Crompton Greaves Consumer Electricals Ltd. के अकाउंट के लिये नोट

Mar 31, 2025

(i)    Carrying amount of intangible assets given as collateral for borrowings is J 779.41 crore; (Previous year J 779.41 crore).

(ii)    There are no such title deeds of immovable property which are not held in name of the Company.

(iii)    There have been no proceedings 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.

(iv)    The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.

(v)    I n the opinion of the management, there are no events or changes in circumstances that indicate the impairment of property, plant and equipment and Intangible Assets in terms of Ind AS 36 ‘Impairment of Assets’. Accordingly, no provision for impairment has been made.

1.    The investments are in compliance with Section 186(4) of the Companies Act, 2013.

2.    The Company has complied with the number of layers prescribed under the Companies Act, 2013.

3.    During the year ended March 31, 2025, the Company considered indicators of impairment such as decline in quoted value of Butterfly Gandhimathi Appliances Limited (“Butterfly”).

The recoverable amount is based on a value-in-use calculation using the discounted cash flow method. The value-in-use calculation is made using exit multiple and pre-tax budgeted EBITDA projections of the next five years which is considered by the Board as a reasonable period. Key assumptions for the value in use computations are those regarding the discount rates, exit multiple, market demand, sales volume and sales prices, cost to produce, margins etc. The projections are based on both past performance and the expectations of future performance and assumptions therein. The Company estimates discount rates using post-tax rates that reflect the current market rate adjusted for specific company risk. The weighted average post-tax discount rates used for discounting the cash flows projections is 14.50% and average revenue growth considered is 22.86%, which is aligned to the average growth rate for the industry.

The Company has conducted sensitivity analysis over key assumptions viz. revenue growth rates and discount rate used. While it is unlikely for assumptions to move adversely together, it would require over an 14.00% change in revenue growth or a 20.34% change in discount rate, for the recoverable amount of the investments to be equal to its carrying amount. These sensitivities are carried in isolation and also do not take account of potential mitigating actions.

(a)    The net carrying value of trade receivables is considered a reasonable approximation of fair value.

(b)    Book debts are hypothecated with the bankers against Working capital demand loan.(Refer Note 12)

(c)    Refer Note 37 for information about the Company’s exposure to financial risks, and details of impairment losses for trade receivables and fair values.

(d)    No trade receivables are due from directors or other officers of the Company either severally or jointly with any other person or firms or private companies in which any director is a partner, a director or a member.

(e)    Trade receivables are non-interest bearing and are normally settled on 30 to 60 day terms.

b. Rights, preferences and restrictions on shares

The Company has one class of share capital, i.e., equity shares having face value of J 2 per share. Each holder of equity share is entitled to one vote per share. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

 

e.    No class of shares have been issued as bonus shares or for consideration other than cash by the Company during the period of five years immediately preceding the current year end.

f.    No class of shares have been bought back by the Company during the period of five years immediately preceding the current year end.

g.    There are no shares reserved for issue under options and contracts/ commitments for the sale of shares/ disinvestment.

h.    The Board of Directors have recommended payment of final dividend of J 3 (Rupees Three only) per equity share of the face value of J 2 each for the financial year ended 31^st March, 2025.

Nature and purpose of reserves

Capital reserve

Capital reserve was created on cancellation of shares as per statutory requirement.

Securities premium

Securities premium was created on issue of shares at premium in accordance with Employee Stock Option Plans (ESOP).

Employee stock option outstanding

The fair value of the equity-settled share based payment transactions with employees is recognised in Statement of profit and loss with corresponding credit to Employee Stock Options Outstanding Account.

Retained earnings

Retained earnings are the profits that the Company has earned till date, net-off less any transfers to general reserve, dividends or other distributions paid to shareholders.

12 Borrowings

The Company has categorised all borrowings at Amortised Cost in accordance with the requirements of Ind AS 109.

(ii)    Funds raised from Non-Convertible Debentures were utilised for the purpose it were obtained.

(iii)    During the year, the Company redeemed Secured Non-Convertible Debentures amounting to J 300 crore, Series A Tranche 2 (2022 issue), along with interest thereon, on 22^nd July, 2024.

(b)    Working capital loan facility is secured by way of charge on the Crompton’s inventories and trade receivables, carrying interest @ 9.10% p.a.

(c)    The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

(2) Nature of provisions:

(a)    Provision for employee benefits represents liability on account of post medical retirement benefits, compensated absences and gratuity as per statutory requirements.

(b)    Product warranties: The Company gives warranties on certain products and services, undertaking to repair / replace products, which fail to perform satisfactorily during the warranty period. Provision made represents the amount of the expected cost of meeting such obligation on account of repair / replacement. The timing of outflows is expected to be within a period of two to five years.

(c)    Provision for statutory dues represents liability on account of non-collection of declaration forms and other legal matters which are in appeal under the Acts / Rules.

(d)    Provision for other litigation obligation claims represents liabilities that are expected to materialise in respect of matters in appeal.

F The weighted average incremental borrowing rate applied to new lease liabilities throughout the year is 7.11%

G (a) Company applied the exemption not to recognize right-of-use assets and liabilities for leases with less than 12 months of lease term and low value asset.

(b)    Lease contracts entered by the Company pertains to warehouses and offices taken on lease to conduct its business in the ordinary course. The Company does not have any lease restrictions and commitment towards variable rent as per the contract.

(c)    The Company has several lease contracts that include extension and termination options. Significant judgement is exercised by management in determining whether these extension and termination options are reasonably certain to be exercised.

(c)    The sensitivity analysis above has been determined based on reasonably possible changes of the respective assumptions occurring at the end of the year and may not be representative of the actual change. It is based on a change in the key assumption while holding all other assumptions constant. When calculating the sensitivity to the assumption, the same method used to calculate the liability recognised in the balance sheet has been applied. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared with the previous year.

(d)    The Company makes contributions to the Gratuity Trust, which manages the investment. The Trust is a funded defined benefit plan for qualifying employees. The Scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment as per the Company’s Gratuity Scheme. Vesting occurs as per the Payment of Gratuity Act, 1972.

(e)    The actuarial valuation of plan assets and the present value of the defined benefit obligation were carried out at 31^st March, 2025 and 31^st March, 2024. The present value of the defined benefit obligation and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.

(f)    Discount rate is based on the prevailing market yields of Indian Government securities as at the balance sheet date for the estimated term of the obligations.

(g)    Expected rate of return on the plan assets is based on the average long-term rate of return expected on investments of the Fund during the estimated term of the obligations.

(h)    The salary escalation rate considered in the actuarial valuation is arrived after taking into consideration the seniority, the promotion, inflation and other relevant factors.

(i)    Employee benefit expenses include write back of J 12.57 crores during the year related to post-retirement medical benefits, consequent to discontinuation of the scheme.

Compensated absences

I n respect of compensated absences, accrual is made on the basis of a year-end actuarial valuation as at balance sheet date. The actuarial valuation is done as per Project unit credit method.

The leave obligation cover the Company’s liability for earned leave. The amount of the provision of J 17.15 crore (Previous year J 15.48 crore) is presented as non-current and J 2.87 (Previous year J 3.12 crore) is presented as current. The Company has recognised J 5.66 (Previous year J 4.93 crore) for compensated absences in the Statement of Profit and Loss.

31 Related Party Disclosures

i)    List of related parties over which control exist:

Name of the subsidiary companies:

Pinnacles Lighting Project Private Limited Nexustar Lighting Project Private Limited Butterfly Gandhimathi Appliances Limited Crompton (CSR) Foundation

ii)    Other Related Parties:

Opera Gratia Pvt. Ltd (upto 30^th April, 2023; significant influence of Key management personnel)

iii)    Name of Post employment benefit plans with whom transactions were carried out during the year:

Crompton Greaves Consumer Electricals Limited Employees’ Gratuity Trust Crompton Greaves Consumer Electricals Limited Employees’ Superannuation Fund

iv)    Key Management Personnel:

Mr. H. M. Nerurkar, Chairman and Independent Director (upto 20^th October, 2023)

Mr. D. Sundaram, Chairman and Independent Director

Mr. P. M. Murty, Independent Director

Ms. Smita Anand, Independent Director

Mr. P.R. Ramesh, Independent Director

Ms. Hiroo Mirchandani, Independent Director

Mr. Anil Chaudhry, Independent Director (from 17^th October, 2023)

Mr. Sanjiv Kakkar, Independent Director (from 17^th October, 2023)

Mr. Promeet Ghosh, Non-Executive Director (upto April 23, 2023); Executive Director (From April 24, 2023 to April 30, 2023); Managing Director and Chief Executive Officer (from May 01, 2023)

Mr. Shantanu Khosla, Managing Director (upto April 30, 2023); Vice Chairman and Executive Director (from 1^st May, 2023 to 30^th April, 2024); Non executive Vice Chairman (from 1^st May, 2024)

Mr. Mathew Job, Executive Director and Chief Executive Officer (upto 30^th April, 2023)

Mr. Kaleeswaran Arunachalam, Chief Financial Officer

Ms. Rashmi Khandelwal, Company Secretary & Compliance Officer

Terms and conditions of transactions with related parties

All Related Party Transactions entered during the year were in ordinary course of the business and on arm’s length basis. Outstanding balances at the year-end with related parties are unsecured and interest free, and will be settled/ recovered in cash.

The Company has not made any allowance for bad or doubtful debts in respect of related party trade receivables nor has any guarantee been given or received during the year ended 31^st March 2025 and 31^st March 2024 relating to related party transactions.

32 Earnings Per Share (EPS)

Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year.

Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.

The recoverable amount is based on a value-in-use calculation using the discounted cash flow method. The value-in-use calculation is made using exit multiple and pre-tax budgeted EBITDA projections of the next five years which is considered by the Board as a reasonable period.

The key assumptions used in value-in-use calculations are as follows:

a)    Earnings (before interest and tax) margin: The margins have been estimated based on past experience after considering incremental revenue and savings from the efficiencies and cost saving initiatives driven by the Company.

b) Discount rate: Discount rate reflects the current market assessment of the risks specific to a cash generating unit and is estimated based on the weighted average cost of capital.

c)    Long-term growth rate: The growth rates used are in line with the long-term average growth rates of the Company and are consistent with the internal / external sources of information.

The assumptions used are reviewed annually as part of management’s budgeting and strategic planning cycles. These estimates may differ from actual results. The values assigned to each of the key assumptions reflect the Management’s past experience as their assessment of future trends, and are consistent with external / internal sources of information.

Based on the above assumptions and analysis, no impairment was identified for any of the cash generating unit as at 31^st March 2025 and 31^st March, 2024 as the recoverable value of the cash generating unit exceeded the carrying value.

The Company has also performed sensitivity analysis calculations on the projections used (revenue growth and EBITDA margin) and discount rate applied. An analysis of the sensitivity of the computation to a change in key parameters (operating margin, discount rates and average growth rate), based on reasonable assumptions, did not identify any probable scenario in which the recoverable amount of the cash generating units would decrease below its carrying amount.

34 Share-based Payments

Employee stock options - equity settled

(a) The Members of the Company have approved by way of postal ballots grant of Employee stock options under various Schemes. The plan envisaged grant of shares to eligible employees at market price/pre-determined value as determined by the Nomination and Remuneration Committee (NRC) of the Board of Directors from time to time.

C.    Disaggregation of revenue based on products

I nformation given above concerning reportable segment-wise revenue are sufficient to meet the required disclosures under Ind AS 115, Revenue from Contracts with Customers, with respect to disaggregation of revenue.

D.    Geographic information

The Company mainly caters to Indian Market, accordingly, secondary information/ geographical segment is not applicable.

E.    Information about major customers

There are no customers having revenue exceeding 10% of total revenues.

37 Financial instruments - Disclosures

A. Accounting classification and fair values

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.

The management assessed that cash and cash equivalents, trade receivables, trade payables, other current financial assets and other current financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.

B. Fair value heirarchy

The fair value of financial instruments as referred to in note (A) above have been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).

The categories used are as follows:

>    Level 1: Quoted prices for identical instruments in active market;

>    Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs; and

>    Level 3: Inputs which are not based on observable market data.”

D. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

>    Credit risk;

>    Liquidity risk; and

>    Market risk

Risk management framework

The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Company has constituted a Risk Management Committee (RMC) for identification, evaluation and mitigation of operations, strategic and external risks. RMC has the overall responsibility for monitoring and recovering the Risk Management Plan and associated practices of the Company.

The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

The RMC oversees how management monitors compliance with the company’s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s receivables from customers, investment in mutual funds and cash and cash equivalents.The Company makes provision on trade receivables based on Expected Credit loss (ECL) method based on provision matrix.

Trade receivables

The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company has a detailed review mechanism of overdue trade receivables at various levels in the organisation to ensure proper attention and focus on realisation.

Investment in mutual funds

The Company limits its exposure to credit risk by investing only with counterparties that have a good credit rating. The Company does not expect any losses from non performance by these counter parties

Other than trade receivables, the Company has no other financial assets that are past due but not impaired.

ii. Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due at reasonable price. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risk to the Company’s reputation.

The Company monitors cash flow requirements and aims at optimising its cash return on investments and to maintain the level of its cash and bank balance and other highly marketable mutual fund investments at an amount in excess of expected cash outflows on financial liabilities.

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. The contractual cash flows are gross and undiscounted, and include estimated interest payments.

Expected credit loss assessment

Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine incurred and expected credit losses. Management believes that the unimpaired amounts that are past due are still collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk

Cash and cash equivalents and bank deposits

The Company held cash and cash equivalents and bank deposits with banks and financial institutions. The credit worthiness of such banks and financial institutions is evaluated by the management on an on-going basis and is considered to be good. Investment of surplus funds are made in bank deposits and other risk free securities.

Derivatives

The derivatives (forwards and options for foreign currency payments) are entered into with banks and financial institution counterparties with good credit ratings.

Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Company’s income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables. The Company is exposed to market risk primarily related to foreign exchange rate risk, interest rate risk and the market value of investments. Thus, Company’s exposure to market risk is a function of investing and revenue generating and operating activities in foreign currency. The objective of market risk management is to avoid excessive exposure in our foreign currency revenues and costs.

Market risk comprises two types of risks: currency risk and interest rate risk

a) Currency risk

b) Interest rate risk

Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.

 

The Company is exposed to currency risk on account of its receivable and payables in foreign currency. The functional currency of the Company is Indian Rupee. The Company uses forward foreign exchange contracts and options foreign exchange contracts to hedge its currency risk, with a maturity of less than one year from the reporting date.

Sensitivity analysis

A reasonably possible strengthening/ (weakening) of the Indian Rupee against foreign currencies at reporting date would have affected the measurement of financial instruments denominated in foreign currencies and affected profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.

The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position.

The Company monitors capital using a ratio of ‘adjusted net debt’ to ‘total equity’. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings, less cash and cash equivalents and other bank balances. Total equity comprises all components of equity.

 

46    The Code on Social Security 2020 (‘the Code’) relating to employee benefits, during the employment and postemployment, received Presidential assent on 28^th September, 2020. The Code has been published in the Gazette of India. Further, the Ministry of Labour and Employment has released draft rules for the Code on 13^th November, 2020. However, the effective date from which the changes are applicable is yet to be notified and rules for quantifying the financial impact are also not yet issued. The Company will assess the impact of the Code and will give appropriate impact in the financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.

