adjusted against either expenses paid by the Company on behalf of the Associate or reimembersed Ruia & Sons Pvt. Ltd. 466,974 27,861 Dunlop India Ltd. 19,912 15,441 Falcon Tyres Ltd. 10,000,000 10,000,000 Share Application Money Suryamani Financing Co. Ltd. - 80,000,000 Investments Sold Suryamani Financing Co. Ltd. - 365,000,000 Loans & Advances Transfer SPR Textiles Pvt. Ltd. 1,776,577 49,450,000 Security Deposit Transfer Falcon Tyres Ltd. 8,382,721 Unsecured Loan Vidyut Petrochem Pvt. Ltd. - 55,068,700 Manali Properties Pvt. Ltd. - 20,000,000 India Finance Ltd. - 36,632,550 Dunlop India Ltd. - 26,000,000 Balance as on 31-03-2010 Payables Ruia & Sons Pvt. Ltd. - 17,979,683 9,627,623 Manali Properties Pvt. Ltd. 800,000 Falcon Tyres Ltd. (Loan) 20,000,000 10,000,000 Receivables Ruia & Sons Pvt. Ltd. 242,079 Falcon Tyres Ltd. 49,207,364 67,402,063 Dunlop India Ltd. 582,286 SPR Textiles Pvt. Ltd. 1,776,577 Subhra Marketing Pvt. Ltd. - 72,891,500 72,891,500 Suryamani Financing Co. Ltd. - 411,821,676 India Finance Ltd. 1,877,450 Key Management Personnel 31.03.2010 31.03.2009 31.03.2010 31.03.2009 466,974 19,912 - 365,000,000 1,776,577 8,382,721 55,068,700 20,000,000 27,861 15,441 80,000,000 49,450,000 36,632,550 26,000,000 17,979,683 20,000,000 - 49,207,364 582,286 - 72,891,500 - 411,821,676 9,627,623 800,000 10,000,000 242,079 67,402,063 1,776,577 72,891,500 1,877,450

98
FINANCIALS

2009-10

MONOTONA TYRES LTD

Amount in Rs. Total

MONOTONA TYRES LTD

20. SEGMENT REPORTING: The Company has only one business segments Viz. Tyres & tubes, which is considered as the primary segment. Information regarding the secondary segment, i.e. Geographical segments is given below: Amount in Rs. Sl. No. Particulars Geographical Segments Outside India 29,46,12,920 Within India 1,11,18,00,687 Total

Segment Revenue Sales and Income from Operations

1,37,64,13,607

21. Particular required to be given pursuant to the provision of part II of the schedule VI of the Companies Act, 1956 are given here below : a) Details of Opening Stock Unit Nos. Qty 35,516 (87,013) Tubes Nos. 1,04,865 (1,98,432) Flaps Nos. NIL (NIL) Value (Rs.) 2,13,91,074 (4,34,81,575) 1,14,79,367 (1,28,71,388) NIL (NIL) 2009-10

Class of Product Tyres

99
FINANCIALS

MONOTONA TYRES LTD

b)

Production / Purchases Unit Licensed Capacity N.A. Installed * Capacity P.A. 36,00,000 (36,00,000) 50,00,000 (50,00,000) Actual Production P.A. 17,95,998 (17.40.985) 31,93,361 (26.59.888) Nil (9.91.690)

Class of Product

Tyres

Nos.

Tubes

Nos.

N.A.

Purchase of Tyres for resale

Nos.

N.A.

Purchase of Tubes for resale

Nos.

N.A.

(-)

Purchase of Flaps for resale FINANCIALS

Nos.

N.A.

7,000 (36.160)

Total * As certified by the Management c) Details of Sales

Nos.

N.A

49,96,359 (54,28,723)

100
2009-10

Class of Product Tyres

Unit Nos.

Qty 17,86,835 (17.92.482) 31,84,922 (27.53.455)

Value (Rs.) 99,09,89,455 (98,73,19,624) 38,45,45,860 (28,46,83,650) Nil (80,47,87,498) (-) 8,78,292 (25,16,647) 1,37,64,13,607 (2,07,93,07,419)

Tubes

Nos.

Resale Tyres

Nos.

Nil (9.91.690) (-)

Resale Tubes

Nos.

Resale Flap

Nos.

7,000 (36.160)

TOTAL

Nos.

49,78,757 (55,73,787)

d)

Details of Closing Stock Unit Nos. Qty 44,679 (35,516) 1,13,304 (1,04,865) Value (Rs.) 2,83,82,229 (2,13,91,074) 1,30,26,343 (1,14,79,367) Nil (Nil)

Class of Product Tyres

Tubes

Nos.

Flaps Pur for resale

Nos.

Nil (Nil)

MONOTONA TYRES LTD

e)

Raw Material Consumed Unit KGS Qty 23,01,874 (26,34,055) 14,19,357 (11,38,105) Value (Rs.) 33,43,18,992 (32,57,54,371) 8,02,25,258 (6,93,35,835) 11,79,42,747 (10,33,84,917) 10,68,19,302 (10,28,34,156) 16,21,65,241 (15,73,95,055) 80,14,71,539 2009-10 (75,87,04,334) Amt. in Rs. 49,980 (5,04,636) 3,49,656 (Nil) 29,46,12,920 (26,55,27,995)

Class of Product RUBBER

CHEMICALS

KGS

CARBON BLACK

KGS

21,27,885 (18,59,496)

NYLON FABRICS

KGS

4,65,604 (4,71,245)

OTHRES

N.A N.A.

TOTAL

63,14,720 (61,02,901)

f)

Expenditure in Foreign Currency Travelling Expenses Commission

101
FINANCIALS

g)

Earning in foreign exchange FOB value of goods exported Value of Import calculated on C.I.F. basis by the company during the financial year in respect of Raw Materials

h)

16,46,027 (17,95,60,948)

i)

Imported & Indigenous Consumption A) Raw Materials Imported Indigenous % 0.21 (22.70) 99.79 (77.30) 100.00 (100.00) Rs. 16,46,027 (17,22,05,596) 79,98,25,512 (58,64,99,738) 80,14,71,539 (75,87,04,334)

B) STORES Indigenous

100.00 (100.0)

2,39,02,056 (3,20,96,417)

22. Managerial Remuneration to Executive Director Particulars Salary Allowances Contribution to PF & other Funds Total 23. The figure in the bracket represents the figures of the previous year. 31.03.10 7,56,000 8,41,440 7,020 16,04,460 31.03.09 9,16,129 12,24,138 9,360 21,49,627

MONOTONA TYRES LTD

Additional information pursuant to the provisions of part IV of schedule VI to the Company Act 1956
BALANCE SHEET ABSTRACT AND COMPANY'S GENERAL BUSINESS PROFILE I. Registration Details Registration No. 8 Balance Sheet Date 4 3 9 2 4 0 8 1 0 State code

II. Capital Raised during the year (Amount in Rs.) Public Issue N FINANCIALS I L Rights Issue N I L

Private Placement 8 0 0 0 0 0 0

Bonus Issue N I L

III. Position of Mobilisation and Deployment of Funds (Amount in Rs.) Total Liabilities 2 2 3 3 2 2 7 0 3 1 2 2 3 3 Total Assets 2 2 7 0 3 1

102
2009-10

Sources of Funds Paid-up Equity Share Capital 7 2 0 0 0 0 0 0 9 3

Application of Funds Net Fixes Assets 8 4 2 6 1 5 3

Paid-up Preference Share Capital N I L 9 0

Net Current Assets 6 0 5 7 3 5 3

Advance against Share Application Money N I L

Miscellaneous Expenses N I L

Reserve & Surplus 7 3 1 9 7 4 3 1 1

Accumulated Loss N I L

Secured Loan 4 8 0 1 6 0 4 6 9

Unsecured Loan 5 3 0 9 5 7 1 9 9

Deferred Tax Liability 2 9 3 9 1 5 2 7

MONOTONA TYRES LTD

IV. Performance of Company (Amount in Rupees) Turnover 1 3 7 6 4 1 3 6 0 7 2 3 Other Income 8 1 8 6 6 7 1 3 8 Total expenditure 4 3 9 5 7 7 9

