Lotus Chocolate Company Ltd. के अकाउंट के लिये नोट

Mar 31, 2025

12. Provisions

A provision is recognized if, as a result of a past event, the Company has a present legal or constructive obligation that can
be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. If
the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows
at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability.
Where discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.

13. Contingent liabilities

A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but
probably will not, require an outflow of resources. Where there is a possible obligation or a present obligation in respect
of which the likelihood of outflow of resources is remote, no provision or disclosure is made.

14. Financial instruments
a. Financial Assets

Purchase and sale of Financial Assets are recognized using trade date accounting. Trade receivables that do not contain
a significant financing component are measured at transaction price. All other equity investments are measured at fair
value, with value changes recognised in Statement of Profit and Loss, except for those equity investments for which
the Company has elected to present the value changes in ‘Other Comprehensive Income’. However, dividend on
such equity investments are recognised in Statement of Profit and loss when the Company’s right to receive payment
is established. Other Financial Assets are generally measured at Fair Value Through Profit or Loss (FVTPL) except
where the Company, based on the business model objectives, measures these at Amortised Cost or Fair Value Through
Other Comprehensive Income (FVTOCI). The Company uses ‘Expected Credit Loss’ (ECL) model, for evaluating
impairment of Financial Assets other than those measured at Fair Value Through Profit and Loss (FVTPL).

Expected credit losses are measured through a loss allowance at an amount equal to:” The 12- months expected
credit losses (expected credit losses that result from those default events on the financial instrument that are possible
within 12 months after the reporting date);or “ Full lifetime expected credit losses (expected credit losses that result
from all possible default events over the life of the financial instrument). For Trade Receivables, the Company
applies ‘simplified approach’ which requires expected lifetime losses to be recognised from initial recognition of
the receivables.The Company uses historical default rates to determine impairment loss on the portfolio of trade

receivables. At every reporting date these historical default rates are reviewed and changes in the forward-looking
estimates are analysed. For other assets, the Company uses 12 month ECL to provide for impairment loss where there
is no significant increase in credit risk. If there is significant increase in credit risk full lifetime ECL is used.

b. Financial liabilities

For trade and other payables maturing within one year from the balance sheet date, the carrying amounts are determined
to approximate fair value due to the short maturity of these instruments.

III. Critical accounting judgements and key sources of estimation uncertainty

The preparation of the Company’s Financial Statements requires management to make judgement, estimates and assumptions
that affect the reported amount of revenue, expenses, assets and liabilities and the accompanying disclosures. Uncertainty about
these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or
liabilities affected in next financial years.

Provision and contingent liabilities

On an ongoing basis, Company reviews pending cases, claims by third parties and other contingencies. For contingent losses
that are considered probable, an estimated loss is recorded as an accrual in financial statements. Loss Contingencies that are
considered possible are not provided for but disclosed as Contingent liabilities in the financial statements. Contingencies the
likelihood of which is remote are not disclosed in the financial statements. Gain which are contingent are not recognized until
the contingency has been resolved and amounts are received or receivable.

Useful lives of depreciable assets

Management reviews the useful lives of depreciable assets at each reporting period. As at 31st March, 2025 management assessed
that the useful lives represent the expected utility of the assets to the Company. Further, there is no significant change in the
useful lives as compared to previous year.

(d) Rights, Preference and Restrictions attached to the Shares:

The Company has only one class of equity shares having face value of '' 10 each. The holder of the equity share is entitled to
dividend right and voting right in the same proportion as the capital paid-up on such equity share bears to the total paid-up
equity share capital of the Company. In the event of liquidation of the Company, the holders of equity shares will be entitled to
receive the remaining assets of the Company in the same proportion as the capital paid-up on the equity shares held by them
bears to the total paid-up equity share capital of the Company.

Actuarial valuations are performed on certain basic set of pre-determined assumptions and other regulatory framework which may vary
over time. These plans typically expose the Company to actuarial risks such as: interest risk, longevity risk and salary risk as below:

Interest risk. A decrease in the bond interest rate will increase the plan liability.

LongevityriskiThe present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality
of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will
increase the plan‘s liability.

Salary risk.The present value of the defined plan liability is calculated by reference to the future salaries of plan participants.
As such, an increase in the salary of the plan participants will increase the plan‘s liability.