47    No significant subsequent events have been observed which may require an adjustments to the financial statements.

48    Amount shown as J 0.00 represents amount below J 50,000 (Rupees Fifty Thousand).

49    Figures for the previous year have been regrouped wherever necessary.

No changes were made in the objectives, policies or processes for managing capital during the current and previous year.

In order to achieve this overall objective, the Company’s capital management, among other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing during the current and previous year.

42    There has been no delay in charges or satisfaction to be registered with ROC beyond the statutory period.

43    The Company does not have any transactions not recorded in the books of accounts that has been surrendered or disclosed as income during the year in tax assessments under the Income-tax Act, 1961.

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

45    Utilisation of Borrowed funds and share premium

The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

a.    directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

b.    provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

a.    directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

b.    provide any guarantee, security or the like on behalf of the ultimate beneficiaries

---

Mar 31, 2024

( i) Carrying amount of property, plant and equipment and intangible assets given as collateral for borrowings is

I 779.41 Crore; (Previous year I 779.41 Crore).

(ii) There are no such title deeds of immovable property which are not held in name of the Company.

(iii) There have been no proceedings 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.

(iv) The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.

(v) I n the opinion of the management, there are no events or changes in circumstances that indicate the impairment of Property, plant and equipment and Intangible Assets in terms of Ind AS 36 ‘Impairment of Assets''. Accordingly, no provision for impairment has been made.

1. The investments are is in compliance with Section 186(4) of the Companies Act, 2013.

2. The Company has complied with the number of layers prescribed under the Companies Act, 2013.

3. During the year ended March 31, 2024, the Company considered indicators of impairment such as decline in quoted value of Butterfly Gandhimathi Appliances Limited (“Butterfly").

The recoverable value of investments held in Butterfly, a subsidiary of the Company, is higher of the value in use (VIU) of the underlying businesses and the fair value less cost to sell. The VIU computation uses cash flow forecasts based on most recently approved financial budgets and strategic forecasts which cover a period of five years. Key assumptions for the value in use computations are those regarding the discount rates, market multiple, market demand, sales volume and sales prices, cost to produce, margins etc. The projections are based on both past performance and the expectations of future performance and assumptions therein. The Company estimates discount rates using post-tax rates that reflect the current market rate adjusted for specific company risk. The weighted average post-tax discount rates used for discounting the cash flows projections is 15.50% and average revenue growth considered is 14%, which is aligned to the average growth rate for the industry.

The Company has conducted sensitivity analysis over key assumptions viz. revenue growth rates and discount rate used. While it is unlikely for assumptions to move adversely together, it would require over an 8% change in revenue growth or a 9% change in discount rate, for the recoverable amount of the investments to be equal to its carrying amount. These sensitivities are carried in isolation and also do not take account of potential mitigating actions.

*On 22^nd February, 2022, a Share Purchase Agreement (‘SPA'') was entered amongst the Company, Butterfly Gandhimathi Appliances Limited (‘Butterfly''), its Promoters and certain members of the Promoter Company of Butterfly for the sale of 55% of the issued and paid-up equity share capital of Butterfly. Consequent to the acquisition of 55% of the issued and paid-up equity share capital of Butterfly, the Company has become the Promoter and Holding Company of Butterfly with effect from 30^th March, 2022.

In accordance with regulations 3(1) and 4 of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 2011, after acquisition of 55% stake of Butterfly on 30^th March, 2022, an open offer was made by the Company for acquisition of upto 26% of the issued and paid-up equity share capital of Butterfly from its public shareholders. The open offer was fully subscribed and therefore the Company''s holding was increased from 55% to 81% w.e.f. 4^th June, 2022.

To comply with the minimum public shareholding (“MPS") requirements mandated under Rule 19A of the Securities Contracts (Regulation) Rules, 1957, as amended, read with Regulation 38 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company divested 6% of the issued and paid-up equity share capital of Butterfly on 20^th September, 2022 & 21^st September, 2022 through Offer for Sale (“OFS") mechanism, which resulted into decrease in holding from 81% to 75%.

(a) The net carrying value of trade receivables is considered a reasonable approximation of fair value.

(b) Book debts are hypothecated with the bankers against Working capital demand loan (Refer Note 12).

(c) Refer Note 37 for information about the Company''s exposure to financial risks, and details of impairment losses for trade receivables and fair values.

(d) No trade receivables are due from directors or other officers of the Company either severally or jointly with any other person or firms or private companies in which any director is a partner, a director or a member.

(e) Trade receivables are non-interest bearing and are normally settled on 30 to 60 day terms.

b. Rights, preferences and restrictions on shares

The Company has one class of share capital, i.e., equity shares having face value of I 2 per share. Each holder of equity share is entitled to one vote per share. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

e. No class of shares have been issued as bonus shares or for consideration other than cash by the Company during the period of five years immediately preceding the current year end.

f. No class of shares have been bought back by the Company during the period of five years immediately preceding the current year end.

g. There are no shares reserved for issue under options and contracts/ commitments for the sale of shares/ disinvestment.

h. The Board of Directors have recommended payment of final dividend of I 3 (Rupees Three only) per equity share of the face value of I 2 each for the financial year ended 31^st March, 2024.

Nature and purpose of reserves

Capital reserve

Capital reserve was created on cancellation of shares as per statutory requirement.

Securities premium

Securities premium was created on issue of shares at premium in accordance with Employee Stock Option Plans (ESOP). Employee stock option outstanding

The fair value of the equity-settled share based payment transactions with employees is recognised in Statement of profit and loss with corresponding credit to Employee Stock Options Outstanding Account.

Retained earnings

Retained earnings are the profits that the Company has earned till date, net-off less any transfers to general reserve, dividends or other distributions paid to shareholders.

(ii) Funds raised from Non-Convertible Debentures were utilised for the purpose it were obtained.

(iii) During the year, the Company redeemed Secured Non-Convertible Debentures amounting to I 325 Crores, Tranche 1 (2022 issue), along with interest thereon, on 12^th January, 2024.

(b) Working capital loan facility is secured by way of charge on the Crompton''s inventories and trade receivables.

(c) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

(c) Provision for statutory dues represents liability on account of non-collection of declaration forms and other legal matters which are in appeal under the Acts / Rules.

(d) Provision for other litigation obligation claims represents liabilities that are expected to materialise in respect of matters in appeal.

(2) Nature of provisions:

(a) Provision for employee benefits represents liability on account of post medical retirement benefits, compensated absences and gratuity as per statutory requirements.

(b) Product warranties: The Company gives warranties on certain products and services, undertaking to repair / replace products, which fail to perform satisfactorily during the warranty period. Provision made represents the amount of the expected cost of meeting such obligation on account of repair / replacement. The timing of outflows is expected to be within a period of two to five years.

a) Based on assessment order received during the year, the Company has written-back an amount of I 2.00 Crore in respect of AY 21-22. Further, additional provision for taxes of I 1.22 was made basis the return of income filed for AY 2023-24. Both the amounts are adjusted against tax expense for the year ended 31^st March, 2024.

b) Based on assessment order received during the year, the Company has written-back an amount of I 16.71 Crore in respect of earlier years and the same is adjusted against tax expense for the year ended 31^st March, 2023.

(a) Income of I 8.89 Crores represents Gain on sale of stake in Butterfly for divestment of 10,72,775 Equity Shares i.e. 6.00% of the total equity share capital of Butterfly Gandhimathi Appliances Limited on 20^th September, 2022 & 21^st September, 2022 through Offer for Sale (“OFS”) mechanism in order to achieve compliance with the minimum public shareholding (“MPS”) requirements mandated under Rule 19A of the Securities Contracts (Regulation) Rules, 1957, as amended, read with Regulation 38 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

(b) Expenses of I 3.35 Crore represents one time cost pertaining to professional expenses such as consultancy, legal advisory, share valuation etc incurred for the proposed merger of the subsidiary “Butterfly” into the Company.

27 Contingent liabilities and commitments
			I Crore
Sr no.	Particulars	As at 31st March, 2024	As at 31st March, 2023
A	Contingent Liabilities:
(to the extent not provided for)
(a) Claims against the Company not acknowledged as debts		20.72	24.23
(b) Income tax liability that may arise in respect of matters in appeal		89.33	33.66
(c) Excise duty/ customs duty / service tax liability that may arise in respect of matters in appeal		11.25	9.80
(d) GST/ Entry Tax/ Sales tax / VAT liability that may arise in respect of matters in appeal		166.41	117.78
(e) Corporate and bank guarantees for debt given on behalf of subsidiary Company		249.00	249.00
B	Commitments:
Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances)		8.32	12.43

Notes:

(a) The Company does not expect any reimbursements in respect of the above contingent liabilities.

(b) I t is not practicable to estimate the timing of cash outflows, if any, in respect of matters at (a) to (e) above, pending resolution of the arbitration/appellate proceedings.

F (a) Company applied the exemption not to recognise right-of-use assets and liabilities for leases with less than 12 months of lease term and low value asset.

(b) Lease contracts entered by the Company pertains to warehouses and offices taken on lease to conduct its business in the ordinary course. The Company does not have any lease restrictions and commitment towards variable rent as per the contract.

(c) The Company has several lease contracts that include extension and termination options. Significant judgement is exercised by management in determining whether these extension and termination options are reasonably certain to be exercised.

(c) The sensitivity analyses above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the year and may not be representative of the actual change. It is based on a change in the key assumption while holding all other assumptions constant. When calculating the sensitivity to the assumption, the same method used to calculate the liability recognised in the balance sheet has been applied. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared with the previous year.

(d) The Company makes contributions to the Gratuity Trust, which manages the investment. The Trust is a funded defined benefit plan for qualifying employees. The Scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment as per the Company''s Gratuity Scheme. Vesting occurs upon completion of five years of service.

(e) The Company provides post retirement medical benefits to qualifying employees.

(f) The actuarial valuation of plan assets and the present value of the defined benefit obligation were carried out at 31^st March, 2024 and 31^st March, 2023. The present value of the defined benefit obligation and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.

(g) Discount rate is based on the prevailing market yields of Indian Government securities as at the balance sheet date for the estimated term of the obligations.

(h) Expected rate of return on the plan assets is based on the average long-term rate of return expected on investments of the Fund during the estimated term of the obligations.

(i) The salary escalation rate considered in the actuarial valuation is arrived after taking into consideration the seniority, the promotion, inflation and other relevant factors.

Compensated absences

I n respect of compensated absences, accrual is made on the basis of a year-end actuarial valuation as at balance sheet date. The actuarial valuation is done as per Project unit credit method.

The leave obligation cover the Company''s liability for earned leave. The amount of the provision of '' 15.48 Crore (Previous year '' 15.35 Crore) is presented as non-current and '' 3.12 Crore (Previous year '' 2.04 Crore) is presented as current. The Company has recognised '' 4.93 Crore (Previous year '' 3.30 Crore) for compensated absences in the Statement of Profit and Loss.

Terms and conditions of transactions with related parties

All Related Party Transactions entered during the year were in ordinary course of the business and on arm''s length basis. Outstanding balances at the year-end with related parties are unsecured and interest free, and will be settled/ recovered in cash.

The Company has not made any allowance for bad or doubtful debts in respect of related party trade receivables nor has any guarantee been given or received during the year ended 31^st March 2024 and 31^st March 2023 relating to related party transactions.

33 Earnings Per Share (EPS)

Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year.

Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.

The recoverable amount is based on a value-in-use calculation using the discounted cash flow method. The value-in-use calculation is made using exit multiple and pre-tax budgeted EBITDA projections of the next five years which is considered by the Board as a reasonable period.

The key assumptions used in value-in-use calculations are as follows:

a) Earnings (before interest and tax) margin: The margins have been estimated based on past experience after considering incremental revenue and savings from the efficiencies and cost saving initiatives driven by the Company.

b) Discount rate: Discount rate reflects the current market assessment of the risks specific to a cash generating unit and is estimated based on the weighted average cost of capital.

c) Long-term growth rate: The growth rates used are in line with the long-term average growth rates of the Company and are consistent with the internal / external sources of information.

The assumptions used are reviewed annually as part of management''s budgeting and strategic planning cycles. These estimates may differ from actual results. The values assigned to each of the key assumptions reflect the Management''s past experience as their assessment of future trends, and are consistent with external / internal sources of information.

Based on the above assumptions and analysis, no impairment was identified for any of the cash generating unit as at 31^st March 2024 and 31^st March, 2023 as the recoverable value of the cash generating unit exceeded the carrying value.

The Company has also performed sensitivity analysis calculations on the projections used (revenue growth and EBITDA margin) and discount rate applied. An analysis of the sensitivity of the computation to a change in key parameters (operating margin, discount rates and average growth rate), based on reasonable assumptions, did not identify any probable scenario in which the recoverable amount of the cash generating units would decrease below its carrying amount.

35 Share-based Payments

Employee stock options - equity settled

(a) The Members of the Company have approved by way of postal ballots grant of Employee stock options under various Schemes. The plan envisaged grant of shares to eligible employees at market price/pre-determined value as determined by the Nomination and Remuneration Committee (NRC) of the Board of Directors from time to time.

36 Operating Segments A. General Information

The Company has determined following reporting segments based on the information reviewed by the Company''s CODM.

a) Electric Consumer Durables

b) Lighting Products

The above business segments have been identified considering:

a) the nature of products and services

b) the differing risks and returns

c) the internal organisation and management structure, and

d) the internal financial reporting systems.

The CODM, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Management Committee as explained in the Director''s Report section.

E. Disaggregation of revenue based on products

Information given above concerning reportable segment-wise revenue are sufficient to meet the required disclosures under Ind AS 115, Revenue from Contracts, with Customers, with respect to disaggregation of revenue.

F. Geographic information

The Company mainly caters to Indian Market, accordingly, secondary information/ geographical segment is not applicable.

G. Information about major customers

There are no customers having revenue exceeding 10% of total revenues.

37 Financial instruments - Disclosures

A. Accounting classification and fair values

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.

The management assessed that cash and cash equivalents, trade receivables, trade payables, other current financial assets and other current financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.

B. Fair value heirarchy

The fair value of financial instruments as referred to in note (A) above have been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).

The categories used are as follows:

• Level 1: Quoted prices for identical instruments in an active market;

• Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs; and

• Level 3: Inputs which are not based on observable market data.

i. Credit risk

C. Measurement of fair values

Valuation techniques and significant unobservable inputs

The following tables show the valuation techniques used in measuring Level 2 and Level 3 fair values, as well as the significant unobservable inputs used.

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers, investment in mutual funds and cash and cash equivalents. The Company makes provision on trade receivables based on Expected Credit loss (ECL) method based on provision matrix.

Trade receivables

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company has a detailed review mechanism of overdue trade receivables at various levels in the organisation to ensure proper attention and focus on realisation.

D. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

• Credit risk;

• Liquidity risk; and

• Market risk

Risk management framework

The Company''s Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. The Company has constituted a Risk Management Committee (RMC) for identification, evaluation and mitigation of operations, strategic and external risks. RMC has the overall responsibility for monitoring and recovering the Risk Management Plan and associated practices of the Company.

The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

The RMC oversees how management monitors compliance with the Company''s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.

Expected credit loss assessment

Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine incurred and expected credit losses. Management believes that the unimpaired amounts that are past due are still collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk.

