Notes to Accounts of Autoline Industries Ltd.

Mar 31, 2025

2.22 Provisions:

Provisions are recognized when the Company has a
present legal or constructive obligation as a result of
past events, it is probable that an outflow of resources
will be required to settle the obligation and the amount
can be reliably estimated. Provisions are not recognized
for future operating losses. Provisions for restructuring
are recognized by the company when it has developed
a detailed formal plan for restructuring and has raised
a valid expectation in those affected that the company
will carry out the restructuring by starting to implement
the plan or announcing its main features to those
affected by it.

Where there are a number of similar obligations, the
likelihood that an outflow will be required in settlement
is determined by considering the class of obligations as
a whole. A provision is recognized even if the likelihood
of an outflow with respect to any one item included in
the same class of obligations may be small.

Provisions are measured at the present value of
management''s best estimate of the expenditure
required to settle the present obligation at the end of the
reporting period. The discount rate used to determine
the present value is a pre-tax rate that reflects current
market assessments of the time value of money and
the risks specific to the liability. The increase in the
provision due to the passage of time is recognized as
interest expense.

The measurement of provision for restructuring
includes only direct expenditures arising from the
restructuring, which are both necessarily entailed by
the restructuring and not associated with the ongoing
activities of the company.

A disclosure for a contingent liability is made where
there is a possible obligation that arises from past
events and the existence of which will be confirmed
only by the occurrence or non-occurrence of one or
more uncertain future events not wholly within the
control of the Company or a present obligation that
arises from the past events where it is either not
probable that an outflow of resources will be required

to settle the obligation or a reliable estimate of the
amount cannot be made.

2.23 Segment reporting:

Operating segments are reported in a manner
consistent with the internal reporting provided to the
chief operating decision maker.

2.24 Government Grants:

Government grants are recognised where there is
reasonable assurance that the grant will be received
and all attached conditions will be complied with.
When the grant or subsidy relates to revenue, it is
recognized as income on a systematic basis in the
statement of profit and loss over the periods necessary
to match them with the related costs, which they are
intended to compensate. Where the grant relates
to an asset, it is recognized as deferred income and
is allocated to statement of profit and loss over the
periods and in the proportions in which depreciation on
those assets is charged.

When loans or similar assistance are provided by
governments or related institutions, with an interest
rate below the current applicable market rate, the effect
of this favorable interest is regarded as a government
grant. The loan or assistance is initially recognised and
measured at fair value and the government grant is
measured as the difference between the initial carrying
value of the loan and the proceeds received. The loan
is subsequently measured as per the accounting policy
applicable to financial liabilities.

2.25 Derivatives:

The company enters into certain derivative contracts
to hedge risks which are not designated as Hedges.
Such contracts are accounted for at fair value
through profit or loss and are included in other
income / expenses.

2.26 Cash flow Statement:

The Cash Flow Statement is prepared by the indirect
method set out in Ind AS 7 on Cash Flow Statements,
where by profit for the period is adjusted for the effects
of transactions of a non-cash nature, any deferrals or
accruals of past or future operating cash receipts or
payments and item of income or expenses associated
with investing or financing cash flows. The cash flows

from operating, investing and financing activities of the
Company are segregated.

Events occurring after the Reporting Date

Adjusting events (that provides evidence of condition
that existed at the balance sheet date) occurring after
the balance sheet date are recognized in the financial
statements. Material non adjusting events (that are
inductive of conditions that arose subsequent to the
balance sheet date) occurring after the balance sheet
date that represents material change and commitment
affecting the financial position are disclosed in the
Board''s Report.

Exceptional Items

Certain occasions, the size, type or incidence of an
item of income or expense, pertaining to the ordinary
activities of the Company is such that its disclosure
improves the understanding of the performance of
the Company, such income or expense is classified as
an exceptional item and accordingly, disclosed in the
notes accompanying to the financial statements.

Recent pronouncements

Ministry of Corporate Affairs ("MCA") notifies new
standards or amendments to the existing standards
under Companies (Indian Accounting Standards)
Rules as issued from time to time. During the year
ended March 31, 2025, MCA has notified Ind AS 117

- Insurance Contracts and amendments to Ind AS 116

- Leases, relating to sale and lease back transactions,
applicable from April 1, 2024. The Company has
assessed that there is no significant impact on its
financial statements. On May 9, 2025, MCA notifies
the amendments to Ind AS 21 - Effects of Changes
in Foreign Exchange Rates. These amendments aim
to provide clearer guidance on assessing currency
exchangeability and estimating exchange rates
when currencies are not readily exchangeable.
The amendments are effective for annual periods
beginning on or after April 1, 2025. The Company
is currently assessing the probable impact of these
amendments on its financial statements.

3 SIGNIFICANT ACCOUNTING JUDGMENTS,
ESTIMATES AND ASSUMPTIONS:

3.1 The preparation of the Company''s financial statements
requires management to make judgments, estimates

and assumptions that affect the reported amounts
of revenues, expenses, assets, liabilities and the
accompanying disclosures.

These judgments, estimates and assumptions are
based on historical experience and other factors,
including expectations of future events that may have a
financial impact on the company and that are believed
to be reasonable under the circumstances.

This note provides an overview of the areas that involve
a higher degree of judgments or complexities and of
items which are more likely to be materially adjusted
due to estimates and assumptions to be different than
those originally assessed. Detailed information about
each of these judgments, estimates and assumptions
is mentioned below. These Judgments, estimates and
assumptions are continually evaluated. They are based
on historical experience and other factors, including
expectations of future events that may have a financial
impact on the Company and that are believed to be
reasonable under the circumstances.

3.2 Significant Judgments:

Contingent liabilities:

The Company has received various orders and notices
from tax and other judicial authorities in respect of direct
taxes and indirect taxes. The outcome of these matters
may have a material effect on the financial position,
results of operations or cash flows. The filing of a suit
or formal assertion of a claim against the Company or
the disclosure of any such suit or assertions, does not
automatically indicate that a provision of a loss may be
appropriate. Management regularly analyzes current
information about these matters and makes provisions
for probable losses including the estimate of legal
expense to resolve the matters. In their assessments
management considers the degree of probability of
an unfavorable outcome and the ability to make a
sufficiently reliable estimate of the amount of loss.

3.3 Classification of Leasehold Land:

The company has entered into lease agreement for
land at three of its facilities. The lease period is of
around 85-95 years in respect of these premises and
the agreements have renewal options. These lands
are situated in industrial estates, where the land is
generally transferred through lease contracts and the

upfront lease payment amounts are significantly equal
to the fair value of land. Accordingly, significant risk
and rewards associated with the land are considered
to be transferred to the lessee.

Based on these considerations and overall evaluation
of the agreements with the lessor, the management
believes that these lease contracts meet the conditions
of finance lease.

3.4 Determination of cash generating unit (CGU) for
Impairment analysis

As part of its impairment assessment for non-financial
assets (i.e. property, plant and equipment), the
management needs to identify Cash Generating Units
i.e. lowest group of assets that generate cash flows
which are independent of those from other assets.
Considering the nature of its assets, operations and
administrative structure, the management has defined
all assets put together as a single Cash Generating Unit.

3.5 Going Concern assumptions:

The Company has earned profit (before exceptional
item) of ''2262 lakh (PY. ''1879 Lakh) for the financial
year ended 31 March 2025 and the Company''s current
liabilities exceeds its current assets by ''13949 lakh
(P.Y. ''10012 Lakh) as at 31 March 2025.

The Company''s management has carried out an
assessment of the Company''s financial performance
and expects the Company to achieve significant
improvements in its financial performance with effect
from financial year ending 31 March 2025 to enable it
to continue its operations and to meet its liabilities as
and when they fall due.

The Company has robust growth plans and drive
revenue growth through strategic expansion and
capitalization.

The Company''s newly developed Chakan ( Pune) facility
is poised to become a key revenue driver, with a sizable
projected earnings over the next three years alongwith
planned full capacity utilisation of Sanand ( Gujarat)
facility with a strategic foresight and confidence in
leveraging advanced manufacturing capabilities to fuel

sustainable growth by further capitalizing on existing
relationships with existing customers and forging new
collaborations with Industry leaders engaging with
OEM giants such as TATA Motors, Mahindra, Hyundai,
MG and Volkswagen.

Various initiatives undertaken by the Company in
relation to cost synergies, revenue management
opportunities, enhanced ancillary revenues, sale of
property, plant and Equipments and leasehold lands,
sale of land available with subsidiary Company,.
This will result in improvement in operating cash inflow
in coming years. Further, continued thrust to improve
operational efficiency and initiatives to raise funds are
expected to result in sustainable cash flows

On the basis of the above assessment and considering
the financial and other support from promoter directors,
the Directors of the Company are of the opinion that
the preparation of the financial statements of the
Company on a going concern basis is appropriate which
contemplates realization of assets and settlement of
liabilities in the normal course of business.

3.6 Segment Reporting:

Ind AS 108 Operating Segments requires Management
to determine the reportable segments for the purpose
of disclosure in financial statements based on
the internal reporting reviewed by Chief Operating
Decision Maker (CODM) to assess performance and
allocate resources.

The Company operates in the automotive segment.
The automotive segment includes all activities relating
to development, design, manufacture, assembly and
sale of auto component parts from which the Company
derives its revenues. The management considers
that these business units have similar economic
characteristics like the nature of the products and
services, the nature of the production processes and
nature of the regulatory environment etc.

Based on the management analysis, the Company has
only one operating segment, so no separate segment
report is given. The principal geographical areas in
which the Company operates is India.

3.7 Significant estimates and assumptions:

Impairment of Property, plant and equipment: Key
assumptions used:

The management has assessed current and forecasted
financial performance of the Company and the current
market value of the assets to determine whether
carrying value of property, plant and equipment has
suffered any impairment. Impairment assessment is
based on estimates of future financial performance or
opinions that may represent reasonable expectations
at a particular point of time. Such information,
estimates or opinions are not offered as predictions
or as assurances that a particular level of income
or profit will be achieved, that events will occur, or
that a particular price will be offered or accepted.
Actual results achieved during the period covered by
the prospective financial analysis will vary and the
variations may be material.

3.8 Claims payables & receivable to customers:

Price increase or decrease due to change in major raw
material cost, pending acknowledgement from major
customers, is accrued on estimated basis. Also the
Company has made accruals in respect of unsettled
prices for some of its other material purchase contracts
and bought out components. These accruals are made
considering the past settlement arrangements with the
vendors and customers respectively and the applicable
metal prices from published sources. Actual results
of these considerations may vary and the variations
may be material.

Further, the management has assessed and believes
that the timing of cash outflow pertaining to this
accruals are uncertain and hence considered the
same as payable on demand and classified under
current liabilities.

3.9 Defined benefit plan:

The cost of the defined benefit gratuity plan, other
retirement benefits, the present value of the gratuity
obligation and other retirement benefit obligation are
determined using actuarial valuations. An actuarial
valuation involves making various assumptions that

may differ from actual developments in the future.
These include the determination of the discount rate,
future salary increases and mortality rates. Due to the
complexities involved in the valuation and its long-term
nature, a defined benefit obligation is highly sensitive
to changes in these assumptions. All assumptions are
reviewed at each reporting date.

The parameter most subject to change is the discount
rate. In determining the appropriate discount rate,
the management considers the interest rates of
government bonds in currencies consistent with the
currencies of the post-employment benefit obligation.
The mortality rate is based on Indian Assured
Lives Mortality (2012-14) Ultimate. Those mortality
tables tend to change only at interval in response
to demographic changes. Future salary increases
and gratuity increases are based on expected future
inflation rates. Further details about gratuity obligations
are given Note 45.

3.10 Fair value measurement of unquoted financial
instruments:

When fair values of financial assets and financial
liabilities recorded in the balance sheet cannot be
measured based on quoted prices in active markets,
their fair values is measured using valuation techniques
including DCF method. The inputs to these models are
taken from observable markets where possible, but
where not feasible, a degree of judgment is required
in establishing fair values. Judgments include
consideration of inputs such as liquidity risk, credit
risk and volatility. Changes in assumptions about
these factors could affect the reported value of
financial instruments.

3.11 Impairment of financial assets:

The impairment provisions for financial assets are
based on assumptions about risk of default and
expected loss rates. The Company uses judgment
in making these assumptions and selecting the
inputs to the impairment calculation, based on the
Company''s past history, existing market conditions as
well as forward looking estimates at the end of each
reporting period.

3.12 Determination of lease term:

In determining the lease term, management considers
all facts and circumstances that create an economic
incentive to exercise an extension option, or not
exercise a termination option. Extension options (or
periods after termination options) are only included in
the lease term if the lease is reasonably certain to be
extended (or not terminated).

The leases do not contain options which give a rise to
a sole right to extend the lease.

3.13 Useful lives of property, plant and equipment,
Investment property and intangible assets

The charge in respect of periodic depreciation is
derived after determining an estimate of an asset''s
expected useful life and the expected residual value at
the end of its life. Increasing an asset''s expected life or
its residual value would result in a reduced depreciation
charge in the statement of profit and loss. The useful
lives and residual values of assets are determined by
management at the time the asset is acquired and
reviewed annually for appropriateness. The lives are
based on historical experience with similar assets as
well as anticipation of future events which may impact
their life such as changes in technology.

a) Investments at fair value through Profit & Loss reflect investment in unquoted equity shares. Refer note 35 for
determination of their fair values.

b) Koderat Investments Limited : i) The Company has invested in wholly owned subsidiary, Koderat Investments Ltd.
(Cyprus). In turn the subsidiary utilized the same for investment in S.Z. Design SRL and Zagato SRL Milan Italy.
S.Z. Design SRL and Zagato SRL Milan Italy have issued 49% of equity shares to Koderat Investments Ltd(Cyprus).
Further to Note-10 on page-77 in Notes to Accounts of the Annual Report 2010, Concordato Preventivo procedure
under Italian Laws, originally scheduled on 20th September, 2011 was postponed to 20th October, 2011 and was finally
held on 23rd February, 2013, however the tribunal / Italian courts had reserved the decision. Till date the Concordato
Preventivo has not given any decision. The company has adopted fair value at ''NIL as deemed cost at transition date i.e.
April 01, 2016 as per Ind AS 109. ii) Koderat Investments Limited, an overseas subsidiary of the compnay has invested
in Zagato sr.l. and SZ Design s.r.l.; Italy (Associate Companies). Theses associate companies are under voluntary
liquidation in their respective jurisdiction Zagato s.r.l. excluded Koderate Investments Limited as a ''Shareholder'' by
passing a shareholders resolution as per their local law. Hence, Koderat Investments Limited does not have any control
over the accounts of Zagato s.r.l. and SZ Design s.r.l, As per the opinion of the Management, this subsidiaary is not
material to the group.

*The Company entered into a Share Purchase Agreement (SPA) with M/s. MNSC Realty Pvt. Ltd. ("Purchaser'''') on August 08, 2023, for the
sale of its entire stake in Autoline Industrial Park Limited (AIPL), a material subsidiary. The stake comprised 342, 56,089 equity shares,
representing 43% of AlPLs total share capital, for a total consideration of '' 9,516.63 lakhs. In line with this transaction, the investment in AIPL
was classified as ''Asset Held for Sale'' in the Company''s financial statements.

As of March 31, 2025, the Company had received '' 8,450 lakhs from the Purchaser and had transferred 228, 57,513 equity
shares, constituting 66.73% of the Company''s holding in AIPL. In line with this transaction, the investment in AIPL has been
classified as ''Asset Held for Sale'' in the Company''s financial statements. The company relinquished control over AIPL
effective April 15, 2025, upon the transfer of the above shares. Consequently, considering this is a subsequent non-adjusting
event as on March 31, 2025, the actual sale of the stake in the subsidiary will take place in the next financial year based on
further payment and other contractual covenants compliance.

c. Shares held by holding company and /or their subsidiaries

The Company being holding company, there are no shares held by any other holding company and their subsidiaries.

d. Aggregate number of bonus shares issued for consideration other than cash and shares bought back during the
period of five years immediately preceding the reporting date

There are no bonus shares issued for consideration other than cash and shares bought back during the period of five
years immediately preceding the reporting date.

e. During the year 2024-25 following equity share were issued by the company

The company had issued 44,12,237 (Forty-Four Lakhs Twelve Thousand Two Hundred and Thirty-Seven) fully paid
Compulsorily Convertible Debentures (CCDs) of '' 10/- each at a value of ''102.50 (Rupees One Hundred and Two
and Fifty Paisa) each carrying an interest at the rate of 12% per annum, payable on a half-yearly basis. The Company
allotted 42, 12,237 CCDs in two tranches respectively on December 28, 2023 and January 01,2024 with a lock in period
of maximum one year. The Company has converted the said 42,12,237 CCDs into 42,12,237 no of Equity Shares on
December 27, 2024, of a face value of '' 10/- each with a premium of '' 92.50 each . The Listing Applications, for the
above said allotted shares, issued from the NSE on May 12, 2025 and from BSE on May 13, 2025.

c) Revaluation Reserve:

Revaluation Reserve is used to record the revaluation amount which represents the current and probable future value of
assets which is higher than the recorded historic cost of the same asset.

d) General Reserves:

Represents amounts transferred from retained earnings in earlier years as per the requirements of the erstwhile
Companies Act, 2013 and transition adjustments on implementation of new accounting standards.

e) Other Comprehensive income:

This reserve represents the comulative gains (net of losses) arising on the revaluation of Equity Instruments measured
at fair value through Other comprehensive Income, net of amounts reclassified, If any , to Retained Earnings when those
instruments are disposed off.

f) Equity component:

Equity component of compound financial instruments is represent for amount of compulsory convertible debentures

Share warrants issued during the financial year 2023-24.

The Company had issued 22,00,000 convertible share warrants on preferential basis to the Promoters pursuant to the
shareholders'' approval obtained on November 7, 2023. The warrants were allotted on January 01,2024 at a price of ''102.50
each ("warrant price") upon receipt of 25 % upfront amount ''563.75 Lakh.

CCDs issued during the financial year 2023-24.

The Company had alloted 26,00,755 CCDs at a price of ''102.50 each in first tranche on December 28, 2023 fully paid up and
16,11,482 CCDs at price of ''102.50 each in second tranche on January 01, 2024 fully paid up.

The balance of equity component transfer to retained earning during the financial year 2023-24.

2142857 fully paid Secured Optional Convertible Debentures of Face Value of ''70 each amounting to '' 1500.00 lakh issued
by the Company during the year. The Debenture shall carry interest rate of 9% per annum and for a maximum period of 18
months from the date of allotment i.e. November 10, 2020 and thereafter Redeemed during the year 2022-23. The Balance of
equity component related to OCD has been transferred to retained earning during 2023-24.

The balance of equity component utilised during the financial year 2024-25.

The Company had issued 44,12,237 (Forty-Four Lakhs Twelve Thousand Two Hundred and Thirty-Seven) fully paid
Compulsorily Convertible Debentures (CCDs) of ''10 each, at an issue price of ''102.50 per CCD, carrying an interest rate of
12% per annum, payable on a half-yearly basis. At the time of issuance, the Company recognized an equity component in
respect of these CCDs. Subsequently, on December 27, 2024, the said 42,12,237 CCDs were converted into 42,12,237 equity
shares of ''10 each, issued at a premium of ''92.50 per share. Accordingly, the equity component recognized earlier has
now been utilized.

19.2 DETAILS OF SECURITY OFFERED FOR BORROWINGS OUTSTANDING AS AT MARCH 31, 2025

1. Bank of Baroda''s working capital are secured by exclusive First Charge by way of equitable mortgage of factory land &
building, office building and hypothecation of other fixed assets of the Company viz. Plant & Machinery, Tools & Dies,
Instruments & Equipments, Furniture & Fixture, Electrical Installation, Office Equipments, Computers, etc. both present
and future situated at Plot No.5, 6 & 8, Tata Motors Ltd. Vendor Park, Rudrapur, Uttarakhand and first pari passu by way
of mortgage of factory land & building, office building and hypothecation of other fixed assets of the Company viz.
Plant & Machinery, Tools & Dies, Instruments & Equipments, Furniture & Fixture, Electrical Installation, Office Equipments,
Computers, etc., both present and future situated at S.No. 313,314, 320 to 323, at Nanekarwadi, Chakan, Pune 410501.
(called as Chakan Unit- II).