Profit after Depreciation & Tax 1 5 8 3 6 4 9 5

V. Generic names of three principal products of company

Item Code No. (ITC Code) Product Description T F I R F Y O C S T S R R L E A E S M S N O , D & T

1 T

0 U A R

1 B V C C E E T R S H A 2009-10 O

O T A

R R I

103
FINANCIALS A C Item Code No. (ITC Code) Product Description T S C T E Y E E Y R F C R E O L S W H S R E S A E 3 & M , N E D L E O 1 0 T T S 2 U O C T R B R O H S O R E

Item Code No. (ITC Code) Product Description O N T D H E T R U B

3 T E

1 Y S

0 R

9 E N S E

As per our report of even date For Jain Anchlia & Associates Chartered Accountants Paras Kumar Jain (Proprietor) For and on behalf of the Board

D.R.Pahwa Director

S.Ravi Director

Membership No.: 078996 Mumbai , 19th July, 2010

MONOTONA TYRES LTD

CASH FLOW FOR THE YEAR ENDED 31st march 2010 Year Ended 31.03.2010 (Amount in Rs.) Year ended 31.03.2009

Particulars (A) Cash Flow From Operating Activities Net Profit before Tax and Extra-Ordinary items Adjustments For i) Depreciation including on Revaluation Less : Tranferred from Revaluation Reserve ii) Loss on Sale of fixed Assets iii) Interest Paid iv) Interest Received Operating Profit before Working Capital Changes Adjustments For Trade & Other Receivables Sundry Debtors Loans & Advances Inventories Trade Payable Sundry Creditors Other Liabilities Provision For Taxation (Net of Advance) Tax Paid (Current Tax) Net Cash from Operating Activities B. Cash Flow from Investing Activities Purchase/Sales of Fixed Assets Disposal of fixed Assets Less Accu. Depreciation Capital WIP Sale - Investment in Shares Interest Received Net cash flow from Investing Activities C. Cash Flow from Financing Activities Proceeds from Borrowing Proceeds from issue of Share Capital Secured Loan Unsecured Loan Interest Paid Dividend & Dividend Tax Proposed Dividend Corporate Tax on Proposed Dividend Net cash used in Financining Activity Net Increase (Decrease) in Cash & Cash Equivalants (A+B+C) Cash & Cash Equivalants (Opening Balance) Cash & Cash Equivalants (Closing Balance)

27,362,682 94,593,207 (50,588,347) 308,256 25,098,487 (265,255)

25,357,129

44,004,860

43,648,923 133,381,001 (331,949)

69,146,348 96,509,030

202,055,104 202,055,104

80,332,024 (427,606,037) (25,730,633) (373,004,645) 90,397,629 (67,463,143) -

104
2009-10

FINANCIALS

97,766,815

22,934,486 142,598,974 (2,488,864) (352,559,023) (13,487,298) (256,049,993) (143,915,404) 220,000 434,590 365,000,000 265,255 222,004,441 (4,402,745) (641,064) (365,000,000) 331,949

226,878,491 428,933,595

(369,711,860)

273,631,820 (209,875,920)

63,755,900 (25,098,487)

80,000,000 3,167,019 (5,153,541) (133,381,001) (4,112,500) (698,920)

(4,112,500) -

(4,112,500)

34,544,913 34,544,913 499,361 4,608,246 5,107,607

(60,178,943) (60,178,943) (957,208) 5,565,454 4,608,246

Notes: 1) The above cash flow statement has been prepared under the 'Indirect Method' as set out in the AS-3 on the cash flow statement issued by the ICAI.

As per our report of even date For Jain Anchlia & Associates Chartered Accountants Paras Kumar Jain (Proprietor) Membership No.: 078996 Mumbai , 19th July, 2010

For and on behalf of the Board D.R.Pahwa Director S.Ravi Director

FALCON TYRES LTD

Consolidated Auditors' Report

AUDITORS REPORT TO THE BOARD OF DIRECTORS OF FALCON TYRES LIMITED ON THE CONSOLIDATED FINANCIAL STATEMENTS INCLUDING ITS SUBSIDIARY FOR THE YEAR ENDED 30TH SEPTEMBER, 2010 1. We have audited the attached consolidated balance sheet of Messrs. FALCON TYRES LIMITED and its subsidiary company as at 30th September, 2010 the consolidated profit and loss account for the year ended on that date annexed thereto and the consolidated cash flow statement for the year ended on that date. The consolidated profit and loss account and the consolidated cash flow statement comprises yearly results of Falcon Tyres Limited and result from 21st May, 2010 to 30th September, 2010 of the subsidiary company. These consolidated financial statements are the responsibility of Falcon Tyres Limiteds management. Our responsibility is to express an opinion on these consolidated financial statements based on our audit. 2. We have conducted our audit in accordance with the auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are prepared in all material respects, in accordance with an identified financial reporting framework and are free of in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the management, as well as evaluating the overall financial statements presentation. We believe that our audit provides a reasonable basis for expressing our opinion. 3. We did not audit the financial statements of subsidiary Messrs. Monotona Tyres Limited, whose financial statements reflect total assets of Rs. 22017.84 Lacs as on 30th September, 2010 and total revenue of Rs. 6629.87 Lacs and net cash inflow amounting to Rs. 52.05 Lacs for the aforesaid period ended on that date. These financial statements and other information of the subsidiary has been audited by the other auditor whose reports have been furnished to us, and our opinion, in so far as it relates to the amounts included in respect of the subsidiary, is based solely on the report of the other auditor. 4. We report that the consolidated financial statements have been prepared by the Company in accordance with the requirements of Accounting Standard (AS-21) on Consolidated Financial Statements as per section 211(3C) of the Companies Act 1956, on the basis of the individual financial statements of Falcon Tyres Limited and its subsidiary included in the consolidated financial statements. 5. On the basis of information and explanations given to us and on consideration of the separate audit reports on individual audited financial statements of Falcon Tyres Limited and its subsidiary in our opinion, the consolidated financial statements give a true and fair view in conformity with accounting principles generally accepted in India: a) b) c) in the case of the consolidated balance sheet, of the consolidated state of affairs of Falcon Tyres Limited and its subsidiary as at 30th September, 2010; in case of the consolidated profit and loss account, of the profit for the year ended on that date; and in the case of the consolidated cash flow, of the cash flows for the year ended on that date. 2009-10 material misstatements. An audit includes examining, on test basis, evidence supporting the amounts and disclosures

105
FINANCIALS

For K.N. Gutgutia & Co. Chartered Accountants Kolkata 12th November, 2010 Subhasish Pore Partner Membership No. 055862

CONSOLIDATED BALANCE SHEET AS AT 30TH SEPTEMBER, 2010

(Rs. In Lacs) Schedule No. I Sources of Funds 1. Shareholders' Funds a) Share Capital b) Reserves & Surplus 2. Loan Funds a) Secured b) Unsecured 3. Minority Interest 4. Deferred Taxation (Net) TOTAL II Application of Funds 1. Fixed Assets Gross Block Less: Depreciation Net Block Capital Work - in - Progress 1 2 3 4 1704.27 20429.34 20160.41 12795.67 As at 30th September, 2010

22133.61

32956.08 664.58 1020.87 56775.14

106
2009-10

FINANCIALS

5 47996.94 11941.18 36055.76 3878.33

39934.09 6631.93

1a. Goodwill on acquisition of Monotona Tyres Limited 2. Investments 3. Current Assets,Loans & Advances a) Inventories b) Sundry Debtors c) Cash & Bank balances d) Loans & Advances Less: 4. Current Liabilities & Provisions a) Liabilities b) Provisions Net Current Assets Miscellaneous Expenditure (to the extent not written off) TOTAL Significant Accounting Policies and Notes on Accounts 6 7 8 9 10 9411.23 12966.92 3329.92 5147.41 30855.48

