a n n u a l r e p o r t 2017 - 18 · prajit vasudevan maroli (holding din : 08249109), appointed as...

A N N U A L R E P O R T A N N U A L R E P O R T A N N U A L R E P O R T 2017 - 18

ASSAM COMPANY INDIA LIMITED

Annual Report 2017 - 18 1


Corporate Information Board of DirectorsDr. Bavaguthu Raghuram Shetty Chairman

Mr. Binay Raghuram Shetty Director

Dr. (Mrs.) Chandrakumari Raghuram Shetty Director

Mr. Prajit Vasudevan Maroli Independent Director

Mr. Sanjay Jain Independent Director

Chief Financial Officer

Mr. Sanjay Sharma

Company Secretary

Ms. Sreya Mitra

Statutory AuditorsSaraf & Chandra LLP Chartered AccountantsKolkata

Registered OfficeGreenwood Tea Estate, P.O. Dibrugarh, Assam – 786 001

Corporate OfficeAssam Tea House52, Chowringhee Road, Kolkata – 700 071Phone : 91-33 2283-8306/09/12E – mail : [email protected] : www.assamco.com Corporate Identity NumberL01132AS1977PLC001685

BankersAllahabad Bank Bank of BarodaState Bank of India (Formerly State Bank of Bikaner & Jaipur & State Bank of Hyderabad) Oriental Bank of CommerceCentral Bank of IndiaIndian Overseas Bank Syndicate BankUnion Bank of India

Registrars & Share Transfer AgentsC. B. Management Services Pvt. Ltd.P-22, Bondel Road,Kolkata – 700 019Phone : 91-33 4011-6700/11/18/23E-mail : [email protected] : www.cbmsl.com

SolicitorsGaggar & Co. LLP

CONTENTS

Notice ... 2

Boards’ Report ... 14

Annexure to Boards’ Report ... 21

Management Discussion and Analysis Report ... 33

Report on Corporate Governance ... 40

Auditors Report ... 56

Financial Statements ... 64

Consolidated Accounts with Auditors Report ... 124


Annual Report 2017 - 182

NOTICE

Notice is hereby given that the Forty First Annual General Meeting of the Members of Assam Company India Limited will be held at 11:00 a.m., on Thursday, 27th December, 2018, at Dibrugarh & District Planters’ Club, Lahoal, P.O. Dibrugarh, Assam, to transact the following business:Ordinary Business :1. To receive, consider and adopt the Audited Financial Statements of the Company for the Financial Year

ended 31st March, 2018, together with the Reports of the Board of Directors and the Auditors thereon.2. To appoint Auditors and to fix their remuneration, and for this purpose, to consider and, if thought fit, to pass

the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to Section 139 of the Companies Act, 2013 read with Rule 6 of the Companies

(Audit and Auditors) Rules, 2014, [including any statutory modifications(s) or re-enactment(s) thereof for the time being in force] and other applicable provisions, if any, of the Companies Act, 2013, and based on the recommendation of the Audit Committee and of the Board of Directors, Messrs Saraf & Chandra LLP, Chartered Accountants, having Firm Registration No. 315096E / E300027, allotted by The Institute of Chartered Accountants of India (ICAI), be and are hereby appointed as the Statutory Auditors of the Company for the maximum number five consecutive years for which the said firm can be appointed and shall hold office from the conclusion of the Forty First Annual General Meeting until the conclusion of the Forty Sixth Annual General Meeting at a remuneration to be fixed at the beginning of each financial year by the Board of Directors on the recommendation of the Audit Committee of the Company.”

Special Business:3. To consider and if thought fit to pass the following Resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions of the

Companies Act, 2013 read with the Companies (Appointment and Qualification of Directors) Rules, 2014, Dr. Bavaguthu Raghuram Shetty (holding DIN : 00026740), who was appointed as an Additional Director of the Company with effect from 9th October, 2018, by the Board of Directors of the Company pursuant to Section 161 (1) of the Companies Act, 2013 and in respect of whom the Company has received a notice in writing from a Member proposing his candidature for the office of Director, be and is hereby appointed as a Director of the Company whose period of office shall be liable to determination by retirement of Directors by rotation;

RESOLVED FURTHER THAT Dr. Bavaguthu Raghuram Shetty be and is hereby appointed as Chairman of the Company;

RESOLVED FURTHER THAT the Board of Directors, including any Committee thereof, be and is hereby authorized to do and perform all such acts, deeds, matters and things and to take all such steps as may be considered necessary to give effect to the aforesaid resolution.”