2. Tata Motors Finance Solutions Ltd ''s Term loans are secured by First Pari Passu charge on Land & Building, Plant
& Machinery of the Company situated at S. No. 313, 314, 320 to 323, Nanekarwadi, Chakan, Tal Khed, Dist Pune .
Further they are secured by First & Exclusive charge on land, Building, Plant & Machinery both present and future
situated at Survey no. 287, 291 to 295 and 298 Nanekarwadi, Taluka Khed, Dist Pune and first exclusive charge on
land and building, plant & machinery situated at Plot No. 186-A, Belur Industrial Area growth Centre, Opp. High Court,
Dharwad, Karnataka.

3. HDFC Bank Ltd Term Loans are secured by Exclusive charge of land & building, plant & machinery situated at Plot
No. AV-34, Sanand Industrial Estate, Sanand, Nalsarovar, Ahmedabad, Gujarat-382110.Exclusive charge on the Plant &
Machinery installed at Pune Plant Finance by HDFC Bank Ltd. Also Personal Gaurantee of Managing Director and One
Promotor Director is given to HDFC Bank for Term Loan.

4. Personal Gaurantee of Managing Director and One Promotor Director is given for Loan amount ''10Crs from Mahindra
and Mahindra Financial Services Limited.

5. (A) Credit facilities of Bank Of Baroda are secured by personal guarantee of Managing Director, One Promotor Director

and one employee of the company and for LC limit of ''1900 Lakh.

(B) Credit Facilities of Tata Motors Financial Services Ltd are further guaranteed by Managing Director and One
Promotor Director in their personal capacity.

(C) Credit Facilities of HDFC Bank Ltd. are further guaranteed by Managing Director and One Promotor Director in their
personal capacity.

6. Interest rate for above loans are range between 7.85% to 16.45%.

Contract liabilities is increased as compare to previous year due to customer advances received for new product
development projects.

C) Performance Obligations

The Company satisfies its performance obligations pertaining to the sale of auto components at point in time when
the control of goods is actually transferred to the customers. No significant judgment is involved in evaluating when a
customer obtains control of promised goods. The contract is a fixed price contract and do not contain any financing
component. The payment is generally due within 30-90 days. There are no other significant obligations attached in the
contract with customer.

D) Transaction Price

There is no remaining performance obligation for any contract for which revenue has been recognised till period end.
Further, the Company has not applied the practical expedient as specified in para 121 of Ind AS 115 as the Company
do not have any performance obligations that has an original expected duration of one year or less or any revenue
stream in which consideration from a customer corresponds directly with the value to the customer of the Company''s
performance completed to date.

E) Determining the timing of satisfaction of performance obligations

There is no significant judgements involved in ascertaining the timing of satisfaction of performance obligations,
in evaluating when a customer obtains control of promised goods, transaction price and allocation of it to the
performance obligations.

F) Determining the transaction price and the amounts

The transaction price ascertained for the only performance obligation of the Company (i.e. Sale of goods) is agreed in
the contract with the customer. There is no variable consideration involved in the transaction price except for refund due
to shortages which is adjusted with revenue.

G) Cost to obtain contract or fulfil a contract

There is no cost incurred for obtaining or fulfilling a contract and there is no closing assets recognised from the costs
incurred to obtain or fulfil a contract with a customer.

The carrying amount of trade receivables, cash and cash equivalent, bank balances other than cash and cash equivalent,
other current financial assets, short term borrowings, trade payables and other financial liabilities are considered to be same
as their fair values, due to their short term nature. The Company has availed long term borrowings from banks and financial
institutions carrying interest in the range of 7.85% to 16.45%. The carrying values approximates their respective fair values.
Similarly the fair value of non-current financial assets also approximates its carrying value.

The Cost of unquoted investments included in Level 3 of fair value hierarchy approximate their fair value.

Financial assets and liabilities measured at Amortised cost:

The fair values of all financial instruments carried at amortised cost are not materially different from their carrying amounts
since they are either short-term in nature or the interest rates applicable are equal to the current market rate of interest.

The fair value of investments in mutual funds are based on the price quotation at the reporting date obtained from the asset
management companies.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. The Company does not have any
financial asset in this measurement category.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, mutual funds, over-the
counter derivatives) is determined using valuation techniques which maximize the use of observable market data and rely as
little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the
instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.

Valuation technique used to determine fair value

Specific valuation technique used to value financial instruments include

- Fair value of forward foreign exchange contracts is determined using forward exchange rate as at the balance sheet date

- Fair value of remaining financial instruments is determined using discounted cash flow analysis

Valauation processes

For valuation of financial assets and liabilities, the finance department of the company includes a team that performs the
valuation of financial assets and liabilities required for financial reporting purposes, including level 3 fair values. Discussions of
valuation processes and results are held between the CFO and the valuation team on regular basis.

NOTE 36 : FINANCIAL RISK MANAGEMENT

The Company''s financial risk management is an integral part of how to plan and execute its business strategies, the Company
is exposed primarily to market risk, liquidity risk and credit risk. In order to minimise any adverse effects on the financial
performance of the Company, the Company has a system based approach and procedures and internal financial controls
aimed at ensuring early identification, evaluation and management of key financial risks which covers risks associated with
the financial assets and liabilities such as credit risks, liquidity risk etc. The risk management policy is approved by the
board of directors. The risk management framework aims to achieve greater predictability to earnings by determining the
financial value of the expected earnings in advance. Company''s risk management framework has the objective of ensuring
that such risks are managed within acceptable and approved risk parameters in a disciplined and consistent manner and in
compliance with applicable regulation. It also seeks to drive accountability in this regard.

A. Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability
of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out
market positions. Liquidity risk refers to the probability of loss arising from a situation where there will not be enough
cash and/or cash equivalents to meet the needs of depositors and borrowers, sale of illiquid assets will yield less than
their fair value and illiquid assets will not be sold at the desired time due to lack of buyers. The primary objective of
liquidity management is to provide for sufficient cash and cash equivalents at all times and any place in the world to
enable us to meet our payment obligations. Currently the company is facing liquidity crises due to huge interest cost.

Management monitors rolling forecast of the company''s liquidity position and cash and cash equivalents on the basis
of expected cash flows. The Company''s liquidity management policy involves projecting cash flows and considering the
level of liquid assets necessary to meet this.

Maturities of financial liabilities

The tables below analyses the Company''s financial liabilities into relevant maturity groupings based on their contractual
maturities for all non-derivative financial liabilities and net and gross settled derivative financial instruments for which
the contractual maturities are essential for an understanding of the timing of the cash flows.

B. Market risk

Market risk is the risk of any loss in future earnings, in realizable fair values or in future cash flows that may result from
a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in
the, foreign currency exchange rates, liquidity and other market changes. Financial instruments affected by market risk
include loans and borrowings, deposits, FVTOCI investments.

(a) Interest rate risk

The company has fixed rate borrowing and variable rate borrowings in order to obtain more efficient leverage.
The fixed rate borrowings are carried at amortized cost. They are therefore not subject to interest rate risk as
defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a
change in market interest rates. Floating rate debt results in cash flow interest rate risk. The company has taken
both interest rate risk debts for managing its liquidity and day to day requirements of the funds.

The exposure of the borrowings [long term and short term (excluding bill discounting receivable )] to interest rate
changes at the end of the reporting period are as follows :

C. Credit risk

Credit risk is the risk of financial loss arising from counterparty failure to repay or service debt according to the
contractual terms or obligations. Credit risk encompasses both the direct risk of default and the risk of deterioration
of creditworthiness. Credit risk arises from cash and cash equivalents, other balances and deposits with bank and
financial institutions and trade receivables, derivative financial instruments and financial guarantees.

Credit risk management:

For banks and financial institutions, only high rated banks/institutions are accepted. For other financial assets, the
Company considers the probability of default upon initial recognition of asset and whether there has been a significant
increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant
increase in credit risk the Company compares the risk of a default occurring on the asset as at the reporting date with the
risk of default as at the date of initial recognition. It considers available reasonable and supportive forwarding-looking
information. Especially the following indicators are incorporated: (A). actual or expected significant adverse changes in
business, financial or economic conditions that are expected to cause a significant change to the counterparty ability
to meet its obligations (B). actual or expected significant changes in the operating results of the counterparty (C).
significant increase in credit risk on other financial instruments of the same counterparty (D). significant changes in the
value of the collateral supporting the obligation or in the quality of thirdparty guarantees or credit enhancements

In general, it is presumed that credit risk has significantly increased since initial recognition if the payments are more
than 90 days past due. A default on a financial asset is when the counterparty fails to make contractual payments within
365 days of when they fall due. This definition of default is determined by considering the business environment in
which entity operates and other macro-economic factors.

Exposure to credit risk

The carrying amount of financial assets represents the maximum credit exposure. None of the Company''s cash
equivalents, including time deposits with banks, are past due or impaired. Regarding trade receivables and other
receivables, and other financial assets that are neither impaired nor past due, there were no indications as at March 31,
2025, that defaults in payment obligations will occur.

The Company follows 12 months expected credit losses (expected credit losses that result from those default events
on the financial instrument that are possible within 12 months after the reporting date) model for recognition of
impairment loss on financial assets measured at amortised cost other than trade receivables. The Company follows
lifetime expected credit loss model (simplified approach) for recognition of impairment loss on trade receivables.

NOTE 37 : CAPITAL MANAGEMENT

The Company''s objectives when managing capital are to:

• Safegaurd their ability to continue as a going concern, so that they can continue to provide returns for shareholders and
benefits for other stakeholders, and

• To Maintain an optimal capital structure to reduce the cost of capital.

The company determines the amount of capital required on the basis of annual opearting plans, long term product and
maintainig other strategic investment plans. The funding requirements are met through equity, long term borrowings and
short term borrowings. The company''s policy is aimed at maintaining optimum combination of short term and long term
borrowings. The company manages its capital structure and makes adjustments considering the economic environment, the
maturity profile of the overall debt of the company and the requirement of the financial covenants.

NOTE 38 : SEGMENT INFORMATION

Ind AS 108 establishes standards for the way that public business enterprises report information about operating segments
and related disclosure about products and services, geographic areas and major customer. The company is engaged
mainly in the business of manufacturing sheet metal auto components and assemblies thereof. Based on the ''management
approach'' as defined in Ind As 108, the ''Chief Operating Decision Maker'' (CODM) considers entire business as single
operating segment. The Company''s operating divisions are managed from India. The principal geographical areas in which
the company operates are India.

The claims subject to legal proceedings, have arisen in the ordinary course of business. The management does not reasonably
expect that these claims and commitments, when ultimately concluded and determined, will have a material and adverse
effect on the Companies results of operations or financial conditions.

In addition to above there are certain pending cases in respect of labour matters, the impact of which is not quantifiable and
is not expected to be material.

(a) The Company has received various demand/notices from the GST & VAT/Sales Tax Department on various matters.
The company has filed appeal for these demand/notices and does not expect any significant outflows. Major demand
is for mismatch between details as per the Company with that filed by vendors and other matters for which demand is
raised and interest/penalty is charged. Further, the Company has reviewed all its pending litigations and proceedings
and has adequately provided for where provisions are requried and disclosed as contingent liabilities where applicable,
in the financial statements. The management believes that the ultimate outcome of above proceeding will not have a
material adverse effect on the Company''s financial position and results of operations.

(b) There are numerous interpretative issues relating to Supreme Court (SC) judgement dated 28th February, 2019, relating
to components/allowances paid that need to be taken into account while computing an employer''s contribution to
provident fund under the Employees Provdent Funds and Miscellaneous Provident Act, 1952. The Company has also
assess the matter and basis the same there is no material impact on the financial statements as at 31 March 2024.
The Company would record any further effect on its financial statements, on receiving additional clarity on the subject.

(c) The Company is contesting various claims relating to labour matters and the management believes its position will
likely be upheld in the appellate process. The management believes that the ultimate outcome of above proceeding will
not have a material adverse effect on the Company''s financial position and results of operations.

(d) The Company is involved in a legal dispute initiated by CJ Holdings North America LLC in the United States of America in
connection with a previously executed settlement agreement. While the Company has denied the majority of the claims,
it has acknowledged and recorded principal dues relating to the partial unpaid balance. The Company has also filed a
counterclaim against CJ Holdings North America LLC for breach of confidentiality and non-disparagement provisions.
As the matter is sub judice and the outcome remains uncertain, no provision has been recognised in the financial
statements. The matter has, however, been disclosed as a contingent liability.

The Company does not face a significant liquidity risk with regard to its lease liabilities as the current assets
are sufficient to meet the obligations related to lease liabilities as and when they fall due.

(ii) Variable Lease payments

Estimation uncertainty arising from variable lease payments
There were no leases with variable lease payments.

(iii) Extension and termination options

Extension and termination options are considered in a number of leases across the Company. These terms
are used to maximise operational flexibility in terms of managing contracts. The majority of extension
and termination options held are exercisable on a mutual consideration between lessor and the Company.
Therefore the extension and termination option is not considered.

(iv) Residual value guarantees

There were no leases with residual value guarantees.

NOTE 45 : EMPLOYEE BENEFITS

Compensated absences:- The leave obligation covers the Group''s liability for earned leave. Accumulated compensated I
absences, which are expected to be availed or encashed within 12 months from the end of the year end are treated as current
employee benefits. The obligation towards the same is measured at the expected cost of accumulating compensated
absences as the additional amount expected to be paid as a result of the unused entitlement as at the year end.

Defined benefit plans

The Company offers the following employee benefit schemes to its employees:

Gratuity

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in
continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is
the employees last drawn salary per month computed proportionately for 15 days salary mutiplied for the number of years of
service. The gratuity plan is a funded plan and the Company makes contributions to recognised funds in India. The Company
does not fully fund the liability and maintains a target level of funding to be maintained over a period of time based on
estimations of expected gratuity payments.

Risk Exposure

Through its defined benefit plans, the company is exposed to a number of risks, the most significant of which are detailed below :

1. Interest rate risk:

The defined benefit obligation is calculated using a discount rate based on government bonds. If bond yields fall, the
defined benefit obligation will tend to increase.

2. Salary inflation risk:

Higher than expected increases in salary will increase the defined benefit obligation.

3. Demographic risk:

For example,as the plan is open to new entrants, an increase in Membership will increase the defined benefit obligation.
Also,the plan only provides benefits upon completion of a vesting criteria. Therefore, if turnover rates increase then the
liability will tend to fall as fewer employees reach vesting period.

4. Asset-Liability Mismatch Risk:

Risk which arises if there is a mismatch in the duration of the assets relative to the liabilities. By matching duration with
the defined benefit liabilities, the company is success fully able to neutralize valuation swings caused by interest rate
movements. Hence companies are encouraged to adopt asset-liability management.

5. Discount Rate Risk:

Variations in the discount rate used to compute the present value of the liabilities may seem small, but in practice can
have a significant impact on the defined benefit liabilities.

6. Future Salary Escalation and Inflation Risk :

Since price inflation and salary growth are linked economically, they are combined for disclosure purposes.
Rising salaries will often result in higher future defined benefit payments resulting in a higher present value of liabilities
especially unexpected salary increases provided at management''s discretion may lead to uncertainties in estimating
this increasing risk.

7. Asset Risks:

A) All plan assets are maintained in a trust fund managed by a public sector insurer viz; LIC of India. LIC has a sovereign
guarantee and has been providing consistent and competitive returns over the years.The company has opted for a
traditional fund where in all assets are invested primarily in risk averse markets. The company has no control over the
management of funds but this option provides a high level of safety for the total corpus. A single account is maintained
for both the investment and claim settlement and hence100%> liquidity is ensured. Also interest rate and inflation risk
are taken care of.

B) Defined Contribution Plan

The company has certain defined contribution plans. Contributions are made to provident fund in India at the rate
of 12% as per local regulations. The contributions are made to the provident fund administered by the government.
The obligation of the company is limited to the amount contributed and it has no further contractual or any constructive
obligation.The company also has liability to contribute to other defined contribution plans. The company has recognised
the following amounts in the statement of Profit and Loss.

NOTE:47

As per the Ministry of Corporate Affairs (MCA) notification, proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014,
for the financial year commencing April 1,2023, every company which uses accounting software for maintaining its books of
account, shall use only such accounting software which has a feature of recording audit trail of each and every transaction,
creating an edit log of each change made in the books of account along with the date when such changes were made and
ensuring that the audit trail cannot be disabled. The interpretation and guidance on what level edit log and audit trail needs
to be maintained evolved during the year and continues to evolve.

The Company has not operated the audit trail functionality throughout the year at both the application and database levels
for all relevant transactions recorded in its software systems. The Company uses Spine Payroll software, wherein the audit
trail feature is not enabled at the database level to capture direct data modifications. Further, the accounting software in use
does not have the feature of recording an audit trail.

NOTE:48

The Company has borrowings from Bank of Baroda on the basis of security of current assets. Details of the quarterly returns
and statements of current assets filed by the Company with Bank of Baroda with the books of accounts are as follows.

NOTE 49 : CODE ON SOCIAL SECURITY, 2020

The Parliament of India has approved the Code on Social Security, 2020 which may have an impact on the contributions by
the Company on Employee benefit expenses, Provident Fund, Insurance and Gratuity. Further, the Ministry of Labour and
Employment, Government of India has published draft rules for the Code on Social Security, 2020 on November 13, 2020 and
has solicited comments/ suggestions from the stakeholders. Accordingly, the Company will evaluate the impact of the said
legislation and the Rules notified thereunder, and would eventually apportion the impact in its financial statements in the
period in which the Code on Social Security, 2020 is enacted.

NOTE - 50

The company enters into "international & domestic transactions" with specified parties that are subject to the T ransfer Pricing
regulations under the Income Tax Act, 1961 (''regulation''). The pricing of such transactions will need to comply with Arm''s
length principle under the regulations. These regulations, inter alia, also required the maintenance of prescribed documents
and information including furnishing a report from an accountant which is to be filed with the Income tax authorities.

The company has undertaken necessary steps to comply with the regulations. The management is of the opinion that the
transactions are at arm''s length, and hence the aforesaid legislation will not have any impact on the financial statements,
particularly on the amount of tax expense and that of provision for taxation.

NOTE:52 OTHER DISCLOSURES

The Company has not revalued its property, plant and equipment or intangible assets or both during the current or previous year.

No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami
Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

The Company has not been declared as a Wilful Defaulter by any bank or financial institution or government or any
government authority.

The Company has no transactions with the companies struck off under Section 248 of the Companies Act, 2013 or Section
560 of the Companies Act, 1956.

There are no charges or satisfaction yet to be registered with Registrar of Companies (ROC) beyond the statutory period.

The Company has complied with the number of layers prescribed under the Section 2(87) of the Companies Act, 2013 read
with Companies (Restriction on number of layers) Rules, 2017.

The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous
financial year.

There is no income surrendered or disclosed as income during the current or previous year in the tax assessments under the
Income Tax Act, 1961, that has not been recorded in the books of account.

The Company has not traded or invested in crypto currency or virtual currency during the current or previous year.

No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources
or kind of funds) by the Company to or in any other person or entity, including foreign entities ("Intermediaries") with the
understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in paries identified by or on
behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from any party(Funding Party) with
the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified
by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the
Ultimate Beneficiaries

The Company has four (4) Subsidiary Companies and Two (2) Associates: (i) Autoline Industrial Parks Limited [significant
influence 43% stake] (ii) Autoline Design Software Limited (iii) Autoline E-Mobility Private Limited (iv) Koderat Investments
Ltd. Cyprus (non-Operative). SZ Design SRL - (Under Liquidation) and Zagato SRL Milan Italy (Voluntary Liquidation) are
Associates of Koderate Investments Ltd (Subsidiary).