FINANCIAL INSTRUMENTS

The Company’s activities expose it to market risk, credit risk and liquidity risk. Company’s overall risk management focus on the
unpredictability of financial markets and seeks to minimize potential adverse effects on the financial performance.

Valuation Methodology

All financial instruments are initially recognized and subsequently re-measured at fair value as described below:

a) The fair value of the financial instruments if any, is determined using discounted cash flow analysis.

b) All foreign currency denominated assets and liabilities are translated using exchange rate at reporting date.

1. Market Risk

Market risk is the risk of loss of the future earnings, fair values or future cash flows that may result from a change in the price
of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, commodity
prices and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk
sensitive financial instruments including instruments and deposits, foreign currency receivables, payable and borrowings.The
Company’s commodity risk is managed centrally through well-established trading operations and control processes.

2. Credit Risk

Credit risk arises when a customer or counter party does not meet its obligations under a financial instrument or customer contract,
leading to a financial loss. The Company is exposed to credit risk on its operating activities (primarily trade receivables) and
from its financing / investing activities. Including deposits with banks. The Company has a prudent and conservative process
for managing its credit risk arising in the course of its business activities. The Company is receiving payments regularly from
its customers and hence the Company has no significant credit risk.

3. Liquidity Risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet obligations on time or at reasonable price.
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding
through an adequate amount of credit facilities to meet obligations when due. The Company’s treasury team is responsible for
liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior
management. Management monitors the Company’s liquidity position through rolling forecasts based on expected cash flows.

SEGMENT INFORMATION

The Company is primarily engaged in the manufacturing of Chocolates, Cocoa Products and other similar nature of products. The
Company operates in a single reporting segment, hence there is no reportable segment as per requirements of Indian Accounting
Standard 108 on ‘Operating Segments’. The chief operational decision maker monitors the operating results of the Company’s business
for the purpose of making decisions about resource allocation and performance assessment.

NOTE 34:

DETAILS OF LOANS GIVEN, INVESTMENTS MADE AND GUARANTEE GIVEN COVERED U/S 186 (4) OF THE
COMPANIES ACT, 2013

(i) There are no investments made by the Company during the year ended 31st March 2025.

(ii) There are no Guarantees issued or loans given by the company during the year ended 31st March 2025.

NOTE 35:

OTHER STATUTORY INFORMATION

(i) The Company does not have any transactions with struck off companies.

(ii) The Company has not advanced or loaned or invested funds to any other persons or entities, 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.

(iii) 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 Group 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.

(iv) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or
disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.

(v) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

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

(vii) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

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

(ix) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company
for holding any Benami property.

(x) The stock statements filed by the Company with the banks and financial institutions are consistent with the books of accounts.

(xi) The Company does not have any charges or satisfaction which is yet to be registered with the Register of Companies beyond
the statutory period.

(xii) The capital work-in-progress is not overdue as at the year end.

(xiii) The deeds of immovable properties are held in the name of the Company.

NOTE 36:

The figures for the corresponding previous year have been regrouped/reclassified wherever necessary, to make them comparable.
NOTE 37:

The Financial statements were approved for issue by the Board of Directors on 21st April, 2025.

For Deloitte Haskins & Sells LLP For and on behalf of the Board

Chartered Accountants

(Film Regis_trati_on N_o. 117366W/W_-100018) Dipak C. Jain K. Sudarshan Riddhi Bhimani Krishnakumar Thirumalai

Chairman Director Director Director

Varsha A. Fadte (DIN: 00228513) (DIN: 01029826) (DIN: 10072936) (DIN: 00079047)

Partner

Me_mbe_rship N_o 103999 Ketan Mody Asim Parekh Renuka Shastry Abhijeet Pai

Director Director Director Director

(DIN: 07723933) (DIN: 00056125) (DIN: 02578917) (DIN: 02100465)

^{Aditya Pai} Sandipan Ghosh S Gautham Utsav Saini

^Dire^ctor Chief Executive Officer Chief Financial Officer Company Secretary &

Date: 21st April, 2025 ^{(DIN: 07538946)} Compliance Officer

---

Mar 31, 2024

Provision and contingent liability

On an ongoing basis, Company reviews pending cases, claims by third parties and other contingencies. For contingent losses that are considered probable, an estimated loss is recorded as an accrual in financial statements. Loss Contingencies that are considered possible are not provided for but disclosed as Contingent liabilities in the financial statements. Contingencies the likelihood of which is remote are not disclosed in the financial statements. Gain contingencies are not recognized until the contingency has been resolved and amounts are received or receivable.