4. To consider and if thought fit to pass the following Resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions of the

Companies Act, 2013 read with the Companies (Appointment and Qualification of Directors) Rules, 2014, Mr. Binay Raghuram Shetty (holding DIN : 01033122), who was appointed as an Additional Director of the Company with effect from 9th October, 2018, by the Board of Directors of the Company pursuant to Section 161 (1) of the Companies Act, 2013, and in respect of whom the Company has received a notice in writing from a member proposing his candidature for the office of Director, be and is hereby appointed as a Director of the Company whose period of office shall be liable to determination by retirement of Directors by rotation;


5. To consider and if thought fit to pass the following Resolution as an Ordinary Resolution:


ASSAM COMPANY INDIA LIMITED “RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions of the Companies

Act, 2013 read with the Companies (Appointment and Qualification of Directors) Rules, 2014, Dr. (Mrs.) Chandrakumari Raghuram Shetty (holding DIN : 00027791), who was appointed as an Additional Director of the Company with effect from 9th October, 2018, by the Board of Directors of the Company pursuant to Section 161 (1) of the Companies Act, 2013, and in respect of whom the Company has received a notice in writing from a member proposing her candidature for the office of Director, be and is hereby appointed as a Director of the Company whose period of office shall be liable to determination by retirement of Directors by rotation;


6. To consider and if thought fit to pass the following Resolution as an Ordinary Resolution: “RESOLVED THAT that pursuant to the provisions of Sections 149, 152 and other applicable provisions, if

any, of the Companies Act, 2013, and the Rules framed thereunder, read with Schedule IV of the said Act, Mr. Prajit Vasudevan Maroli (holding DIN : 08249109), appointed as an Additional Director of the Company by the Board with effect from 9th October, 2018, under Section 161 of the Companies Act, 2013 and who holds office till the conclusion of the ensuing AGM and who has submitted a declaration that he meets the criteria for independence as provided in Section 149(6) of the Act, be and is hereby appointed as an Independent Director of the Company, to hold office for a term upto five consecutive years commencing from 9th October, 2018, upto 8th October, 2023, and is not liable to retire by rotation in terms of Section 149(13) of the Act.


7. To consider and if thought fit to pass the following Resolution as an Ordinary Resolution: “RESOLVED THAT that pursuant to the provisions of Sections 149, 152 and other applicable provisions,

if any, of the Companies Act, 2013, and the Rules framed thereunder, read with Schedule IV of the said Act, Mr. Sanjay Jain (holding DIN : 00325420), appointed as an Additional Director of the Company by the Board with effect from 9th October, 2018, under Section 161 of the Companies Act, 2013 and who holds office till the conclusion of the ensuing AGM and who has submitted a declaration that he meets the criteria for independence as provided in Section 149(6) of the Act, be and is hereby appointed as an Independent Director of the Company, to hold office for a term upto five consecutive years commencing from 9th October, 2018, upto 8th October, 2023, and is not liable to retire by rotation in terms of Section 149(13) of the Act.


8. To consider and if thought fit to pass the following Resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 148 and such other applicable provisions, if any, of

the Companies Act, 2013 and the Companies (Audit and Auditors) Rules 2014, as amended from time to time, Messrs BCD & Associates, Cost Accountants appointed by the Board of Directors, on the recommendation of the Audit Committee, for the conduct of audit of the cost records of the Company for the financial year 2018-19, at a remuneration of Rs. 90, 000/- (Rupees Ninety Thousand only), plus out of pocket expenses, be and is hereby ratified and confirmed;

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all acts, deeds and things and take all such steps as may be necessary, proper or expedient to give effect to this Resolution.”