Cash and cash equivalents and bank deposits

The Company held cash and cash equivalents and bank deposits with banks and financial institutions. The credit worthiness of such banks and financial institutions is evaluated by the management on an on-going basis and is considered to be good. Investment of surplus funds are made in bank deposits and other risk free securities.

Derivatives

The derivatives (forwards and options for foreign currency payments) are entered into with banks and financial institution counterparties with good credit ratings.

Investment in mutual funds

The Company limits its exposure to credit risk by investing only with counterparties that have a good credit rating. The Company does not expect any losses from non performance by these counter parties

Other than trade receivables, the Company has no other financial assets that are past due but not impaired.

ii. Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due at reasonable price. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risk to the Company''s reputation.

The Company monitors cash flow requirements and aims at optimising its cash return on investments and to maintain the level of its cash and bank balance and other highly marketable mutual fund investments at an amount in excess of expected cash outflows on financial liabilities.

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. The contractual cash flows are gross and undiscounted, and include estimated interest payments.

is exposed to market risk primarily related to foreign exchange rate risk, interest rate risk and the market value of investments. Thus, Company''s exposure to market risk is a function of investing and revenue generating and operating activities in foreign currency. The objective of market risk management is to avoid excessive exposure in our foreign currency revenues and costs.

Market risk comprises two types of risks: currency risk and interest rate risk: a) Currency risk

The Company is exposed to currency risk on account of its receivable and payables in foreign currency. The functional currency of the Company is Indian Rupee. The Company uses forward foreign exchange contracts and options foreign exchange contracts to hedge its currency risk, with a maturity of less than one year from the reporting date.

The Company does not use derivative financial instruments for trading or speculative purposes.

Sensitivity analysis

A reasonably possible strengthening/ (weakening) of the Indian Rupee against foreign currencies at reporting date would have affected the measurement of financial instruments denominated in foreign currencies and affected profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.

iii. Market risk

Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Company''s income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables. The Company

b) Interest rate risk

Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.

Exposure to Interest Rate Risk / Sensitivity

Company''s interest rate risk arises from borrowings. The interest rate profile of the Company''s interest-bearing financial instruments as reported to the management of the Company is as follows.

(a) Borrowings were applied for the purpose for which they were obtained. Bank returns/ stock statements filed by the Company with its bankers are in agreement with books of accounts.

(b) According to the sanction terms laid out by the consortium lenders, there is exclusive first pari passu charge on stock of raw materials, semi-finished and finished goods, stores and spares, bills receivables and book debts, both present and future.

41 Capital Management

Equity share capital and other equity are considered for the purpose of Company''s capital management. The Company manages its capital so as to safeguard its ability to continue as a going concern and to optimise returns to shareholders. The capital structure of the Company is based on management''s judgement of its strategic and day-to-day needs with a focus on total equity so as to maintain investor, creditors and market confidence. The management and the Board of Directors monitors the return on capital as well as the level of dividends to shareholders. The Company may take appropriate steps in order to maintain, or if necessary adjust, its capital structure.

The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position.

The Company monitors capital using a ratio of ‘adjusted net debt'' to ‘total equity''. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings, less cash and cash equivalents and other bank balances. Total equity comprises all components of equity.

42 There has been no delay in charges or satisfaction to be registered with ROC beyond the statutory period.

43 The Company does not have any transactions not recorded in the books of accounts that has been surrendered or disclosed as income during the year in tax assessments under the Income-tax Act, 1961.

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

45 Utilisation of Borrowed funds and share premium

The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like on behalf of the ultimate beneficiaries

46 The Board of Directors of the Company, at its meeting on 25^th March, 2023, had approved the Scheme of Arrangement under Sections 230 to 232 of the Companies Act, 2013 (the ‘Scheme''), for merger of its subsidiary Butterfly Gandhimathi Appliances Limited (“Butterfly") with the Company. Pursuant to the meeting of equity shareholders, secured creditors and unsecured creditors of Butterfly, convened as per the directions of Chennai Bench of the Hon''ble National Company Law Tribunal on 28^th October, 2023, the approval of majority of the public shareholders of the Butterfly was not received in favour of the Scheme. Accordingly, the Scheme is not acted upon.

47 The Code on Social Security 2020 (‘the Code'') relating to employee benefits, during the employment and post-employment, received Presidential assent on 28^th September, 2020. The Code has been published in the Gazette of India. Further, the Ministry of Labour and Employment has released draft rules for the Code on 13^th November, 2020. However, the effective date from which the changes are applicable is yet to be notified and rules for quantifying the financial impact are also not yet issued. The Company will assess the impact of the Code and will give appropriate impact in the financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.

48 No significant subsequent events have been observed which may require an adjustments to the financial statements.

49 Amount shown as I 0.00 represents amount below I 50,000 (Rupees Fifty Thousand).

50 Figures for the previous year have been regrouped wherever necessary.

No changes were made in the objectives, policies or processes for managing capital during the current and previous year.

I n order to achieve this overall objective, the Company''s capital management, among other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing during the current and previous year.

---

Mar 31, 2023

1. The investments is in compliance with Section 186(4) of the Companies Act, 2013.

2. The Company has complied with the number of layers prescribed under the Companies Act, 2013.

*On 22nd February, 2022, a Share Purchase Agreement (‘SPA'') was entered amongst the Company, Butterfly Gandhimathi Appliances Limited (‘Butterfly''), its Promoters and certain members of the Promoter Company of Butterfly for the sale of 55% of the issued and paid-up equity share capital of Butterfly. Consequent to the acquisition of 55% of the issued and paid-up equity share capital of Butterfly, the Company has become the Promoter and Holding Company of Butterfly with effect from 30th March, 2022.

In accordance with regulations 3(1) and 4 of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 2011, after acquisition of 55% stake of Butterfly on 30th March, 2022, an open offer was made by the Company for acquisition of upto 26% of the issued and paid-up equity share capital of Butterfly from its public shareholders. The open offer was fully subscribed and therefore the Company''s holding was increased from 55% to 81% w.e.f. 4th June, 2022.

To comply with the minimum public shareholding (‘MPS'') requirements mandated under Rule 19A of the Securities Contracts (Regulation) Rules, 1957, as amended, read with Regulation 38 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company divested 6% of the issued and paid-up equity share capital of Butterfly on 20th September, 2022 & 21st September, 2022 through Offer for Sale (‘OFS'') mechanism, which resulted into decrease in holding from 81% to 75%.

b. Rights, preferences and restrictions on shares

The Company has one class of share capital, i.e., equity shares having face value of ? 2 per share. Each holder of equity share is entitled to one vote per share. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

e. No class of shares have been issued as bonus shares or for consideration other than cash by the Company during the period of five years immediately preceding the current year end.

f. No class of shares have been bought back by the Company during the period of five years immediately preceding the current year end.

g. There are no shares reserved for issue under options and contracts/ commitments for the sale of shares/ disinvestment.

h. The Board of Directors have recommended payment of final dividend of ? 3 (Rupees three only) per equity share of the face value of ? 2 each for the financial year ended 31st March, 2023.

10 Share capital (Contd..)

Notes:

(i) The Company had received a request from Macritchie Investments Pte. Ltd and Seletar Investments Pte Ltd. on 9th June, 2022 for their re-classification from the Promoter Group category to Public category shareholder. In pursuance of the same, The Board of Directors of the Company (‘the Board'') in their meeting held on 13th June, 2022 had approved the request of reclassification and subsequently upon recommendation of the Board, shareholders of the Company approved the same in an Annual General Meeting of the Company held on 22nd July, 2022. In furtherance to the same an application was made to Stock Exchanges, which was approved on 21st December, 2022, following which Macritchie Investments Pte. Ltd and Seletar Investments Pte Ltd. are reclassified as public shareholders w.e.f 21st December, 2022.

(ii) As per records of the Company, including its register of shareholders/members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.

Nature and purpose of reserves Capital reserve

Capital reserve was created on cancellation of shares as per statutory requirement.

Securities premium

Securities premium was created on issue of shares at premium in accordance with Employee Stock Option Plans (ESOP). Employee stock option outstanding

The fair value of the equity-settled share based payment transactions with employees is recognised in Statement of profit and loss with corresponding credit to Employee Stock Options Outstanding Account.

Retained earnings

Retained earnings are the profits that the Company has earned till date, net-off less any transfers to general reserve, dividends or other distributions paid to shareholders.

Debenture redemption reserve

Debenture redemption reserve is a Statutory Reserve (as per the Companies Act, 2013) created out of profits of the Company for the purpose of redemption of debentures issued by the Company. In terms of amended rule 18(7) of the Companies (Share Capital and Debentures) Rules, 2014, the Company is not required to maintain debenture redemption reserve.

(ii) Funds raised from Non-Convertible Debentures were utilised for the purpose it were obtained.

(iii) During the year, the Company redeemed Secured Non-Convertible Debentures amounting to ? 150 crores, Series B (2020 issue), along with interest thereon, on 27th May, 2022.

(b) Working capital loan facility is secured by way of charge on the Company''s inventories and trade receivables.

(c) Funds raised from Commercial paper were utilised for long term purposes and spent for the purpose it were obtained. During the year, the Company redeemed commercial paper.

(2) Nature of provisions:

(a) Product warranties: The Company gives warranties on certain products and services, undertaking to repair / replace products, which fail to perform satisfactorily during the warranty period. Provision made represents the amount of the expected cost of meeting such obligation on account of repair / replacement. The timing of outflows is expected to be within a period of two to five years.

(b) Provision for statutory dues represents liability on account of non-collection of declaration forms and other legal matters which are in appeal under the Acts / Rules.

(c) Provision for other litigation obligation claims represents liabilities that are expected to materialise in respect of matters in appeal.

a) Based on assessment order received during the year, the Company has written-back an amount of ? 16.71 crore in respect of earlier years and the same is adjusted against tax expense for the year ended 31st March, 2023.

b) Basis the explanation as inserted by Finance Act, 2022, adjustment of tax relating to earlier periods amounting to ? 3.97 crore pertaining to Education cess claimed as an allowance in earlier years has been provided in previous year.

27	Contingent liabilities and commitments		H crore
Sr.		As at	As at
No.	Particulars	31st March, 2023	31st March, 2022
A	Contingent Liabilities: (to the extent not provided for) (a) Claims against the Company not acknowledged as debts	24.23	23.46
	(b) Income tax liability that may arise in respect of matters in appeal	33.66	29.01
	(c) Excise duty/ customs duty / service tax liability that may arise in	9.80	8.19
	respect of matters in appeal (d) GST/ Entry Tax/ Sales tax / VAT liability that may arise in respect of	117.78	117.60
	matters in appeal (e) Corporate and bank guarantees for debt given on behalf of subsidiary	249.00	-
B	company Commitments: Estimated amount of contracts remaining to be executed on capital	12.43	5.03
	account and not provided for (net of advances)

Notes:

1 The Company does not expect any reimbursements in respect of the above contingent liabilities.

2 It is not practicable to estimate the timing of cash outflows, if any, in respect of matters at (a) to (e) above, pending resolution of the arbitration/appellate proceedings.

(i) Income of ? 8.89 crores represents Gain on sale of stake in Butterfly for divestment of 10,72,775 Equity Shares i.e. 6.00% of the total equity share capital of Butterfly Gandhimathi Appliances Limited on 20th September, 2022 & 21st September, 2022 through Offer for Sale (“OFS”) mechanism in order to achieve compliance with the minimum public shareholding (“MPS”) requirements mandated under Rule 19A of the Securities Contracts (Regulation) Rules, 1957, as amended, read with Regulation 38 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

(ii) Expenses of ? 3.35 crore represents one time cost pertaining to professional expenses such as consultancy, legal advisory, share valuation etc incurred for the proposed merger of the subsidiary Butterfly into the Company as referred in Note 46.

F (a) Company applied the exemption not to recognize right-of-use assets and liabilities for leases with less than 12 months of lease term and low value asset.

(b) Lease contracts entered by the Company pertains to warehouses and offices taken on lease to conduct its business in the ordinary course. The Company does not have any lease restrictions and commitment towards variable rent as per the contract.

(c) The sensitivity analyses above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the year and may not be representative of the actual change. It is based on a change in the key assumption while holding all other assumptions constant. When calculating the sensitivity to the assumption, the same method used to calculate the liability recognised in the balance sheet has been applied. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared with the previous year.

(d) The Company makes contributions to the Gratuity Trust, which manages the investment. The Trust is a funded defined benefit plan for qualifying employees. The Scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment as per the Company''s Gratuity Scheme. Vesting occurs upon completion of five years of service.

(e) The Company provides post retirement medical benefits to qualifying employees.

(f) The actuarial valuation of plan assets and the present value of the defined benefit obligation were carried out at 31st March, 2023 and 31st March, 2022. The present value of the defined benefit obligation and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.

(g) Discount rate is based on the prevailing market yields of Indian Government securities as at the balance sheet date for the estimated term of the obligations.

(h) Expected rate of return on the plan assets is based on the average long-term rate of return expected on investments of the Fund during the estimated term of the obligations.

(i) The salary escalation rate considered in the actuarial valuation is arrived after taking into consideration the seniority, the promotion, inflation and other relevant factors.

a) Liabilities for post retirement benefits being Gratuity, Leave encashment and Post retirement medical benefits are provided on actuarial basis for the Company as a whole. The amount pertaining to Key management personnel are not included above.

b) The Company has granted shares under various Schemes to the eligible Key Management Personnel. The amount mentioned is the fair value of the grant charged to Statement of profit and loss.

a) All the related party contracts/ arrangements have been entered on arms'' length basis.

b) The amount of outstanding balances as shown above are unsecured and will be settled/ recovered in cash.

33 Earnings Per Share (EPS)

Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year.

Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.

The recoverable amount is based on a value-in-use calculation using the discounted cash flow method. The value-in-use calculation is made using pre-tax budgeted EBITDA projections of the next five years which is considered by the Board as a reasonable period.

The key assumptions used in value-in-use calculations are as follows:

a) Earnings (before interest and tax) margin: The margins have been estimated based on past experience after considering incremental revenue and savings from the efficiencies and cost saving initiatives driven by the Company.

b) Discount rate: Discount rate reflects the current market assessment of the risks specific to a cash generating unit and is estimated based on the weighted average cost of capital.

c) Long-term growth rate: The growth rates used are in line with the long-term average growth rates of the Company and are consistent with the internal / external sources of information.

The assumptions used are reviewed annually as part of management''s budgeting and strategic planning cycles. These estimates may differ from actual results. The values assigned to each of the key assumptions reflect the Management''s past experience as their assessment of future trends, and are consistent with external / internal sources of information.

Based on the above assumptions and analysis, no impairment was identified for any of the cash generating unit as at 31st March 2023 and 31st March, 2022 as the recoverable value of the cash generating unit exceeded the carrying value.

The Company has also performed sensitivity analysis calculations on the projections used and discount rate applied. The Company has concluded that, given the significant headroom that exists, and the results of the sensitivity analysis performed, there is no significant risk that reasonable changes in any key assumptions would cause the carrying value of goodwill to exceed its value in use.

The management assessed that cash and cash equivalents, trade receivables, trade payables, other current financial assets and other current financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.

B. Fair value heirarchy

The fair value of financial instruments as referred to in note (A) above have been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).