---

Mar 31, 2024

Right of Use Assets as at March 31, 2024

1. There are no future minimum lease payments in respect of these leasehold land. The lease terms generally expires within period of 85-95 years and as per the lease agreement, the lease term for the leasehold facility can be renewed for a further period of years subject to other terms and conditions and for other leasehold facility the renewal will be mutually.

2. Impairment of Assets: There is no impairment of any assets in terms of Ind AS - 36 on "Impairment of Assets". Based on the review, the management is of the opinion that there are no impairment indicators that necessitate any adjustments to the carrying value of intangible assets

3. There is no restriction on the title of intangible assets

4. For Intangible Assets pledges as securities

5. Title deed of the holding Companies immovable property situated at khasra no. 423,SIDCUL, Plot no 5, Pantnagar, Uttrakhand was held in the name of Nirmiti Auto Components Private Limited which was amalgamated with the Company & name change process with concerned authority was pending which is completed in FY 2023-24 and title deed is held in the name of holding Company

a) Autoline Industrial Parks Limited.

1. The Company has adopted fair value at '' 62.25 crore according to valuation report obtained from indepedent chartered accountant as deemed cost at transition date i.e. April 01, 2016 as per Ind AS 109.

2. The management of the company identified a potential buyer MNSC Realty & Developers Pvt. Ltd for its stake sale and the Company have entered into a Memorandum of Understanding (MoU) with MNSC Realty & Developers Pvt. Ltd on April 28, 2023 along with its wholly owned subsidiary Autoline Design Software Ltd. which together hold 44.78% Equity Shares of Autoline Industrial Parks Limited a Material Subsidiary of the Company. The definitive agreement finalized between the parties on April 19, 2023 as mutually agreed. As on the date of approval of Financial Statements, substantial amount is not received from MNSC Realty & Developers Pvt. Ltd .Hence Asset held for sale is not disclosed.

b) Investments at fair value through Profit & Loss reflect investment in unquoted equity shares. Refer note 35 for determination of their fair values.

c) Koderat Investments Limited : i) The Company has invested in wholly owned subsidiary, Koderat Investments Ltd. (Cyprus). In turn the subsidiary utilized the same for investment in S.Z. Design SRL and Zagato SRL Milan Italy. S.Z. Design SRL and Zagato SRL Milan Italy have issued 49% of equity shares to Koderat Investments Ltd(Cyprus). Further to Note-10 on page-77 in Notes to Accounts of the Annual Report 2010, Concordato Preventivo procedure under Italian Laws, originally scheduled on 20^th September, 2011 was postponed to 20^th October, 2011 and was finally held on 23^rd February, 2013, however the tribunal / Italian courts had reserved the decision. Till date the Concordato Preventivo has not given any decision. The company has adopted fair value at '' NIL as deemed cost at transition date i.e. April 01,2016 as per Ind AS 109. 0

ii) Koderat Investments Limited, an overseas subsidiary of the compnay has invested in Zagato sr.l. and SZ Design s.r.l.; Italy (Associate Companies). Theses associate companies are under voluntary liquidation in their respective hurisdiction Zagato s.r.l. excluded Koderate Investments Limited as a ‘Shareholder'' by passing a shareholders resolution as per their local law. Hence, Koderat Investments Limited does not have any control over the accounts of Zagato s.r.l. and SZ Design s.r.l, accordingly as per Ind AS-110, the Consolidated Financial Statements of the company

Transferred Receivables

The carrying amounts of the trade receivables include receivables which are subject to a factoring / discounting arrangement. Under these arrangements, the Company has transferred the relevant receivables to the financial institutions in exchange for cash (net of deductions) and is prevented from selling or pledging the receivables. However, the Company has retained late payment and credit risk. The Company therefore continues to recognise the transferred assets in their entirety in its balance sheet. The amount repayable under these agreement is presented as secured borrowing.

c. Shares held by holding company and /or their subsidiaries

The Company being holding company, there are no shares held by any other holding company and their subsidiaries.

d. Aggregate number of bonus shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date.

There are no bonus shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date.

e. During the year 2022-23 following equity share were issued by the company

The Board of Directors of the Company has converted the share warrants and allotted 1,000,000 equity shares of the face value of '' 10/- each fully paid at a premium of '' 35/- each

g. Terms and rights attached to equity shares

The company has only one class of equity shares having a face value of '' 10/- per share. Each holder of equity shares is entitiled to one vote per share. The company declares and pays dividend in Indian rupees. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the company, after distributions of all preferrential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

Nature and Purpose of Reserves:

a) Retained earnings :

Retained earnings represent the amount of accumulated earnings of the Company

b) Securities premium account:

Securities premium account is used to record the premium on issue of equity shares. The same is utilised in accordance with the provisions of The Companies Act, 2013.

c) Revaluation Reserve:

Revaluation Reserve is used to record the revaluation amount which represents the current and probable future value of assets which is higher than the recorded historic cost of the same asset.

d) General Reserves:

Represents amounts transferred from retained earnings in earlier years as per the requirements of the erstwhile Companies Act, 2013 and transition adjustments on implementation of new accounting standards.

e) Other Comprehensive income:

This reserve represents the comulative gains (net of losses) arising on the revaluation of Equity Instruments measured at fair value through Other comprehensive Income, net of amounts reclassified, If any , to Retained Earnings when those instruments are disposed off.

Share warrants issued during the financial year 2023-24.

The Company had issued 22,00,000 convertible share warrants on preferential basis to the Promoters pursuant to the shareholders'' approval obtained on November 7, 2023. The warrants were allotted on January 01,2024 at a price of '' 102.50 each ("warrant price") upon receipt of 25 % upfront amount '' 563.75 Lakh.

CCDs issued during the financial year 2023-24.

The Company had alloted 26,00,755 CCDs at a price of '' 102.50 each in first tranche on December 28, 2023 fully paid up and 16,11,482 CCDs at price of '' 102.50 each in second tranche on January 01, 2024 fully paid up.

The balance of equity component transfer to retained earning during the financial year 2023-24.

2142857 fully paid Secured Optional Convertible Debentures of Face Value of '' 70 each amounting to '' 1500.00 lakh issued by the Company during the year. The Debenture shall carry interest rate of 9% per annum and for a maximum period of 18 months from the date of allotment i.e. November 10, 2020 and thereafter Redeemed during the year 2022-23. The Balance of equity component related to OCD has bee transferred to retained earning during 2023-24.

Share warrants converted during the financial year 2022-23

The outstanding amount on share warrantshad to be paid in full on orbefore twelve months from the date of allotment of warrants. The Promoters have paid the balance 75% of warrant price on June 01, 2022 and exercised their right for conversion of 10,00,000 warrants into equal number of equity shares of the Company. Hence, the Board of Directors of the Company has allotted 10,00,000 equity shares of the face value of '' 10/-each fully paid at a price of '' 45/- each on June 01, 2022.

19.2 DETAILS OF SECURITY OFFERED FOR BORROWINGS OUTSTANDING AS AT MARCH 31, 2024

1. Bank of Baroda''s working capital are secured by exclusive First Charge by way of equitable mortgage of factory land & building, office building and hypothecation of other fixed assets of the Company viz. Plant & Machinery, Tools & Dies, Instruments & Equipments, Furniture & Fixture, Electrical Installation, Office Equipments, Computers, etc. both present and future situated at Plot No.5, 6 & 8, Tata Motors Ltd. Vendor Park, Rudrapur, Uttarakhand and Second Charge by way of mortgage of factory land & building, office building and hypothecation of other fixed assets of the Company viz. Plant & Machinery, Tools & Dies, Instruments & Equipments, Furniture & Fixture, Electrical Installation, Office Equipments, Computers, etc., both present and future situated at S.No. 313,314, 320 to 323, at Nanekarwadi, Chakan, Pune 410501. (called as Chakan Unit- II).

2. Tata Motors Finance Solutions Ltd ''s Term loans are secured by first charge on Land & Building, Plant & Machinery of the Company situated at S. No. 313, 314, 320 to 323, Nanekarwadi, Chakan, Tal Khed, Dist Pune Extension of First Pari passu charge of '' 2375 Lakh. Further they are secured by First & Exclusive charge on land, Building, Plant & Machinery both present and future situated at Survey no. 287, 291 to 295 and 298 Nanekarwadi, Taluka Khed, Dist Pune and

first exclusive charge on land and building, plant & machinery situated at Plot No. 186-A, Belur Industrial Area growth Centre, Opp. High Court, Dharwad, Karnataka and first charge of land & building, plant & machinery situated at Plot No. AV-34, Sanand Industrial Estate, Sanand, Nalsarovar, Ahmedabad, Gujarat.

3. Personal Gaurantee of Managing Director and One Promotor Director is given for Loan amount '' 400 lakh from Mahindra and Mahindra Financial Services Limited.

4. (a) Credit facilities of Bank Of Baroda are secured by personal guarantee of Managing Director, One Promotor

Director and one employee of the company and for LC limit of '' 1900 Lakh (b) Credit Facilities of Tata Motors Financial Services Ltd are further guaranteed by Managing Director and One Promotor Director in their personal capacity.

5. Interest rate for above loans are range between 11.35% to 16.45%

6. Bank of Borada working capital is secured by first pari-passu charge on stock & book debts of the Company.

1. All working capital borrowings from the banks have been secured with first charge by hypothecation of current assets of the company and further secured with Second Charge by Mortgage / Hypothecation of Fixed Assets of the Company.

2. Working capital borrowings from Banks are further guaranteed in the personal capacity by Managing Director, One Promoter Director and One emplyee of the Company.

3. Unsecured loan from related parties and other corporates are repayable on demand

4. The Company had alloted 26,00,755 CCDs at a price of '' 102.50 each in first tranche on December 28, 2023 fully paid up and 16,11,482 CCDs at price of '' 102.50 each in second tranche on January 01, 2024 fully paid up.

C) Performance Obligations

The Company satisfies its performance obligations pertaining to the sale of auto components at point in time when the control of goods is actually transferred to the customers. No significant judgment is involved in evaluating when a customer obtains control of promised goods. The contract is a fixed price contract and do not contain any financing component. The payment is generally due within 30-90 days. There are no other significant obligations attached in the contract with customer.

D) Transaction Price

There is no remaining performance obligation for any contract for which revenue has been recognised till period end. Further, the Company has not applied the practical expedient as specified in para 121 of Ind AS 115 as the Company do not have any performance obligations that has an original expected duration of one year or less or any revenue stream in which consideration from a customer corresponds directly with the value to the customer of the Company''s performance completed to date.

E) Determining the timing of satisfaction of performance obligations

There is no significant judgements involved in ascertaining the timing of satisfaction of performance obligations, in evaluating when a customer obtains control of promised goods, transaction price and allocation of it to the performance obligations.

F) Determining the transaction price and the amounts

The transaction price ascertained for the only performance obligation of the Company (i.e. Sale of goods) is agreed in the contract with the customer. There is no variable consideration involved in the transaction price except for refund due to shortages which is adjusted with revenue.

G) Cost to obtain contract or fulfil a contract

There is no cost incurred for obtaining or fulfilling a contract and there is no closing assets recognised from the costs incurred to obtain or fulfil a contract with a customer.

NOTE 33.2 CORPORATE SOCIAL RESPONSIBILITY EXPENDITURE :

The Company does not meet the criteria specified in sub section (i) of section 135 of the Companies [Corporate Social Responsibilities (CSR) Rule 2014] Act. Therefore it is not required to incur any expenditure on account of CSR activities during the year.

1) Sales tax dues paid in amnesty scheme: Exceptional items for the year ended on March 31, 2023 includes '' 164.55 Lakh for sales tax dues paid under the MVAT amnesty scheme of maharashtra state government.

2) Profit on Sale of Property, Plant & Equipment: Exceptional items for the year ended on March 31, 2023 includes Profit of '' 1239.89 Lakh from Sale of Land & factory shed/building at Survey No. Plot No.E12-17 (7) & (8), MIDC, Bhosari, Pune-411026 unit of the Company.

3) Insurance Claim received: Exceptional items for the year ended on March 31, 2023 includes '' 280 Lakh for Insurance claim received against Directors & Officers liability insurance policy for expenses incurred in legal matter for CJ Automotive settlement.

Fair Value Hierarchy

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.

The following table provides the fair value measurement hierarchy of the Company''s assets and liabilities.

The carrying amount of trade receivables, cash and cash equivalent, bank balances other than cash and cash equivalent, other current financial assets, short term borrowings, trade payables and other financial liabilities are considered to be same as their fair values, due to their short term nature. The Company has availed long term borrowings from banks and financial institutions carrying interest in the range of 11.35% to 16.45%. The carrying values approximates their respective fair values. Similarly the fair value of non-current financial assets also approximates its carrying value.

The Cost of unquoted investments included in Level 3 of fair value hierarchy approximate their fair value.

Financial assets and liabilities measured at Amortised cost:

The fair values of all financial instruments carried at amortised cost are not materially different from their carrying amounts since they are either short-term in nature or the interest rates applicable are equal to the current market rate of interest.

The fair value of investments in mutual funds are based on the price quotation at the reporting date obtained from the asset management companies.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. The Company does not have any financial asset in this measurement category.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, mutual funds, over-the counter derivatives) is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.

Valuation technique used to determine fair value

Specific valuation technique used to value financial instruments include

- Fair value of forward foreign exchange contracts is determined using forward exchange rate as at the balance sheet date

- Fair value of remaining financial instruments is determined using discounted cash flow analysis

Valuation processes

For valuation of financial assets and liabilities, the finance department of the company includes a team that performs the valuation of financial assets and liabilities required for financial reporting purposes, including level 3 fair values. Discussions of valuation processes and results are held between the CFO and the valuation team on regular basis.

NOTE 36 FINANCIAL RISK MANAGEMENT

The Company''s financial risk management is an integral part of how to plan and execute its business strategies, the Company is exposed primarily to market risk, liquidity risk and credit risk. In order to minimise any adverse effects on the financial performance of the Company, the Company has a system based approach and procedures and internal financial controls aimed at ensuring early identification, evaluation and management of key financial risks which covers risks associated with the financial assets and liabilities such as credit risks, liquidity risk etc. The risk management policy is approved by the board of directors. The risk management framework aims to achieve greater predictability to earnings by determining the financial value of the expected earnings in advance. Company''s risk management framework has the objective of ensuring that such risks are managed within acceptable and approved risk parameters in a disciplined and consistent manner and in compliance with applicable regulation. It also seeks to drive accountability in this regard.

A. Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. Liquidity risk refers to the probability of loss arising from a situation where there will not be enough cash and/or cash equivalents to meet the needs of depositors and borrowers, sale of illiquid assets will yield less than their fair value and illiquid assets will not be sold at the desired time due to lack of buyers. The primary objective of liquidity management is to provide for sufficient cash and cash equivalents at all times and any place in the world to enable us to meet our payment obligations. Currently the company is facing liquidity crises due to huge interest cost.

Management monitors rolling forecast of the company''s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company''s liquidity management policy involves projecting cash flows and considering the level of liquid assets necessary to meet this.

Maturities of financial liabilities

The tables below analyses the Company''s financial liabilities into relevant maturity groupings based on their contractual maturities for all non-derivative financial liabilities and net and gross settled derivative financial instruments for which the contractual maturities are essential for an understanding of the timing of the cash flows.

Market risk is the risk of any loss in future earnings, in realizable fair values or in future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the, foreign currency exchange rates, liquidity and other market changes. Financial instruments affected by market risk include loans and borrowings, deposits, FVTOCI investments.

(a) Interest rate risk

The company has fixed rate borrowing and variable rate borrowings in order to obtain more efficient leverage. The fixed rate borrowings are carried at amortized cost. They are therefore not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates. Floating rate debt results in cash flow interest rate risk. The company has taken both interest rate risk debts for managing its liquidity and day to day requirements of the funds.

The percentage of total loans shows the proportion of loans that are currently at variable rates in relation to the total amount of borrowings.

Sensitivity Analysis:

The sensitivity analysis is determined on the basis of interest rates on floating liabilities. The outstanding liabilities at the year end are considered as a base for the whole year.

(b) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Company''s operating activities (when revenue or expense is denominated in a foreign currency).

Credit risk is the risk of financial loss arising from counterparty failure to repay or service debt according to the contractual terms or obligations. Credit risk encompasses both the direct risk of default and the risk of deterioration of creditworthiness. Credit risk arises from cash and cash equivalents, other balances and deposits with bank and financial institutions and trade receivables, derivative financial instruments and financial guarantees.

Credit risk management:

For banks and financial institutions, only high rated banks/institutions are accepted. For other financial assets, the Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk the Company compares the risk of a default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition. It considers available reasonable and supportive forwarding-looking information. Especially the following indicators are incorporated: (A). actual or expected significant adverse changes in business, financial or economic conditions that are expected to cause a significant change to the counterparty ability to meet its obligations (B). actual or expected significant changes in the operating results of the counterparty (C).significant increase in credit risk on other financial instruments of the same counterparty (D). significant changes in the value of the collateral supporting the obligation or in the quality of thirdparty guarantees or credit enhancements

In general, it is presumed that credit risk has significantly increased since initial recognition if the payments are more than 90 days past due. A default on a financial asset is when the counterparty fails to make contractual payments within 365 days of when they fall due. This definition of default is determined by considering the business environment in which entity operates and other macro-economic factors.

Exposure to credit risk

The carrying amount of financial assets represents the maximum credit exposure. None of the Company''s cash equivalents, including time deposits with banks, are past due or impaired. Regarding trade receivables and other receivables, and other financial assets that are neither impaired nor past due, there were no indications as at March 31, 2024, that defaults in payment obligations will occur.

The Company follows 12 months expected credit losses (expected credit losses that result from those default events on the financial instrument that are possible within 12 months after the reporting date) model for recognition of impairment loss on financial assets measured at amortised cost other than trade receivables. The Company follows lifetime expected credit loss model (simplified approach) for recognition of impairment loss on trade receivables.

NOTE 37 CAPITAL MANAGEMENT

The Company''s objectives when managing capital are to:

• Safegaurd their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders, and

• To Maintain an optimal capital structure to reduce the cost of capital.

The company determines the amount of capital required on the basis of annual opearting plans, long term product and maintainig other strategic investment plans. The funding requirements are met through equity, long term borrowings and short term borrowings. The company''s policy is aimed at maintaining optimum combination of short term and long term borrowings. The company manages its capital structure and makes adjustments considering the economic environment, the maturity profile of the overall debt of the company and the requirement of the financial covenants.

NOTE 38 SEGMENT INFORMATION

Ind As 108 establishes standards for the way that public business enterprises report information about operating segments and related disclosure about products and services, geographic areas and major customer. The company is engaged mainly in the business of manufacturing sheet metal auto components and assemblies thereof. Based on the ''management approach'' as defined in Ind As 108, the ''Chief Operating Decision Maker'' (CODM) considers entire business as single operating segment. The Company''s operating divisions are managed from India. The principal geographical areas in which the company operates are India.

NOTE 40 CONTINGENT LIABILITIES ( TO THE EXTENT NOT PROVIDED FOR )		'' in Lakhs
Particulars	For the year ended March 31, 2024	For the year ended March 31, 2023
Claims against the Company not acknowledged as debt
Central Sales Tax & VAT	604.45	549.81
Central Goods and Service Tax	744.92	-
TDS Compounding Charges	609.51	-
Provident Fund Dues	60.77	60.77
Letter of Credit
Issued by Bank of Baroda	709.07	875.23

The claims subject to legal proceedings, have arisen in the ordinary course of business. The management does not reasonably expect that these claims and commitments, when ultimately concluded and determined, will have a material and adverse effect on the Companies results of operations or financial conditions.

In addition to above there are certain pending cases in respect of labour matters, the impact of which is not quantifiable and is not expected to be material.