Useful lives of depreciable assets

Management reviews the useful lives of depreciable assets at each reporting. As at 31st March, 2024 management assessed that the useful lives represent the expected utility of the assets to the Company. Further, there is no significant change in the useful lives as compared to previous year.

(d) Rights, Preference and Restrictions attached to the Shares:

The Company has only one class of equity shares having face value of '' 10 each. The holder of the equity share is entitled to dividend right and voting right in the same proportion as the capital paid-up on such equity share bears to the total paid-up equity share capital of the Company. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive the remaining assets of the Company in the same proportion as the capital paid-up on the equity shares held by them bears to the total paid-up equity share capital of the Company.

FINANCIAL INSTRUMENTS

The Company’s activities expose it to market risk, credit risk and liquidity risk. Company’s overall risk management focus on the unpredictability of financial markets and seeks to minimize potential adverse effects on the financial performance.

Valuation Methodology

All financial instruments are initially recognized and subsequently re-measured at fair value as described below:

a) The fair value of the financial instruments if any, is determined using discounted cash flow analysis.

b) All foreign currency denominated assets and liabilities are translated using exchange rate at reporting date.

1. Market Risk

Market risk is the risk of loss of the future earnings, fair values or future cash flows that may result from a change in the price of a financial instruments. The value of a financial instrument may change as a result of changes in the interest rates, Commodity prices and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including instruments and deposits, foreign currency receivables, payable and borrowings.The Company’s commodity risk is managed centrally through well-established trading operations and control processes.

2. Credit Risk

Credit risk arises when a customer or counter party does not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk on its operating activities (primarily trade receivables) and from its financing / investing activities, including deposits with banks. The Company has a prudent and conservative process for managing its credit risk arising in the course of its business activities. The Company is receiving payments regularly from its customers and hence the Company has no significant credit risk.

3. Liquidity Risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet obligations on time or at reasonable price. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of credit facilities to meet obligations when due. The Company’s treasury team is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the Company’s liquidity position through rolling forecasts based on expected cash flows.

Foreign Currency Exposure

The Company is exposed to foreign exchange risk arising from foreign currency transactions, mainly in the nature of purchases denominated in foreign currencies. As a policy, the Company is in the process of adopting a hedging process.

NOTE - 34:

SEGMENT INFORMATION

The Company is primarily engaged in the manufacturing of Chocolates, Cocoa Products and other similar nature of products. The Company operates in a single reporting segment, hence there is no reportable segment as per requirements of Indian Accounting Standard 108 on ‘Operating Segments’. The Chief operational decision maker monitors the operating results ofthe Company’s business for the purpose of making decisions about resource allocation and performance assessment.

NOTE - 35:

OTHER STATUTORY INFORMATION

a. The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

b. The Company does not have any transactions with struck off Companies.

c. The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

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

e. 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:

(i) 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

(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

f. 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 Group shall:

(i) 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

(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

g. The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.

h. The Company’s secured working capital Cash Credit facility was closed on 31st March, 2024. During the year, an unsecured working capital Cash Credit facility was sanctioned. The stock statements filed by the Company with the banks and financial institutions are consistent with the books of accounts.

i. The Company does not have any charges or satisfaction which is yet to be registered with the Register of Companies beyond the statutory period.

j. The capital work-in-progress is not overdue as at the year end.

k. The deeds of immovable properties are held in the name of the Company.

NOTE - 36:

SCHEME OF AMALGAMATION BETWEEN THE COMPANY AND SOUBHAGYA CONFECTIONERY PRIVATE LIMITED

Pursuant to a Scheme of Amalgamation (“the Scheme”) under Sections 230 to 232 of the Companies Act, 2013 sanctioned by the Hon’ble National Company Law Tribunal, Hyderabad bench vide order dated 8th August, 2024 Soubhagya Confectionery Private Limited (SCPL), a wholly-owned subsidiary of the Company, has been amalgamated with the Company effective 8th August, 2024 with appointed date being 25 th May, 2023. In terms of the Scheme, the assets and liabilities of SCPL has been vested with the Company and have been recorded at their respective fair values as of appointed date, as per Indian Accounting Standards i.e, IND AS 103 -Business Combinations. Since SCPL was a wholly-owned subsidiary, no shares have been issued by the Company on amalgamation of SCPL with the Company.