The categories used are as follows:

• Level 1: Quoted prices for identical instruments in an active market;

• Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs; and

• Level 3: Inputs which are not based on observable market data.

37 Financial instruments - Disclosures (Contd..)

i. Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers, investment in mutual funds and cash and cash equivalents.The Company makes provision on trade receivables based on Expected Credit loss (ECL) method based on provision matrix.

Trade receivables

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company has a detailed review mechanism of overdue trade receivables at various levels in the organisation to ensure proper attention and focus on realisation.

D. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

• Credit risk;

• Liquidity risk; and

• Market risk

Risk management framework

The Company''s Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. The Company has constituted a Risk Management Committee (RMC) for identification, evaluation and mitigation of operations, strategic and external risks. RMC has the overall responsibility for monitoring and recovering the Risk Management Plan and associated practices of the Company.

The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

The RMC oversees how management monitors compliance with the company''s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.

Expected credit loss assessment

Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine incurred and expected credit losses. Management believes that the unimpaired amounts that are past due are still collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk

Cash and cash equivalents and bank deposits

The Company held cash and cash equivalents and bank deposits with banks and financial institutions. The credit worthiness of such banks and financial institutions is evaluated by the management on an on-going basis and is considered to be good. Investment of surplus funds are made in bank deposits and other risk free securities.

Derivatives

The derivatives (forwards and options for foreign currency payments) are entered into with banks and financial institution counterparties with good credit ratings.

Investment in mutual funds

The Company limits its exposure to credit risk by investing only with counterparties that have a good credit rating. The Company does not expect any losses from non performance by these counter parties

Other than trade receivables, the Company has no other financial assets that are past due but not impaired.

ii. Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due at reasonable price. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risk to the Company''s reputation.

The Company monitors cash flow requirements and aims at optimising its cash return on investments and to maintain the level of its cash and bank balance and other highly marketable mutual fund investments at an amount in excess of expected cash outflows on financial liabilities.

iii. Market risk

Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Company''s income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables. The Company is exposed to market risk primarily related to foreign exchange rate risk, interest rate risk and the market value of investments. Thus, Company''s exposure to market risk is a function of investing and revenue generating and operating activities in foreign currency. The objective of market risk management is to avoid excessive exposure in our foreign currency revenues and costs.

Market risk comprises two types of risks: currency risk and interest rate risk a) Currency risk

The Company is exposed to currency risk on account of its receivable and payables in foreign currency. The functional currency of the Company is Indian Rupee. The Company uses forward foreign exchange contracts and options foreign exchange contracts to hedge its currency risk, with a maturity of less than one year from the reporting date.

The Company does not use derivative financial instruments for trading or speculative purposes.

Sensitivity analysis

A reasonably possible strengthening/ (weakening) of the Indian Rupee against foreign currencies at reporting date would have affected the measurement of financial instruments denominated in foreign currencies and affected profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.

Fair value sensitivity analysis for fixed-rate instruments

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

Fair value sensitivity analysis for variable-rate instruments

b) Interest rate risk

Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.

41 Capital Management

Equity share capital and other equity are considered for the purpose of Company''s capital management. The Company manages its capital so as to safeguard its ability to continue as a going concern and to optimize returns to shareholders. The capital structure of the Company is based on management''s judgement of its strategic and day-to-day needs with a focus on total equity so as to maintain investor, creditors and market confidence. The management and the Board of Directors monitors the return on capital as well as the level of dividends to shareholders. The Company may take appropriate steps in order to maintain, or if necessary adjust, its capital structure.

The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position.

The Company monitors capital using a ratio of ‘adjusted net debt'' to ‘total equity''. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings, less cash and cash equivalents and other bank balances. Total equity comprises all components of equity.

45 Utilisation of Borrowed funds and share premium

The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like on behalf of the ultimate beneficiaries

46 The Board of Directors at their meeting held on 25th March, 2023 considered and approved the Scheme of Amalgamation of the Butterfly Gandhimathi Appliances Limited, a subsidiary, with the Company, and their respective shareholders and creditors under section 230 to 232 and other applicable provisions of the Companies Act, 2013 read with rules made thereunder. The Scheme is subject to the receipt of necessary statutory and regulatory approvals including approval of Stock Exchanges, the Securities and Exchange Board of India, the respective shareholders and creditors of respective companies and National Company Law Tribunal(s) (Mumbai & Chennai Benches). The Company has filed the Scheme of arrangement with BSE and NSE on 7th April, 2023. Company is in the process of obtaining other approvals in relation to the Scheme. Pending such approval, no effect of the proposed amalgamation has been given in these financial statements.

47 The Code on Social Security 2020 (‘the Code'') relating to employee benefits, during the employment and post-employment, received Presidential assent on 28th September, 2020. The Code has been published in the Gazette of India. Further, the Ministry of Labour and Employment has released draft rules for the Code on 13th November, 2020. However, the effective date from which the changes are applicable is yet to be notified and rules for quantifying the financial impact are also not yet issued. The Company will assess the impact of the Code and will give appropriate impact in the financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.

48 No significant subsequent events have been observed which may require an adjustments to the financial statements.

49 Amount shown as ? 0.00 represents amount below ? 50,000 (Rupees Fifty Thousand)

50 Figures for the previous year have been regrouped wherever necessary.

43 The Company have not been declared wilful defaulter by any bank or financial institution or government or any government authority.

44 There has been no delay in charges or satisfaction to be registered with ROC beyond the statutory period.

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Mar 31, 2022

CWIP where completion is overdue or has exceeded its cost compared to its original plan is Nil (Previous year Nil).

(d) There have been no proceedings 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.

(e) The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.

1. The investments is in compliance with Section 186(4) of the Companies Act, 2013.”

2. The Company has complied with the number of layers prescribed under the Companies Act, 2013.

*On 22^nd February, 2022, a Share Purchase Agreement (“SPA”) was entered amongst the Company and Butterfly Gandhimathi Appliances Limited (“BGMAL”), its erstwhile Promoters and certain members of the erstwhile Promoter group of BGMAL for the sale of 55% of the issued and paid-up equity share capital of the BGMAL. Post acquisition of 55% of the issued and paid-up equity share capital of BGMAL, the Company has become the Promoter and Holding Company of BGMAL with effect from 30^th March, 2022. The company has paid '' 1,379.68 crores as purchase consideration towards purchase of 98,33,754 equity shares of BGMAL. '' 12.97 crores is added to cost of investment as it is directly attributable to acquisition of investments.

In accordance with regulations 3(1) and 4 of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 2011, the Public Announcement in connection with the Open Offer was made by the company on 22^nd February, 2022 for acquisition of 26.00% of the voting share capital of BGMAL from its public shareholder. The Draft Letter of Open Offer has been filed by the Company with the Securities & Exchange Board of India (”SEBI”) on 04^th March, 2022 and SEBI has given final observations on 10^th May, 2022. Pursuant to this, the Company has dispatched the letter of offer to the shareholder. The tendering period for the same is from 23^rd May, 2022 to 3^rd June, 2022. Requisite balance has been earmarked (Refer Note 10)

b. Rights, preferences and restrictions on shares

The Company has one class of share capital, i.e., equity shares having face value of '' 2 per share. Each holder of equity share is entitled to one vote per share. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

e. No class of shares have been issued as bonus shares or for consideration other than cash by the Company during the period of five years immediately preceding the current year end.

f. No class of shares have been bought back by the Company during the period of five years immediately preceding the current year end.

g. There are no shares reserved for issue under options and contracts/ commitments for the sale of shares/ disinvestment.

h. The Board of Directors have recommended payment of final dividend of '' 2.50 (Rupees two and Paisa fifty only) per equity share of the face value of '' 2 each for the financial year ended 31^st March, 2022.

As per records of the Company, including its register of shareholders/members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.

Nature and purpose of reserves Capital reserve

Capital reserve was created on cancellation of shares as per statutory requirement.

Securities premium

Securities premium was created on issue of shares at premium in accordance with Employee Stock Option Plans (ESOP).

Employee stock option outstanding

The fair value of the equity-settled share based payment transactions with employees is recognised in Statement of profit and loss with corresponding credit to Employee Stock Options Outstanding Account.

Retained earnings

Retained earnings are the profits that the Company has earned till date, net-off less any transfers to general reserve, dividends or other distributions paid to shareholders.

Debenture redemption reserve

Debenture redemption reserve is a Statutory Reserve (as per the Companies Act, 2013) created out of profits of the Company for the purpose of redemption of debentures issued by the Company. The Company is required to maintain a Debenture Redemption Reserve of 25% of the value of debenture issued, either by a public issue or on a private placement basis. The amounts credited to the debenture redemption reserve cannot be utilised by the Company except to redeem debentures. On completion of redemption, the reserve is transfered to retained earnings.

Debentures are secured by:

(a) Charge on ‘Crompton'' Brand and Registered Trade Marks of the Company; and

(b) Charge by way of equitable mortgage by deposit of title deeds of immovable properties situated in the State of Maharashtra, Himachal Pradesh and Goa.

Series A Non-Convertible Debentures (NCDs), issued on 29^th May, 2020, amounting to '' 150 crores were redeemed on 29^th Nov, 2021.

(a) Working capital demand loan is secured by way of charge on the Company''s inventories and trade receivables.

(b) Funds raised from Commercial paper are utilised for long term purposes and spent for the purpose it were obtained.

(b) The information has been given in respect of such vendors to the extent they could be identified as micro and small enterprises on the basis of information available with the Company.

(2) Nature of provisions:

(a) Product warranties: The Company gives warranties on certain products and services, undertaking to repair / replace products, which fail to perform satisfactorily during the warranty period. Provision made represents the amount of the expected cost of meeting such obligation on account of repair / replacement. The timing of outflows is expected to be within a period of two to five years.

(b) Provision for Statutory dues represents liability on account of non-collection of declaration forms and other legal matters which are in appeal under the Acts / Rules.

(c) Provision for other litigation obligation claims represents liabilities that are expected to materialise in respect of matters in appeal.

1 The Company does not expect any reimbursements in respect of the above contingent liabilities.

2 It is not practicable to estimate the timing of cash outflows, if any, in respect of matters at (a) to (d) above, pending resolution of the arbitration/appellate proceedings.

(f) (a) Company applied the exemption not to recognize right-of-use assets and liabilities for leases with less than 12 months of lease term and low value asset

(b) Lease contracts entered by the Company pertains to warehouses and offices taken on lease to conduct its business in the ordinary course. The Company does not have any lease restrictions and commitment towards variable rent as per the contract.

(c) The sensitivity analyses above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the year and may not be representative of the actual change. It is based on a change in the key assumption while holding all other assumptions constant. When calculating the sensitivity to the assumption, the same method used to calculate the liability recognised in the balance sheet has been applied. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared with the previous year.

(d) The Company makes contributions to the Gratuity Trust, which manages the investment. The Trust is a funded defined benefit plan for qualifying employees. The Scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment as per the Company''s Gratuity Scheme. Vesting occurs upon completion of five years of service.

(e) The Company provides post retirement medical benefits to qualifying employees.

(f) The actuarial valuation of plan assets and the present value of the defined benefit obligation were carried out at 31^st March, 2022 and 31^st March, 2021. The present value of the defined benefit obligation and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.

(g) Discount rate is based on the prevailing market yields of Indian Government securities as at the balance sheet date for the estimated term of the obligations.

(h) Expected rate of return on the plan assets is based on the average long-term rate of return expected on investments of the Fund during the estimated term of the obligations.

(i) The Company expects to fund nil (Previous year: nil) towards its gratuity plan during the year 2022-23.

(j) The salary escalation rate considered in the actuarial valuation is arrived after taking into consideration the seniority, the promotion, inflation and other relevant factors.

36 RELATED PARTY DISCLOSURESi) List of related parties over which control exist:

Name of the subsidiary companies:

Pinnacles Lighting Project Private Limited (from 31^st December, 2018)

Nexustar Lighting Project Private Limited (from 2^nd January, 2019)

Butterfly Ganthimathi Appliances Limited (from 30^th March, 2022)

ii) Other Related Parties:

ASK Wealth Advisors Private Limited (upto 23^rd July, 2021)

Crompton (CSR) Foundation

DFM Foods Ltd. (upto 28^th January, 2022)

iii) Name of Post employment benefit plans with whom transactions were carried out during the year:

Crompton Greaves Consumer Electricals Limited Employees'' Gratuity Trust Crompton Greaves Consumer Electricals Limited Employees'' Superannuation Fund

iv) Key Management Personnel:

Mr. H. M. Nerurkar, Chairman and Independent Director

Mr. D. Sundaram, Independent Director

Mr. P. M. Murty, Independent Director

Ms. Smita Anand, Independent Director

Mr. P.R. Ramesh, Independent Director (from 21^st May, 2021)

Ms. Hiroo Mirchandani, Independent Director (from 28^th January, 2022) Ms. Shweta Jalan, Non-Executive Director (upto 23^rd July, 2021)

Mr. Sahil Dalal, Non-Executive Director (upto 23^rd July, 2021)

Mr. Promeet Ghosh, Non-Executive Director

Mr. Shantanu Khosla, Managing Director

Mr. Mathew Job, Executive Director and Chief Executive Officer

Mr. Sandeep Batra, Chief Financial Officer (upto 30^th May 2022)

Ms. Pragya Kaul, Company Secretary

*Short-term benefits for the current year include '' 153.69 crores (previous year: '' 3.25 crores) on account of

exercise of stock options

Notes:

a) Liabilities for post retirement benefits being Gratuity, Leave encashment and Post retirement medical benefits are provided on actuarial basis for the Company as a whole. The amount pertaining to Key management personnel are not included above.

b) The Company has granted shares under various Schemes to the eligible Key Management Personnel. The amount mentioned is the fair value of the grant charged to Statement of profit and loss.

37 EARNINGS PER SHARE (EPS)

Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year.

Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.

The recoverable amount is based on a value-in-use calculation using the discounted cash flow method. The value-in-use calculation is made using pre-tax budgeted EBITDA projections of the next five years which is considered by the Board as a reasonable period.

The key assumptions used in value-in-use calculations are as follows:

a) Earnings (before interest and tax) margin: The margins have been estimated based on past experience after considering incremental revenue and savings from the efficiencies and cost saving initiatives driven by the Company.

b) Discount rate: Discount rate reflects the current market assessment of the risks specific to a cash generating unit and is estimated based on the weighted average cost of capital.

c) Long-term growth rate: The growth rates used are in line with the long-term average growth rates of the Company and are consistent with the internal / external sources of information.

The assumptions used are reviewed annually as part of management''s budgeting and strategic planning cycles. These estimates may differ from actual results. The values assigned to each of the key assumptions reflect the Management''s past experience as their assessment of future trends, and are consistent with external / internal sources of information.

Based on the above assumptions and analysis, no impairment was identified for any of the cash generating unit as at 31^st March 2022 and 31^st March, 2021 as the recoverable value of the cash generating unit exceeded the carrying value.

The Company has also performed sensitivity analysis calculations on the projections used and discount rate applied. The Company has concluded that, given the significant headroom that exists, and the results of the sensitivity analysis performed, there is no significant risk that reasonable changes in any key assumptions would cause the carrying value of goodwill to exceed its value in use.