5.97

11 12

16727.58 3924.75 20652.33 10203.15 56775.14

13 20

Schedules annexed are an integral part of this Consolidated Balance Sheet and should be read in conjunction therewith. Previous Year Consolidated figures are not applicable since Monotona Tyres Limited has become subsidiary in the Current Year i.e. w.e.f. 21st May'2010 As per our report of even date attached For and on behalf of K. N. Gutgutia & Co. Chartered Accountants Subhasish Pore Partner Membership No.: 055862 Kolkata, 12th November, 2010 M.C. Bhansali Company Secretary For and on behalf of the Board

Sunil Bhansali Executive Director

S. Ravi Director

FALCON TYRES LTD

CONSOLIDATED PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED ON 30TH SEPTEMBER, 2010
(Rs. In Lacs) Schedule No. Income Sales (net of returns & discounts) Less: Excise Duty Other Income Expenditure Raw Materials Consumed Increase(-)/Decrease(+) in stock Factored Goods Consumption Manufacturing, Administrative, Selling & Distribution Expenses Interest (Net) Depreciation Less: Transfer to Revaluation Reserve Profit Before Taxation Provision for Taxation: For Current Year - Current Tax - Fringe Benefit Tax - Deferred Tax Excess Provision of Income Tax of Earlier Year Written Back Profit After Taxation Profit Brought forward from Previous Year Profit Available for Appropriation Appropriations: Transfer to General Reserve Proposed Dividend Corporate Dividend Tax Minority Interest Balance carried to Balance Sheet Basic & Diluted Earning Per Share Significant Accounting Policies and Notes on Accounts Year Ended 30th September,2010 88251.06 6218.61 14

82032.45 600.60 82633.05 46159.06 -1442.06 8258.35 20179.67 2088.45 2009-10

15 16 17 18 19 1898.35 534.60

1363.75 76607.21 6025.84

1415.00 4610.84 205.90 4816.74 3,500.00 852.14 144.82

4,496.96 -77.44 397.22 13.53

20

Schedules annexed are an integral part of this Consolidated Profit & Loss Account and should be read in conjunction therewith. Previous Year Consolidated figures are not applicable since Monotona Tyres Limited has become subsidiary in the Current Year i.e. w.e.f. 21st May'2010

As per our report of even date attached For and on behalf of K. N. Gutgutia & Co. Chartered Accountants Subhasish Pore Partner Membership No.: 055862 Kolkata, 12th November, 2010 M.C. Bhansali Company Secretary

For and on behalf of the Board

Sunil Bhansali Executive Director

S. Ravi Director

FINANCIALS

1482.21 -67.21 1415.00 -

107

SCHEDULES TO CONSOLIDATED ACCOUNTS As at 30th September, 2010 (Rs. in Lacs)

SCHEDULE 1
SHARE CAPITAL:
Authorised : 20,00,00,000 equity shares of Rs. 5/- each Issued, Subscribed and Paid up 340,85,532 (340,85,532) Equity shares of Rs.5/- each (294,60,744 Equity Shares of Rs.5/- each held by DIL Rim and Wheel Corporation Ltd., Mauritius the holding Company and it's subsidiaries) TOTAL 10000.00

1704.27

108 RESERVES & SURPLUS:

Revaluation Reserve As per last Balance Sheet Add: Share of Monotona Tyres Limited on acquisition Less: Transferred to Profit & Loss Account Share Premium As per last Balance Sheet Capital Reserve (Capital Subsidy Received from Government through MNRE) General Reserve As per last Balance Sheet Add: Transferred from Profit & Loss Account Surplus as per Profit & Loss Account TOTAL 3816.49 3500.00 7316.49 397.22 20429.34 100.00 165.87 8008.01 4976.35 534.60 12449.76 2009-10

FINANCIALS

1704.27

SCHEDULE 2

FALCON TYRES LTD

SCHEDULES TO CONSOLIDATED ACCOUNTS (CONTD.) As at 30th September, 2010 (Rs. in Lacs)

SCHEDULE 3
SECURED LOANS: Cash Credit from Banks (Secured by hypothecation of Company's present and future fixed assets, current assets, stock and book debts and pari-passu charge on Company's present and future fixed assets) Term Loan - Syndicate Bank (Secured by hypothecation of Company's Plant & Machinery and Immovable Propoerties situated at Mysore and pari-passu first charge on the Current assets and fixed assets of the Company) Term Loan - Yes Bank (Secured by subservient charge on current assets and fixed assets, Corporate guarantee of subsidiary Company. This is to be further secured by first pari-passu charge on assets and pledge of shares of the subsidiary Company) Term Loan - Central Bank of India (Secured by exclusive first charge by way of hypothecation of Plant & Machinery & Civil works, etc. arising out of the Term Loan. Second charge on all other existing fixed assets) GTF Bill Discounting (Secured by Second Charge of Fixed Assets of subsidiary company) SBI WCD Loan (Secured by First Charge of Fixed Assets of subsidiary company & Personal Guarantee of an Ex-Director and Corporate Guarantee of subsidiary company) 9647.07

2615.81

2186.36 2009-10 2507.06

109
FINANCIALS

3006.61

197.50

TOTAL

20160.41

SCHEDULE 4
UNSECURED LOANS: Short Term Loan Interest free loan from body corporates Loan from Customers Sales Tax Loan Religare Finvest Ltd. TOTAL 5771.80 2400.00 1959.87 2664.00 12795.67

110
FINANCIALS (Rs. in Lacs)
DEPRECIATION NET BLOCK Sale of Asset Up To As at As at During the year 30.09.2010 30.09.2010 30.09.2009 113.04 3.65 0.08 42.12 4656.12 1898.57 0.22 998.27 10388.39 153.96 214.08 22.31 69.14 19.64 8.70 66.69 7680.15 4723.19 23256.92 37.25 244.62 25.52 43.30 22.87 1.03 20.91 4625.00 2170.66 11178.97 36.50 262.71 13.43 21.70 23.64 1.11 63.03 0.22 11941.18 36055.76 18396.75 294.16 4324.13 1699.89 21.38 3.17 13.21 0.07 4.02 1.74 18.09 15.94

SCHEDULES TO CONSOLIDATED ACCOUNTS (CONTD.)

SCHEDULE 5
GROSS BLOCK

FIXED ASSETS:

As at Addition on Addition Sale of Asset As at Up To Addition on For the 30.09.2009 acquisition of MTL During the year During the year 30.09.2010 30.09.2009 acquisition of MTL Period 980.05 8011.24 4.39 2.01 0.21 3.05 9000.95 0.44 47996.94 5386.71 87.60 24.57 9.73 8.62 0.44 42.51 16.14 112.44 51.91 47.83 17.40 458.70 195.99 191.21 116.64 33645.31 4364.37 5721.46 591.07 7680.15 -

Land

4625.00

3055.15

Buildings

2761.73

1979.68

Plant & Machinery

15543.34

10090.73

Computers -

153.14

33.68

Electrical Installation

458.70

Office & Lab Equipment

30.83

14.99

Furniture & Fixtures

73.61

38.62

Vehicles -

39.78

0.12

Low Value Assets

9.73

Technical Know-how

87.60

TOTAL

23783.46

15212.97

2009-10

FALCON TYRES LTD

SCHEDULES TO CONSOLIDATED ACCOUNTS (CONTD.) As at 30th September, 2010 (Rs. in Lacs)

SCHEDULE 6
INVESTMENTS (AT COST):
Long term: Other than trade Equity share fully Paid up - Unquoted 1 Share of Rs.1000/- in FTL House Building Co-operative Society 5000 Shares of GBP 1 each in Global Finvest Ltd. Equity share fully Paid up - Quoted 11,500 Equity Shares of Rs. 10/- each in Union Bank of India 200 Equity Shares of Rs. 10/- each in UCO Bank 400 Equity Shares of Rs. 10/- each in Indian Overseas Bank Aggregate Market Value of quoted investments as on 30.09.2010 Rs. 45.41 lacs TOTAL 5.97 1.84 0.02 0.10 2009-10 0.01 4.00

111
FINANCIALS 4045.36 468.95 868.40 4028.52 9411.23 159.13 12807.79 12966.92

SCHEDULE 7
INVENTORIES:
Inventories: (As per stocks taken, valued and certified by the Management) Raw Materials Stores & Spares Work - in - Process Finished Goods (Including Factored Goods) TOTAL

SCHEDULE 8
SUNDRY DEBTORS:
Debts Outstanding for a period exceeding six months - considered good - considered doubtful Other debts - considered good TOTAL

SCHEDULES TO CONSOLIDATED ACCOUNTS (CONTD.)