NOTE - 37:

The figures for the current year are after giving effect to the amalgamation of SCPL with the Company, in accordance with the Scheme of Amalgamation (refer note 36 above) and hence are not comparable with figures of the previous year.

NOTE - 38:

The Financial Statements have been approved by the Boards of Directors in its meeting held on 19th August, 2024.

As per our Report of even date

For Deloitte Haskins & Sells LLP For and on behalf of the Board

Chartered Accountants

Firm Registration No:117366W/W-100018

Varsha A Fadte Bharathan Rajagopalan Thatai Dinesh Taluja Renuka Shastry S Gautham

Partner Chairman Director Director Chief Financial Officer

Membership No: 103999 DIN: 02464132 DIN: 08144541 DIN: 02578917

Krishnakumar Thirumalai Dipak C. Jain Asim Parekh Utsav Saini

Director Director Director Company Secretary

DIN: 00079047 DIN: 00228513 DIN: 00056125

Ketan Mody Krishnan Sudarshan Sandipan Ghosh

Director Director Chief Executive Officer

Date: August 19, 2024 DIN: 07723933 DIN: 01029826

---

Mar 31, 2016

Rights, Preferences and restrictions attached to the Shares:

1. Equity Shares:

Equity shares rank pari passu as regards to dividend and voting rights. Each share has one vote.

2. Preference Shares

Preference shares have right to preferential dividend of 10% per annum on cumulative basis and also for redemption of principal over the equity shares. Preference share holders have right to vote only on the matters concerning the preference shares.

3. Loans from bank is primarily secured by first charge on inventory, trade receivables and other current assets.

4. The Bank Loan is also collaterally secured by way of first charge on Fixed Assets of the Company including EM of Factory Land and Buildings situated at S No 31 & 39 in Nasthipur Village, Hathnura Mandal, Medak District

The company have not received any intimation from suppliers regarding their status under the Micro, Small & Medium Enterprises Act, 2006 and hence disclosures if any, relating to amounts unpaid as at the year end to whether with interest paid/payable as required under the said Act has not been given.

5. Raw material, Packing material and Stores and Spares are valued at cost on weighted average.

6. Work in process is taken at cost at various stages of production.

7. Finished goods are valued at lower of the cost or Net Realizable Value.

8. RELATED PARTY DISCLOSURES:

Related parties with whom company entered into transactions during the year:

9. List of Related Parties:

10. Key Management Personnel and Enterprises:

11. P. Prakash Pai, Director

12. P. Ananth Pai, Director

13. P. Abhijeet Pai, Director

14. P. Ashwini Pai, Director

(v) G. S. Ram, Whole Time Director

15. Enterprises / Entities having Common Key Management Personnel

16. Puzzolana Machinery Fabricators (HYD) LLP

17. Soubhagya Confectionery Private Limited

18. CONTIGENT LIABILITIES NOT PROVIDED FOR IN RESPECT OF:

19. Claims against the Company not acknowledged as debts:

20. From Commissioner of Customs, Chennai in respect of Advance licenses not fulfilled within the stipulated time though extension and clubbing of such licenses have been allowed by the Licensing authority Rs. 18,000,000 (Previous year Rs. 18,000,000). The company has received order in favour of the company from Commissioner of Customs, Chennai Vide order No. 10404/2009 dt 23-12-2009. However the department has preferred an appeal before the appellate tribunal against the order issued by Commissioner Customs, (Seaport-Export).

21. From Directorate of Revenue Intelligence, Chennai in respect of alleged non fulfillment of export obligation for Rs. 31,900,000 (Previous year Rs. 31,900,000)

22. Accrued and unpaid preference dividend Rs. 123,092,800 (previous year Rs. 115,696,200)

23. Balances of Trade receivables, payables and loans & advances are subject to confirmation and reconciliation.

24. Figures have been rounded off to the nearest rupee.

25. Previous year’s figures have been regrouped / reclassified where ever necessary to conform to the current year''s classification.

---

Mar 31, 2015

The Company has with effect from 1st April 2014, adopted estimated useful life of fixed assets as stipulated by Schedule II to the Companies Act 2013, applicable for accounting periods commencing 01st April 2014 or re-assessed useful life based on technical evaluation. Accordingly, depreciation of Rs. 1167080 on account of assets whose useful life is already exhausted as on 01st April 2014 has been adjusted against Surplus In Profit and Loss Account. The consequential impact (after considering the transition provision specified in Part C of Schedule II of Companies Act, 2013) on the depreciation charged and on the results for year to date is not material.