39 SHARE-BASED PAYMENTSEmployee stock options - equity settled

(a) The Members of the Company have approved by way of postal ballots grant of Employee stock options under various Schemes. The plan envisaged grant of shares to eligible employees at market price/pre-determined value as determined by the Nomination and Remuneration Committee (NRC) of the Board of Directors from time to time.

40 OPERATING SEGMENTS A. General Information

The Company has determined following reporting segments based on the information reviewed by the Group''s Chief Operating Decision Maker (‘CODM'').

a) Electric Consumer Durables

b) Lighting Products

The above business segments have been identified considering:

a) the nature of products and services

b) the differing risks and returns

c) the internal organisation and management structure, and

d) the internal financial reporting systems.

The CODM, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Management Committee as explained in the Director''s Report section.

E. Disaggregation of revenue based on products

Information given above concerning reportable segment-wise revenue are sufficient to meet the required disclosures under Ind AS 115, Revenue from Contracts with Customers, with respect to disaggregation of revenue.

F. Geographic information

The Company mainly caters to Indian Market, accordingly, secondary information/ geographical segment is not applicable.

G. Information about major customers

There are no customers having revenue exceeding 10% of total revenues.

41 FINANCIAL INSTRUMENTS - DISCLOSURES A. Accounting classification and fair values

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.

The management assessed that cash and cash equivalents, trade receivables, trade payables, other current financial assets and other current financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.

B. Fair value hierarchy

The fair value of financial instruments as referred to in note (A) above have been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities

(Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).

The categories used are as follows:

• Level 1: Quoted prices for identical instruments in an active market;

• Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs; and

• Level 3: Inputs which are not based on observable market data.

D. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

¦ Credit risk;

¦ Liquidity risk; and

¦ Market risk

Risk management framework

The Company''s Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. Company has constituted a Risk Management Committee (RMC) for identification, evaluation and mitigation of operations, strategic and external risks. RMC has the overall responsibility for monitoring and recovering the Risk Management Plan and associated practices of the Company.

The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

The RMC oversees how management monitors compliance with the company''s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.

i. Interest rate risk

Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.

Fair value sensitivity analysis for fixed-rate instruments

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

ii. Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers, investment in mutual funds and cash and cash equivalents.The Company makes provision on trade receivables based on Expected Credit loss (ECL) method based on provision matrix.

Trade receivables

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company has a detailed review mechanism of overdue trade receivables at various levels in the organisation to ensure proper attention and focus on realisation.

Expected credit loss assessment

Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine incurred and expected credit losses. Management believes that the unimpaired amounts that are past due are still collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk.

Cash and cash equivalents and bank deposits

The Company held cash and cash equivalents and bank deposits with banks and financial institutions. The credit worthiness of such banks and financial institutions is evaluated by the management on an on-going basis and is considered to be good. Investment of surplus funds are made in bank deposits and other risk free securities.

Derivatives

The derivatives (forwards and options for foreign currency payments) are entered into with banks and financial institution counterparties with good credit ratings.

Investment in mutual funds

The Company limits its exposure to credit risk by investing only with counterparties that have a good credit rating. The Company does not expect any losses from non performance by these counter parties. Other than trade receivables, the Company has no other financial assets that are past due but not impaired.

iii. Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due at reasonable price. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risk to the Company''s reputation.

The Company monitors cash flow requirements and aims at optimising its cash return on investments and to maintain the level of its cash and bank balance and other highly marketable mutual fund investments at an amount in excess of expected cash outflows on financial liabilities.

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. The contractual cash flows are gross and undiscounted, and include estimated interest payments.

iv. Market risk

Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Company''s income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables. The Company is exposed to market risk primarily related to foreign exchange rate risk, interest rate risk and the market value of investments. Thus, Company''s exposure to market risk is a function of investing and revenue generating and operating activities in foreign currency. The objective of market risk management is to avoid excessive exposure in our foreign currency revenues and costs.

v. Currency risk

The Company is exposed to currency risk on account of its receivable and payables in foreign currency. The functional currency of the Company is Indian Rupee. The Company uses forward foreign exchange contracts and options foreign exchange contracts to hedge its currency risk, with a maturity of less than one year from the reporting date.

Company do not use derivative financial instruments for trading or speculative purposes.

45 CAPITAL MANAGEMENT

Equity share capital and other equity are considered for the purpose of Company''s capital management. The Company manages its capital so as to safeguard its ability to continue as a going concern and to optimize returns to shareholders. The capital structure of the Company is based on management''s judgement of its strategic and day-to-day needs with a focus on total equity so as to maintain investor, creditors and market confidence. The management and the Board of Directors monitors the return on capital as well as the level of dividends to shareholders. The Company may take appropriate steps in order to maintain, or if necessary adjust, its capital structure.

The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position.

The Company monitors capital using a ratio of ‘adjusted net debt'' to ‘total equity''. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings, less cash and cash equivalents, other bank balances and current investments. Total equity comprises all components of equity.

47 The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

48 There has been no delay in Charges or satisfaction to be registered with ROC beyond the statutory period

49 Utilisation of Borrowed funds and share premium

The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like on behalf of the ultimate beneficiaries

50 The Code on Social Security 2020 (‘the Code'') relating to employee benefits, during the employment and postemployment, received Presidential assent on September 28, 2020. The Code has been published in the Gazette of India. Further, the Ministry of Labour and Employment has released draft rules for the Code on November 13, 2020. However, the effective date from which the changes are applicable is yet to be notified and rules for quantifying the financial impact are also not yet issued. The Company will assess the impact of the Code and will give appropriate impact in the financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.

51 Amount shown as '' 0.00 crore represents amount below '' 50,000 (Rupees Fifty Thousand)

52 Figures for the previous year have been regrouped wherever necessary.

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Mar 31, 2021

Nature and purpose of reserves Capital reserve

Capital reserve was created on cancellation of shares as per statutory requirement.

Securities premium

Securities premium was created on issue of shares at premium in accordance with Employee Stock Option Plans (ESOP).

Employee stock option outstanding

The fair value of the equity-settled share based payment transactions with employees is recognised in Statement of profit and loss with corresponding credit to Employee Stock Options Outstanding Account.

Retained earnings

Retained earnings are the profits that the Company has earned till date, net-off less any transfers to general reserve, dividends or other distributions paid to shareholders.

Debenture redemption reserve

Debenture redemption reserve is a Statutory Reserve (as per the Companies Act, 2013) created out of profits of the Company for the purpose of redemption of debentures issued by the Company. The Company is required to maintain a Debenture Redemption Reserve of 25% of the value of debenture issued, either by a public issue or on a private placement basis. The amounts credited to the debenture redemption reserve cannot be utilised by the Company except to redeem debentures. On completion of redemption, the reserve is transfered to retained earnings.

(2) Nature of provisions:

(a) Product warranties: The Company gives warranties on certain products and services, undertaking to repair / replace products, which fail to perform satisfactorily during the warranty period. Provision made represents the amount of the expected cost of meeting such obligation on account of repair / replacement. The timing of outflows is expected to be within a period of two year.

(b) Provision for sales tax / VAT / other taxes represents liability on account of non-collection of declaration forms and other legal matters which are in appeal under the Acts / Rules.

(c) Provision for other litigation obligation claims represents liabilities that are expected to materialise in respect of matters in appeal.

(d) Others represent provision made towards probable cash discount and probable return of goods from customers.

(c) The sensitivity analyses above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the year and may not be representative of the actual change. It is based on a change in the key assumption while holding all other assumptions constant. When calculating the sensitivity to the assumption, the same method used to calculate the liability recognised in the balance sheet has been applied. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared with the previous year.

(d) The Company makes contributions to the Gratuity Trust, which manages the investment. The Trust is a funded defined benefit plan for qualifying employees. The Scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment as per the Company''s Gratuity Scheme. Vesting occurs upon completion of five years of service.

(e) The Company provides post retirement medical benefits to qualifying employees.

(f) The actuarial valuation of plan assets and the present value of the defined benefit obligation were carried out at 31^st March, 2021 and 31^st March, 2020. The present value of the defined benefit obligation and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.

(g) Discount rate is based on the prevailing market yields of Indian Government securities as at the balance sheet date for the estimated term of the obligations.

(h) Expected rate of return on the plan assets is based on the average long-term rate of return expected on investments of the Fund during the estimated term of the obligations.

(i) The Company expects to fund '' Nil towards its gratuity plan during the year 2021-22.

(j) The salary escalation rate considered in the actuarial valuation is arrived after taking into consideration the seniority, the promotion, inflation and other relevant factors.

36 DISCLOSURE PURSUANT TO INDIAN ACCOUNTING STANDARD (IND AS) 24, RELATED PARTY DISCLOSURESi) List of related parties over which control exist:

Name of the subsidiary companies (wholly owned):

1 Pinnacles Lighting Project Private Limited

2 Nexustar Lighting Project Private Limited (from 2^nd January, 2019)

ii) Other Related Parties:

1 ASK Wealth Advisors Private Limited

2 Crompton (CSR) Foundation

iii) Name of Post employment benefit plans with whom transactions were carried out during the year:

1 Crompton Greaves Consumer Electricals Limited Employees'' Gratuity Trust

2 Crompton Greaves Consumer Electricals Limited Employees'' Superannuation Fund

37 DISCLOSURE PURSUANT TO INDIAN ACCOUNTING STANDARD (IND AS) 33, EARNINGS PER SHARE

Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year.

Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.

The recoverable amount is based on a value-in-use calculation using the discounted cash flow method. The value-in-use calculation is made using pre-tax budgeted EBITDA projections of the next five years which is considered by the Board as a reasonable period.

The key assumptions used in value-in-use calculations are as follows:

a) Earnings (before interest and tax) margin: The margins have been estimated based on past experience after considering incremental revenue and savings from the efficiencies and cost saving initiatives driven by the Company.

b) Discount rate: Discount rate reflects the current market assessment of the risks specific to a cash generating unit and is estimated based on the weighted average cost of capital.

c) Long-term growth rate: The growth rates used are in line with the long-term average growth rates of the Company and are consistent with the internal / external sources of information.

The assumptions used are reviewed annually as part of management''s budgeting and strategic planning cycles. These estimates may differ from actual results. The values assigned to each of the key assumptions reflect the Management''s past experience as their assessment of future trends, and are consistent with external / internal sources of information.

Based on the above assumptions and analysis, no impairment was identified for any of the cash generating unit as at 31^st March 2021 and 31^st March, 2020 as the recoverable value of the cash generating unit exceeded the carrying value.

The Company has also performed sensitivity analysis calculations on the projections used and discount rate applied. The Company has concluded that, given the significant headroom that exists, and the results of the sensitivity analysis performed, there is no significant risk that reasonable changes in any key assumptions would cause the carrying value of goodwill to exceed its value in use.

40 DISCLOSURE PURSUANT TO INDIAN ACCOUNTING STANDARD (IND AS) 108, OPERATING SEGMENTSA. General Information

(i) Basis of identifying operating segments :

Operating segments are identified as those components of the Company (a) that engage in business activities to earn revenues and incur expenses including transactions with any of the Company''s other components; (b) whose operating results are regularly reviewed by the Board of Directors to make decisions about resource allocation and performance assessment and (c) for which discrete financial information is available.

The Company has two reportable segments as described under ‘Segment Composition'' below. The nature of products and services offered by these businesses are different and are managed separately given the different sets of technology and competency requirements.

(ii) Reportable segments :

An operating segment is classified as reportable segment if reported revenue (including inter-segment revenue) or absolute amount of result or assets exceed 10% or more of the combined total of all the operating segments.

(iii) Segment profit :

Performance of a segment is measured based on segment profit (before interest and tax), as included in the internal management reports that are reviewed by the Company''s Board of Directors.

(iv) Segment composition :

Electric Consumer Durables comprises the product categories of Fans, Pumps and Appliances.

Lighting products comprises of Luminaires and Light Sources.

D. Disaggregation of revenue based on products

Information given above concerning reportable segment-wise revenue are sufficient to meet the required disclosures under Ind AS 115, Revenue from Contracts with Customers, with respect to disaggregation of revenue.

E. Geographic information

The Company mainly caters to Indian Market, accordingly, secondary information/ geographical segment is not applicable.

F. Information about major customers

There are no customers having revenue exceeding 10% of total revenues.

41 DISCLOSURE PURSUANT TO INDIAN ACCOUNTING STANDARD (IND AS) 107, FINANCIAL INSTRUMENTS - DISCLOSURES A. Accounting classification and fair values

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.

B. Fair value hierarchy

The fair value of financial instruments as referred to in note (A) above have been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).

The categories used are as follows:

• Level 1: Quoted prices for identical instruments in an active market;

• Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs; and

• Level 3: Inputs which are not based on observable market data.

C. Measurement of fair values

Valuation techniques and significant unobservable inputs

The following tables show the valuation techniques used in measuring Level 2 and Level 3 fair values, as well as the significant unobservable inputs used.

D. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

¦ Credit risk;

¦ Liquidity risk; and

¦ Market risk

Risk management framework

The Company''s Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. Company has constituted a Risk Management Committee (RMC) for identification, evaluation and mitigation of operations, strategic and external risks. RMC has the overall responsibility for monitoring and recovering the Risk Management Plan and associated practices of the Company.

The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

The RMC oversees how management monitors compliance with the company''s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.

i. Interest rate risk

Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.

Exposure to interest rate risk

Company''s interest rate risk arises from borrowings. The interest rate profile of the Company''s interestbearing financial instruments as reported to the management of the Company is as follows.

Fair value sensitivity analysis for fixed-rate instruments

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

ii. Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers, investment in mutual funds and cash and cash equivalents.The Company makes provision on trade receivables based on Expected Credit loss (ECL) method based on provision matrix.

Trade receivables

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company has a detailed review mechanism of overdue trade receivables at various levels in the organisation to ensure proper attention and focus on realisation.

Cash and cash equivalents and bank deposits

The Company held cash and cash equivalents and bank deposits with banks and financial institutions. The credit worthiness of such banks and financial institutions is evaluated by the management on an on-going basis and is considered to be good. Investment of surplus funds are made in bank deposits and other risk free securities.

Derivatives

The derivatives (forwards and options for foreign currency payments) are entered into with banks and financial institution counterparties with good credit ratings.

Investment in mutual funds

The Company limits its exposure to credit risk by investing only with counterparties that have a good credit rating. The Company does not expect any losses from non performance by these counter parties.

Other than trade receivables, the Company has no other financial assets that are past due but not impaired.

iii. Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due at reasonable price. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risk to the Company''s reputation.

The Company monitors cash flow requirements and aims at optimising its cash return on investments and to maintain the level of its cash and bank balance and other highly marketable mutual fund investments at an amount in excess of expected cash outflows on financial liabilities.

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. The contractual cash flows are gross and undiscounted, and include estimated interest payments.

iv. Market risk

Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Company''s income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables. The Company is exposed to market risk primarily related to foreign exchange rate risk, interest rate risk and the market value of investments. Thus, Company''s exposure to market risk is a function of investing and revenue generating and operating activities in foreign currency. The objective of market risk management is to avoid excessive exposure in our foreign currency revenues and costs.

v. Currency risk

The Company is exposed to currency risk on account of its receivable and payables in foreign currency. The functional currency of the Company is Indian Rupee. The Company uses forward foreign exchange contracts and options foreign exchange contracts to hedge its currency risk, with a maturity of less than one year from the reporting date.