As at 30th September, 2010 (Rs. in Lacs)

SCHEDULE 9
CASH & BANK BALANCES:
Cash in hand Cheques in Transit Balances with Scheduled Banks : In Current Accounts In Unpaid Dividend Accounts In Unpaid Debenture Account In Deposit Accounts (Under lien to various Banks against Letter of Credits, Bank Guarantees and borrowings) TOTAL 3329.92 FINANCIALS 667.45 6.58 9.10 979.86 8.73 1658.20

112
2009-10

SCHEDULE 10
LOANS & ADVANCES:
(Unsecured, considered good, unless otherwise stated) Advances recoverable in cash or in kind or for value to be received 3712.13

Other Deposits Balance with Central Excise & Customs Authorities Advance Payment: -Taxation TOTAL

232.75 -218.14

1420.67 5147.41

FALCON TYRES LTD

SCHEDULES TO CONSOLIDATED ACCOUNTS (CONTD.)

As at 30th September, 2010 (Rs. in Lacs)

SCHEDULE 11
CURRENT LIABILITIES:
Acceptance Sundry Creditors Unclaimed dividend * Unclaimed Debenture * Balance with Central Excise & Customs Authorities Deposits from Dealer Other liabilities Interest accrued but not due on loan * Does not include any amounts due for deposit to the Investor Education & Protection Fund TOTAL 16727.58 2206.55 7305.32 6.58 9.10 2040.19 5116.19 2009-10 43.65

113
FINANCIALS

SCHEDULE 12
PROVISIONS FOR:
- Taxation - Fringe Benefit Tax - Proposed Dividend - Corporate Dividend Tax - Warranty TOTAL 2483.58 42.87 852.14 152.16 394.00 3924.75

SCHEDULE 13
MISCELLANEOUS EXPENDITURE (To the extent not written off):
- Payments under Voluntary Retirement Scheme - Less: Amortised during the year (included under staff cost) TOTAL 0.35 0.35 0.00

SCHEDULES TO CONSOLIDATED ACCOUNTS (CONTD.)

Year Ended 30th September, 2010 (Rs. in Lacs)

SCHEDULE 14
OTHER INCOME:
Sale of Scrap Exchange difference (Net) Export Incentives Dividend from Companies - Others Miscellaneous Income including Job Charges TOTAL 342.98 6.68 193.55 35.36 22.03 600.60

SCHEDULE 15
FINANCIALS

RAW MATERIAL CONSUMED:

Opening Stock Add: Stock on acqusition of Monotona Tyres Limited Add: Purchases Less: Closing Stock TOTAL 1925.81 1081.85 47196.76 50204.42 4045.36 46159.06

114
2009-10

SCHEDULE 16
(INCREASE)/DECREASE IN STOCK:
Opening Stock Work in process (WIP) Add: WIP on acqusition of Monotona Tyres Limited Finished Goods (FG) Add: FG on acqusition of Monotona Tyres Limited Less: Closing Stock Work in process (WIP) Finished Goods TOTAL 219.28 587.29 942.42 427.10 2176.09 868.40 2749.75 3618.15 -1442.06

SCHEDULE 17
CONSUMPTION OF TRADED GOODS:
Opening Stock Add: Purchases Less: Closing Stock TOTAL 148.98 9388.14 1278.77 8258.35

FALCON TYRES LTD

SCHEDULES TO CONSOLIDATED ACCOUNTS (CONTD.) Year Ended 30th September, 2010 (Rs. in Lacs)

SCHEDULE 18
MANUFACTURING,ADMINISTRATIVE,SELLING & DISTRIBUTION EXPENSES:
Stores Consumed Power , Fuel and Water Charges Mixing & Conversion Charges Increase / Decrease in Excise Duty Provision Salaries , Wages and Bonus etc. Contribution to Provident, Gratuity & Other Funds Staff Welfare Expenses Repairs - Plant & Machinery Repairs - Buildings Repairs - Others Rent Rates & Taxes Insurance Directors Sitting Fees Selling & Distribution Expenses Commission Discount Provision for Bad & Doubtful Debts Royalty Printing & Stationery Communication Travelling & Conveyance Bank Charges Donation Miscellaneous Expenses TOTAL 233.38 2766.85 1837.34 223.59 4185.85 665.86 245.53 667.14 31.89 40.94 30.20 68.11 28.82 2.40 3068.96 483.29 2387.75 -1.09 1501.28 46.66 47.17 274.90 228.19 0.31 1114.34 20179.67

115
FINANCIALS

SCHEDULE 19
INTEREST & FINANCE CHARGES: Interest on Term Loan Cash Credit Account Others Less: Interest Received (Gross) [Includes TDS Rs. 17.64 lacs ] TOTAL 2088.45 912.83 986.21 229.20 2128.24 39.79

2009-10

NOTES FORMING PART OF CONSOLIDATED ACCOUNTS

SCHEDULE 20
A. SIGNIFICANT ACCOUNTING POLICIES:
Basis of Accounts The accounts have been prepared according to historical cost convention, adjusted by revaluation of fixed assets. All expenses and income to the extent considered payable and receivable, unless stated otherwise, have been accounted for on accrual basis. Use of Estimates The preparation of financial statement require management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosures relating to contingent liabilities and assets as at the Balance Sheet date and the reported amounts of income and expenses during the year. Provision for contingencies are recorded when it is probable that a liability will be incurred and the amounts can reasonably be estimated. Differences between the actual results and estimates are recognized in the year in which the results are known / materialised. Sales Sales are accounted for on passing of title to the customers. Returns and rebates and discounts against goods sold are recognised as and when ascertained and deducted from sales. Sales includes excise duty. Subsidiary Company Sales includes sale of DEPB License also. Export Benefits Export benefits arising on account of entitlement for duty free imports are accounted for at the time of receipt of material. Other export benefits are accounted for as and when accrued. Fixed Assets Fixed Assets are stated at cost of acquisition / construction (net of CENVAT/VAT and other credits) or at revalued amount as the case may be and inclusive of incidental expenses, erection / commissioning expenses, revamping expenses, pre-operative expenses, interest, etc. upto the date the asset is put to use. Depreciation / Amortisation a) The classification of Plant & Machinery into continuous and non-continuous is carried as per technical certification and depreciation thereon, is provided accordingly, on straight-line method at the rates prescribed in schedule XIV of the Companies Act, 1956. b) Additional depreciation attributable to the increase in the value of assets on account of revaluation is transferred from Revaluation Reserve to the Profit and Loss account. c) Computer software, Intangible assets are amortised over the period of six years. Impairment Fixed assets are reviewed at each balance sheet date for impairment. In case events and circumstances indicate any impairment, recoverable amount of fixed assets is determined. An impairment loss is recognized, whenever the carrying amount of assets either belonging to Cash Generating Unit (CGU) or otherwise exceeds recoverable amount. The recoverable amount is the greater of assets net selling price or its value in use. In assessing value in use, the estimated future cash flow from the use of the assets is discounted to their present value at appropriate rate. An impairment loss is reversed if there has been a change in the recoverable amount and such loss either no longer exists or has decreased. Impairment loss/reversal thereof, which in case of CGU, are allocated to its assets on a pro rata basis, is adjusted to carrying value of its respective assets. Investments Long Term Investments are valued at cost except where there is a diminution in value, other than temporary, in which case, adequate provision is made against such shortfall.

116
2009-10

FINANCIALS

FALCON TYRES LTD

NOTES FORMING PART OF CONSOLIDATED ACCOUNTS (CONTD.)