The company have not received any intimation from suppliers regarding their status under the Micro, Small & Medium Enterprises Act 2006 and hence disclosures if any, relating to amounts unpaid as at the year end to whether with interest paid/payable as required under the said Act has not been given.

1. Loans from bank is primarily secured by frst charge on inventory, trade receivables and other current assets.

2. The Bank Loan is also collaterally secured by way of first charge on Fixed Assets of the Company including EM of Factory Land and Buildings situated at S No 31 & 39 in Nasthipur Village, Hathnura Mandal, Medak District

3. Raw material, Packing material and Stores and Spares are valued at cost on weighted average cost.

4. Work in process is taken at cost and finished goods are valued at lower of the cost or Net Realizable Value.

5. RELATED PARTY DISCLOSURES:

Related parties with whom company entered into transactions during the year:

(i) List of Related parties:

(a) Key Management Personnel and Enterprises:

(i) P. Prakash Pai, Director

(ii) P. Ananth Pai, Director

(iii) P. Abhijeet Pai, Director

(iv) P. Ashwini Pai, Director

(v) G. S. Ram, CEO, Whole Time Director

(vi) Dilip Mangesh Kalelkar, Whole Time Director (Technical)

(b) Enterprises / Entities having Common Key Management Personnel

i. Puzzolona Machinery Fabricators (Hyd ) LLP ii. Soubhagya Confectionery Private Limited

6. CONTIGENT LIABILITIES NOT PROVIDED FOR IN RESPECT OF:

1. Claims against the Company not acknowledged as debts:

a) From Commissioner of Customs, Chennai is respect of Advance licenses not fulfilled within the stipulated time though extension and clubbing of such licenses have been allowed by the Licensing authority Rs. 18,000,000 (Previous year Rs. 18,000,000). The company has received order in favor of the company from Commissioner of Customs, Chennai Vide order No. 10404/2009 dt 23-12-2009. However the department has preferred an appeal before the appellate tribunal against the order issued by Commissioner Customs, (Seaport-Export).

b) From Directorate of Revenue Intelligence, Chennai respect of alleged non fulfillment of export obligation for Rs. 31,900,000 (Previous year Rs. 31,900,000)

2. Accrued and unpaid preference dividend Rs.115,696,200 (previous year Rs. 108,299,600)

7. Balances of Trade receivables, payables and loans & advances are subject to confirmation and reconciliation.

8. Figures have been rounded off to the nearest rupee.

9. Previous years figures have been regrouped / reclassified where ever necessary to conform to the current year's classification.

---

Mar 31, 2014

1.1. Loans from bank is primarily secured by first charge on inventory, trade receivables and other current assets

1.2. The Bank Loan is also collaterally secured by way of first charge on Fixed Assets of the Company including EM of Factory Land and Buildings situated at S No 31 & 39 in Nasthipur Village, Hathnura Mandal, Medak District.

2.1 Raw material, Packing material and Stores and Spares are valued at weighted averag cost.

2.2 Work in process and finished goods are valued at lower of the cost or Net Realisable Value

3. RELATED PARTY DISCLOSURES:

Related parties with whom company entered into transactions during the year:

(i) List of Related parties:

(a) Key Management Personnel and Enterprises:

(i) P. Prakash Pai, Director

(ii) P. Ananth Pai, Director

(iii) P. Abhijeet Pai, Director

(iv) P. Ashwini Pai, Director

(v) G. S. Ram, CEO, Whole Time Director

(vi) Dilip Mangesh Kalelkar, Whole Time Director (Technical)

(b) Enterprises / Entities having Common Key Management Personnel

i. Puzzolona Machinery Fabricators

ii. Soubhagya Confectionery Private Limited

iii. Lotus Choco Uganda Limited

The company has identified all related parties and details of transactions are given below. There are no other related parties

Note : We have not paid any managerial remuneration to Ms. Ashiwini Pai

4. CONTIGENT LIABILITIES NOT PROVIDED FOR IN RESPECT OF:

1. Claims against the Company not acknowledged as debts:

a) From Commissioner of Customs, Chennai is respect of Advance licenses not fulfilled within the stipulated time though extension and clubbing of such licences have been allowed by the Licensing authority Rs.18,000,000 (Previous year Rs.18,000,000). The company has received order in favour of the company from Commissioner of Customs, Chennai Vide order No. 10404/2009 dt 23-12-2009. However the department has preferred an appeal before the appellate tribunal against the order issued by Commissioner Customs, (Seaport-Export).