42 CAPITAL MANAGEMENT

Equity share capital and other equity are considered for the purpose of Company''s capital management. The Company manages its capital so as to safeguard its ability to continue as a going concern and to optimize returns to shareholders. The capital structure of the Company is based on management''s judgement of its strategic and day-to-day needs with a focus on total equity so as to maintain investor, creditors and market confidence. The management and the Board of Directors monitors the return on capital as well as the level of dividends to shareholders. The Company may take appropriate steps in order to maintain, or if necessary adjust, its capital structure.

The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position.

The Company monitors capital using a ratio of ‘adjusted net debt'' to ‘total equity''. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings, less cash and cash equivalents, other bank balances and current investments. Total equity comprises all components of equity.

44 Based on assessment order received during the year, the Company has written-back an amount of '' 76.68 crore (Previous year '' 57.38 crore) in respect of earlier years and the same is netted-off from current tax expense for the year ended 31^st March, 2021.

45 COVID-19 has caused disruptions to businesses across India. The management has considered subsequent events, internal and external information in finalising various financial estimates as at the date of approval of these financial results and have not identified any material impact on the carrying value of assets, liabilities or provisions. The management will continue to closely monitor any changes to future economic conditions and assess its impact on the operations.

46 The Code on Social Security, 2020 (‘Code'') relating to employee benefits during employment and post-employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period when the Code becomes effective.

47 Amount shown as '' 0.00 represents amount below '' 50,000 (Rupees Fifty Thousand).

48 Figures for the previous year have been regrouped wherever necessary.

---

Mar 31, 2019

Company Overview:

Crompton Greaves Consumer Electricals Limited (the ‘Company’ or ‘Crompton’) is engaged in the business of manufacturing, trading, selling and distribution of fans, lighting, pumps and appliances. The Company is a public limited company incorporated and domiciled in India and has its registered office at Mumbai, India.

Notes: (a) Cost of freehold land included Rs.0.34 crore; (Previous year Rs.0.34 crore) for which conveyance is yet to be completed.

(b) Cost / valuation of buildings includes ownership accommodation in various co-operative societies and apartments: Rs.0.67 crore; (Previous year Rs.0.67 crore), including 3 shares of Rs. 100 each, which is in the process of transferring in the Company’s name.

(c) Carrying amount of property, plant and equipment and intangible assets given as collateral for borrowings is Rs. 785.44 crore; (Previous year Rs. 785.47 crore).

a. Rights, preferences and restrictions on shares

The Company has one class of share capital, i.e., equity shares having face value of Rs. 2 per share. Each holder of equity share is entitled to one vote per share. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

b. There are no bonus shares issued/ shares bought back.

c. There are no shares reserved for issue under options and contracts/ commitments for the sale of shares/ disinvestment.

d. The Board of Directors has recommended a dividend of Rs. 2; (Previous year Rs. 1.75) per fully paid up equity share of Rs. 2 each, aggregating to Rs. 151.17 crore; (Previous year Rs. 132.24 crore), including dividend distribution tax.

[Note: For movements in reserves - refer Statement of changes in equity]

Nature and purpose of reserves Capital reserve

Capital reserve was created on cancellation of shares as per statutory requirement.

Securities premium

Securities premium was created on issue of shares at premium in accordance with Employee Share Option Plan (ESOP). Employee share option outstanding account

The fair value of the equity-settled share based payment transactions with employees is recognised in Statement of profit and loss with corresponding credit to Employee Stock Options Outstanding Account.

Retained earnings

Retained earnings are the profits that the Company has earned till date, net-off less any transfers to general reserve, dividends or other distributions paid to shareholders.

Debenture redemption reserve

Debenture redemption reserve is a Statutory Reserve (as per the Companies Act, 2013) created out of profits of the Company for the purpose of redemption of debentures issued by the Company. The Company is required to maintain a Debenture Redemption Reserve of 25% of the value of debenture issued, either by a public issue or on a private placement basis. The amounts credited to the debenture redemption reserve cannot be utilised by the Company except to redeem debentures. On completion of redemption, the reserve is transferred to retained earnings.

Debentures are secured by:

(a) Charge on ‘Crompton’ Brand and Registered Trade Marks of the Company; and

(b) Charge by way of equitable mortgage by deposit of title deeds of immovable properties situated in the State of Maharashtra, Himachal Pradesh and Goa.

Note:

(a) Micro, Small and Medium enterprises have been identified by the Company on the basis of the information available. Total outstanding dues to suppliers which are outstanding for more than the stipulated period and other disclosures as per the Micro, Small and Medium Enterprises Development Act, 2006, (MSMED Act) as at 31st March, 2019. The disclosure pursuant to the said Act is as under:

(b) The information has been given in respect of such vendors to the extent they could be identified as micro and small enterprises on the basis of information available with the Company.

(b) Nature of provisions:

(i) Product warranties: The Company gives warranties on certain products and services, undertaking to repair / replace products, which fail to perform satisfactorily during the warranty period. Provision made represents the amount of the expected cost of meeting such obligation on account of repair / replacement. The timing of outflows is expected to be within a period of two years.

(ii) Provision for sales tax / VAT / other taxes represents liability on account of non-collection of declaration forms and other legal matters which are in appeal under the Acts / Rules.

(iii) Provision for other litigation obligation claims represents liabilities that are expected to materialise in respect of matters in appeal.

(iv) Others represent provision made towards probable cash discount and probable return of goods from customers.

1 Disclosure pursuant to Indian Accounting Standard (Ind AS) 19, Employee Benefits

(a) Defined contribution plans (Refer Accounting Policy Note 1.16) as per Acturial Valuation

Amount of Rs. 9.47 crore; (Previous year : Rs. 9.29 crore) is recognised as an expense and included in Employee benefits expense as under the following defined contribution plans: (Refer Note 28)

(b) Defined Benefit Plans (Refer Accounting Policy Note 1.16) as per Actuarial Valuation:

(c) The sensitivity analysis above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the year and may not be representative of the actual change. It is based on a change in the key assumption while holding all other assumptions constant. When calculating the sensitivity to the assumption, the same method used to calculate the liability recognised in the Balance Sheet has been applied. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared with the previous year.

(d) The Company makes contributions to the Gratuity Trust, which manages the investment. The trust is a funded defined benefit plan for qualifying employees. The Scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment as per the Company’s Gratuity Scheme. Vesting occurs upon completion of five years of service.

(e) The Company provides post retirement medical benefits to qualifying employees.

(f) The actuarial valuation of plan assets and the present value of the defined benefit obligation were carried out at 31st March, 2019 and 31st March, 2018. The present value of the defined benefit obligation and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.

(g) Discount rate is based on the prevailing market yields of Indian Government securities as at the balance sheet date for the estimated term of the obligations.

(h) Expected rate of return on the plan assets is based on the average long-term rate of return expected on investments of the Fund during the estimated term of the obligations.

(i) The Company expects to fund Rs. Nil; (Previous year: Rs. Nil) towards its gratuity plan during the year 2019-20.

(j) The salary escalation rate considered in the actuarial valuation is arrived after taking into consideration the seniority, the promotion, inflation and other relevant factors.

2 Disclosure pursuant to Indian Accounting Standard (Ind AS) 24, Related Party Disclosures

i) List of related parties over which control exist:

Name of the subsidiary companies:

1 Pinnacles Lighting Project Private Limited (from 31st December, 2018)

2 Nexustar Lighting Project Private Limited (from 2nd January, 2019)

ii) Other Related Parties:

1 ASK Wealth Advisors Private Limited

iii) Name of Post employment benefit plans with whom transactions were carried out during the year:

1 Crompton Greaves Consumer Electricals Limited Employees’ Gratuity Trust

2 Crompton Greaves Consumer Electricals Limited Employees’ Superannuation Fund

iv) Key Management Personnel:

1 Mr. H. M. Nerurkar, Chairman and Independent Director

2 Mr. D. Sundaram, Independent Director

3 Mr. P M. Murty, Independent Director

4 Ms. Smita Anand, Independent Director (from 10th December, 2018)

5 Ms. Shweta Jalan, Non-Executive Director

6 Mr. Sahil Dalal, Non-Executive Director

7 Mr. Promeet Ghosh, Non-Executive Director

8 Mr. Ravi Narain, Non-Executive Director (upto 5th March, 2018)

9 Mr. Shantanu Khosla, Managing Director

10 Mr. Mathew Job, Chief Executive Officer

11 Mr. Sandeep Batra, Chief Financial Officer

12 Ms. Pragya Kaul, Company Secretary

Notes:

a) Liabilities for post retirement benefits being Gratuity, Leave encashment and Post retirement medical benefits are provided on actuarial basis for the Company as a whole. The amount pertaining to Key management personnel are not included above.

b) The Company has granted shares under various Schemes to the eligible Key Management Personnel. The amount mentioned is the fair value of the grant charged to Statement of profit and loss.

Notes:

a) All the related party contracts/ arrangements have been entered on arms’ length basis.

b) The amount of outstanding balances as shown above are unsecured and will be settled/ recovered in cash.

3 Disclosure pursuant to Indian Accounting Standard (Ind AS) 33, Earnings Per Share

Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year.

Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.

4 Disclosure pursuant to Indian Accounting Standard (Ind AS) 36, Impairment of Assets

For the purpose of impairment testing, goodwill is allocated to the Company’s operating division (not at segment level), which is not higher than the Company’s operating segments. The aggregate carrying amounts of goodwill allocated to each unit are as follows:

The recoverable amount is based on a value-in-use calculation using the discounted cash flow method. The value-in-use calculation is made using pre-tax budgeted EBITDA projections of the next five years which is considered by the Board as a reasonable period.

The key assumptions used in value-in-use calculations are as follows:

a) Earnings (before interest and tax) margin :The margins have been estimated based on past experience after considering incremental revenue and savings from the efficiencies and cost saving initiatives driven by the Company.

b) Discount rate : Discount rate reflects the current market assessment of the risks specific to a cash generating unit and is estimated based on the weighted average cost of capital.

c) Long-term growth rate: The growth rates used are in line with the long-term average growth rates of the Company and are consistent with the internal / external sources of information.

The assumptions used are reviewed annually as part of management’s budgeting and strategic planning cycles. These estimates may differ from actual results. The values assigned to each of the key assumptions reflect the Management’s past experience as their assessment of future trends, and are consistent with external / internal sources of information.

Based on the above assumptions and analysis, no impairment was identified for any of the cash generating unit as at 31st March, 2019 and 31st March, 2018 as the recoverable value of the cash generating unit exceeded the carrying value.

The Company has also performed sensitivity analysis calculations on the projections used and discount rate applied. The Company has concluded that, given the significant headroom that exists, and the results of the sensitivity analysis performed, there is no significant risk that reasonable changes in any key assumptions would cause the carrying value of goodwill to exceed its value in use.

5 Disclosure pursuant to Indian Accounting Standard (Ind AS) 102, Share-based Payment Employee share options - equity settled

(a) The Members of the Company have approved on 22nd October, 2016 by way of postal ballot grant of Employee share options under various Schemes. The plan envisaged grant of shares to eligible employees at market price/ pre-determined value as determined by the Nomination and Remuneration Committee (NRC) of the Board of Directors from time to time.

(g) Weighted average share price of options exercised during the year is Rs. 223.43 crore; (Previous year Rs. 244.43 crore).

6 Disclosure pursuant to Indian Accounting Standard (Ind AS) 108, Operating Segments A. General Information

The segment reporting of the Company has been prepared in accordance with the standard.

(i) Basis of identifying operating segments :

Operating segments are identified as those components of the Company (a) that engage in business activities to earn revenues and incur expenses (including transactions with any of the Company’s other components;

(b) whose operating results are regularly reviewed by the Board of Directors to make decisions about resource allocation and performance assessment and (c) for which discrete financial information is available.

The Company has two reportable segments as described under ‘Segment Composition’ below. The nature of products and services offered by these businesses are different and are managed separately given the different sets of technology and competency requirements.

(ii) Reportable segments :

An operating segment is classified as reportable segment if reported revenue (including inter-segment revenue) or absolute amount of result or assets exceed 10% or more of the combined total of all the operating segments.

(iii) Segment profit :

Performance of a segment is measured based on segment profit (before interest and tax), as included in the internal management reports that are reviewed by the Company’s Board of Directors

(iv) Segment composition :

Electrical Consumer Durables comprises the product categories of Fans, Pumps and Appliances Lighting products comprises of Luminaires and Light Sources

D. Geographic information

The Company mainly caters to Indian Market, accordingly, secondary information/ geographical segment is not applicable.

E. Information about major customers

There are no customers having revenue exceeding 10% of total revenue.

7 Disclosure pursuant to Indian Accounting Standard (Ind AS) 107, Financial instruments - Disclosures

A. Accounting classification and fair values

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.

B. Fair value heirarchy

The fair value of financial instruments as referred to in Note A above have been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).

The categories used are as follows:

- Level 1: Quoted prices for identical instruments in an active market;

- Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs; and

- Level 3: Inputs which are not based on observable market data.

C. Measurement of fair values

Valuation techniques and significant unobservable inputs

The following tables show the valuation techniques used in measuring Level 2 and Level 3 fair values, as well as the significant unobservable inputs used.

D. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- Credit risk;

- Liquidity risk; and

- Market risk

Risk management framework

The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. Company has constituted a Risk Management Committee (‘RMC’) for identification, evaluation and mitigation of operations, strategic and external risks. RMC has the overall responsibility for monitoring and recovering the Risk Management Plan and associated practices of the Company.

The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Risk Management Committee oversees how management monitors compliance with the company’s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.

i. Interest rate risk

Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.

Exposure to interest rate risk

Company’s interest rate risk arises from borrowings. The interest rate profile of the Company’s interest-bearing financial instruments as reported to the management of the Company is as follows.

Fair value sensitivity analysis for fixed-rate instruments

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

ii. Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counter party to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s receivables from customers, investment in mutual funds and cash and cash equivalents.The Company makes provision on trade receivables based on Expected Credit loss (ECL) method based on provision matrix.

Trade receivables

The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company has a detailed review mechanism of overdue trade receivables at various levels in the organisation to ensure proper attention and focus on realisation.

Expected credit loss assessment

Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine incurred and expected credit losses. Management believes that the unimpaired amounts that are past due are still collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk.

Cash and cash equivalents and bank deposits

The Company held cash and cash equivalents and bank deposits with banks and financial institutions. The credit worthiness of such banks and financial institutions is evaluated by the management on an on-going basis and is considered to be good. Investment of surplus funds are made in bank deposits and other risk free securities.

Derivatives

The derivatives (forwards and options for foreign currency payments) are entered into with banks and financial institution counter parties with good credit ratings.

Investment in mutual funds

The Company limits its exposure to credit risk by investing only with counter parties that have a good credit rating. The Company does not expect any losses from non performance by these counter parties.

Other than trade receivables, the Company has no other financial assets that are past due but not impaired.

iii. Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due at reasonable price. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risk to the Company’s reputation.

The Company monitors cash flow requirements and aims at optimising its cash return on investments and to maintain the level of its cash and bank balance and other highly marketable mutual fund investments at an amount in excess of expected cash outflows on financial liabilities.