Inventory Inventories are valued at lower of cost or estimated net realisable value. Cost of inventories has been computed on weighted average basis. In case of work in progress and finished goods cost represents materials, direct labour and appropriate portion of factory overheads. Adequate provision for defective, slow/non moving, obsolete stocks are made on the basis of technical evaluation. In case of subsidiary, excise duty/ custom duty in respect of closing stock is not provided for and the same has also not been included in the valuation of inventories. This has no impact on the profit/loss. Transactions in Foreign Currency Transaction in foreign currency is accounted for at the exchange rate prevailing on the date of the transaction. Foreign currency monetary assets and liabilities at the year-end are translated using the closing exchange rates whereas non-monetary assets are translated at the rate on the date of the transaction. The gain and loss thereon and also on the exchange differences on settlement of the foreign currency transactions during the year are recognised as income or expense and are adjusted to the profit and loss account. Employee Benefits Employee benefits are accrued in the year in which the employees have rendered services Contribution to defined contribution schemes such as Provident Fund, Superannuation Fund etc. are recognized as and when incurred. Long-term employee benefits under defined benefit scheme such as gratuity, leave etc. are determined at the end of the year at present value of the amount payable using actuarial valuation techniques. In case of subsidiary, gratuity has not been actuarially determined and not in conformity with AS 15 (Revised) Actuarial gain and losses are recognized in the year when they arise. Research and development expenditure Research and development expenditure of revenue nature are charged to the profit & loss account, while capital expenditures are added to fixed assets in the year in which they are incurred. Contingencies Liabilities which are material and whose future outcome cannot be ascertained with reasonable certainty are treated as contingent and disclosed by way of Notes to the Accounts. Borrowing costs Borrowing costs incurred in relation to the acquisition, construction of assets are capitalized as part of the costs of such assets upto the date when such assets are ready for intended use. Other borrowing costs are charged as an expense in the year in which these are incurred. Taxes on Income Provision for Current Income Tax is made on the taxable income using the applicable tax rates and tax laws. Deferred tax arising on account of timing differences and which are capable of reversal in one or more subsequent periods, is recognised using the tax rates and tax laws that have been enacted or substantively enacted. Deferred tax assets are recognised only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized. In situation where the company has unabsorbed depreciation or carry forward tax losses, all deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that they can be realized against future taxable profits. Warranties Warranty costs are accrued in the year of sale, based on past experience. 2009-10

117
FINANCIALS

NOTES FORMING PART OF CONSOLIDATED ACCOUNTS(CONTD.) Miscellaneous Expenditure Expenses incurred under voluntary retirement scheme are amortized over a period of five years unless required to be amortized over a shorter period by the relevant accounting standard.

B. NOTES ON ACCOUNTS
1. Contingent liabilities not provided for Particulars (Rs. In Lacs) Amount as at 30.09 .2010 155.45 8500.00 1.00 1127.82 315.60

Sl. No.

1 2 3 4 5 2.

Claims not acknowledged as debt Corporate Guarantee Guarantee Given by Bank to Pollution Control Board Sales Tax demand under various appeal Outstanding letter of credit

118
2009-10

FINANCIALS

Estimated amount of Contracts remaining to be executed on capital account and not provided for Rs. 5043.24 Lacs net of advances paid. 3. a) Since Monotona Tyers Limited has become subsidiary of Falcon Tyers Limited w.e.f. 21st May, 2010 the consolidated figures of Current Year comprises of 12 months results of Falcon Tyres Limited and 21st May, 2010 to 30th September, 2010 results of Monotona Tyres Limited and the figures of previous year is not applicable. 4. a) During the previous period the Company has sub divided the face value of the equity shares from Rs 10/- each into 2(two) shares of the face value of Rs. 5/- each and capitalized a sum of Rs. 11,36,18,440 from and out of General Reserve and applied in payment for 2,27,23,668 Nos. of equity shares of Rs. 5/- each forming part of the unissued share capital which shares had been allotted as bonus shares to the members in proportion of 2(two) bonus shares for every 1(one) equity share held by the members of the Company. 5. a) Major expansion projects undertaken by the company inter-alia includes installation of various tyres and tube producing machineries, captive power plant of the company. . b) Capital work in progress includes capital advances of Rs.2919.64 Lacs. 6. On 30th March 2010, incidence of fire happened in the factory and godown premises of the Subsidiary company. The company has lodged claim to insurance company for Rs. 2,83,34,900/- for loss of Building, Plant & Machinery and Material. The claim has not been settled/accepted by the insurance company up to Balance Sheet date hence necessary entries of the same are pending. 7. In case of subsidiary, Sundry Debtors and loans and advances include Rs. 180.80 Lacs and Rs. 11.29 Lacs respectively which are due from a long time. Since these are recoverable in view of the management no provision has been made in the accounts as the necessary steps (including legal) have been taken to recover the same. 8. In case of subsidiary, Loans and advances includes Rs. 468.22 Lacs advances given to bodies corporate for trade advances, which have been given out of the loan and credit facilities availed by the subsidiary. Cost of the loan/ credit facilities availed by the subsidiary such as interest and financial charges are debited to those parties. 9. In case of subsidiary, Dividend of Rs. 41.12 Lacs declared in the previous year has not been en-cashed by the shareholders and inadvertently the same could not be transferred to separate unpaid dividend account as required u/s 205A of the Companies Act, 1956 10. The disclosures required under Accounting Standard 15 Employee Benefits" notified in the Companies (Accounting Standards) Rules 2006, are given below:

FALCON TYRES LTD

NOTES FORMING PART OF CONSOLIDATED ACCOUNTS(CONTD.)

Defined Contribution Scheme

Contribution to Defined Contribution Plan, recognised for the period are as under: (Rs. in Lacs) As at 30.09.2010 i Employer's Contribution to Provident Fund 206.31 61.87

ii. Employer's Contribution to Superannuation Fund

Defined Benefit Scheme

The employee's gratuity fund scheme managed by Life Insurance Corporation of India is a defined benefit plan. The Present value of obligation is determined based on actuarial valuation using the Projected Unit Credit Method which recognises each period of services as giving rise to additional unit of employee benefit entitlement and measures each unit seperately to build up the final obligation. (Rs. in Lacs) Gratuity (Funded) As at 30.09.2010 i Change in the present value of the defined benefit obligation representing reconciliation of opening and closing balances thereof are as follows: Liability at the beginning of the year Interest Cost Current Cost Actuarial (gain) / loss on obligations Past Service Cost Benefits paid Liability at the end of the year ii. Change in the Fair Value of Plan Asset representing reconciliation of opening and closing balances thereof are as follows: Fair value of Plan Assets at the beginning of the year Expected Return on Plan Assets Contributions by the Company Benefits paid Actuarial gain/(loss) on the Plan Assets Fair Value of Plan Assets at the end of the year Total actuarial gain/(loss) to be Recognised iii. Actual return on Plan Assets Expected return on Plan Assets Actual gain/(loss) on Plan Assets Actual Return on Plan Assets 45.13 7.30 52.43 431.65 45.13 35.69 -75.70 7.30 444.07 264.59 660.32 71.91 52.07 271.76 10.73 -75.70 991.09

119
FINANCIALS

2009-10

NOTES FORMING PART OF CONSOLIDATED ACCOUNTS (CONTD.)

(Rs. in Lacs) Gratuity (Funded) As at 30.09.2010 iv. Amount Recognised in Balance Sheet Liability at the end of the year Fair value of Plan Assets at the end of the year Unrecognised Past service Cost Amount Recognised in the Balance Sheet v. Expenses Recognised in the Income Statement Current Service Cost Interest Cost FINANCIALS Expected Return on Plan Assets Net Actuarial (gain)/loss to be Recognised Past Service Cost Expenses Recognised in Profits & Loss Account vi. Balance Sheet Reconciliation Opening Net Liability Expenses as above Employers Contribution Amount Recognised in Balance Sheet vii. Prinicipal Actuarial assumptions at the Balance Sheet Discount Rate Rate of Return on Plan Assets viii. Experience Adjustment Experience adjustments on Plan liabilities Experience adjustments on Plan Assets 72.55 -7.30 65.25 7.95% 7.50% 228.67 350.11 -35.69 543.09 52.07 71.91 -45.13 264.59 6.67 350.11 991.09 444.07 3.93 543.09

120
2009-10

Compensated Absences The obligations for compensated absences is recognised in the same manner as gratuity. The actuarial liability of Compensated Absences (unfunded) of accumulated privileged, sick and casual leaves of the employees of the Company as at 30th September 2010 is given below:
(Rs. in Lacs)

Particulars Privileged Leave Sick Leave Casual Leave Total

30.09.2010 187.42 19.93 21.59 228.94

FALCON TYRES LTD

NOTES FORMING PART OF CONSOLIDATED ACCOUNTS (CONTD.)