(a) The Company has received various demand/notices from the GST & VAT/Sales Tax Department on various matters. The company has filed appeal for these demand/notices and does not expect any significant outflows. Major demand is for mismatch between details as per the Company with that filed by vendors and other matters for which demand is raised and interest/penalty is charged. Further, the Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are requried and disclosed as contingent liabilities where applicable, in the financial statements. The management believes that the ultimate outcome of above proceeding will not have a material adverse effect on the Company''s financial position and results of operations.

(b) There are numerous interpretative issues relating to Supreme Court (SC) judgement dated 28^th February, 2019, relating to components/allowances paid that need to be taken into account while computing an employer''s contribution to provident fund under the Employees Provdent Funds and Miscellaneous Provident Act, 1952. The Company has also assess the matter and basis the same there is no material impact on the financial statements as at 31 March 2024. The Company would record any further effect on its financial statements, on receiving additional clarity on the subject.

(c) The Company is contesting various claims relating to labour matters and the management believes its position will likely be upheld in the appellate process. The management believes that the ultimate outcome of above proceeding will not have a material adverse effect on the Company''s financial position and results of operations.

NOTE 41 COMMITMENTS
A) Capital Commitments	'' in Lakhs
Particulars	Amount
Capital commitments for Plant and Machinery	3,429.69

B) Leases

(a) Right-of-use assets

This note provides for information for leases where the company is a lessee. The company has leased Building properties . The Company has applied Ind AS 116 using the modified retrospective approach method with effect from April 01,2019 to all leases subject to exemptions provided under Paragraph 5 of Ind AS 116.

(ii) Variable Lease payments

Estimation uncertainty arising from variable lease payments There were no leases with variable lease payments.

(iii) Extension and termination options

Extension and termination options are considered in a number of leases across the Company. These terms are used to maximise operational flexibility in terms of managing contracts. The majority of extension and termination options held are exercisable on a mutual consideration between lessor and the Company. Therefore the extension and termination option is not considered.

(iv) Residual value guarantees

There were no leases with residual value guarantees.

Note: Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management. This has been relied upon by the auditors.

NOTE 44 INCOME TAX & DEFERRED TAX A. Income Tax

The Company does not have taxable income on current and previous year and hence no tax expenses have been recognised. Further since it is not probable that future taxable amounts will be available to utilize the deferred tax assets in respect of following unused tax losses and unabsorbed depreciation, no deferred tax assets have been recognised except for tax paid under Minimum Alternate Tax (MAT) under Income Tax Act 1961.

NOTE 45 EMPLOYEE BENEFITS

Compensated absences:- The leave obligation covers the Group''s liability for earned leave. Accumulated compensated absences, which are expected to be availed or encashed within 12 months from the end of the year end are treated as current employee benefits. The obligation towards the same is measured at the expected cost of accumulating compensated absences as the additional amount expected to be paid as a result of the unused entitlement as at the year end.

Defined benefit plans

The Company offers the following employee benefit schemes to its employees:

Gratuity

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn salary per month computed proportionately for 15 days salary mutiplied for the number of

years of service. The gratuity plan is a funded plan and the Company makes contributions to recognised funds in India. The Company does not fully fund the liability and maintains a target level of funding to be maintained over a period of time based on estimations of expected gratuity payments.

Sensitivity analysis

Sensitivity analysis indicates the influence of a reasonable change in certain significant assumptions on the outcome of the Present Value of obligation (PVO) and aids in understanding the uncertainty of reported amounts. Sensitivity analysis is done by varying one parameter at a time and studying its impact.

The above sensitivity analysis are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied while calculating the defined benefit liability recognized in the balance sheet.

The company maintains gratuity fund, which is being administered by LIC. Fund value confirmed by LIC as at March 31, 2024 is considered to be fair value.

Defined Benefit liability and employer contributions

The expected contributions to post-employment benefit plans for the year ended March 31,2024 is '' 584.67 lakh

The following payments are expected contributions to defined benefit plan in future years

The weighted average duration of the plan is 15.92 years

RISK EXPOSURE

Through its defined benefit plans, the company is exposed to a number of risks, the most significant of which are detailed below:

1. Interest rate risk:

The defined benefit obligation is calculated using a discount rate based on government bonds. If bond yields fall, the defined benefit obligation will tend to increase.

2. Salary inflation risk:

Higher than expected increases in salary will increase the defined benefit obligation.

3. Demographic risk:

For example,as the plan is open to new entrants, an increase in Membership will increase the defined benefit obligation. Also,the plan only provides benefits upon completion of a vesting criteria. Therefore, if turnover rates increase then the liability will tend to fall as fewer employees reach vesting period.

4. Asset-Liability Mismatch Risk:

Risk which arises if there is a mismatch in the duration of the assets relative to the liabilities. By matching duration with the defined benefit liabilities, the company is success fully able to neutralize valuation swings caused by interest rate movements. Hence companies are encouraged to adopt asset-liability management.

5. Discount Rate Risk:

Variations in the discount rate used to compute the present value of the liabilities may seem small, but in practice can have a significant impact on the defined benefit liabilities.

6. Future Salary Escalation and Inflation Risk :

Since price inflation and salary growth are linked economically, they are combined for disclosure purposes. Rising salaries will often result in higher future defined benefit payments resulting in a higher present value of liabilities especially unexpected salary increases provided at management''s discretion may lead to uncertainties in estimating this increasing risk.

7. Asset Risks:

All plan assets are maintained in a trust fund managed by a public sector insurer viz; LIC of India. LIC has a sovereign guarantee and has been providing consistent and competitive returns over the years. The company has opted for a traditional fund where in all assets are invested primarily in risk averse markets. The company has no control over the management of funds but this option provides a high level of safety for the total corpus. A single account is maintained for both the investment and claim settlement and hence100% liquidity is ensured. Also interest rate and inflation risk are taken care of.

B) DEFINED CONTRIBUTION PLAN

The company has certain defined contribution plans. Contributions are made to provident fund in India at the rate of 12% as per local regulations. The contributions are made to the provident fund administered by the government. The obligation of the company is limited to the amount contributed and it has no further contractual or any constructive obligation.The company also has liability to contribute to other defined contribution plans. The company has recognised the following amounts in the statement of Profit and Loss.

NOTE 47

As per the Ministry of Corporate Affairs (MCA) notification, proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014, for the financial year commencing April 1, 2023, every company which uses accounting software for maintaining its books of account, shall use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled. The interpretation and guidance on what level edit log and audit trail needs to be maintained evolved during the year and continues to evolve.

In the Company, the audit trail has not been operated throughout the year at application level & database level, for all relevant transactions recorded in the software.

Reasons for material discrepancies :

1. Inventories : Differnce in Inventory is mainly due to change in inventory maintained with job process work.

2. Book Debts : Book Debts were differed due to sales provision for rate revision effected by customers.

3. Creditors : In stock statements sundry creditors w.r.t. raw material and bought out components were considered

NOTE 49 CODE ON SOCIAL SECURITY, 2020

The Parliament of India has approved the Code on Social Security, 2020 which may have an impact on the contributions by the Company on Employee benefit expenses, Provident Fund, Insurance and Gratuity. Further, the Ministry of Labour and Employment, Government of India has published draft rules for the Code on Social Security, 2020 on November 13, 2020 and has solicited comments/ suggestions from the stakeholders. Accordingly, the Company will evaluate the impact of the said legislation and the Rules notified thereunder, and would eventually apportion the impact in its financial statements in the period in which the Code on Social Security, 2020 is enacted.

NOTE 50

The groups enters into "International & domestic transactions" with specified parties that are subject to transfer pricing regulations under the Income Tax Act 1961 ("regulation"). The pricing of such transaction will need to comply with Arm''s Length Principle under regulations. These regulations, inter alia, also required the maintenance of prescribed documents and information including furnishing a report from an accountant which is to be filed with income tax authorities.

The group has undertaken necessary steps to comply with the regulations. The management is of the opinion that the transactions are at arm''s length and hence the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of the tax expenses and that of provision for taxation.

NOTE 52 OTHER DISCLOSURES

The Company has not revalued its property, plant and equipment or intangible assets or both during the current or previous year.

No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

The Company has not been declared as a Wilful Defaulter by any bank or financial institution or government or any government authority.

The Company has no transactions with the companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of the Companies Act, 1956.

There are no charges or satisfaction yet to be registered with Registrar of Companies (ROC) beyond the statutory period.

The Company has complied with the number of layers prescribed under the Section 2(87) of the Companies Act, 2013 read with Companies (Restriction on number of layers) Rules, 2017.

The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

There is no income surrendered or disclosed as income during the current or previous year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of account.

The Company has not traded or invested in crypto currency or virtual currency during the current or previous year.

No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entities ("Intermediaries") with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in paries identified by or on behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from any party(Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries

NOTE 54 REGROUPING OF COMPARITIVE FIGURES

The figures for the corresponding period / year have been regrouped and rearranged wherever necessary to make them comparable

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Mar 31, 2023

Right of Use Assets as at March 31, 2023

1. There are no future minimum lease payments in respect of these leasehold land. The lease terms generally expires within period of 85-95 years and as per the lease agreement, the lease term for the leasehold facility can be renewed for a further period of years subject to other terms and conditions and for other leasehold facility the renewal will be mutually.

2. Impairment of Assets: There is no impairment of any assets in terms of Ind AS - 36 on "Impairment of Assets". Based on the review, the management is of the opinion that there are no impairment indicators that necessitate any adjustments to the carrying value of intangible assets

3. There is no restriction on the title of intangible assets

4. For Intangible Assets pledges as securities refer note 46

5. Details of all the immovable properties whose title deeds are not held in the name of the Company

a) Autoline Industrial Parks Limited.

1. The Company has adopted fair value at ''62.25 crore according to valuation report obtained from indepedent chartered accountant as deemed cost at transition date i.e. April 01,2016 as per Ind AS 109.

2. The management of the company identified a potential buyer MNSC Realty & Developers Pvt. Ltd for its stake sale and the Company have entered into a Memorandum of Understanding (MoU) with MNSC Realty & Developers Pvt. Ltd on April 28, 2023 along with its wholly owned subsidiary Autoline Design Software Ltd. which together hold 44.78% Equity Shares of Autoline Industrial Parks Limited a Material Subsidiary of the Company. The definitive agreement will be finalized between the parties in short time as mutually agreed. As on the date of approval of Financial Statements, substantial amount is not received from MNSC Realty & Developers Pvt. Ltd. Hence Asset held for sale is not disclosed.

b) Investments at fair value through Profit & Loss reflect investment in unquoted equity shares. Refer note 35 for determination of their fair values.

c) Koderat Investments Limited : The Company has invested in wholly owned subsidiary, Koderat Investments Ltd. (Cyprus). In turn the subsidiary utilized the same for investment in S.Z. Design SRL and Zagato SRL Milan Italy. S.Z. Design SRL and Zagato SRL Milan Italy have issued 49% of equity shares to Koderat Investments Ltd(Cyprus). Further to Note-10 on page-77 in Notes to Accounts of the Annual Report 2010, Concordato Preventivo procedure under Italian Laws, originally scheduled on 20th September, 2011 was postponed to 20th October, 2011 and was finally held on 23rd February, 2013, however the tribunal / Italian courts had reserved the decision. Till date the Concordato Preventivo has not given any decision. The company has adopted fair value at ''NIL as deemed cost at transition date i.e. April 01, 2016 as per Ind AS 109."

d) Autoline E-Mobility Private Limited : During the year company has incorporated private limited company namely "Autoline E-Mobility Private Limited." with 100% of share.

e) Autoline Locomotive Parts LLP : (i) During the previous year company has incorporated LLP namely "Autoline Locomotive Parts LLP" with 65% of share and same is closed. (ii) The Board at its meeting held on November 13, 2022 approved the voluntary Striking off of Autoline Locomotive Parts LLP; a joint venture which was incorporated on August 10, 2021. The Company filed an application for voluntary strike-off on March 29, 2023.

The balance due from some of trade receivables are subject to reconciliation. Necessary adjustments, if any, may be made when the accounts are settled.

The Company''s exposure to credit and loss allowances related to trade receivables are disclosed in note 36

Transferred Receivables

The carrying amounts of the trade receivables include receivables which are subject to a factoring / discounting arrangement. Under these arrangements, the Company has transferred the relevant receivables to the financial institutions in exchange for cash (net of deductions) and is prevented from selling or pledging the receivables. However, the Company has retained late payment and credit risk. The Company therefore continues to recognise the transferred assets in their entirety in its balance sheet. The amount repayable under these agreement is presented as secured borrowing.

(i) During the financial year 2022-23 The Compnay has sold the land and factory building situated at Plot No.E12-17 (7) & (8), MIDC, Bhosari, Pune-411026, which were shown as "Assets classifies as held for sale" in the previous year

(ii) During the financial year 2021-2022 The Company has entered into Memorandum of Understanding with the prospective buyer for transfer of land and factory building situated at Plot No.E12-17 (7) & (8), MIDC, Bhosari, Pune-411026 and accordingly these assets were presented as "Assets classified as held for sale" as at March 31,2022.

c. Shares held by holding company and /or their subsidiaries

The Company being holding company, there are no shares held by any other holding company and their subsidiaries.

d. Aggregate number of bonus shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date

There are no bonus shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date.

e. During the year following equity share were issued by the company

The Board of Directors of the Company has converted the share warrants and allotted 1,000,000 equity shares of the face value of ''10/- each fully paid at a premium of '' 35/- each

g Terms and rights attached to equity shares

The company has only one class of equity shares having a face value of INR 10/- per share. Each holder of equity shares is entitiled to one vote per share. The company declares and pays dividend in Indian rupees. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the company, after distributions of all preferrential amounts. The distribution will be in proprtion to the number of equity shares held by the shareholders.

Nature and Purpose of Reserves:

a) Retained earnings :

Retained earnings represent the amount of accumulated earnings of the Company

b) Securities premium account:

Securities premium account is used to record the premium on issue of equity shares. The same is utilised in accordance with the provisions of The Companies Act, 2013.

c) Revaluation Reserve:

Revaluation Reserve is used to record the revaluation amount which represents the current and probable future value of assets which is higher than the recorded historic cost of the same asset.

d) General Reserves:

Represents amounts transferred from retained earnings in earlier years as per the requirements of the erstwhile Companies Act, 2013 and transition adjustments on implementation of new accounting standards.

e) Other Comprehensive income:

This reserve represents the comulative gains (net of losses) arising on the revaluation of Equity Instruments measured at fair value through Other comprehensive Income, net of amounts reclassified, If any, to Retained Earnings when those instruments are disposed off.

f) Equity component:

Equity component of compound financial instruments is represent for amount of closed Lease Right of Use Assets

Share warrants converted during the financial year 2022-23

The outstanding amount on share warrants had to be paid in full on or before twelve months from the date of allotment of warrants.

The Promoters have paid the balance 75% of warrant price on June 01, 2022 and exercised their right for conversion of 10,00,000 warrants into equal number of equity shares of the Company. Hence, the Board of Directors of the Company has allotted 10,00,000 equity shares of the face value of ''10/-each fully paid at a price of '' 45/- each on June 01,2022.

Share warrants issued during the financial year 2021-22

The Company had issued and allotted 10,00,000 convertible share warrants on preferential basis to the Promoters pursuant to the shareholders'' approval obtained on April 21, 2021. The warrants were allotted in the month of June 03, 2021 at a price of '' 45/- each ("warrant price") upon receipt of 25 % upfront amount ''1.12 Crores which was outstanding as at March 31, 2022

19.2 Details of Security offered for borrowings outstanding as at March 31,2023

1. Bank of Baroda''s Term loan and working capital are secured by exclusive First Charge by way of equitable mortgage of factory land & building, office building and hypothecation of other fixed assets of the Company viz. Plant & Machinery, Tools & Dies, Instruments & Equipments, Furniture & Fixture, Electrical Installation, Office Equipments, Computers, etc. both present and future situated at Plot No.5, 6 & 8, Tata Motors Ltd. Vendor Park, Rudrapur, Uttarakhand and Second Charge by way of mortgage of factory land & building, office building and hypothecation of other fixed assets of the Company viz. Plant & Machinery, Tools & Dies, Instruments & Equipments, Furniture & Fixture, Electrical Installation, Office Equipments, Computers, etc., both present and future situated at S.No. 313,314, 320 to 323, at Nanekarwadi, Chakan, Pune 410501. (called as Chakan Unit- II).

2. JM Financial A R C Pvt. Ltd.''s loans are secured by First Charge pari passue on Land with factory building and by way of hypothecation of other fixed assets of the Company viz. Plant & Machinery, Tools & Dies, Instruments & Equipments, Furniture & Fixture, Electrical Installation, Office Equipments, Computers, etc., both present and future, situated at S. No. 313,314,320 to 323, at Nanekarwadi, Chakan, Pune (called as Chakan Unit- II). Further it is secured by second Charge by way of mortgage of factory land & building, office building and hypothecation of plant and machinery and other movable fixed assets of the Company situated at Plot No. 6 & 8, Tata Motors Ltd. Vendor Park, SIDCUL, Rudrapur, Uttarakhand.

3. Tata Motors Finance Solutions Ltd ''s Term loans are secured by first charge on Land & Building, Plant & Machinery of the Company situated at S. No. 313, 314, 320 to 323, Nanekarwadi, Chakan, Tal Khed, Dist Pune Extension of First Pari passu charge of '' 23.75 croreswith JM Financial A R C Pvt. Ltd. Further they are secured by First & Exclusive charge on land, Building, Plant & Machinery both present and future situated at Survey no. 287, 291 to 295 and 298 Nanekarwadi, Taluka Khed, Dist Pune and first exclusive charge on land and building, plant & machinery situated at Plot No. 186-A, Belur Industrial Area growth Centre, Opp. High Court, Dharwad, Karnataka.

4. (a) Credit facilities of Bank Of Baroda are secured by personal guarantee of Managing Director, One Promotor

Director and one employee of the company and Cash margin in fixed deposit of ''3 crores for LC limit of ''20 crores

(b) Credit Facilities of Tata Motors Financial Services Ltd and JM Financial A R C Pvt. Ltd are further guaranteed by Managing Director and One Promotor Director in their personal capacity.

5. Term Loans sanctioned by Bank of Baroda and JM Financial A R C Ltd are having second charge on all Current Assets of the Compnay.

1. All working capital borrowings from the banks have been secured with first charge by hypothecation of current assets of the company and further secured with Second Charge by Mortgage / Hypothecation of Fixed Assets of the Company.

2. Working capital borrowings from Banks are further guaranteed in the personal capacity by Managing Director, One Promoter Director and One emplyee of the Company.

3. Working capital borrowings from financial institutions are guaranteed in the personal capacity by Managing Director and One Promoter Director of the Company.

4. Unsecured loan from subsidiaries, related parties and other corporates are repayable on demand

C) Performance Obligations

The Company satisfies its performance obligations pertaining to the sale of auto components at point in time when the control of goods is actually transferred to the customers. No significant judgment is involved in evaluating when a customer obtains control of promised goods. The contract is a fixed price contract and do not contain any financing component. The payment is generally due within 30-90 days. There are no other significant obligations attached in the contract with customer.

D) Transaction Price

There is no remaining performance obligation for any contract for which revenue has been recognised till period end. Further, the Company has not applied the practical expedient as specified in para 121 of Ind AS 115 as the Company do not have any performance obligations that has an original expected duration of one year or less or any revenue stream in which consideration from a customer corresponds directly with the value to the customer of the Company''s performance completed to date.

E Determining the timing of satisfaction of performance obligations

There is no significant judgements involved in ascertaining the timing of satisfaction of performance obligations, in evaluating when a customer obtains control of promised goods, transaction price and allocation of it to the performance obligations.

F) Determining the transaction price and the amounts

The transaction price ascertained for the only performance obligation of the Company (i.e. Sale of goods) is agreed in the contract with the customer. There is no variable consideration involved in the transaction price except for refund due to shortages which is adjusted with revenue.

G) Cost to obtain contract or fulfil a contract

There is no cost incurred for obtaining or fulfilling a contract and there is no closing assets recognised from the costs incurred to obtain or fulfil a contract with a customer.