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. The contractual cash flows are gross and undiscounted, and include estimated interest payments.

iv. Market risk

Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Company’s income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables. The Company is exposed to market risk primarily related to foreign exchange rate risk, interest rate risk and the market value of investments. Thus, Company’s exposure to market risk is a function of investing and revenue generating and operating activities in foreign currency. The objective of market risk management is to avoid excessive exposure in our foreign currency revenues and costs.

v. Currency risk

The Company is exposed to currency risk on account of its receivable and payables in foreign currency. The functional currency of the Company is Indian Rupee. The Company uses forward foreign exchange contracts and options foreign exchange contracts to hedge its currency risk, mostly with a maturity of less than one year from the reporting date.

The Company does not use derivative financial instruments for trading or speculative purposes.

Sensitivity analysis

A reasonably possible strengthening/ (weakening) of the Indian Rupee against foreign currencies at reporting date would have affected the measurement of financial instruments denominated in foreign currencies and affected profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.

8 Capital Management

Equity share capital and other equity are considered for the purpose of Company’s capital management. The Company manages its capital so as to safeguard its ability to continue as a going concern and to optimize returns to shareholders. The capital structure of the Company is based on management’s judgement of its strategic and day-to-day needs with a focus on total equity so as to maintain investor, creditors and market confidence. The management and the Board of Directors monitors the return on capital as well as the level of dividends to shareholders. The Company may take appropriate steps in order to maintain, or if necessary adjust, its capital structure.

The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position.

The Company monitors capital using a ratio of ‘adjusted net debt’ to ‘total equity’. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings, less cash and cash equivalents, other bank balances and current investments. Total equity comprises all components of equity.

9 Disclosure pursuant to Indian Accounting Standard (Ind AS) 27, Separate Financial Statements

Investments in following subsidiary companies are accounted at cost:

10 Based on assessment order received during the year, the Company has written-back an amount of Rs. 28.45 crore in respect of earlier years and the same is netted-off from current tax expense for the year ended 31st March, 2019.

11 Amount shown as 0.00 represents amount below Rs. 50,000 (Rupees Fifty Thousand).

12 Figures for the previous year have been regrouped wherever necessary.

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Mar 31, 2018

Company Overview:

Crompton Greaves Consumer Electricals Limited (the ‘Company’ or ‘Crompton’) is engaged in the business of manufacturing, trading, selling and distribution of fans, lighting, pumps and appliances. The Company is a public limited company incorporated and domiciled in India and has its registered office at Mumbai, India.

Debentures are secured by:

(a) Charge on ‘Crompton’ Brand and Registered Trade Marks of the Company; and

(b) Charge by way of equitable mortgage by deposit of title deeds of immovable properties situated in the State of Maharashtra, Himachal Pradesh and Goa.

Terms of loan from bank:

A term loan of Rs.700 crore availed by Crompton Greaves Limited (now CG Power and Industrial Solutions Limited) was transferred to the Company pursuant to the ‘Scheme of Arrangement’ (Refer Note 35). The loan was repayable in 20 quarterly installments commencing from May 2016 and ending in January 2021. However, the loan was repaid in advance on 24^th June, 2016. The loan was secured by way of first charge on fixed assets and brand of the Company.

(2) Nature of provisions:

(a) Product warranties: The Company gives warranties on certain products and services, undertaking to repair / replace products, which fail to perform satisfactorily during the warranty period. Provision made represents the amount of the expected cost of meeting such obligation on account of repair / replacement. The timing of outflows is expected to be within a period of two years.

(b) Provision for sales tax / VAT / other taxes represents liability on account of non-collection of declaration forms and other legal matters which are in appeal under the Acts / Rules.

(c) Provision for other litigation obligation claims represents liabilities that are expected to materialise in respect of matters in appeal.

(d) Others represent provision made towards probable cash discount and probable return of goods from customers.

1 Income taxes

(a) Tax expense recognised in Statement of profit and loss comprises :

(b) Amounts recognised in other comprehensive income (OCI)

(Note: Excise duty collected from customers included in sale of products amounted to Rs.25.46 crore (2016-17: Rs.115.78 crore).

For the period before GST implementation (upto 30^th June, 2017), revenue has been shown as gross of excise duty and after GST implementation (1^st July, 2017 onwards) as net of GST.

Notes:

1 The Company does not expect any reimbursements in respect of the above contingent liabilities.

2 It is not practicable to estimate the timing of cash outflows, if any, in respect of matters at (a) to (d) above, pending resolution of the arbitration/appellate proceedings.

2 Expenditure on Corporate Social Responsibility (CSR)

The particulars of CSR expenditure are as follows:

(a) Gross amount required to be spent by the Company during the year is Rs.3.95 crore. (Previous year Rs.1.59 crore)

(b) Amount spent during the year is Rs.1.48 crore (Previous year Rs.0.10 crore)

3 Scheme of Arrangement

On 20^th November, 2015, the Honourable High Court of judicature at Bombay sanctioned a Scheme of Arrangement (the ‘Scheme’) between the Company and Crompton Greaves Limited (CGL) (now CG Power and Industrial Solutions Limited) and their respective shareholders and creditors. The Consumer Products business of CGL, along with its related assets and liabilities has been transferred to the Company with effect from 1^st October, 2015 being the appointed date. The certified copy of the Order sanctioning the Scheme has been filed with the Registrar of the Companies, Maharashtra, on 1^st January, 2016. Accordingly, effect of the Scheme was considered in the financial statements of 2015-16.

4 Disclosure pursuant to Indian Accounting Standard (Ind AS) 17, Leases A. Company as lessee

The Company has entered into cancellable and non-cancellable operating lease agreements.

i. Future minimum lease payments

The future minimum lease payments in respect of the non-cancellable lease agreements as on the year end is as below:

ii. Amounts recognised in Statement of profit and loss

5 Disclosure pursuant to Indian Accounting Standard (Ind AS) 19, Employee Benefits

(a) Defined contribution plans [Refer Accounting Policy Note 1.14]

Amount of Rs.7.11 crore (previous year : Rs.6.47 crore) is recognised as an expense and included in Employee benefits expense as under the following defined contribution plans:

(b) Defined Benefit Plans [Refer Accounting Policy Note 1.14] as per Actuarial Valuation are as under:

# Includes Rs.14.99 crore pending transfer from CGL pursuant to the Scheme (Refer Note 35) in March 2017. The same was transferred during the year to the Trust.

(c) The sensitivity analysis above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the year and may not be representative of the actual change. It is based on a change in the key assumption while holding all other assumptions constant. When calculating the sensitivity to the assumption, the same method used to calculate the liability recognised in the Balance Sheet has been applied. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared with the previous year.

(d) The Company makes contributions to the Gratuity Trust, which manages the investment. The trust is a funded defined benefit plan for qualifying employees. The Scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment as per the Company’s Gratuity Scheme. Vesting occurs upon completion of five years of service.

(e) The Company provides post retirement medical benefits to qualifying employees.

(f) The actuarial valuation of plan assets and the present value of the defined benefit obligation were carried out at 31^st March, 2018 and 31^st March, 2017. The present value of the defined benefit obligation and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.

(g) Discount rate is based on the prevailing market yields of Indian Government securities as at the balance sheet date for the estimated term of the obligations.

(h) Expected rate of return on the plan assets is based on the average long-term rate of return expected on investments of the Fund during the estimated term of the obligations.

(i) The Company expects to fund ‘ Nil (previous year: Rs.3.37 crore) towards its gratuity plan during the year 2018-19.

(j) The salary escalation rate considered in the actuarial valuation is arrived after taking into consideration the seniority, the promotion, inflation and other relevant factors.

6 Disclosure pursuant to Indian Accounting Standard (Ind AS) 24, Related Party Disclosures

i) There is no Related Party over which the Company exercises its control

ii) Relationships -Other Related Parties:

1 ASK Wealth Advisors Private Limited

2 Crompton Greaves Limited (now CG Power and Industrial Solutions Limited) (upto 26^th July, 2016)

3 Ballarpur Industries Limited (upto 26^th July, 2016)

4 BILT Graphic Paper Products Limited (upto 26^th July, 2016)

5 Avantha Business Solutions Limited (upto 26^th July, 2016)

Key Management Personnel

1 Mr. H. M. Nerurkar, Chairman and Independent Director

2 Mr. D. Sundaram, Independent Director

3 Mr. P. M. Murty, Independent Director

4 Ms. Shweta Jalan, Non-Executive Director

5 Mr. Sahil Dalal, Non-Executive Director

6 Mr. Ravi Narain, Non-Executive Director (upto 5^th March, 2018)

7 Mr. Promeet Ghosh, Non-Executive Director

8 Mr. Shantanu Khosla, Managing Director

9 Mr. Mathew Job, Chief Executive Officer

10 Mr. Sandeep Batra, Chief Financial Officer

11 Ms. Pragya Kaul, Company Secretary

iii) The following transactions were carried out with the related parties in the ordinary course of business on terms equivalent to those that prevail in arm’s length transactions :

Note:

a) Liabilities for post retirement benefits being Gratuity, Leave encashment and Post retirement medical benefits are provided on actuarial basis for the Company as a whole. The amount pertaining to Key management personnel are not included above.

b) The Company has granted shares under various schemes to the eligible Key management personnel. The amount mentioned is the fair value of the grant charged to Statement of profit and loss.

iv) Amount due to / from related parties

7 Disclosure pursuant to Indian Accounting Standard (Ind AS) 33, Earnings Per Share

Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year.

Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.

8 Disclosure pursuant to Indian Accounting Standard (Ind AS) 36, Impairment of Assets

For the purpose of impairment testing, goodwill is allocated to the Company’s operating division (not at segment level), which is not higher than the Company’s operating segments. The aggregate carrying amounts of goodwill allocated to each unit are as follows:

The recoverable amount is based on a value-in-use calculation using the discounted cash flow method. The value-in-use calculation is made using pre-tax budgeted EBITDA projections of the next five years which is considered by the Board as a reasonable period. The key assumptions used in value-in-use calculations are as follows:

a) Earnings (before interest and tax) margin :The margins have been estimated based on past experience after considering incremental revenue and savings from the efficiencies and cost saving initiatives driven by the Company.

b) Discount rate : Discount rate reflects the current market assessment of the risks specific to a cash generating unit and is estimated based on the weighted average cost of capital.

c) Long term growth rate: The growth rates used are in line with the long-term average growth rates of the Company and are consistent with the internal / external sources of information.

The assumptions used are reviewed annually as part of management’s budgeting and strategic planning cycles. These estimates may differ from actual results. The values assigned to each of the key assumptions reflect the Management’s past experience as their assessment of future trends, and are consistent with external / internal sources of information.

Based on the above assumptions and analysis, no impairment was identified for any of the cash generating unit as at 31^st March 2018, 31^st March, 2017 and 1^st April, 2016 as the recoverable value of the cash generating unit exceeded the carrying value. The Company has also performed sensitivity analysis calculations on the projections used and discount rate applied. The Company has concluded that, given the significant headroom that exists, and the results of the sensitivity analysis performed, there is no significant risk that reasonable changes in any key assumptions would cause the carrying value of goodwill to exceed its value in use.

9 Disclosure pursuant to Indian Accounting Standard (Ind AS) 102, Share-based Payment Employee share options - equity settled

(a) The Members of the Company have approved on 22^nd October 2016 by way of postal ballot grant of Employee share options under various Schemes. The plan envisaged grant of shares to eligible employees at market price/pre-determined value as determined by the Nomination and Remuneration Committee (NRC) of the Board of Directors from time to time.

10 Disclosure pursuant to Indian Accounting Standard (Ind AS) 108, Operating Segments

A. General Information

The segment reporting of the Company has been prepared in accordance with the Standard

(i) Basis of identifying operating segments :

Operating segments are identified as those components of the Company (a) that engage in business activities to earn revenues and incur expenses (including transactions with any of the Company’s other components; (b) whose operating results are regularly reviewed by the Board of Directors to make decisions about resource allocation and performance assessment and (c) for which discrete financial information is available.

The Company has two reportable segments as described under “Segment Composition” below. The nature of products and services offered by these businesses are different and are managed separately given the different sets of technology and competency requirements.

(ii) Reportable segments:

An operating segment is classified as reportable segment if reported revenue (including inter-segment revenue) or absolute amount of result or assets exceed 10% or more of the combined total of all the operating segments.

(iii) Segment profit:

Performance of a segment is measured based on segment profit (before interest and tax), as included in the internal management reports that are reviewed by the Company’s Board of Directors.

(iii) Segment composition:

Electrical Consumer Durables comprises the product categories of Fans, Pumps and Appliances.

Lighting Products comprises of Luminaires and Light Sources.

C. Geographic information

The Company mainly caters to Indian Market only, accordingly, secondary information/ geographical segment is not applicable.

D. Information about major customers

There are no customers having revenue exceeding 10% of total revenues.

11 Disclosure pursuant to Indian Accounting Standard (Ind AS) 107, Financial instruments - Disclosures

A. Accounting classification and fair values

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.

B. Fair value hierarchy

The fair value of financial instruments as referred to in note (A) above have been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).

The categories used are as follows:

- Level 1: Quoted prices for identical instruments in an active market;

- Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs; and

- Level 3: Inputs which are not based on observable market data.

C. Measurement of fair values

Valuation techniques and significant unobservable inputs

The following tables show the valuation techniques used in measuring Level 2 and Level 3 fair values, as well as the significant unobservable inputs used.

D. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- Credit risk;

- Liquidity risk; and

- Market risk

i. Risk management framework

The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Board of Directors is responsible for developing and monitoring the Company’s risk management policies.

The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Audit Committee oversees how management monitors compliance with the company’s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.

ii. Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s receivables from customers, investment in mutual funds and cash and cash equivalents. The Company makes provision on trade receivables based on Expected Credit loss (ECL) method based on provision matrix.

Trade receivables

The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers to which the Company grants credit terms in the normal course of business. The Company has a detailed review mechanism of overdue trade receivables at various levels in the organisation to ensure proper attention and focus on realisation.

Summary of the Company’s exposure to credit risk by age of the outstanding from various customers is as follows:

Expected credit loss assessment

Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine incurred and expected credit losses. Management believes that the unimpaired amounts that are past due are still collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk The movement in the allowance for impairment in respect of trade receivables during the year was as follows:

Cash and cash equivalents and bank deposits

The Company held cash and cash equivalents and bank deposits with banks and financial institutions. The credit worthiness of such banks and financial institutions is evaluated by the management on an on-going basis and is considered to be good. Investment of surplus funds are made in bank deposits and other risk free securities.

Derivatives

The derivatives (forwards and options for foreign currency payments) are entered into with banks and financial institution counterparties with good credit ratings.

Investment in mutual funds

The Company limits its exposure to credit risk by investing only with counterparties that have a good credit rating. The Company does not expect any losses from non performance by these counter parties.

Other than trade receivables, the Company has no other financial assets that are past due but not impaired.

iii. Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due at reasonable price. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risk to the Company’s reputation.

The Company monitors cash flow requirements and aims at optimising its cash return on investments and to maintain the level of its cash and bank balance and other highly marketable mutual fund investments at an amount in excess of expected cash outflows on financial liabilities.”