11.Micro, Small and Medium Enterprise

(Rs. In Lacs) For the Period ended 30.09.2010 Principal Interest 25.25 Nil

Particulars

Amount due to vendors Principal amount and interest paid beyond the appointment date Interest accrued and remaining unpaid beyond the appointment date (other than interest specified u/s 18 of the Act) Interest accrued and remaining unpaid as at the end of the year (As per the Act)

37.20 Nil

Nil Nil

Nil 0.48

12. Provisions of Accounting Standard 29 on Provision, Contingent Liabilities and Contingent Assets:Disclosures in this respect as required in terms of the said Accounting Standard are as follows: Nature of Item

( Rs. in Lacs) Warranty 2009-10 2009-10

Opening Provision Provided during the Year Amount Utilized Closing Provision

97.00 669.85 447.85 319.00

121
FINANCIALS

The above Warranty Cost represents the expected cost of free replacement as estimated in terms of the stipulation for sales / industry practice, on the basis of the past experience in respect of the goods sold during the last two years. Liability against such provision is expected to occur in the next financial year. 13. Salary, Wages and bonus include retainer-ship fees amounting to Rs.26.37 Lacs. 14.The break up of deferred tax Assets and Liabilities are as under: (Rs. in Lacs) Provision for Deferred Tax Deferred Tax Assets Expenses allowable on Payment basis: - Retirement benefits - Unabsorbed Depreciation - Amount Inadmissible under Sec 43B Inventory Valuation U/s 145A Sub Total Deferred Tax Liabilities Depreciation Net Deferred Tax Liability 1263.00 794.16 378.06 293.92 (409.88) (67.21) 1231.18 1020.87 107.36 361.48 --468.84 47.06 --37.08 84.14 (342.67) 18.81 (361.46) -173.23 -37.08 210.31 Opening as at 30.09.2010 On acquisition of MTL Charge / (Credit) Closing as at 30.09.2010

15. Earning per share has been calculated on the basis of number of equity shares outstanding during the period ended 30th September, 2010 in accordance with the provisions of Accounting Standard-20 "Earning Per Share". 30.09.2010 Profit attributable to Equity Shareholders (Rs. in lacs) No. of shares @ basic value Rs.5/- each Basic and diluted earning per share (in Rs.) 4610.84 34085532 13.53

NOTES FORMING PART OF CONSOLIDATED ACCOUNTS (CONTD.) 16. Remuneration paid to Executive Chairman & Executive Director (Rs. in Lacs)

30.09.2010 Salary Perquisites Contribution to PF & other funds Total

17. Auditors Remuneration (included in Miscellaneous expenses) (Rs. in Lacs) 30.09.2010 FINANCIALS Audit Fees In other Capacity (excluding service tax ) 5.20 1.75 6.95

323.27 49.36 67.33 439.96

Total

122
2009-10

18. Related party disclosures as required as per Accounting Standard (AS-18) on "Related Party Disclosures are as below: a) All the Companies in the group as discussed below are directly / indirectly controlled by the Ruia Group of Companies under the Leadership of Sri Pawan Kumar Ruia and its various subsidiary / associate companies which held the controlling stake in the Company during the year ended 30th September 2010. b) Holding company: Wealth Sea Pte. Ltd., (Singapore) through DIL Rim and Wheel Corporation Limited, Mauritius. c) Associates / Group Companies i. With whom the Company has transaction Dunlop India Limited; Jessop & Co. Ltd.; Suryamani Financing Company Ltd.; Manali Properties & Finance Pvt. Ltd., Dunlop Polymers Pvt. Ltd., Falcon Tyres & Rubber Pvt. Ltd., Falcon Tyres Impex Pvt.Ltd., Ruia & Sons Pvt. Ltd.; Ruia Corporate Services Pvt. Ltd. ; Tulip Machineries Pvt. Ltd.; Vidyut Petrochem Pvt. Ltd.; ii. Others Aparupa Properties Pvt. Ltd.; Alpha Airwayys Pvt. Ltd. ; Acurate Traders Pvt. Ltd. ; American Merchandising Ltd. ; Aakashdeep Properties Pvt. Ltd. ; Ayodhya Properties & Finance Pvt. Ltd. ; Alwaye Properties & Finance Pvt. Ltd. ; Anchita Commercials Pvt. Ltd. ; Angan Properties Private Limited; Ajit Commercials Pvt. Ltd. ; Anish Traders Pvt. Ltd. ; Aniket Traders Pvt. Ltd. ; Anumala Traders Pvt. Ltd. ; Adhishwar Nivesh Pvt. Ltd. ; Brawany Nivesh Pvt. Ltd. ; Blackstone Holdings Private Ltd. ; Bhartiya Hotels Limited; Borneo Traders Pvt. Ltd. ; Banalata Traders Pvt. Ltd. ; Beadon Traders Pvt. Ltd. ; Bandana Commercials Pvt. Ltd. ; Bipul Commercials Pvt. Ltd. ; Ballard Commercials Pvt Ltd. ; Bharat Vidyut Co. Ltd. ;.. Blessings Commercials Pvt. Ltd. ; Bengal Institute of Neurosciences Ltd. ; Bloom Billions Sdn Bhd-Malaysia; BTR Sealing System UL Ltd. - UK; Chinsurah Chemicals Pvt. Ltd. ; Climber Properties Pvt. Ltd. ; Chemical Corporation of India Ltd. ; Chaman Trade Links Pvt. Ltd. ; Chorus Trade Links Pvt. Ltd. ; Chambal Marketing Pvt. Ltd. ; Chaity Commercials Pvt. Ltd. ; Camac Traders Pvt. Ltd. ; Dunlop Latex Foam Europe Ltd. ; Draftex Automitive , GMBH; Dunlop UK Ltd. - .UK; Dunlop Tyres Limited; Dunlop Rubbers Limited; Dunlop Investments Limited; Dunlop Estates Private Limited; Dunlop Infrastructure Private Limited; Dunlop Properties Pvt. Ltd. ; Deblok Traders Pvt. Ltd. ; Dadar Properties & Finance Pvt. Ltd. ; Deoghar Properties & Finance Pvt. Ltd. ; Durg Properties & Finance Pvt. Ltd. ; Dipti Commercials Pvt. Ltd. ; Divya Mercantile Ltd. ; Dhan E Commerce Pvt. Ltd. Double Plus Software (P) Ltd.; D K Properties Pvt. Ltd.; Eco Traders Pte Ltd.; Elloit Mercantile Pvt. Ltd.; Enormous Nivesh Pvt. Ltd. ; Edina Marketing Pvt. Ltd. ; Empire Minerals Pvt.; Ltd. ; Eyelid Mercantile Pvt. Ltd. ; Electric Corporation of India Ltd. ; Ebony Commercials Pvt. Ltd. ; eMotions Media Pvt. Ltd. ; Fiber Foam (Bombay) Pvt. Ltd. ; Fabulous Nivesh Pvt. Ltd. ; Fragment Nivesh Pvt. Ltd. ; Gain Dot Com Pvt. Ltd. ; Gain E-Commerce Pvt. Ltd. ; Gyan Website Pvt. Ltd. ; Global Fin Pro Ltd. ; Globe Sugar Refinery Ltd. ; Goldman Securities Ltd. ; Goldman Stocks & Share Brokers Pvt. Ltd. ; Hardcore Viniyog Pvt. Ltd. ; Himadri Properties Pvt Ltd. ; Hirakud

FALCON TYRES LTD

NOTES FORMING PART OF CONSOLIDATED ACCOUNTS (CONTD.)