Note 33.2 Corporate social responsibility expenditure : The Company does not meet the criteria specified in sub section (i) of section 135 of the Companies [Corporate Social Responsibilities (CSR) Rule 2014] Act. Therefore it is not required to incur any expenditure on account of CSR activities during the year.

1) Sales tax dues paid in amnesty scheme: Exceptional items for the year ended on March 31, 2023 includes ''1.65 crore for sales tax dues paid under the MVAT amnesty scheme of maharashtra state government.

2) Profit on Sale of Property, Plant & Equipment: Exceptional items for the year ended on March 31,2023 includes Profit of '' 12.40 Crores from Sale of Land & factory shed/building at Survey No. Plot No.E12-17 (7) & (8), MIDC, Bhosari, Pune-411026 unit of the Company.

3) Insurance Claim received: Exceptional items for the year ended on March 31,2023 includes '' 2.80 Crores for Insurance claim received against Directors & Officers liability insurance policy for expenses incurred in legal matter for CJ Automotive settlement.

4) Profit on sale of equity share investment : Exceptional items for the year ended on March 31, 2022 includes Profit of ''4.63 Crores from Sale of equity share of Autoline Industrial Partks Limited

5) Forfeiture of advance : Exceptional items for the year ended on March 31, 2022 includes ''1 Crores for forfeiture of advance received agaist sales of property plant and equipment.

Fair Value Hierarchy

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.

The following table provides the fair value measurement hierarchy of the Company''s assets and liabilities.

The carrying amount of trade receivables, cash and cash equivalent, bank balances other than cash and cash equivalent, other current financial assets, short term borrowings, trade payables and other financial liabilities are considered to be same as their fair values, due to their short term nature. The Company has availed long term borrowings from banks and financial institutions carrying interest in the range of 9.50% to 15%. The carrying values approximates their respective fair values. Similarly the fair value of non-current financial assets also approximates its carrying value.

The Cost of unquoted investments included in Level 3 of fair value hierarchy approximate their fair value.

Financial assets and liabilities measured at Amortised cost:

The fair values of all financial instruments carried at amortised cost are not materially different from their carrying amounts since they are either short-term in nature or the interest rates applicable are equal to the current market rate of interest.

The fair value of investments in mutual funds are based on the price quotation at the reporting date obtained from the asset management companies.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. The Company does not have any financial asset in this measurement category.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, mutual funds, over-the counter derivatives) is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.

Valuation technique used to determine fair value

Specific valuation technique used to value financial instruments include

- Fair value of forward foreign exchange contracts is determined using forward exchange rate as at the balance sheet date

- Fair value of remaining financial instruments is determined using discounted cash flow analysis Valauation processes

For valuation of financial assets and liabilities, the finance department of the company includes a team that performs the valuation of financial assets and liabilities required for financial reporting purposes, including level 3 fair values. Discussions of valuation processes and results are held between the CFO and the valuation team on regular basis.

Note 36 : Financial risk management

The Company''s financial risk management is an integral part of how to plan and execute its business strategies, the Company is exposed primarily to market risk, liquidity risk and credit risk. In order to minimise any adverse effects on the financial performance of the Company, the Company has a system based approach and procedures and internal financial controls aimed at ensuring early identification, evaluation and management of key financial risks which covers risks associated with the financial assets and liabilities such as credit risks, liquidity risk etc. The risk management policy is approved by the board of directors. The risk management framework aims to achieve greater predictability to earnings by determining the financial value of the expected earnings in advance. Company''s risk management framework has the objective of ensuring that such risks are managed within acceptable and approved risk parameters in a disciplined and consistent manner and in compliance with applicable regulation. It also seeks to drive accountability in this regard.

A. Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. Liquidity risk refers to the probability of loss arising from a situation where there will not be enough cash and/or cash equivalents to meet the needs of depositors and borrowers, sale of illiquid assets will yield less than their fair value and illiquid assets will not be sold at the desired time due to lack of buyers. The primary objective of liquidity management is to provide for sufficient cash and cash equivalents at all times and any place in the world to enable us to meet our payment obligations. Currently the company is facing liquidity crises due to huge interest cost.

Management monitors rolling forecast of the company''s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company''s liquidity management policy involves projecting cash flows and considering the level of liquid assets necessary to meet this.

Maturities of financial liabilities

The tables below analyses the Company''s financial liabilities into relevant maturity groupings based on their contractual maturities for all non-derivative financial liabilities and net and gross settled derivative financial instruments for which the contractual maturities are essential for an understanding of the timing of the cash flows.

B. Market risk

Market risk is the risk of any loss in future earnings, in realizable fair values or in future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the, foreign currency exchange rates, liquidity and other market changes. Financial instruments affected by market risk include loans and borrowings, deposits, FVTOCI investments.

The company has fixed rate borrowing and variable rate borrowings in order to obtain more efficient leverage. The fixed rate borrowings are carried at amortized cost. They are therefore not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates. Floating rate debt results in cash flow interest rate risk. The company has taken both interest rate risk debts for managing its liquidity and day to day requirements of the funds.

The percentage of total loans shows the proportion of loans that are currently at variable rates in relation to the total amount of borrowings.

Sensitivity Analysis:

The sensitivity analysis is determined on the basis of interest rates on floating liabilities. The outstanding liabilities at the year end are considered as a base for the whole year.

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Company''s operating activities (when revenue or expense is denominated in a foreign currency).

C. Credit risk

Credit risk is the risk of financial loss arising from counterparty failure to repay or service debt according to the contractual terms or obligations. Credit risk encompasses both the direct risk of default and the risk of deterioration of creditworthiness. Credit risk arises from cash and cash equivalents, other balances and deposits with bank and financial institutions and trade receivables, derivative financial instruments and financial guarantees.

Credit risk management:

For banks and financial institutions, only high rated banks/institutions are accepted. For other financial assets, the Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk the Company compares the risk of a default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition. It considers available reasonable and supportive forwarding-looking information. Especially the following indicators are incorporated: (A). actual or expected significant adverse changes in business, financial or economic conditions that are expected to cause a significant change to the counterparty ability to meet its obligations (B). actual or expected significant changes in the operating results of the counterparty (C).significant increase in credit risk on other financial instruments of the same counterparty (D). significant changes in the value of the collateral supporting the obligation or in the quality of thirdparty guarantees or credit enhancements

In general, it is presumed that credit risk has significantly increased since initial recognition if the payments are more than 90 days past due. A default on a financial asset is when the counterparty fails to make contractual payments within 365 days of when they fall due. This definition of default is determined by considering the business environment in which entity operates and other macro-economic factors.

Exposure to credit risk

The carrying amount of financial assets represents the maximum credit exposure. None of the Company''s cash equivalents, including time deposits with banks, are past due or impaired. Regarding trade receivables and other receivables, and other financial assets that are neither impaired nor past due, there were no indications as at March 31, 2023, that defaults in payment obligations will occur.

The Company follows 12 months expected credit losses (expected credit losses that result from those default events on the financial instrument that are possible within 12 months after the reporting date) model for recognition of impairment loss on financial assets measured at amortised cost other than trade receivables. The Company follows lifetime expected credit loss model (simplified approach) for recognition of impairment loss on trade receivables.

Note 37 : Capital management

The Company''s objectives when managing capital are to:

• Safegaurd their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders, and

• To Maintain an optimal capital structure to reduce the cost of capital.

The company determines the amount of capital required on the basis of annual opearting plans, long term product and maintainig other strategic investment plans. The funding requirements are met through equity, long term borrowings and short term borrowings. The company''s policy is aimed at maintaining optimum combination of short term and long term

Note 38 : Segment Information

Ind As 108 establishes standards for the way that public business enterprises report information about operating segments and related disclosure about products and services, geographic areas and major customer. The company is engaged mainly in the business of manufacturing sheet metal auto components and assemblies thereof. Based on the ''management approach'' as defined in Ind As 108, the ''Chief operating Decision Maker'' (CODM) considers entire business as single operating segment. The Company''s operating divisions are managed from India. The principal geographical areas in which the company operates are India.

Note 40 : Contingent liabilities ( To the extent not provided for )		'' in Lakhs
Particulars	As at	As at
_	March 31, 2023	March 31, 2022
Claims against the Company not acknowledged as debt
Central Sales Tax & VAT Dues	525.03	1,195.87
Provident Fund Dues	34.06	34.06
Letter of Credit
Issued by Bank of Baroda	875.23	949.47

The claims subject to legal proceedings, have arisen in the ordinary course of business. The management does not reasonably expect that these claims and commitments, when ultimately concluded and determined, will have a material and adverse effect on the Companies results of operations or financial conditions.

In addition to above there are certain pending cases in respect of labour matters, the impact of which is not quantifiable and is not expected to be material.

(a) The Company has received various demand/notices from the VAT/Sales Tax Department on various matters. The company has filed appeal for these demand/notices and does not expect any significant outflows. Major demand is for mismatch between details as per the Company with that filed by vendors and other matters for which demand is raised and interest/penalty is charged. Further, the Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are requried and disclosed as contingent liabilities where applicable, in the financial statements. The management believes that the ultimate outcome of above proceeding will not have a material adverse effect on the Company''s financial position and results of operations.

(b) There are numerous interpretative issues relating to Supreme Court (SC) judgement dated 28th February, 2019, relating to components/allowances paid that need to be taken into account while computing an employer''s contribution to provident fund under the Employees Provdent Funds and Miscellaneous Provident Act, 1952. The Company has also assess the matter and basis the same there is no material impact on the financial statements as at 31 March 2023. The Company would record any further effect on its financial statements, on receiving additional clarity on the subject.

(c) The Company is contesting various claims relating to labour matters and the management believes its position will likely be upheld in the appellate process. The management believes that the ultimate outcome of above proceeding will not have a material adverse effect on the Company''s financial position and results of operations.

B) Leases

(a) Right-of-use assets

This note provides for information for leases where the company is a lessee. The company has leased Building properties. The Company has applied Ind AS 116 using the modified retrospective approach method with effect from April 01,2019 to all leases subject to exemptions provided under Paragraph 5 of Ind AS 116.

(ii) Variable Lease payments

Estimation uncertainty arising from variable lease payments There were no leases with variable lease payments.

(iii) Extension and termination options

Extension and termination options are considered in a number of leases across the Company. These terms are used to maximise operational flexibility in terms of managing contracts. The majority of extension and termination options held are exercisable on a mutual consideration between lessor and the Company. Therefore the extension and termination option is not considered.

Note :- Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management. This has been relied upon by the auditors.

Note 44 : Income Tax & Deferred Tax

A. Income Tax

The Company does not have taxable income on current and previous year and hence no tax expenses have been recognised. Further since it is not probable that future taxable amounts will be available to utilize the deferred tax assets in respect of following unused tax losses and unabsorbed depreciation, no deferred tax assets have been recognised except for tax paid under Minimum Alternate Tax (MAT) under Income Tax Act 1961.

Note 45 : Employee Benefits

Compensated absences:- The leave obligation covers the Group''s liability for earned leave. Accumulated compensated absences, which are expected to be availed or encashed within 12 months from the end of the year end are treated as current employee benefits. The obligation towards the same is measured at the expected cost of accumulating compensated absences as the additional amount expected to be paid as a result of the unused entitlement as at the year end.

Defined benefit plans

The Company offers the following employee benefit schemes to its employees:

Gratuity

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn salary per month computed proportionately for 15 days salary mutiplied for the number of years of service. The gratuity plan is a funded plan and the Company makes contributions to recognised funds in India. The Company does not fully fund the liability and maintains a target level of funding to be maintained over a period of time based on estimations of expected gratuity payments.

Sensitivity analysis

Sensitivity analysis indicates the influence of a reasonable change in certain significant assumptions on the outcome of the Present Value of obligation (PVO) and aids in understanding the uncertainty of reported amounts. Sensitivity analysis is done by varying one parameter at a time and studying its impact.

The sensitivity of the Present Value of obligation to changes in the weighted principal assumptions is as follows:

The above sensitivity analysis are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied while calculating the defined benefit liability recognized in the balance sheet.

The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

The company maintains gratuity fund, which is being administered by LIC. Fund value confirmed by LIC as at March 31,2023 is considered to be fair value.

Defined Benefit liability and employer contributions

The expected contributions to post-employment benefit plans for the year ended March 31, 2023 is ''525.74 Lakhs

The following payments are expected contributions to defined benefit plan in future years

The weighted average duration of the plan is 16 years

Risk Exposure

Through its defined benefit plans, the company is exposed to a number of risks, the most significant of which are detailed below :

1. Interest rate risk:

The defined benefit obligation is calculated using a discount rate based on government bonds. If bond yields fall, the defined benefit obligation will tend to increase.

2. Salary inflation risk:

Higher than expected increases in salary will increase the defined benefit obligation.

3. Demographic risk:

For example,as the plan is open to new entrants, an increase in Membership will increase the defined benefit obligation. Also,the plan only provides benefits upon completion of a vesting criteria. Therefore, if turnover rates increase then the liability will tend to fall as fewer employees reach vesting period.

4. Asset-Liability Mismatch Risk:

Risk which arises if there is a mismatch in the duration of the assets relative to the liabilities. By matching duration with the defined benefit liabilities, the company is success fully able to neutralize valuation swings caused by interest rate movements. Hence companies are encouraged to adopt asset-liability management.

5. Discount Rate Risk:

Variations in the discount rate used to compute the present value of the liabilities may seem small, but in practice can have a significant impact on the defined benefit liabilities.

6. Future Salary Escalation and Inflation Risk :

Since price inflation and salary growth are linked economically, they are combined for disclosure purposes. Rising salaries will often result in higher future defined benefit payments resulting in a higher present value of liabilities especially unexpected salary increases provided at management''s discretion may lead to uncertainties in estimating this increasing risk.

7. Asset Risks:

All plan assets are maintained in a trust fund managed by a public sector insurer viz; LIC of India. LIC has a sovereign guarantee and has been providing consistent and competitive returns over the years.

The company has opted for a traditional fund where in all assets are invested primarily in risk averse markets. The company has no control over the management of funds but this option provides a high level of safety for the total corpus. A single account is maintained for both the investment and claim settlement and hence100% liquidity is ensured. Also interest rate and inflation risk are taken care of.

B) Defined Contribution Plan

The company has certain defined contribution plans. Contributions are made to provident fund in India at the rate of 12% as per local regulations. The contributions are made to the provident fund administered by the government. The obligation of the company is limited to the amount contributed and it has no further contractual or any constructive obligation.The company also has liability to contribute to other defined contribution plans. The company has recognised the following amounts in the statement of Profit and Loss.

Reasons for material discrepancies :

1. Inventories : Differnce in Inventory is mainly due to change in inventory maintained with job process work.

2. Book Debts : Book Debts were differed due to sales provision for rate revision effected by customers.

3. Creditors : In stock statements sundry creditors w.r.t. raw material and bought out components were considered

Note 48 : COVID19

Covid-19 virus has impacted the entire global economy severely, resulting into many restrictions, including free movement of people, thereby hampering businesses and day to day functioning of the Companies. Consequently, in compliance of the orders of the Government, the Company''s manufacturing plants and corporate office had to be closed for a certain period of time. The Board of Directors believe that they have taken into account all the possible effects of known events arising from Coivid-19 pandemic and the resultant lockdowns in the preparation of financial statements including but not limited to strategic assessment of its financial position, liquidity, going concern, recoverable values of its assets etc. However, given the effect of these uncertainties arising due to Covid-19 and in particular, with reference to the Automobile & Auto-ancillary Industry, the impact assessment of Covid-19 on the financial statements is subject to certain significant estimations and based on uncertainties. The actual impact in future may deviate from those estimated as on the date of approval of these financial statements. The Company continues to monitor any material changes to future economic/ business conditions and its consequential impact on financial results.

Note 49 : Code on Social Security, 2020

The Parliament of India has approved the Code on Social Security, 2020 which may have an impact on the contributions by the Company on Employee benefit expenses, Provident Fund, Insurance and Gratuity. Further, the Ministry of Labour and Employment, Government of India has published draft rules for the Code on Social Security, 2020 on November 13, 2020 and has solicited comments/ suggestions from the stakeholders. Accordingly, the Company will evaluate the impact of the said legislation and the Rules notified thereunder, and would eventually apportion the impact in its financial statements in the period in which the Code on Social Security, 2020 is enacted.

Note : 51 Other Disclosures

The Company has not revalued its property, plant and equipment or intangible assets or both during the current or previous year.

No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

The Company has not been declared as a Wilful Defaulter by any bank or financial institution or government or any government authority.

The Company has no transactions with the companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of the Companies Act, 1956.

There are no charges or satisfaction yet to be registered with Registrar of Companies (ROC) beyond the statutory period.

The Company has complied with the number of layers prescribed under the Section 2(87) of the Companies Act, 2013 read with Companies (Restriction on number of layers) Rules, 2017.

The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

There is no income surrendered or disclosed as income during the current or previous year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of account.

The Company has not traded or invested in crypto currency or virtual currency during the current or previous year.

No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entities ("Intermediaries") with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in paries identified by or on behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from any party(Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries

Note : 53

The figures for the corresponding period / year have been regrouped and rearranged wherever necessary to make them comparable.

---

Mar 31, 2018

1 Company Overview

General Information:

Autoline Industries Limited (''The Company'') is engaged in the business of manufacturing sheet metal stampings, welded assemblies and modules for the automotive industry. The Company has nine plants in India and sells primarily in India. The Company is listed on the BSE Limited (BSE) and the National Stock Exchange of India Limited (NSE). The Company''s Registered office is at - Survey Nos. 313, 314, 320 to 323 Nanekarwadi, Chakan, Tal: Khed Dist. Pune - 410 501, Maharashtra, India. The Board of Directors have authorized to issue these financial statements on May 30, 2018. The CIN of the Company is L34300PN1996PLC104510

Capital Work in Progress:-

Capital work-in-progress as at March 31, 2018 amounts to Rs.3,47,11,750/-, comprising addition towards plant and machinery and ERP system.

Capital work-in-progress as at March 31, 2017 amounts to Rs.NIL.

Capital work-in-progress as at April 01, 2016 amounts to Rs.75,32,700/-, comprising addition towards Building.

Note 1:- For Property, plant and equipment pledges as securities refer note 50

Note 2:- For contractual commitments towards acquisition of property plant and equipment’s refer note 41

Note 3:- There are no future minimum lease payments in respect of these leasehold land. The lease terms generally expires within period of 85-95 years and as per the lease agreement, the lease term for the leasehold facility can be renewed for a further period of years subject to other terms and conditions and for other leasehold facility the renewal will be mutually.

a) Autoline Design Software Limited.

During the current year, an amount of Rs.14,129,260/- consisting of 14,12,926 , 12% cumulative redeemable preference shares have been converted into equity shares .

b) Autoline Industrial Parks Limited.

The Company has adopted fair value at Rs.62.25 crore according to valuation report obtained from indepedent chartered accountant as deemed cost at transition date i.e. April 01, 2016 as per Ind AS 109. During the current year, the company has made further investment in Autoline Industrial Parks Ltd. of Rs. 63,484,860/- by acquiring 31,74,243 equity shares of Rs.10 each

c) Investments at fair value through Profit & Loss reflect investment in unquoted equity shares. Refer note 35 for determination of their fair values.

d) The Company has invested in wholly owned subsidiary, Koderat Investments Ltd. (Cyprus). In turn the subsidiary utilized the same for investment in S.Z. Design SRL and Zagato SRL Milan Italy. S.Z. Design SRL and Zagato SRL Milan Italy have issued 49% of equity shares to Koderat Investments Ltd(Cyprus).

Further to Note-10 on page-77 in Notes to Accounts of the Annual Report 2010, Concordato Preventivo procedure under Italian Laws, originally scheduled on 20th September, 2011 was postponed to 20th October, 2011 and was finally held on 23rd February, 2013, however the tribunal / Italian courts had reserved the decision. Till date the Concordato Preventivo has not given any decision. The company has adopted fair value at ''NIL as deemed cost at transition date i.e. April 01, 2016 as per Ind AS 109.