b) From Directorate of Revenue Intelligence, Chennai in respect of alleged non fulfillment of export obligation for Rs 31,900,000 (Previous year Rs 31,900,000)

2. Accrued and unpaid preference dividend Rs 108,299,600 (previous year 100,903,000)

5. Balances of Trade receivables,payables and loans & advances are subject to confirmation and reconciliation.

6. Figures have been rounded off to the nearest rupee.

7. Previous years figures have been regrouped / reclassified where ever necessary to conform to the current year''s classification.

---

Mar 31, 2013

1 RELATED PARTY DISCLOSURES:

Related parties with whom company entered into transactions during the year: (i) List of Related parties:

(a) Key Management Personnel and Enterprises:

(i) P. Prakash Pai, Director

(ii) P. Anantha Pai, Director

(iii) Abhijeet Pai, Director

(iv) Ashwini Pai, Director

(v) G. S. Ram, CEO, Whole Time Director

(vi) Dilip Mangesh Kalelkar, Whole Time Director (Technical)

(b) Enterprises / Entities having Common Key Management Personnel

i. Puzzolona Machinery Fabricators ii. Lotus Choco Uganda Limited

2. CONTIGENT LIABILITIES NOT PROVIDED FOR IN RESPECT OF:

1. Claims against the Company not acknowledged as debts:

a) From Commissioner of Customs, Chennai is respect of Advance licenses not fulfilled within the stipulated time though extension and clubbing of such licences have been allowed by the Licensing authority Rs.. 18,000,000 (Previous year Rs.. 18,000,000). The company has received order in favour of the company from Commissioner of Customs, Chennai Vide order No. 10404/2009 dt 23.12.2009.

However the department has preferred an appeal before the appellate tribunal against the order issued by Commissioner Customs, (Seaport-Export).

b) From Directorate of Revenue Intelligence, Chennai respect of alleged non fulfillment of export obligation for Rs.. 31,900,000 (Previous year Rs.. 31,900,000)

2. Accrued and unpaid preference dividend Rs.. 108,299,600 (previous year Rs.. 100,903,000)

3. Balances of Trade receivables, payables and loans & advances are subject to confirmation and reconciliation.

4. Figures have been rounded off to the nearest rupee.

5. Previous years figures have been regrouped / reclassified where ever necessary to conform to the current year''s classification.

---

Mar 31, 2012

(A Rights, Preferences and restrictions attached to the Shares:

(i) Equity Shares:

Equity shares rank pari passu as regards to dividend and voting rights. Each share has one vote.

(ii)Preference Shares

Preference shares have right to preferential dividend of 10% per annum on cumulative basis and also for redemption of as to principal over the equity shares. Preference share holders have right ot vote only on the mattes concerning the preference shares.

Provision is made for Gratuity on the assumption that all the eligible employees retire at the year end. Provision for Leave Encashment is made for the leave accrued as at March 31, 2012 calculated at the year end salary of the respective employees.

The company have not received any intimation from suppliers regarding their status under the Micro, Small & Medium Enterprises Act 2006 and hence disclosures if any, relating to amounts unpaid as at the year end to whether with interest paid/payable as required under the said Act has not been given.

1. Segment Reporting:

The Company's operations predominantly relates to manufacture of chocolates, hence no reportable primary segment information is made. The secondary segment reporting of the company's revenues are as follows:

2. Related party disclosures:

Related parties with whom company entered into transactions during the year:

(i) List of Related parties :

(a) Key Management Personnel and Enterprises :

(i) P.Prakash Pai, Director

(ii) P.Ananth Pai , Director

(iii) P. Abhijeet Pai, Director

(iv) P. Ashwini Pai, Director

(v) G.S.Ram, CEO, Whole Time Director

(vi) Dilip Mangesh Kalelkar, Whole Time Director ( Technical)

(b) Enterprises / Entities having Common Key Management Personnel

i. Puzzolona Machinery Fabricators

ii. Lotus Lanka ( P) Limited

iii. Lotus Choco Uganda Limited

The Company has identified all related parties and details of transactions are given below There are no other related parties where control exists that need to be disclosed.