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. The contractual cash flows are gross and undiscounted, and include estimated interest payments.

iv. Market risk

Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Company’s income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables. The Company is exposed to market risk primarily related to foreign exchange rate risk, interest rate risk and the market value of investments. Thus, Company’s exposure to market risk is a function of investing and revenue generating and operating activities in foreign currency. The objective of market risk management is to avoid excessive exposure in our foreign currency revenues and costs.

v. Currency risk

The Company is exposed to currency risk on account of its receivable and payables in foreign currency. The functional currency of the Company is Indian Rupee. The Company uses forward foreign exchange contracts and options foreign exchange contracts to hedge its currency risk, mostly with a maturity of less than one year from the reporting date. Company do not use derivative financial instruments for trading or speculative purposes.

Following is the derivative financial instruments to hedge the foreign exchange rate risk:

Sensitivity analysis

A reasonably possible strengthening/ (weakening) of the Indian Rupee against foreign currencies at reporting date would have affected the measurement of financial instruments denominated in foreign currencies and affected profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.

VI. Interest rate risk

Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.

Exposure to interest rate risk

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

Fair value sensitivity analysis for fixed-rate instruments

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

Cash flow sensitivity analysis for variable-rate instruments

A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased (decreased) profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency exchange rates, remain constant.

The risk estimates provided assume a change of 100 basis points interest rate for the interest rate benchmark as applicable to the borrowings summarised above. This calculation also assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date. The period end balances are not necessarily representative of the average debt outstanding during the period.

12 Capital Management

Equity share capital and other equity are considered for the purpose of Company’s capital management. The Company manages its capital so as to safeguard its ability to continue as a going concern and to optimize returns to shareholders. The capital structure of the Company is based on management’s judgement of its strategic and day-to-day needs with a focus on total equity so as to maintain investor, creditors and market confidence. The management and the Board of Directors monitors the return on capital as well as the level of dividends to shareholders. The Company may take appropriate steps in order to maintain, or if necessary adjust, its capital structure.

The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position.

The Company monitors capital using a ratio of ‘adjusted net debt’ to ‘total equity’. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings, less cash and cash equivalents, other bank balances and current investments. Total equity comprises all components of equity.

The Company’s adjusted net debt-to-equity ratio at 31^st March, 2018 was as follows:

13 Disclosure pursuant to Indian Accounting Standard (Ind AS) 101, First-time Adoption of Indian Accounting Standards

I. Transition to Ind AS:

The Company has transitioned the basis of accounting from Indian generally accepted accounting principles (“previous GAAP”) to ind AS. The accounting policies set out in Note 1 have been applied in preparing the financial statements for the year ended 31^st March, 2018, the comparative information presented in these financial statements for the year ended 31^st March, 2017 and in the preparation of an opening Ind AS balance sheet at 1^st April, 2016 (the Transition Date). In preparing opening Ind AS balance sheet, the company have adjusted amounts reported in financial statements prepared in accordance with previous GAAP. An explanation of how the transition from previous GAAP to Ind AS has affected the financial performance, cash flows and financial position is set out in the following tables and the notes that accompany the tables. On transition, the company did not revise estimates previously made under previous GAAP except where required by Ind AS.

II. Optional exemptions from retrospective application

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:

a. Deemed cost for property, plant and equipment (PPE) and intangible assets

Ind AS 101 permits a first time adopters to continue with the carrying value for all its property, plant and equipment and intangible assets as recognised in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition.

Accordingly, the Company has elected to measure all of its Property, plant and equipment and intangible asset at their previous GAAP carrying values.

b. Business combinations

Ind AS 101 provide the option to apply Ind AS 103 prospectively from the transition date or from a specific date prior to the transition date. This provides relief from full retrospective application that would require restatement of all business combinations prior to the transition date.

The Company elected to apply Ind AS 103 prospectively to business combinations occurring after its transition date. Business combinations occurring prior to the transition date have not been restated. Accordingly, goodwill is carried at previous GAAP amount.

III. Mandatory exemptions from retrospective application

The Company has applied the following exceptions to the retrospective application of Ind AS as mandatorily required under Ind AS 101:

a. Estimates

On assessment of the estimates made under the previous GAAP financial statements, the Company has concluded that there is no necessity to revise the estimates under Ind AS, as there is no objective evidence of an error in those estimates. However, estimates that were required under Ind AS but not required under previous GAAP are made by the Company for the relevant reporting dates reflecting conditions existing as at that date.

IV . Transition to Ind AS - Reconciliations

The following reconciliations provide the explanations and quantification of the differences arising from the transition from previous GAAP to Ind AS in accordance with Ind AS 101:

D Reconciliation of Statement of Cash Flows

There were no material differences between the Statement of Cash Flows presented under Ind AS and under previous GAAP. E Reconciliation between Equity previously reported (referred to as the ‘Indian GAAP’) and under Ind AS is as under:

F Notes to the reconciliation:

1 Trader eceivables

Under previous GAAP, the Company had recognised provision on trade receivables based on a provisioning policy basis actual losses estimated by the management. Under Ind AS, the Company provides loss allowance on receivables based on the Expected Credit Loss (ECL) model which is measured following the “simplified approach” at an amount equal to the lifetime ECL at each reporting date.

2 Revenue - recognition and measurement

Under Ind AS, Revenue from sale of goods has been recognised only when the risks and rewards in the goods passes to the buyer and the seller has no continuing managerial involvement and effective control of the goods. Accordingly, certain revenue and cost corresponding to such sales has been deferred. Under Ind AS, revenue is required to be recognised at the fair value of the consideration receivable net of sales expected returns, rebate including cash discount.

3 Provision - receivable from vendor against back to back warranty

In the previous GAAP, for products covered by back to back warranty from vendor, the company had recognised net warranty i.e., after netting reimbursement from vendor. Under Ind AS, provision for warranty is grossed up and a separate asset is recognised for receivable from vendor.

4 Deferred tax

Under Previous GAAP, deferred taxes were recognized for the tax effect of timing differences between accounting profit and taxable profit for the year using the income statement approach. Under Ind AS, deferred taxes are recognized using the balance sheet for future tax consequences of temporary differences between the carrying value of assets and liabilities and their respective tax bases. The above difference, together with the consequential tax impact of the other Ind AS transitional adjustments lead to temporary differences. Deferred tax adjustments are recognized in correlation to the underlying transaction either in retained earnings or through other comprehensive income.

5 Fair valuation of investments in mutual funds

Under previous GAAP, investment in Mutual funds are classified as current investments and were carried at lower of cost or fair value. Under Ind AS, these investments are measured at Fair Value through Profit or Loss.

6 Reclassification of excise duty and customers’ incentives

Under Previous GAAP, excise duty was netted off against sale of goods. However, under Ind AS, excise duty is included in sale of goods and is separately presented as expense on the face of Statement of Profit and Loss. Thus, sale of goods under Ind AS has increased with a corresponding increase in expenses. Cash discount and other incentives directly attributable to sales have been reclassified from purchase of stock in trade and other expenses to revenue. This has resulted in decrease of revenue, purchase of stock in trade and other expenses.

7 Reclassification of sales promotion expense

Under Ind AS, free goods given to customer are directly attributable to sales and the same has been reclassified from other expenses to cost of material consumed. This has resulted in decrease of other expenses and increase of cost of materials consumed.

8 Actuarial gains I losses on post-employment defined benefit plan

Under previous GAAP, the Company recognised actuarial gains / losses on post-employment defined benefit plan i.e., gratuity and post retirement medical benefits under Statement of profit and loss.

Under ind AS, actuarial gains / losses on post-employment defined benefit plans are recognised in Other Comprehensive Income.

9 Employee share option scheme

Under previous GAAP, expenses in relation to Employee share option scheme (ESOP) were measured with reference to intrinsic value and the corresponding sum was reflected as part of the reserves. Under Ind AS, the expense in relation to the ESOP are required to be measured at fair value and to be presented as a liability.

10 Retainedearnings

Retained earnings has been adjusted to reflect the above Ind AS transition adjustments.

14 Amount shown as 0.00 represents amount below Rs.50,000 (Rupees Fifty Thousand)

15 Figures for the previous year have been regrouped whenever necessary.

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Mar 31, 2017

1 Disclosures as required by Accounting Standard (AS) 15 Employee Benefits:

(a) Defined contribution plans [Refer Accounting Policy Note 1]

Amount of Rs.6.47 crores (Previous year Rs.2.83 crores) is recognised as an expense and included in Employee benefits expense as under the following defined contribution plans: (Refer Note 24)

(b) Defined Benefit Plans [Refer Accounting Policy Note 1] as per Actuarial Valuation are as under:

# Includes Rs.14.99 crores pending transfer from CGL pursuant to the Scheme (Refer Note 43). In absence of adequate information the Company has not recognised any income on the same.

(c) The Company makes a specified percentage of salary as contribution towards superannuation fund, a defined contribution retirement benefit plan for qualifying employees to Trust which administer the scheme.

(d) The Company makes contributions to the Gratuity Trust, which is a funded defined benefit plan for qualifying employees. The Scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment as per the Company’s Gratuity Scheme. Vesting occurs upon completion of five years of service.

(e) The Company provides post retirement medical benefits to qualifying employees.

(f) The actuarial valuation of plan assets and the present value of the defined benefit obligation were carried out at 31^st March, 2017. The present value of the defined benefit obligation and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.

(g) Discount rate is based on the prevailing market yields of Indian Government securities as at the balance sheet date for the estimated term of the obligations.

(h) Expected rate of return on the plan assets is based on the average long-term rate of return expected on investments of the Fund during the estimated term of the obligations.

(i) The salary escalation rate is arrived after taking into consideration the seniority, the promotion and other relevant factors, such as, demand and supply in employment market.

2 Disclosures as required by Accounting Standard (AS) 18 Related Party Disclosures:

i) There is no Related Party over which the Company exercises its control

ii) List of related parties with whom transactions were carried out during the year and description of relationship : Other Related Parties:

1 Crompton Greaves Limited (upto 26^th July, 2016)

2 Ballarpur Industries Limited (upto 26^th July, 2016)

3 BILT Graphic Paper Products Limited (upto 26^th July, 2016)

4 Avantha Business Solutions Limited (upto 26^th July, 2016)

Key Management Personal

1 Mr. Shantanu Khosla, Managing Director

2 Mr. Mathew Job, Chief Executive Officer

3 Mr. Sandeep Batra, Chief Financial Officer

4 Mrs. Pragya Kaul, Company Secretary (w.e.f. 19^th May, 2016)

3 Disclosures as required by Accounting Standard (AS) 17 Segment Reporting:

(a) Primary Segments (Business Segments)

(b) Secondary Segments (Geographical Segments)

The Company operates predominantly in the domestic market, i.e., in India. Accordingly, information under this segment has not been disclosed.

(c) Unallocable Assets/ Liabilities :

Unallocable assets comprise assets and liabilities which cannot be allocated to the segments. Tax credit assets / liabilities are not considered in capital employed.

(d) Segment Identification, Reportable Segment and definition of each Reportable Segment:

(i) Primary segment :

In the opinion of the management, the business segments comprise the following :

(a) Lighting Products : Luminaires, Light Sources

(b) Electrical Consumer Durables : Fans, Appliances and Pumps

(ii) Primary / Secondary segment reporting format:

(a) The risk-return profile of the Company’s business is determined predominantly by the nature of its products and services. Accordingly, the business segment constitutes the primary segment for disclosure of segment information.

(b) The Company mainly caters to Indian Market only, accordingly, secondary information/ geographical segment is not applicable.

(iii) Segment identification:

Business segments have been identified on the basis of the nature of products / services, the risk-return profile of individual businesses, the organizational structure and the internal reporting system of the Company.

(iv) Reportable segments:

Reportable segments have been identified as per the quantitative criteria specified in the Accounting Standard.

(v) Segment revenue and results:

The expenses and incomes which are not directly attributable to any business segment are shown as unallocable expenditure (net of unallocated income).

(vi) Segment assets and liabilities:

Segment assets include all operating assets used by the business segment and mainly consist of fixed assets, trade receivables and inventories. Segment liabilities primarily include trade payables and other liabilities. Common assets and liabilities which cannot be allocated to any of the segments are shown as a part of unallocable assets / liabilities.

(vii) Inter-segment transfer:

Inter segment prices are normally negotiated amongst segments with reference to the costs, market price and business risks.

4 Exceptional items

Exceptional items include the following:

(a) Expenses in relation to the ‘Scheme’ (Refer Note 43) Rs.2.52 crores (Previous year Rs.11.29 crores)

(b) Deposit written-off Rs.NIL (Previous year Rs.2.64 crores)

5 Expenditure on Corporate Social Responsibility (CSR)

The particulars of CSR expenditure are as follows:

(a) Gross amount required to be spent by the Company during the year is Rs.1.59 crores. (Previous year Rs.NIL)

(b) Amount spent during the year is Rs.0.10 crores (Previous year Rs.NIL)

6 (a) The Company has not entered into any finance lease as specified in Accounting Standard (AS) 19 Leases. The Company has, however, taken various residential/ commercial premises and plant and equipments under operating lease arrangements. These lease arrangements are normally renewed on expiry, wherever required.

(b) During the year, an amount of Rs.18.68 crores was recognized as rent expense in the statement of profit and loss.

7 Foreign currency transactions, Forward contracts and Derivatives

The Company uses forward exchange contracts to hedge against its foreign currency exposures relating to the firm commitments. The Company does not enter into any derivative instruments for trading or speculative purposes.

(a) The particulars of derivative contracts entered into for hedging purposes outstanding as at the year-end are as under:

(b) The foreign currency exposures not hedged as at the year-end are as under:

8 Employee Stock Option Schemes

(a) The Members of the Company have approved grant of employee stock options under various Schemes on 22^nd October, 2016 by way of postal ballot. The plan envisaged grant of shares to eligible employees at market price/ pre-determined value as determined by the Compensation Committee of the Board of Directors from time to time.

(b) Number of shares granted under the Schemes are as under:-

(c) The stock-based compensation cost calculated as per the intrinsic value method for the period 1^st April, 2016 to 31^st March, 2017 is Rs.19.75 crores. If the stock-based compensation cost was calculated as per the fair value method prescribed by SEBI, the total cost to be recognised in the financial statements for the period 1^st April, 2016 to 31^st March, 2017 would be Rs.30.94 crores The effect of adopting the fair value method on the net income and earnings per share is presented below:

9 Scheme of Arrangement

On 20^th November, 2015, the Honourable High Court of judicature at Bombay sanctioned a Scheme of Arrangement (the ‘Scheme’) between the Company and Crompton Greaves Limited (CGL) (now CG Power and Industrial Solutions Limited) and their respective shareholders and creditors. The Consumer Products business of CGL, along with its related assets and liabilities has been transferred to the Company with effect from 1^st October, 2015 being the appointed date. The certified copy of the Order sanctioning the Scheme has been filed with the Registrar of the Companies, Maharashtra, on 1^st January, 2016. Accordingly, effect of the Scheme was considered in the financial statements of 2015-16.

Further, the Company is in the process of obtaining/transfer to its name the title of certain assets transferred pursuant to the ‘Scheme’.

10 Amounts shown as 0.00 represents amount below Rs.50,000 (Rupees Fifty Thousand).

11 Financial results for the previous year represent the business performance from 1^st October, 2015 (being the effective date of the transfer of business into the Company) to 31^st March, 2016.

12 Figures for the previous year have been regrouped wherever necessary.