The balance due from some of trade receivables are subject to reconciliation. Necessary adjustments, if any, may be made when the accounts are settled.

The Company''s exposure to credit and loss allowances related to trade receivables are disclosed in note 36.

Transferred Receivables

The carrying amounts of the trade receivables include receivables which are subject to a factoring / discounting arrangement. Under these arrangements, the Company has transferred the relevant receivables to the financial institutions in exchange for cash (net of deductions) and is prevented from selling or pledging the receivables. However, the Company has retained late payment and credit risk. The Company therefore continues to recognise the transferred assets in their entirety in its balance sheet. The amount repayable under these agreement is presented as secured borrowing.

c. Shares held by holding company and /or their subsidiaries

The Company being holding company, there are no shares held by any other holding company and their subsidiaries.

d. Aggregate number of bonus shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date

There are no bonus shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date.

a) Securities premium account:

Securities premium account is used to record the premium on issue of equity shares. The same is utilised in accordance with the provisions of The Companies Act, 2013.

b) Revaluation Reserve:

Revaluation Reserve is used to record the revaluation amount which represents the current and probable future value of assets which is higher than the recorded historic cost of the same asset.

c) General Reserves:

Represents amounts transferred from retained earnings in earlier years as per the requirements of the erstwhile Companies Act, 1956 and transition adjustments on implementation of new accounting standards.

d) Employee stock option outstanding

It is used to recognise the value of equity- settled share based payments provided to employees, including key management personnel. It is a part of Shareholders equity.

1. Bank of Baroda''s Term loan are secured by exclusive First Charge by way of mortgage of factory land & building, office building and hypothecation of other fixed assets of the Company viz. Plant & Machinery, Tools & Dies, Instruments & Equipments, Furniture & Fixture, Electrical Installation, Office Equipments, Computers, etc. both present and future situated at Plot No. 6 & 8, Tata Motors Ltd. Vendor Park, Rudrapur, Uttarakhand and Second Charge by way of simple mortgage of factory land & building, office building and hypothecation of other fixed assets of the Company viz. Plant & Machinery, Tools & Dies, Instruments & Equipments, Furniture & Fixture, Electrical Installation, Office Equipments, Computers, etc., both present and future situated at S.No. 313,314, 320 to 323, at Nanekarwadi, Chakan, Pune. (called as Chakan Unit- II)

2. Axis Bank Ltd.''s loans are secured by exclusive charge on all Fixed assets of the Company except situated at (a).Plot no. 5, 6 & 8, Tata Motors Ltd Vendor Park, SIDCUL, Rudrapur, Uttarakhand, (b).Plot No. E-12 (17) (8), M.I.D.C., Bhosari, Pune-411026 (c). S.No. 313/314, Nanekarwadi, Chakan, Pune (d).Plot no.186-A, Belur Industrial Area growth Centre, Opp. High Court, Dharwad, Karnataka.

3. The Catholic Syrian Bank Ltd.''s and JM Financial A R C Pvt. Ltd.''s loans are secured by First Charge on Land with factory building and by way of hypothecation of other fixed assets of the Company viz. Plant & Machinery, Tools & Dies, Instruments & Equipments, Furniture & Fixture, Electrical Installation, Office Equipments, Computers, etc., both present and future, situated at S. No. 313,314,320 to 323, at Nanekarwadi, Chakan, Pune (called as Chakan Unit- II) . Further it is secured by second Charge by way of simple mortgage of factory land & building, office building of the Company situated at Plot No. 6 & 8, Tata Motors Ltd. Vendor Park, SIDCUL, Rudrapur, Uttarakhand.

4. Tata Motors Finance Solutions Ltd ''s Term loans are secured by first and exclusive charge on Land & Building, Plant & Machinery of the Company situated at Plot No. E-12 (17) (8), M.I.D.C. Bhosari, Pune & Plot No 5, TML Vendor Park, SIDCUL, Rudrapur, Uttarakhand and first and exclusive charge on non agriculture land admeasuring 01 Hectares 35 Ares or therabouts out of Gat No.1612 totally admeasuring about 2 Hectare 32 Acers situated at Village Chikhali, Tal. Haveli, Dist Pune within the limits of Pimpri Chinchwad Municipal Corporation owned by promotors. Further they are secured by second charge on land, Building, Plant & Machinery both present and future situated at (a). Gat No. 613, Chakan Talegaon Road, Pune (b).Gat no. 825 and 712 , Kudalwadi , Chikali, Pune (c) Survy no. 287, 291 to 295 and 298 Nanekarwadi, Taluka Khed, Dist Pune (d). Plot No. E12-17 (7) MIDC Bhosari, Pune and mortage of fixed assets situated at Plot No. 186-A, Belur Industrial Area growth Centre, Opp. High Court, Dharwad, Karnataka.

5. (a) Term Loans from Bank Of Baroda, Axis Bank, JM Financial A R C Ltd., Catholic Syrian Bank Ltd. are furtherguaranteed in the Personal Capacity by two Promotor Directors of the Company and by ED & CEO of the Company,

(b) Term Loans from Tata Motors Financial Services Ltd and Tata Motors Finance Ltd are further guaranteed by two Promotor Directors in their personal capacity.

6. Term Loans,sanctioned by Bank of Baroda and Catholic Syrian Bank Ltd. are having second charge on all Current Assets of the Company.

7. Interest rate for above loans are range between 10.9% to 14.5%

Note:

1. All working capital borrowings from the banks have been secured with first charge by hypothecation of current assets of the company and further secured with Second Charge by Mortgage / Hypothecation of Fixed Assets of the Company.

2. Working capital borrowings from Banks are further guaranteed in the personal capacity by two Promoter Directors of the Company and also by Executive Director & CEO of the Company.

3. Unsecured loan from subsidiaries, related parties and other corporates are repayable on demand.

Note:2 :Financial risk management

The Company''s financial risk management is an integral part of how to plan and execute its business strategies, the Company is exposed primarily to market risk, liquidity risk and credit risk. In order to minimise any adverse effects on the financial performance of the Company, the Company has a system based approach and procedures and internal financial controls aimed at ensuring early identification, evaluation and management of key financial risks which covers risks associated with the financial assets and liabilities such as credit risks, liquidity risk etc. The risk management policy is approved by the board of directors. The risk management framework aims to achieve greater predictability to earnings by determining the financial value of the expected earnings in advance. Company''s risk management framework has the objective of ensuring that such risks are managed within acceptable and approved risk parameters in a disciplined and consistent manner and in compliance with applicable regulation. It also seeks to drive accountability in this regard.

A. Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. Liquidity risk refers to the probability of loss arising from a situation where there will not be enough cash and/or cash equivalents to meet the needs of depositors and borrowers, sale of illiquid assets will yield less than their fair value and illiquid assets will not be sold at the desired time due to lack of buyers. The primary objective of liquidity management is to provide for sufficient cash and cash equivalents at all times and any place in the world to enable us to meet our payment obligations. Currently the company is facing liquidity crises due to huge interest cost.

Management monitors rolling forecast of the company''s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company''s liquidity management policy involves projecting cash flows and considering the level of liquid assets necessary to meet this.

Maturities of financial liabilities

The tables below analyses the Company''s financial liabilities into relevant maturity groupings based on their contractual maturities for all non-derivative financial liabilities

B. Market risk

Market risk is the risk of any loss in future earnings, in realizable fair values or in future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the, foreign currency exchange rates, liquidity and other market changes. Financial instruments affected by market risk include loans and borrowings, deposits, FVTOCI investments.

(a) Interest rate risk

The company has fixed rate borrowing and variable rate borrowings in order to obtain more efficient leverage. The fixed rate borrowings are carried at amortized cost. They are therefore not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates. Floating rate debt results in cash flow interest rate risk. The company has taken both interest rate risk debts for managing its liquidity and day to day requirements of the funds.

The exposure of the borrowings [long term and short term (excluding bill discounting receivable )] to interest rate changes at the end of the reporting period are as follows :

As at the end of the reporting period, the Company had the following variable rate borrowings and interest rate swaps contracts outstanding''s

The percentage of total loans shows the proportion of loans that are currently at variable rates in relation to the total amount of borrowings.

(b) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Company''s operating activities (when revenue or expense is denominated in a foreign currency). There is no exposure of entity to foreign currency risk.

The Company''s exposure to foreign currency risk at the end of the reporting period expressed in INR, are as follows

C. Credit risk

Credit risk is the risk of financial loss arising from counterparty failure to repay or service debt according to the contractual terms or obligations. Credit risk encompasses both the direct risk of default and the risk of deterioration of creditworthiness. Credit risk arises from cash and cash equivalents, other balances and deposits with bank and financial institutions and trade receivables, derivative financial instruments and financial guarantees.

Credit risk management:

For banks and financial institutions, only high rated banks/institutions are accepted. For other financial assets, the Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk the Company compares the risk of a default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition. It considers available reasonable and supportive forwarding-looking information. Especially the following indicators are incorporated: (A). actual or expected significant adverse changes in business, financial or economic conditions that are expected to cause a significant change to the counterparty ability to meet its obligations (B). actual or expected significant changes in the operating results of the counterparty (C).significant increase in credit risk on other financial instruments of the same counterparty (D). significant changes in the value of the collateral supporting the obligation or in the quality of thirdparty guarantees or credit enhancements

In general, it is presumed that credit risk has significantly increased since initial recognition if the payments are more than 90 days past due. A default on a financial asset is when the counterparty fails to make contractual payments within 365 days of when they fall due. This definition of default is determined by considering the business environment in which entity operates and other macro-economic factors.

Exposure to credit risk

The carrying amount of financial assets represents the maximum credit exposure. None of the Company''s cash equivalents, including time deposits with banks, are past due or impaired. Regarding trade receivables and other receivables, and other financial assets that are neither impaired nor past due, there were no indications as at March 31, 2017, that defaults in payment obligations will occur.

The Company follows 12 months expected credit losses (expected credit losses that result from those default events on the financial instrument that are possible within 12 months after the reporting date) model for recognition of impairment loss on financial assets measured at amortised cost other than trade receivables. The Company follows lifetime expected credit loss model (simplified approach) for recognition of impairment loss on trade receivables.

Note 3: Capital management

The Company''s objectives when managing capital are to:

- To provide maximum returns to shareholders and benefits for other stakeholders

- To Maintain an optimal capital structure to reduce the cost of capital.

The company determines the amount of capital required on the basis of annual operating plans, long term product and maintaining other strategic investment plans. The funding requirements are met through equity, long term borrowings and short term borrowings.

Note 4 : Segment Information

Ind As 108 establishes standards for the way that public business enterprises report information about operating segments and related disclosure about products and services, geographic areas and major customer. The company is engaged mainly in the business of manufacturing sheet metal auto components and assemblies thereof. Based on the ''management approach'' as defined in Ind As 108, the ''Chief operating Decision Maker'' (CODM) considers entire business as single operating segment. The Company''s operating divisions are managed from India. The principal geographical areas in which the company operates are India.

In addition to above related party transactions Promoters Director has mortgaged their non-agriculture land against facility from financial institution. Further personal guarantee is provided by Promotor Director and Executive Directors & CEO of the Company for various facilities sanctioned.

Note :- Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management. This has been relied upon by the auditors.

Note:5: Corporate social responsibility

The Company does not meet the criteria specified in sub section (1) of section 135 of the Companies Act, 2013 read with Companies [ Corporate Social Responsibility (CSR) ] Rules, 2014. Therefore it is not required to incur any expenditure on account of CSR activities during the year.

Note 6 : Income Tax & Deferred Tax

A. Income Tax

The Company does not have taxable income on current and previous year and hence no tax expenses have been recognised. Further since it is not probable that future taxable amounts will be available to utilize the deferred tax assets in respect of following unused tax losses and unabsorbed depreciation, no deferred tax assets have been recognised except for tax paid under Minimum Alternate Tax (MAT) under Income Tax Act 1961.

a) Unused tax losses with respect to unabosorbed depreciation do not have an expiry date.

b) Unused tax losses with respect to Business losses have following expiry date.

Note 7:Exceptional Items

There were no exceptional items during the year ended March 31, 2018, and earlier year March 31, 2017 exceptional items includes following

a) Exceptional Items for the year ended March 31, 2017 includes payment towards settlement of disputed sales tax dues of Rs. 22.87 crores under Sales Tax Amnesty Scheme-2016 as announced by Maharashtra Government. Since these matters were pending in appeal, earlier it was disclosed under contingent liabilities.

b) Exceptional items for the year ended March 31, 2017 includes provision made of INR 11.03 Crores for settlement of dispute. The Company has executed settlement agreement on April 18, 2017 with C J Holdings North America (“CJ Holdings”) in the matter of dispute raised by CJ Holdings with reference to certain representation and warranties given in Stock Purchase Agreement dated December 23, 2014 (“SPA”) entered into by the Company with CJ Holdings for selling of its entire holding in its Overseas Subsidiaries i.e. Autoline Industries USA, LLC and Autoline Industries Indiana, LLC and its step down subsidiaries. In accordance with this settlement agreement the Company is required to pay $ 1.7 million (INR 11.03 Crores as per rate as on March 31, 2017) in installments upto June 16, 2018.

Note 8: Employee Benefits

Defined benefit plans

The Company offers the following employee benefit schemes to its employees:

Gratuity

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn salary per month computed proportionately for 15 days salary multiplied for the number of years of service. The gratuity plan is a funded plan and the Company makes contributions to recognised funds in India. The Company does not fully fund the liability and maintains a target level of funding to be maintained over a period of time based on estimations of expected gratuity payments.

Sensitivity analysis

Sensitivity analysis indicates the influence of a reasonable change in certain significant assumptions on the outcome of the Present Value of obligation (PVO) and aids in understanding the uncertainty of reported amounts. Sensitivity analysis is done by varying one parameter at a time and studying its impact.

The sensitivity of the Present Value of obligation to changes in the weighted principal assumptions is as follows:

Change in assumptions and impact on Present Value of obligation as at March 31, 2018

The company maintains gratuity fund, which is being administered by LIC. Fund value confirmed by LIC as at March 31, 2018 is considered to be fair value.

Defined Benefit liability and employer contributions

The expected contributions to post-employment benefit plans for the year ended March 31,2019 is Rs.224,53,482/-

The following payments are expected contributions to defined benefit plan in future years

The weighted average duration of the plan is 18.27 years

Expected Future Benefit Payments:

Risk Exposure

Through its defined benefit plans, the company is exposed to a number of risks, the most significant of which are detailed below :

1. Interest rate risk:

The defined benefit obligation is calculated using a discount rate based on government bonds. If bond yields fall, the defined benefit obligation will tend to increase.

2. Salary inflation risk:

Higher than expected increases in salary will increase the defined benefit obligation.

3. Demographic risk:

For example,as the plan is open to new entrants, an increase in Membership will increase the defined benefit obligation. Also,the plan only provides benefits upon completion of a vesting criteria. Therefore, if turnover rates increase then the liability will tend to fall as fewer employees reach vesting period.

Note 9 : Employee Stock Option Plan

In the 12th Annual general meeting held on 27th Sept, 2008, the shareholders approved the issue of 8,50,000 options under the Scheme titled “Autoline ESOS 2008” (ESOP A).

The ESOP allows the issue of options to Employees of the Company and it''s Subsidiaary Companies (whether in India or abroad) and also to the Directors of the Company /Subsidiary Companies. Each option comprises one underlying equity share.

As per the Scheme, the Remuneration / Compensation Committee grants the options to the employees deemed eligible. The options granted vest over a period of 5 years from the date of the grant in proportions specified in the Scheme. Options may be exercised within 5 years from the date of vesting.

The difference between the fair price of the share underlying the options granted on the date of grant of option and the exercise price of the option (being the intrinsic value of the option) representing Stock compensation expense is expensed over the vesting period.

Note: 10: First-time adoption of Ind AS

The options are accounted for as “equity settled share based payment” transactions. Refer the table below as per requirement of Ind AS 102 - Share based payments

These financial statements for the year ended March 31, 2018, are the first financial statements prepared in accordance with Ind AS.

For all periods upto and including the year ended March 31, 2017, the Company prepared its financial statements in accordance with accounting standards notified under section 133 of the Companies Act, 2013, read together with paragraph 7of the Companies (Accounts) Rules, 2014 (Indian GAAP). The accounting policies set out in note 2 have been applied in preparing the financial statements for the year ended March 31, 2018, the comparative information presented in these financial statements for the year ended March 31, 2017 and in the preparation of an opening Ind AS balance sheet at April 01, 2016 ( the date of transition). In preparing its opening Ind AS balance sheet, the Company has adjusted the amounts reported previously in financial statements prepared in accordance with the accounting standards notified under Companies (Accounting Standards) Rules, 2006 ( as amended) and other relevant provisions of the Act ( previous GAAP or Indian GAAP). An explanation of how the transition from previous GAAP to Ind AS has effected the group''s financial position and financial performance is set out in the following tables and notes.

A. Exceptions Applied:

The Company has applied all the mandatory exceptions in accordance with Ind AS 101. Following are the exceptions with significant impact:

1) Estimates

The estimates as at 1 April 2016 and March 31, 2017 are consistent with the estimates those made for the same dates in accordance with Indian GAAP except impairment of financial assets based on expected credit loss model and unquoted equity shares at fair value through profit and loss. The estimates used by the company to present these amounts in accordance with Ind AS reflect conditions as at April 1, 2016 the date of transition to Ind AS and as of March 31, 2017.

2) Classification and measurement of financial assets

The Company has classified financial assets on the basis of the facts and circumstances that exist at the date of transition to Ind AS.

3) De-recognition of financial assets and liabilities

Ind AS 101 requires first-time adopter to apply the de-recognition provisions of Ind AS 109 prospectively for transactions occuring on or after the date of transition to Ind AS. However, Ind AS 101 allows a first-time adopter to apply the de-recognition requirements in Ind AS 109 restrospectively from a date of the entity''s choosing, provided that the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognised as a results of past transactions was obtained at the time of initially accounting for those transaction. The Company has elected to apply the de-recognition requirements in Ind AS 109 prospectively for transactions occuring on or after April 1,2016.

B. Exemptions Applied:

Ind AS 101 allows first-time adopters certain exemptions from the retrospective application of certain requirements under Ind AS. The Company has applied the following exemptions:

1 ) Deemed cost - Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognised in the financial statements as at the date of transition after making necessary adjustments for de-commisioning liabilities. This exemption can also be used for intangible assets covered by Ind AS 38 Intangible Assets and Capital Work-in-progress and intangible assets under development. Accordingly, the Company has elected to measure all of its property, plant and equipment, intangible assets, Capital Work-in-progress and intangible assets under development at their previous GAAP carrying value.

2) Leases- Appendix C to Ind AS 17 requires an entity to assess whether a contract or arrangement contains a lease. In accordance with Ind AS 17, this assessment should be carried out at the inception of the contract or arrangement. However, the Company has used Ind AS 101 exemption and assessed all arrangements based for embedded leases based on conditions in place as at the date of transition.

3) Investment in subsidiaries - The company has elected to apply previous GAAP carrying amount for its investment in subsidiaries as deemed cost at the date of transition to Ind AS, except for investment in Autoline Industrial Parks Limited (a subsidiary). Koderat Investments Limted (a subsidiary) where the company has elected to use fair value as deemed cost on the date of transition to Ind AS.

4) Long Term Foreign Currency Monetary Items- The Company has elected to continue the policy adopted for accounting of exchange differences arising from translation of long-term foreign currency monetary items recognised in the financial statements for the period ending immediately before April 1, 2016 as per the previous GAAP.