Industrial Works Ltd. ; Hirakud Rolling Mills Ltd. ; Hiland Traders Pvt. Ltd. ; Hiker Properties Pvt. Ltd. ; Hriday Commercials Pvt. Ltd. ; Herald Investments Pvt. Ltd. ; Hindustan Texknit Pvt. Ltd. ; Hindustan Bauxite Ltd. ; India Tyre & Rubber Co. (India) Ltd. ; Indo Wagon Engineering Ltd. ; Ibcon(Calcutta) Pvt. Ltd. ; India Finance Ltd. ; Jessop Infotech Pvt. Ltd. ; Jessop Shipyard Limited; Jessop Estates Pvt. Ltd. ; Jessop Properties Pvt. Ltd. ; Jessop Infrastructure Pvt. Ltd. ; Jessop Wagons & Coaches Ltd. ; Jai Gokul Towers Pvt. Ltd. ; Jai Brijmohan Niketan Pvt. Ltd. ; Jai Badrinath Niketan Pvt. Ltd. ; Jai Raghuvir Enclave Pvt. Ltd. ; Jai Vaibhav Niketan Pvt. Ltd. ; Jai Tridev Vihar Pvt. Ltd. ; Jai Ganga Nirman Pvt. Ltd. ; Jai Harihor Tower Pvt. Ltd. ; Janaki Marketing Pvt. Ltd. ; Kailash Enterprises(ND) Pvt. Ltd. ; Kulu Properties & Finance Pvt. Ltd. ; Kothi Lefin Pvt. Ltd. ; Kamlapur Alcohol Limited; Kamlapur Sugar & Industries Ltd; Kanti Commercials Pvt. Ltd. ; Lona Commercials Pvt. Ltd. ; ..Liluah Ceramics Pvt. Ltd. ; Manavendra Commercials Pvt. Ltd. ; Mayank Services Ltd. ; Mandhatri Traders Pvt. Ltd. ; Metropole Hills Hotels Pvt. Ltd. ; Mudrika Commercials Pvt. Ltd. ; Mugdha Properties Pvt. Ltd. ; Malini Properties Pvt. Ltd. ; Manjari Properties Pvt. Ltd. ; Manidipa Properties Pvt. Ltd. ; Metro Developers Ltd. ; Mahant Merchandise Pvt. Ltd. ; Moulishree Electricals & Electronics Ltd. ; Monarch Exim Pvt. Ltd. ; Mridula Marketing Pvt. Ltd. ; Nivedita Properties Pvt. Ltd. ; Nandini Properties Pvt. Ltd. ; Nandan Suppliers & Contractors Pvt. Ltd. ; Onix Business Services Ltd. ; Ocean Cement Limited; Ocean Constructions Pte Ltd. ; Our Films Productions Pvt. Ltd. ; OM Cotex Ltd. (Formerly Ruia Cotex Ltd.) ; Pacific Website Pvt. Ltd. ; Pacific Apparels Ltd. ; Pawan Herbals Pvt. Ltd. ; Parnika Marketing Private Ltd. ; P.K. Constructions Pvt. Ltd. ; Payneganga Sugars & Chemicals Ltd. ; Power Corporation of India Ltd. ; Pallavi Manufacturers Pvt. Ltd. ; Rose E-Commerce Pvt. Ltd. ; Radient Investment Ltd.Mauritius; Raghav Industries Ltd. ; Rapid Investment Ltd.-Mauritius; Ruia Agro Products Pvt. Ltd. ; Ruia Hospital & Educational Research Institution; Ryham Pte Ltd. - Singapore; Rose Investment Ltd.- Mauritius; Ruia Hotels Pvt. Ltd. ; Ruia Electronics Pvt. Ltd. ; Renuka Resorts Pvt. Ltd. ; Resource Cement Ltd. ; Ruia Iron & Steel Co. Pvt. Ltd. ; Ruia Overseas Private Limited; Ruia Technologies Ltd. ; Ruia Marketing Ltd. ; Satarupa Properties Pvt. Ltd. ; Shalini Properties & Developers Pvt. Ltd. ; Sheetal Exports Ltd. ; SPR Resorts Ltd. ; Securities Brokers of India Ltd. ; Sagarika Properties Pvt. Ltd. ; Shakambari Communications Pvt. Ltd. ; Shankar Traders & Dealers Ltd. ; Sarvan Commercials Pvt. Ltd. ; Shresth (India) Pvt. Ltd. ; Skypak Properties & Finance Pvt. Ltd. ; Subhlaxmi Compusis Pvt. Ltd. ; Sayaji Marketing Pvt. Ltd. ; Stephen Financial Services Pvt. Ltd. ; SPR Sugar & Chemicals Ltd. ; Sterling Share Brokers (P) Ltd. ; Shalimar Towers Pvt. Ltd. ; Sugandha Industries Pvt. Ltd. ; Schlegal Automative Europe Ltd. - U.K. ; Schlegal Automative India Pvt. Ltd. ; Spices Valley Estates Ltd. ; SPR Textiles Pvt. Ltd. ;Anoush Traders Pvt. Ltd,; Global Finvest Ltd. - UK; Gumasol Rubber Tex GMBH; Olivia Tours & Travels Pvtl. Ltd.; Ruia Holdings GMBH; Subhra Marketing Ltd.; Sukaram Marketing Ltd.; Surag Commercials Pvt. Ltd.; Tribhuban Marketing (P) Ltd.; U.P. Bio Chem Ltd.; U.P. Hydro Projects Ltd.; Udbav Commercials Pvt. Ltd.; Ventura Project Pvt. Ltd.; Vilas Marketing Private Limited; Walker Properties Pvt. Ltd.; Wealth Ocean Pte. Ltd.; Wealth Overseas Pte. Ltd. - Singapore; Wealth Velly Pte. Ltd.; Wealthsea Ltd. - Maurititius; Wizer Advertising Pvt. Ltd.; Yamina Website Pvt. Ltd.; Zipco Industrial Finance Pvt. Ltd.; Zeal Infotech Pvt. Ltd.; Olivia tour and Travels Pvt. Ltd.; Ruia Holdings GMBH.; Sanjose Polymers Pvt. Ltd.; d) Key Management Personnel: a) Mr. Pawan Kumar Ruia (Executive Chairman) b) Mr. Sunil Bhansali (Executive Director) c) Mr. Des Raj Pahwa (Executive Director- MTL, Subsidiary Company),

123
FINANCIALS

2009-10

NOTES FORMING PART OF CONSOLIDATED ACCOUNTS (CONTD.) RELATED PARTY TRANSACTION: Nature of Transaction (Rs.in Lacs) Total

Enterprises where control exits or which exercise control 30.09.2010

Associates

Key Management Personnel 30.09.2010

30.09.2010

30.09.2010

Income: Sale of Finished Goods Falcon Tyres Impex Pvt. Ltd. Sale of Materials Dunlop India Ltd. Dunlop Polymers Pvt. Ltd Debit note on RM Purchases Dunlop India Ltd. Others Dunlop India Ltd. Dunlop Polymers Pvt. Ltd. Expenses: Royalty Ruia & Sons Pvt. Ltd. Purchase of Traded Goods Dunlop India Ltd. Dunlop Polymers Pvt. Ltd. Remuneration Pawan Kumar Ruia Sunil Bhansali Mixing Charges Dunlop India Ltd. Others: Falcon Tyres Impex Pvt. Ltd. Ruia Corporate Services Pvt. Ltd. Ruia & Sons Pvt. Ltd. Misc Management Charges Ruia & Sons Pvt. Ltd. Assets: Advance Paid Dunlop India Ltd. Falcon Tyres Impex Pvt. Ltd. Falcon Tyres Rubbers Pvt. Ltd. Jessop & Co. Ltd. Ruia & Sons Pvt. Ltd. Tulip Machineries Pvt. Ltd. Vidyuth Petrochem Pvt. Ltd. Transfer of C & F Deposits: Dunlop India Ltd. Balance as on 30.09.2010: Loans and Advances Dunlop India Ltd. Jessop & Co. Ltd.