3. Contingent Liabilities not Provided for in respect of:

1. Claims against the Company not acknowledged as debts:

a) From Commissioner of Customs, Chennai in respect of Advance licences not fulfilled within the stipulated time though extension and clubbing of such licences have been allowed by the Licensing authority RS 18,000,000 (Previous year Rs 18,000,000).During the year the company has received order in favour of the company from Commissioner of Customs, Chennai Vide order No.10404/2009 dt 23-12-2009.However the department has preferred an appeal before the appellate tribunal against the order issued by Commissioner Customs,(Seaport-Export)

b) From Directorate of Revenue Intelligence, Chennai in respect of alleged non fulfillment of export obligation for Rs 31,900,000 (Previous year RS 31,900,000 )

4. Counter Guarantees given to the Bankers in respect of guarantees furnished by them Rs 543,000 (previous year Rs 543,000)

5. Accrued and unpaid preference dividend Rs 100,903,000 (previous year Rs 93,506,000)

6. Balances of Trade receivables, payables and loans & advances are subject to confirmation and reconciliation.

7. Figures have been rounded off to the nearest rupee.

8. The company was using pre revised Schedule VI to the Companies Act, 1956 for the preparation and presentation of its financial statements up to the year ended 31st March 2011. During the year ended 31st March 2012 the revised Schedule VI notified under the Companies Act, 1956, has become applicable to the company. The company has reclassified previous year figures to conform to this year's classification.

---

Mar 31, 2010

A) The foreign currency loan from Network Foods International Limited, Singapore availed during the earlier year is secured by third charge over fixed assets and second charge on current assets of the company, subject to ceding of charge to be agreed by the companys banker.

B) Working Capital loans from State Bank of India and Bank of Baroda are secured by way of hypothecation of stock in trade, book debts and other current assets.

Segment Reporting:

The Companys operations predominantly relates to manufacture of chocolates, hence no reportable primary segment information is made. The secondary segment reporting of the companys revenues are as follows:

1. Claims against the Company not acknowledged as debts:

a) From Commissioner of Customs, Chennai in respect of Advance licences not fulfilled within the stipulated time though extension and clubbing of such licences have been allowed by the Licensing authority Rs1.80 Crores (Previous year Rs1.80 Crores).During the year the company has received order in favour of the company from Commissioner of Customs, Chennai Vide order No. 10404/2009 dt 23-12-2009.However the department has preferred an appeal before the appellate tribunal against the order issued by Commissioner Customs,(Seaport-Export)

b) From Directorate of Revenue Intelligence, Chennai in respect of alleged non fulfillment of export obligation for Rs.3.19 crore (Rs.3.19 Crore )

2. Contingent Liabilities in respect of:

(a) Estimated amount of contracts remaining to be executed on capital account and not provided for Rs.36.63 lakhs (Previous year Nil)

(b) Counter Guarantees given to the Bankers in respect of guarantees furnished by them Rs.5.43 Lakh (previous year Rs.5.43 Lakh)

3. (c) Accrued and unpaid preference dividend Rs.861.09 Lakh (previous year Rs 787.12 Lakh)

A sum of Rs. 2,11,69,774 is over due for repayment under Sales tax deferment scheme. As the company is sick company and the reference is made to BIFR, it is proposed to request for the waiver of interest amounting to Rs.1,27,99,548 as on 31.03.2010 (Rs.89, 88,989 as on 31.03.2009), hence the same is not provided in the accounts.

4. Additional information pursuant to para 3 and 4 of part II of Schedule VI the Companies Act, 1956.

A Licensed Capacity : Not Applicable

B Installed Capacity : As this is an integrated plant, with versatile product range, ascertainment of installed capacity is not possible

5. Figures in brackets represent previous year

6. Previous year figures have been regrouped / reclassified wherever found necessary in order to have conformity with the current year classification.

7. The company, being sick company within the meaning of clause (o) of sub section (1) of section 3 of Sick Industrial Companies (special provisions) Act 1985, was referred to Board for Industrial Finance and rehabilitation (BIFR). BIFR has declared the company as sick company and appointed State Bank of India as operating agency. State Bank of India has commissioned APITCO for viability study. APITCO has submitted its study to SBI wherein the study says that the companys operations are viable on the basis assumptions made by them. The State Bank of India is yet to file the rehabilitation scheme before the BIFR.