C. Reconciliations :

The following reconciliations provides the effect of transition to Ind AS from previous GAAP in accordance with Ind AS 101

1. Equity as at April 01, 2016 and March 31, 2017

2. Net profit for the year ended March 31, 2017

Explanations for reconciliation of equity and statement of profit and loss as previously reported under previous

GAAP and Ind AS

a) As per Ind AS 101, derecognition requirements in Ind AS 109 should prospectively to the transactions occuring on or after the date of transition. As per Ind AS 109, financial assets are derecognised only when the company has transferred the rights to receive cash flows or retains the contractual rights to receive the cash flows of the financial assets, but assumes a contractual obligation to pay the cash flows to one or more recipients.

b) Provision for expected credit loss under Ind AS 109

Under previous GAAP, the company has created provision for impairment of receivables and contract assets i.e. unbilled revenue consists only in respect of specific amount for incurred losses. Under Ind AS, impairment allowance has been determined based on Expected Credit Loss (ECL) model. The impact of ''15,284,713 for the year ended March 31, 2017 has been charged off to Statement of Profit and Loss.

c) Fair Value as deemed cost for investment in subsidiaries

Ind AS 101 allows considering fair value as deemed cost for the Company''s investment in subsidiaries. This choice is available for each investment individually. The deemed cost for all investment in equity instruments has been considered as the cost under the previous GAAP except for Autoline Industrial Parks Limited (a subsidiary) , Koderat Investments Ltd.(a subsidiary) wherein the Company has their fair value as the deemed cost. Consequently a total fair value adjustment amounting to Rs.33,59,984 has been considered as on the transition date thereby leading to a decrease in retained earnings as on that date. (Rs.40,29,118/- for the year ended March 31, 2017)

d) Leases

The determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement at the inception of the lease. Under Ind AS, the arrangement is, or contains, a lease if fulfillment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly specified in an arrangement. Accordingly, the company has classified its leasehold land as finance lease and there are no future minimum lease payments in respect of these leasehold lands. As a result, an adjustment amounting to Rs.1,67,59,403/- has been considered as on the transition date thereby leading to an increase in retained earnings and as on that date. (Rs.174,17,040/- for the year ended March 31, 2017)

e) Transferred Receivables

The Company has transferred relevant trade receivables to the bank under a factoring/discounting arrangement, in exchange for cash and is prevented from selling or pledging the receivables. However, the Company continues to recognise the transferred assets in its entirity in its balance sheet. Consequently an adjustment amounting to Rs.26,15,15,667/- has been made, thereby leading to an increase in Trade Receivables and on the transition date. (Rs.3,28,10,710/- for the year ended March 31, 2017)

f) Revaluation Reserve

Under the pervious GAAP, the company had charged the amount of depreciation of revalued assets amounting to Rs.3,84,029/- to Revaluation Reserve. On the transition date, as the provision for depreciation has been made on the revalued amounts as per Ind AS, the company has reversed the earlier charge against Revaluation Reserve thereby leading to decrease in retained earnings and as on that date.

g) Acturial loss transferred to Other Comprehensive Income

Under Ind AS, remeasurements i.e. acturial gains and losses and the return on plan assets, excluding amounts included in the net interest expense on the net defined benefit liability are recognised in other comprehensive income instead of statement of profit and loss. As a result of this change, the profit for the year ended March 31,2017 has increased by Rs.6,38,192. There is no impact on total equity

h) Other Comprehensive income

Under Ind AS, all items of income and expense recognised in a period should be included in profit or loss for the period, unless a standard requires or permits otherwise. Items of income and expense that are not recognised in profit or loss but are shown in the Statement of profit or loss as ''other comprehensive income'' includes remeasurement of defined benefit plans and net gain on cash flow hedge. The concept of other comprehensive income did not exist under the Previous GAAP.

i) Excise duty

Under the previous GAAP, revenue from sale of products was presented exclusive of excise duty. Under Ind AS, revenue from sale of goods is presented inclusive of excise duty. The excise duty paid is presented on the face of the statement of profit and loss as part of expenses. This change has resulted in an increase in total revenue and total expenses for the year ended 31 March 2017 by Rs.30,49,02,435/-. There is no impact on the total equity and profit.

j) Bills discounted charges

Under the previous GAAP, bills discounting charges reimbursed to customer were netted off against sales. Under Ind AS, such discounted charges are separately shown as finance cost and revenue is grossed up to that extent.

k) Industrial promotion subsidy(IPS)

Under previous GAAP, the company has recognised government grant received under industrial promotion subsidy (IPS) as exceptional items. Under Ind AS, such subsidy seperately shown as under the head Other .

Note 11 : The list of standards issued but not yet effective

The Ministry of Corporate Affairs (MCA) has notified the Companies (Indian Accounting Standards) Amendment Rules, 2018 (the ''Rules'') on March 28, 2018. The rules notify the new revenue standard Ind AS 115, Revenue from contracts with customers and also bring in amendments to existing Ind AS. The rules shall be effective from reporting periods beginning on or after April 1, 2018 and cannot be early adopted.

Introduction of Ind AS 115, ‘Revenue from contracts with customers'':

Ind AS 115, Revenue from contracts with customers deals with revenue recognition and establishes principles for reporting useful information to users of financial statements about the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity''s contracts with customers. Revenue is recognised when a customer obtains control of a promised good or service and thus has the ability to direct the use and obtain the benefits from the good or service in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The standard replaces Ind AS 18 Revenue and Ind AS 11 Construction contracts and related appendices. The Company is in the process of evaluating the impact on the financial statements in terms of the amount and timing of revenue recognition under the new standard.

Amendment to Ind AS 21, ‘Effect of changes in foreign exchange rates'':

The MCA has notified Appendix B to Ind AS 21, Foreign currency transactions and advance consideration. The appendix clarifies how to determine the date of transaction for the exchange rate to be used on initial recognition of a related asset, expense or income where an entity pays or receives consideration in advance for foreign currency-denominated contracts. For a single payment or receipt, the date of the transaction should be the date on which the entity initially recognises the non-monetary asset or liability arising from the advance consideration (the prepayment or deferred income/contract liability). If there are multiple payments or receipts for one item, date of transaction should be determined as above for each payment or receipt. The Company is in the process of evaluating the impact on the financial statements under the new standard. Amendment to Ind AS 40, ‘Investment Property'':

The amendments to Ind AS 40 clarify that transfers to, or from, investment property can only be made if there has been a change in use that is supported by evidence. A change in use occurs when the property meets, or ceases to meet, the definition of investment property. A change in intention alone is not sufficient to support a transfer. The list of evidence for a change of use in the standard was re-characterised as a non-exhaustive list of examples and scope of these examples have been expanded to include assets under construction/development and not only transfer of completed properties. The Company is in the process of evaluating the impact on the financial statements under the new standard.

Amendment to Ind AS 12, ‘Income taxes'':

The amendments clarify the accounting for deferred taxes where an asset is measured at fair value and that fair value is below the asset''s tax base. They also clarify certain other aspects of accounting for deferred tax assets set out below:

A temporary difference exists whenever the carrying amount of an asset is less than its tax base at the end of the reporting period.

The estimate of future taxable profit may include the recovery of some of an entity''s assets for more than its carrying amount if it is probable that the entity will achieve this. For example, when a fixed-rate debt instrument is measured at fair value, however, the entity expects to hold and collect the contractual cash flows and it is probable that the asset will be recovered for more than its carrying amount.

Where the tax law restricts the source of taxable profits against which particular types of deferred tax assets can be recovered, the recoverability of the deferred tax assets can only be assessed in combination with other deferred tax assets of the same type.

Tax deductions resulting from the reversal of deferred tax assets are excluded from the estimated future taxable profit that is used to evaluate the recoverability of those assets. This is to avoid double counting the deductible temporary differences in such assessment.

The Company is in the process of evaluating the impact on the financial statements under the new standard.

Note 12 : Previous year''s figures

The figures for previous year have been regrouped / rearranged as necessary to confirm to current year''s presentation.

---

Mar 31, 2015

1. Terms of Repayment & Security for Secured Loan.

The Bankers of the Company have restructured various facilities sanctioned to the Company and have granted a moratorium period of 2 years from 01.12.2014 to 31.11.2016 on repayment of Term Loan and servicing Interest on all sanctioned facilities to the Company and have accorded their sanction for Reschedulement for repayment thereof. Further the excess amount of present Working Capital facilities as per the Banking norms have been converted into Working Capital Term Loans and these WCTL are also repayble as per the revised repayment schedule.

Accordingly as per the Revised Repayment Schedule, the future repayments to Banks and details of Securities offered to them are as follows:-

2. Bank of Baroda's loans are secured by First Charge on Fixed assets of the Company situated at Plot No. 6 & 8, TML Vendor Park, Rudrapur, Uttarakhand and Second Charge on Fixed assets of the Company situated at S.No. 313/314, Nanekarwadi, Chakan, Pune. Term Loan-1 is repayable at monthly installment of Rs.8 lacs for first 3 years from November, 2016 till March, 2019, Rs. 10 lacs for next 2 years till March, 2021 and remaining amount at Rs. 20 lacs per month in 8 installments in Financial year 2021 - 22. WCTL- is repayable at monthly installment of Rs. 63 lacs in 60 months till December, 2021. Funded Interest Term Loan is repayable at monthly installment of Rs.13 lacs for first 3 years from November, 2016 till March 2019, Rs. 18 lacs for next 2 years till March, 2021 and remaining amount at Rs. 33 lacs per month in 8 installments in Financial year 2021 - 22.

3. Axis Bank Ltd.'s loans are secured by charge on all Fixed assets of the Company except situated at Plot no. 5, 6 & 8, TML Vendor Park, Rudrapur, Uttarakhand and Plot No. E-12 (17) (8), M.I.D.C., Bhosari, Pune-411026 and S. No. 313/314, Nanekarwadi, Chakan. Term Loan -1 is repayable in monthly installment of Rs. 24 lacs for first 3 years from November, 2016 till March 2019, at monthly installment of Rs. 32 lacs till March, 2021 and at monthly installment of Rs.59 lacs till December, 2021. Term Loan - 2 is Corporate loans of Rs. 10 Cr. is repayable at monthly installment of Rs. 13 lacs for first 3 years from November, 2016 till March, 2019, at monthly installment of Rs. 17 lacs till March, 2021 and at monthly installment of Rs. 31 lacs till December, 2021. Term Loan - 3 is Corporate loans of Rs10 Cr. is repayable in 10 equal quarterly installment of Rs. 1 Crore during the period November, 2011 till June 2017. Funded Intrest Term Loan is repayable in monthly installment of Rs. 9 lacs for first 3 years from November, 2016 till March, 2019, at monthly installment of Rs. 13 lacs till March, 2021 and at monthly installment of Rs. 23 lacs till December, 2021.

4. The term loan from NKGSB Co-op. Bank Ltd. & Vidya Sahakari Bank Ltd. has been secured by charge on Fixed assets of the Company at Plot No. E-12 (17) (8), M.I.D.C. Bhosari, Pune-411026 & Plot No 5, TML Vendor Park, Rudrapur, Uttarakhand.

5. Term Loans from NKGSB are repayable as follows:-

NKGSB term loan LNM/19 is repayable (including Interest) in 60 monthly installment of Rs.1 Lacs

NKGSB term loan LNM/46 is repayable (including Interest) in 60 monthly installment of Rs. 2 Lacs

NKGSB term loan LNM/69 is repayable (including Interest) in 60 monthly installment of Rs. 3 Lacs.

NKGSB term loan LNM/70 is repayable (including Interest) in 60 monthly installment of Rs. 1 Lacs.

NKGSB term loan WCTL is repayable (including Interest) in 60 monthly installment of Rs. 4 Lacs.

NKGSB term loan FITL is repayable (including Interest) in 60 monthly installment of Rs. 3 Lacs.

6. Vidya Sahakari Bank is in the process of according it's approval for Restructuring of Loans sanctioned by them and present repayment schedule is as follows:-

Vidya Saha.Bank term loanTL/HPL/432 is repayable (including Interest) in 60 monthly installment of Rs. 2.33 Lacs.

Vidya Saha.Bank term loan TL/HPL/483 is repayable (including Interest) in 60 monthly installment of Rs. 2.40 Lacs.

Vidya Saha.Bank term loan TL/HPL/486 is repayable (including Interest) in 60 monthly installment of Rs. 0.60 Lacs.

Vidya Saha.Bank term loan TL/HPL/515 is repayable (including Interest) in 60 monthly installment of Rs. 4.76 Lacs.

7. The Catholic Syrian Bank Ltd.'s loans are secured by First Charge on Fixed assets of the Company situated at S. No. 313/314, Nanekarwadi, Chakan and Second Charge on Fixed assets of the Company situated at Plot No. 6 & 8, TML Vendor Park, Rudrapur, Uttarakhand. Term Loan -1 is repayable at monthly installment of Rs.8 lacs for first 3 years from November, 2016 till March, 2019, Rs. 10 lacs for next 2 years till March, 2021 and remaining amount at Rs. 20 lacs per month in 8 installments in Financial year 2021 - 22, Term Loan - 2 is repayable at monthly installment of Rs.5 lacs for first 3 years from November, 2016 till March, 2019, Rs. 6 lacs for next 2 years till March, 2021 and remaining amount at Rs. 12 lacs per month in 8 installments in Financial year 2021 - 22, Term Loan - 3 is repayable at monthly installment of Rs. 9 lacs for first 3 years from November, 2016 till March, 2019, Rs. 12 lacs for next 2 years till March, 2021 and remaining amount at Rs. 22 lacs per month in 8 installments in Financial year 2021 - 22, WCTL is repayable at monthly installment of Rs. 43 lacs from 2016 to March, 2017, at monthly installment of Rs. 14 lacs in FY 2017 - 18, at monthly installment of Rs. 21 lacs in FY 2018 - 19, at monthly installment of Rs. 28 lacs in FY 2019 to 21 and at monthly installment of Rs. 53 lacs till December, 2021, Funded Intrest Term Loan is repayable at monthly installment of Rs.10 lacs for first 3 years from November, 2016 till March, 2019, Rs. 14 lacs for next 2 years till March, 2021 and remaining amount at Rs. 25 lacs per month in 8 installments in Financial year 2021 - 22,

8. Vehicle Loans have been secured by hypothecation of Vehicles.

9. Hire Purchase Loan taken from Tata Capital Financial Services Ltd of Rs. 5 Cr. for fully automatic machinery installed at Plot No. 6 at Uttarakhand. As per Hire Purchase Agreement, loan is secured by same fully automatic machine.

10. All Term Loans sanctioned by Consortium / Multiple Bankers of the Company are presently carrying Interest Rate of 12%

11. All Term Loans are further guaranteed in the personal capacity by two Promoter Directors of the Company and also by Executive Director & CEO of the Company

12. For all sanctioned Term Loans, Bankers are having second charge on all Current Assets of the Company.

Term of Repayment & Security for Secured Loan

13. All working capital borrowings from the banks have been secured with first charge by hypothecation of current assets of the company and further secured with Second Charge by Mortgage / Hypothecation of Fixed Assets of the Company.

14. Working Capital Facilities sanctioned by Consortium / Multiple Bankers of the Company are presently carrying Interest Rate of 12%

15. Working capital borrowings from Banks are further guaranteed in the personal capacity by two Promoter Directors of the Company and also by Executive Director & CEO of the Company

16. Employee benefit plans

Defined contribution plans

The Company makes Provident Fund contributions to Employee Provident Fund Organisation for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

17. Defined benefit plans

The Company offers the following employee benefit schemes to its employees:

i. Gratuity - Contribution in respect of Gratuity is made to the approved Gratuity Fund maintained by Life Insurance Corporation of India Ltd.

Based on the Accounting Standard - 17 on "Segment Reporting" (AS-17), issued by the Institute of Chartered Accountants of India, business segment of the company is the primary segment comprises of business of manufacturing sheet metal auto components and assemblies thereof. As the company operates only in a single primary business segment, therefore the disclosure requirements as per Accounting Standard 17 "Segment Reporting" are not applicable to the Company.

18. Disclosures under Accounting Standards - 18 (Related party transactions)

1. Details of related parties:

Description of relationship Names of related parties

i) Associates Indian - Foreign -

2) Key Management Personnel (KMP)

Chairman Emeritus Mr. Vilas Lande

Chairman (Non-executive Director) Mr. Prakash B. Nimbalkar

Managing Director Mr. Shivaji Akhade

Managing Director & CEO Mr. M. Radhakrishnan*

Wholetime Director Mr. Sudhir Mungase

Executive Director & CEO Mr. Umesh Chavan

3) Relatives of KMP Key Management Personnel - Mr. Vilas Lande, Mr. Shivaji Akhade and Mr. Sudhir Mungase are related to each other. 4) Companies/Entities in which KMP / Relatives of KMP can exercise significant influence i) Balaji Enterprises

ii) Shreeja Enterprises

iii) Sumeet Packers Pvt. Ltd.

iv) Siddhai Platers Pvt. Ltd.

v) Om Sai Transport Co.

vi) Hotel Vishwa Vilas

vii) Hotel Aishwarya Restaurant

viii) Lincwise Software Pvt. Ltd.

* He was Managing Director & CEO till May 31, 2014 Notes:

19. Related parties have been identified by the Management and relied upon by the Auditors.

20. The Company is holding 43.78% Equity Share of AIPL, however since it controls the composition of Board of Directors, AIPL is treated as Subsidiary Company.

a) In the 12th Annual general meeting held on Sept 27, 2008, the shareholders approved the issue of 8.50.000 options under the Scheme titled "Autoline ESOS 2008" (ESOP A).

The ESOP allows the issue of options to Employees of the Company and it's Subsidiary Companies (whether in India or abroad) and also to the Directors of the Company /Subsidiary Companies. Each option comprises one underlying equity share.

As per the Scheme. the Remuneration / Compensation Committee grants the options to the employees deemed eligible. The options granted vest over a period of 5 years from the date of the grant in proportions specified in the Scheme. Options may be exercised within 5 years from the date of vesting.

The difference between the fair price of the share underlying the options granted on the date of grant of option and the exercise price of the option (being the intrinsic value of the option) representing Stock compensation expense is expensed over the vesting period.

21. Previous year's figures

Disclosure and presentation made in the financial statements as per Revised Schedule VI. Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification / disclosure.

22. Additional information to the financial statements 1. Contingent liabilities and commitments

PARTICULARS As at As at March March 31, 2015 31, 2014 Rs. Rs.

(i) Contingent liabilities

(a) Claims against the Company not acknowledged as debt

* Income Tax Department 43,852,594 43,852,594

* Sales Tax Duties 368,922,759 474,248,452

* Electricity Charges (Maharashtra State Electricity Dist. Co. Ltd.) 2,277,021 1,832,588

(b) Bank Guarantees

* In Favour of Tata Motors Limited 2,875,472 -

(c) Corporate Guarantees on behalf of Autoline Industries Indiana LLC,

USA (wholly owned subsidiary of Autoline Industries USA, Inc)

* In Favour of NP First Financial Bank - $10,500,000

(d) Letter of Credit

* In Favour of Bank of Baroda 66,100,821 133,251,858

(ii) Commitments

Estimated amount of contracts remaining to be executed on capital 3,365,000 - account and not provided for :

* Tangible assets

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Mar 31, 2014

Defined contribution plans

The Company makes Provident Fund contributions to Employee Provident Fund Organisation for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

Defined benefit plans

The Company offers the following employee benefit schemes to its employees:

i. Gratuity - Contribution in respect of Gratuity is made to the approved Gratuity Fund maintained by Life Insurance Corporation of India Ltd.

ii. Other defined benefit plans - Medi Claim

Note 2 Disclosures under Accounting Standards - 17 (Segment Reporting)

The company is in the business of dealing and manufacturing of pressed sheet metal auto components and assemblies which are used in the manufacturing of the main product and labour charges for manufacturing of the main product. All other activities of the company revolve around the main business. The entire operations are governed by the same set of risk and returns. Further export of good being negligible, the company is considered to be operating in one geographical segment. Hence operations have been considered as representing a single segment. As such there are no reportable segments as defined by Accounting Standard 17 on the segment reporting as issued by the Institute of Chartered Accountants of India.