1791.54 31.04 4447.49 28.96 0.31 33.31

1,791.54 31.04 4,447.49 28.96 0.31 33.31 1,193.89 15.30 4,227.04 437.80 32.00 577.42 69.44 21.85 76.41 539.96

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FINANCIALS

1193.89 15.30 4227.04 577.42 69.44 21.85 76.41 539.96

437.80 32.00 -

2289.94 3.15 0.38 16.00 613.03 1,067.52 62.50 48.39

2,289.94 3.15 0.38 16.00 613.03 1,067.52 62.50 48.39

2299.21 16.00

2,299.21 16.00

FALCON TYRES LTD

NOTES FORMING PART OF CONSOLIDATED ACCOUNTS (CONTD.) RELATED PARTY TRANSACTION: Nature of Transaction (Rs.in Lacs) Total

Enterprises where control exits or which exercise control 30.09.2010 -

Associates

Key Management Personnel 30.09.2010 -

30.09.2010 4.78 919.04 2.90 1067.52 62.50 242.34 1.34 0.63

30.09.2010 4.78 919.04 2.90 1,067.52 62.50 242.34 1.34 0.63 2009-10

Falcon Tyres Impex Pvt. Ltd. Ruia & Sons Pvt. Ltd. Ruia Corporate Services Pvt. Ltd. Tulip Machineires Pvt. Ltd. Vidyuth Petrochem Pvt. Ltd. Creditor Balance: Dunlop Polymers Pvt. Ltd. Falcon Tyres Impex Pvt. Ltd. Falcon Tyres Rubbers Pvt. Ltd. Current liabilities: Manali Properties & Finance Pvt. Ltd. Suryamani Financing Co. Ltd. Receivable: Falcon Tyres Impex Pvt. Ltd. *

5,696.80 75.00 149.23

5,696.80 75.00 149.23

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FINANCIALS

Sales, Purchase & Other expenses are inclusive of Taxes The above related party information have been disclosed to the extent such parties have been identified by the management on the basis of information available. This has been relied upon by the auditors.

19. Particulars in terms of disclosure required as per Clause 32 of the Listing Agreement: Amount of loans and advances in nature of loan to subsidiaries and associates as at 30th September, 2010. (Rs.in Lacs) Party Name Dunlop India Limited Maximum Outstanding 2299.21 Closing Balance 2299.21

20. The Company's operations predominantly of only one product segment, Tyres and Tubes. The export sales of the Company are insignificant as compared to total sales during the year so as to constitute a geographical segment. Therefore,seperate segment information as required in terms of Accounting Standard (AS 17) on Segment Reporting has not been considered. Further as income from Co-Gen is less than 10% of the total segment the same has not been considered to be a separate segment.

NOTES FORMING PART OF CONSOLIDATED ACCOUNTS (CONTD.) 21. Quantitative & Other Information : TYRES Qty Nos Installed Capacity ( Per annum ) * 14400000 Production** Purchases-Factored Goods Opening Stock Sales Closing Stock * FINANCIALS 11055091 565632 247027 11405192 462558 4395.25 880.62 2318.08 Value Rs. in lacs Qty Nos 10400000 8506966 6186489 681909 1151392 7997.65 635.64 19240.66 1219.63 1237 2211 866 2582 1.87 2.24 1.21 3.15 TUBES Value Rs. in lacs Qty Nos Flaps Value Rs. in lacs TOTAL Value Rs. in lacs 12,394.77 1,518.50 91,673.02 3,540.86

72431.15 14223972

The installed capacity is as certified by the management, and being a technical matter reliance has been placed by the auditors.

** Production includes, Production on Job Work basis. 22. Raw materials, stores and spares consumed: Particulars 30.09.2010 QTY. VALUE In M.T. Rs. in lacs 22273 2555 11507 5534 2109 43978 26473.20 6059.48 6396.07 4040.23 3190.08 46159.06 233.38 46392.44

126
2009-10

Rubber and Rubber products Fabric Carbon Black Chemicals Others Total - Raw Materials Stores and Spares Total Note: Consumption of Raw Materials includes sale of Raw Materials

FALCON TYRES LTD

NOTES FORMING PART OF CONSOLIDATED ACCOUNTS (CONTD.) 23. Expenditure in foreign currency - Travelling - Rs. 26.75 lacs - Royalty - Rs.141.44 lacs - Others -Rs.1.49 lacs 24. Remittances in foreign currency for Dividends The Company has remitted the Dividend in foreign currency for the year ended 30.09.2009 is as follows: (Rs.in Lacs) Particulars Final Dividend for the year ended 30.09.2010 No.of Non-Resident Shareholders 1 No. of Equity Shares held 23513100 Gross amount of Dividend 214.93

25. Research and Development Expenditure (Charged to Profit & Loss Account) Rs. 17.58 lacs 26. CIF Value of imports during the year Particulars 30.09.2010 QTY. In M.T. Raw Materials Capital Goods Stores & Spares Total 27. Value of Raw Materials, Spares and Components consumed Particulars 30.09.2010 VALUE Rs. in Lacs Raw materials a) Imported b) Indigenous Total Stores & Spares a) Imported b) Indigenous Total 233.38 233.38 100.00% 100.00% 6917.56 39241.50 46159.06 14.99% 85.01% 100.00% % of Total consumption 6242.50 --7217.67 VALUE Rs. in Lacs 7215.19 2.48 2009-10

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FINANCIALS

28. Earnings in Foreign Exchange on account of export of goods calculated on FOB basis Rs. 1775.77 lacs 29. a) The Financial Statements of the Company and its Subsidiary have been combined on a line - by - line bassis by adding together the book value of like items of Assets, Liabilities, Income and Expendutre, after fully eliminating intra - group balances and - intra group transactions resulting in unrealised profits and losses. b) Previous Year Consolidated figures are not applicable since MTL has become subsidiary in the Current Year i.e. w.e.f. 21st May'2010 c) Figures pertaining to the subsidiary company have been re-classified where ever necessary to bring them in line with the companys financial statements.

CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 30TH SEPTEMBER, 2010 (Rs. in Lacs) Year ended 30.09.2010

Particulars (A) CASH FLOW FROM OPERATING ACTIVITIES Net profit before tax Adjustment for: Depreciation Interest Income Interest Expense Sundry Balance Adjustment (Net) Dividend Received Miscellaneous Expenditure written off Income from CO-GEN (Profit) /Loss from Sale of Fixed Assets Operating profit before working capital change Adjustment for Change in Working Capital: (Increase)/ Decrease in Sundry debtors (Increase)/ Decrease in Inventories (Increase)/ Decrease in Loans & Advances Increase/ (Decrease) in Current Liabilities Increase/ (Decrease) in Provisions Cash Generated from Operations Direct taxes paid NET CASH FROM OPERATING ACTIVITIES (B) CASH FLOW FROM INVESTING ACTIVITIES Additions to Fixed assets (Including capital work - in - progress) Sale of Fixed Assets Purchase of investment Advance given for purchase of Investment Income from CO-GEN Interest Received Dividend Received NET CASH USED IN INVESTING ACTIVITIES (C) CASH FLOW FROM FINANCING ACTIVITIES Un-secured loans received Un-secured loans received Borrowings from Banks Interest / Finance Charges paid Dividend paid Corporate Dividend Tax Paid NET CASH USED IN FINANCIAL ACTIVITIES NET CASH FLOWS DURING THE YEAR (A+B+C) CASH AND CASH EQUIVALENTS (OPENING BALANCE) CASH AND CASH EQUIVALENTS (CLOSING BALANCE)

6268.80 1363.75 (39.79) 2128.24 0.00 (35.36) 0.35 0.00 0.01 9686.00 1630.25 (3550.99) 2161.00 2882.71 (304.52) 12504.45 (1067.15) 11437.30 (2694.60) (7768.53) (8857.03) 8857.03 100.00 45.14 35.36 (10282.63) 303.35 917.05 1277.82 (2182.08) (255.56) (43.45) 17.13 1171.80 2158.12 3329.92

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FINANCIALS

Previous Year Consolidated figures are not applicable since MTL has become subsidiary in the Current Year i.e. w.e.f. 21st May'2010

As per our report of even date attached For and on behalf of K.N.Gutgutia & Co. Chartered Accountants Subhasish Pore Partner Membership No.: 055862 Kolkata, 12th November, 2010 M. C. Bhansali Company Secretary For and on behalf of the Board

Sunil Bhansali Executive Director

S. Ravi Director