Note 3 Additional information to the financial statements

1.Contingent liabilities and commitments

PARTICULARS As at As at

31 March, 2014 31 March, 2013

(i) Contingent liabilities

(a) Claims against the Company not acknowledged as debt

Income Tax Department 43,852,594 4,113,836

Sales Tax Duties 474,248,452 23,500,000

Arbitration Petition filed by Uppal Builders P. Ltd. - 18,489,510

Electricity Charges (Maharashtra State Electricity Dist. Co. 1,832,588

Ltd.)

(b) Bank Guarantees

In Favour of Ashok Leyland Nissan Vehicles Ltd, Chennai. - 5,200,000

In Favour of Regional officer Maharashtra Polluation Control - 500,000

Board, Mumbai

In Favour of Tata Motors Limited - 1,950,000

(c) Corporate Guarantees on behalf of Tata Motors Limited 150,000,000

(d) Corporate Guarantees on behalf of Autoline Industries Indiana LLC, USA (wholly owned subsidiary of Autoline Industries USA, Inc)

In Favour of NP First Financial Bank $10,500,000 $10,500,000

(e) Bill Discounting

In Favour of Tata Capital Limited 600,000,000 800,000,000

(f) Letter of Credit

In Favour of Bank of Baroda 133,251,858 52,512,038

(ii) Commitments

(a) Estimated amount of contracts remaining to be executed on capital account and not provided for

Tangible assets - 75,000,000

Intangible assets

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Mar 31, 2013

Note 1 Disclosures on Employee share based payments - (Guidelines notes issued by ICAI)

a) In the 12th Annual General Meeting held on 27th Sept, 2008, the shareholders approved the issue of 8,50,000 options under the Scheme titled "Autoline ESOS 2008" (ESOP A).

The ESOP allows the issue of options to employees of the Company and its subsidiaries (whether in India or abroad), & Companies Directors. Each option comprises one underlying equity share.

As per the Scheme, the Remuneration / Compensation Committee grants the options to the employees deemed eligible. The options granted vest over a period of 5 years from the date of the grant in proportions specified in the Scheme. Options may be exercised within 5 years from the date of vesting.

The difference between the fair price of the share underlying the options granted on the date of grant of option and the exercise price of the option (being the intrinsic value of the option) representing Stock compensation expense is expensed over the vesting period.

2.1 Letters for confirmation of balances with respect to Sundry Debtors and Sundry Creditors have been sent for which confirmations are yet to be received for reconciliation and no consequential adjustments, if any, have been made in the books of accounts and the balances are as per books of accounts.

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Mar 31, 2012

Term of Repayment & Security for Secured Loan.

1. Bank of Baroda's loans are secured by First Charge on Fixed assets of the Company situated at Plot Nos. 6 & 8, Uttarakhand and Second Charge on Fixed assets of the Company situated at Survey No.313/314, Nanekarwadi, Chakan. Loan is repayable in 69 monthly installment of Rs. 28.60 Lacs and 1 monthly installment of Rs. 26.60 Lacs.

2. Axis Bank Ltd.'s loans are secured by charge on all Fixed assets of the Company except situated at Plot no.5, 6 &

8, Uttarakhand and Plot No. E-12 (17) (8), M.I.D.C., Bhosari, Pune-411026 and Survey No.313/314, Nanekarwadi, Chakan. Term Loan - I is repayable in 13 quarterly installment of Rs. 2 Crores, next 3 quarterly installment of Rs. 5 Crores and 1 installment of Rs. 4 Crores. Term Loan - II is repayable in 8 quarterly installment of Rs. 1.875 Crores each.

3. Vehicle Loans have been secured by hypothecation of Vehicles.

4. The term loan from NKGSB Co-op. Bank Ltd. & Vidya Sahakari Bank Ltd.has been secured by charge on Fixed assets of the Company at Plot No E-12 (17) (8), M.I.D.C. Bhosari, Pune-411026 & Plot No 5, Uttarakhand. Loan is repayable 60 monthly installment of Rs. 22.65 Lacs (including Interest) & 48 monthly installment of Rs.10.79 Lacs each.

5. The Catholic Syrian Bank Ltd.'s loans are secured by First Charge on Fixed assets of the Company situated at Survey No.313/314, Nanekarwadi, Chakan and Second Charge on Fixed assets of the Company situated at Plot No. 6 & 8, Uttarakhand. Term Loan - I is repayable in 57 monthly installment of Rs. 61.41 Lacs each and Term Loan

- II is repayable in 60 monthly installment of Rs. 16.67 Lacs each

Term of Repayment & Security for Secured Loan.

1. Bank of Baroda's loans are secured by First Charge on Fixed assets of the Company situated at Plot nos. 6 & 8, Uttarakhand and Second Charge on Fixed assets of the Company situated at Survey No.313/314, Nanekarwadi, Chakan. Loan is repayable in 69 monthly installment of Rs. 28.60 Lacs and 1 monthly installment of Rs. 26.60 Lacs.

2. Axis Bank Ltd.'s loans are secured by charge on all Fixed assets of the Company except situated at Plot Nos.5, 6

& 8, Uttarakhand and Plot No. E-12 (17) (8), M.I.D.C., Bhosari, Pune-411026 and Survey no.313,314, Nanekarwadi, Chakan. Term Loan - I is repayable in 13 quarterly installment of Rs. 2 Crores, next 3 quarterly installment of Rs. 5 Crores and 1 installment of Rs. 4 Crores. Term Loan - II is repayable in 8 quarterly installment of Rs. 1.875 Crores each.

3. Vehicle Loans have been secured by hypothecation of Vehicles.

4. The term loan from NKGSB Co-op. Bank Ltd. & Vidya Sahakari Bank Ltd.has been secured by charge on Fixed assets of the Company at Plot No E-12 (17) (8), M.I.D.C. Bhosari, Pune-411026 & Plot No 5, Uttarakhand. Loan is repayable in 60 monthly installment of Rs. 22.65 Lacs (including Interest) 48 monthly installment of Rs. 10.79 Lacs each.

5. The Catholic Syrian Bank Ltd.'s loans are secured by First Charge on Fixed assets of the Company situated at Survey No.313/314, Nanekarwadi, Chakan and Second Charge on Fixed assets of the Company situated at Plot No. 6 & 8, Uttarakhand. Term Loan - I is repayable in 57 monthly installment of Rs. 61.41 Lacs each and Term Loan

- II is repayable in 60 monthly installment of Rs. 16.67 Lacs each.

6. The working capital loan from the above banks have been secured by hypothication of current assets of the company.

7. 'During the last year, the company has created and pledged fixed deposits with CITI Bank NA of the amount which together with interest on fixed deposit will take care of installments of ECB loan from Citi Bank NA and amount due along with interest. The last installment is due on 11th Oct 2012. During the year, same accounting policy is followed. The total balance of loan amount outstanding as on 31st March, 2012 of Rs.9,27,47,365/- which has been reduced from the amount of fixed deposits with Bank. The interest on ECB loan and interest due on Fixed deposit is accounted as per the amount credited/ debited by the Bank.

Same treatment is also made with Bank of Baroda Overdraft account against FDR. The total balance of loan amount outstanding as on 31st March, 2012 of Rs.5,15,74,319/- which has been reduced from the amount of fixed deposits with Bank. The interest on overdraft account and interest due on Fixed deposit is accounted as per the amount credited/ debited by the Bank.

"* Sub-note to Note 9 - Investments in subsidiary / associate companies are shown at cost and the profit and loss of the subsidiary companies are not dealt with in the books of the company."The Company has invested Euro 4.80 Million including acquisition expenses ( Bal on 31.03.2012 in INR Rs. 33,83,50,511) in wholly owned subsidiary, Koderat Investments Ltd. (Cyprus). In turn the subsidiary utilized the same for investment in S.Z. Design SRL and Zagato SRL Milan Italy. S.Z. Design SRL and Zagato SRL Milan Italy have issued 49% of equity shares to Koderat Investments Ltd(Cyprus)."Further to Note-10 on page-77 in Notes to Accounts of the Annual Report 2010, Concordato Preventivo procedure under Italian Laws, originally scheduled on 20th September, 2011 was postponed to 20th October, 2011 and was finally held on 23rd February, 2012 however the tribunal/Italian courts had reserved the decision. Till date the Concordato Preventivo has not given any decision."

** Sub-note to Note 9 - Out of the above, 5 lacs preference shares each are redeemable on 23rd , 25th April, 2012 respectivelly & balance 412926 preference shares on 27th April, 2012.

Note 25 Disclosures under Accounting Standard - 15 ( Employee benefit plans )

Employee benefit plans

Defined contribution plans

The Company makes Provident Fund contributions to Employee Provident Fund Organisation for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes. Defined benefit plans

The Company offers the following employee benefit schemes to its employees:

i. Gratuity - Contribution in respect of Gratuity is made to the approved Gratuity Fund maintained by Life Insurance Corporation of India.

ii. Other defined benefit plans - Medi Claim and Personal Accident Policy.

The following table sets out the funded status of the defined benefit schemes and the amount recognised in the financial statements:

Note 27 Disclosures under Accounting Standards - 17 (Segment Reporting)

The company is in the business of dealing and manufacturing of pressed sheet metal auto components and assemblies which are used in the manufacturing of the main product and labour charges for manufacturing of the main product. All other activities of the company revolve around the main business. The entire operations are governed by the same set of risk and returns. Further export of good being negligible, the company is considered to be operating in one geographical segment. Hence operations have been considered as representing a single segment. As such there are no reportable segments as defined by Accounting Standard 17 on the segment reporting as issued by the Institute of Chartered Accountants of India.

The deferred tax liability (Net) for the year under consideration amounting to Rs. 3,02,50,000/- has been recoginzed in Profit and Loss Account. The Provision for Deferred Tax Liability for the current year of Rs. 3,02,50,000/- is provided on the timing difference of the expenditure, depreciation and write offs.

Note 31 Disclosures on Employee share based payments - (Guidelines notes issued by ICAI)

a) In the extraordinary general meeting held on 27th Sept, 2008, the shareholders approved the issue of 8,50,000 options under the Scheme titled "Autoline ESOS 2008" (ESOP A).

The ESOP A allows the issue of options to employees of the Company and its subsidiaries (whether in India or abroad). Each option comprises one underlying equity share.

As per the Scheme, the Remuneration / Compensation Committee grants the options to the employees deemed eligible. The exercise price of each option shall not be less than 85 per cent of the "Market Price" as defined in the Scheme. The options granted vest over a period of 6 years from the date of the grant in proportions specified in the Scheme. Options may be exercised within 5 years from the date of vesting.

The difference between the fair price of the share underlying the options granted on the date of grant of option and the exercise price of the option (being the intrinsic value of the option) representing Stock compensation expense is expensed over the vesting period.

Note 32 Previous year's figures

The Revised Schedule VI has become effective from 1 April, 2011 for the preparation of financial statements. This has significantly impacted the disclosure and presentation made in the financial statements. Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification / disclosure.

Note 33 Additional information to the financial statements

1. Contingent liabilities and commitments

Particulars As at 31 As at 31 March, 2012 March, 2011

(i) Contingent liabilities

(a) Claims against the Company not acknowledged as debt

- Income Tax Department For Assessment Year 08-09 29,296,660 34,296,660

- Sales Tax Duties For Assessment Year 01-02 & 02-03 23,500,000 -

(d) Corporate Guarantees on behalf of Autoline Industries Indiana LLC, USA (wholly owned subsidiary of Autoline Industries USA, Inc)

- In Favour of Tower Bank Trust Company $6,150,000 $6,150,000

- In Favour of Mill Steel Co. - $1,000,000

(ii) Commitments

(a) Estimated amount of contracts remaining to be executed on capital account and not provided for Tangible assets 100,000,000 800,000,000

Intangible assets - -

Note :- Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management. This has been relied upon by the auditors.

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Mar 31, 2010

1 During the previous year, the Share Allotment Committee of the company noted that none of the warrant holders had exercised the option to convert all 10,80,000 warrants issued and since such entitlement lapsed, Rs.25 per Convertible Warrant (being 10% of issue price) total amounting to Rs.2.70 crores paid on the above Convertible Warrants have been forfeited by the company. The said amount of Rs.2.70 crores has been transferred to Capital Reserve account in the books of accounts of the company.

2 Estimated amount of Contracts remaining to be executed on capital account and not provided for Rs. 50,00,00,000/- (Previous Year Rs. 30,00,00,000/-)

3 Contingent Liabilities :

Contingent Liabilities and claims against the company not acknowledged as debts:

1. Export Obligation

Export Obligation in respect of saving in Custom Duty on Import of Machinery was to be completed up to 23/05/2010, however the company has not completed its obligation by this date. Amount due up to 31.03.2010 can not be worked out hence the liability for the year ending on 31.03.2010 is not defined. Export obligation up to 31.03.2006 cleared by payment of Compensation of Rs.6,97,080.

2. Electricity Payment

Maharashtra State Electricity Distribution Company (M.S.E.D.C.) has raised a demand of Rs.16.43 Lacs for the Chakan unit and the Company has disputed the demand and the matter is pending in the court.

3. Contingent Liability on account of

Bank Guarantees for Export Obligation Rs. 6,59,179/- Bank Guarantees for Tools & Dies Rs. 3,30,000/-

4. Corporate Guarantee not exceeding USD 53,50,000 given on behalf of Autoline Industries Indiana LLC, USA in favour of Tower Bank and Trust Company.

Long Term Loan : $ 1,303,094.76

Short Term Loan $ 314,484.44 Working Line of Credit $ 2,496,404.54

Tooling Line of Credit : $ 999,509.00

Total $ 5,113,492.74

5. Corporate Guarantee of Rs. 15,00,00,000/- given to NKGSB Co-Op. Bank Ltd and Vidya Sahakari Bank Ltd, for loan given to wholly owned Subsidiary Nirmiti Autocomponents Pvt. Ltd.

4 Amount Due to Small Scale Industrial Undertakings :

a) The Company has not received any information from supplier or service providers, whether they are covered under the “Micro, Small and Medium Enterprises (Development) Act 2006”.Disclosure relating to amount unpaid at the year-end together with interest payable, if any, as required under the said act are not ascertainable.

b) The Information pertaining to micro and small enterprises as required to be disclosed in accordance with Section 22 of Micro, Small and Medium Enterprises Development Act, 2006 is not readily ascertainable and hence not disclosed.

c) Interest paid to SSI undertakings for delay in payment - Nil. (Previous year - Nil)

5 Current Assets : In the opinion of the Management, Current Assets and Loans and Advances are approximately of the value stated, if realized in the ordinary course of business and provision for all known liabilities are made and the same are adequate and not in excess of the amount reasonably necessary.

6 Letters for confirmation of balances with respect to Sundry Debtors, Sundry Creditors have been sent for which confirmations are yet to be received for reconciliation and no consequential adjustments, if any, have been made in the books of accounts and the balances are as per books of accounts.

7 Bonus, Rs.34,21,000/- for the year ended 31st March 2010 has been provided in the books of accounts on actual basis. Leave Encashment has been provided for Rs. 15,24,098/- on the basis of actual leave earned by the employees and is paid in the subsequent year.

8 Managerial Remuneration :

Computation of Net Profit under Section 349 read with Section 198 of the Companies Act 1956

Maximum Commission payable to Non Executive Directors

at 1 % of Rs. 1851.42 Lacs i.e. Rs. 18.51 Lacs (Prev Year at 1% of Rs. 743.46 i.e. Rs.7.43 Lacs))

Provision made for year 2009-10 Rs. 16.00 Lacs (Prev Year Rs. 7.20 Lacs)

Maximum Remuneration Payable to whole time Directors

at 10% of Rs. 1851.42 Lacs i.e. Rs. 185.14 Lacs ( Prev Year at 10% of Rs. 743.48 i.e. Rs. 74.35 Lacs)

Actual Remuneration Paid Rs. 96.00 Lacs (Prev Year Rs. 109.00 Lacs)

9 Interest in Joint Venture :Company has entered into Joint Venture with Union Autoline Spare Parts LLC, Abu Dhabi holding 49% stake. Till date no monetary investment in acquisition of equity is made except for sending of sample and other products of the company.

10 Investment in Subsidiary / Associate Companies :

Investments in subsidiary / associate companies are shown at cost and the profit and loss of the subsidiary companies are not dealt with in the books of the company.

During the year company has further invested:

Share Application Money of Rs. 1,90,95,220 has been made with the companys wholly owned subsidiary Koderat Investments Ltd.

The Company has Invested Euro 3.05 Million Plus Incidental expenses ( Bal on 31.03.2010 in INR Rs. 24,15,27,594.) in Wholly owned Subsidiary Koderat Investments Ltd. (Cyprus). In turn subsidiary utilized the same for investment in SZ Design Srl and Zagato Srl, Milan Italy. SZ Design Srl and Zagato Srl, Milan, Italy has issued 49% of equity shares to Koderat Investments Ltd. (Cyprus). SZ Design Srl is undergoing financial restructuring as the net worth of the company has been eroded due to various financial write offs. Further one of the creditors has filed the case of Bankruptcy against the company in Italy which has since been settled.

At the meeting of the shareholders Mr. Andrea Zagato, the original promoter of SZ Design Srl Italy has been appointed as liquidator as per Italian Law on 19/10/ 2009 to enable him to continue as a going concern and take steps to revive the company. In view of the above developments the realisability of the above investment by Koderat in SZ Design Srl Italy is highly uncertain. As the meeting of the share holders of SZ Design Srl Italy has been scheduled in the first week of June 2010 the decision of diminishing / write off the investment will be taken after this meeting. Hence the diminishing in value of investment is not considered in the current financial year.

11 Deferred Tax Asset / Liability:The net deferred tax liability (Net) for the year under consideration amounting to Rs. 1,35,00,000/- has been recognized in profit & Loss Account. The Provision for Deferred Tax Liability for the current year of Rs. 1,35,00,000/- is provided on the difference between Book Depreciation and Tax Depreciation, other than permanent differences.

12 Segment Reporting : The company is in the business of dealing and manufacturing of pressed sheet metal auto components and assemblies which used in the manufacturing of the main product and labour charges for manufacturing of the main product. All other activities of the company revolve around the main business. The entire operations are governed by the same set of risk and returns. Further export of good being negligible, the company is considered to be operating in one geographical segment. Hence operations have been considered as representing a single segment. As such there are no reportable segments as defined by Accounting Standard 17 on the segment reporting as issued by the Institute of Chartered Accountants of India.

13 Earning Per Share

14 Related Party Transactions :

Related Party Disclosure as required by Accounting Standard 18 for the year ended 31st March, 2010

Key Management Personnel & their Relatives

Mr. Shivaji Akhade Managing Director & CEO

Mr. M. Radhakrishnan Jt Managing Director

Mr. Sudhir Mungase Wholetime Director

Mr. Gopal Patwardhan Non-Executive Director (Till 20th March, 2010)

Mr. Vilas Lande Relative of Director.

Mrs. Rema Radhakrishnan Relative of Director.

Entities where key management Personnel or relatives of Key Management Personnel have significant Influence

A. Western Pressing Ltd.

B. Autoline Design Software Ltd.

C. Autoline Industrial Parks Ltd.

D. Autoline Industries USA Inc.

E. Nirmiti Autocomponents Pvt. Ltd.

F. Balaji Enterprises

G. Shreeja Enterprises H. Sumeet Developers

I. Om Sai Transport Co.

J. Duke Real Estate & Development Pvt. Ltd.

K. Koderat Investments Ltd.

Note: (1) Related party relationship is as identified by the company and relied upon by the Auditors. (2) Related party transactions have been reported at their Gross Values (i.e. including taxes)

15 Particulars in Respect of Licensed Capacity, Installed Capacity and Actual Production :

16 Closing Stock :

17 Imported & Indigenous Raw Materials & Stores Consumed:

18 Value of imports on

Basis ;

19 Earnings in foreign exchange

- Capital Goods 20 Expenditure in Foreign Currency

20 Amount Remitted during the year in foreign currency

21 Amount received during the year in foreign currency

Managerial Remuneration :

22 Auditors Remuneration includes :

23 Previous Years figures have been regrouped wherever necessary to make comparable with the current year classification.

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Mar 31, 2004

Not Available