Head Office: By Order of the Board52, Chowringhee Road Assam Company India LimitedKolkata – 700 071 Ph : (033) – 2283 8306 Sreya MitraDated : 14th November, 2018 Company Secretary



NOTES —

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF. THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. A PROXY FORM, IN ORDER TO BE EFFECTIVE, MUST BE RECEIVED BY THE COMPANY NOT LESS THAN 48 HOURS BEFORE THE MEETING. NO PHOTOCOPY/ SCANNED COPY OF A COMPLETED PROXY FORM WILL BE ACCEPTED.

A person can act as proxy on behalf of members not exceeding fifty and holding in the aggregate not more than 10% of the total share capital of the Company carrying voting rights. If a person holding more than 10% of the total share capital of the Company is proposed to be appointed as a proxy for a member, such person shall not act as proxy for any other person or shareholder.

2. Statement pursuant to Section 102 of the Companies Act, 2013, in respect of Special Business is annexed hereto.

3. As per the provisions of Section 125 of the Companies Act, 2013, read with Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“IEPF Rules, 2016”), the amount of dividend remaining unpaid or unclaimed for a period of seven years from the date of transfer to Unpaid Dividend Account, shall be transferred to the Investor Education and Protection Fund (IEPF), a fund constituted by the Government of India under Section 125 of the Companies Act, 2013.

Further, in accordance with the provisions of Section 124(6) of the Companies Act, 2013 and IEPF Rules, 2016, shares on which dividend has not been paid or claimed for seven consecutive years or more, are liable to be transferred to IEPF Suspense Account.

Members who have not claimed dividend for previous year(s) are requested to claim the same by approaching the Company or the R & T Agents of the Company.

4. As per the provisions of Section 72 of the Companies Act, 2013, Members are requested to file Nomination Forms in respect of their shareholding. Any Member wishing to avail of this facility should submit to the Company the prescribed Statutory Form SH 13. For any assistance, Members should get in touch with the Company’s Registrar and Share Transfer Agent (RTA).

5. Members are requested to notify immediately any change in their addresses to the Company’s RTA.

6. A Member or his Proxy will be required to produce at the entrance to the Meeting Hall, the Attendance Slip sent herewith duly completed and signed. Neither photocopies nor torn/mutilated Attendance Slips will be accepted. However, Members who have received the Annual Report on E-mail can download and print the Attendance Slip themselves. These should be completed, signed and handed over at the entrance to the Meeting Hall. The validity of the Attendance Slip will, however, be subject to the Members continuing to hold Equity Shares as on the date of the Meeting.

7. Equity Shares of the Company fall under the category of compulsory demat trading by all Investors. Members are requested to consider dematerialisation of their shareholding so as to avoid inconvenience.

8. Securities and Exchange Board of India (SEBI) vide Circular No. MRD/DoP/Cir-05/2009 dated 20th May, 2009, has issued a Circular on PAN requirement for transfer of shares in physical form. For securities market transactions and off-market / private transactions involving transfer of shares in physical form, it shall be mandatory for the transferee(s) to furnish copy of PAN card to the Company/RTA for registration of such transfer of shares.

9. All documents referred to in the Notice and the Statement are open for inspection at the Registered Office of the Company on all working days between 10:00 a.m. to 12 noon upto the date of the forthcoming Annual General Meeting.

10. Corporate Members intending to send their authorised representatives to attend the Meeting are requested to send to the Company a certified copy of the Board Resolution authorising their representative to attend and vote on their behalf at the Meeting.



11. Members are requested to bring their Attendance Slip along with their copy of the Annual Report to the Meeting.

12. In case of joint holders attending the Meeting, only such joint holder, who is higher in the order of names, will be entitled to vote.

13. Members are requested to quote their registered Folio Number / DP ID, Client ID in all correspondence with the Company or its Registrars.

14. Members holding shares in physical form are requested to notify changes in their addresses, if any, quoting their Folio Numbers to the RTA of the Company.

15. Members holding shares under multiple folios are requested to submit their applications to RTA, for consolidation of folios into single folio.

16. The Register of Director’s Shareholding, maintained under Section 170 of the Companies Act, 2013, will be available for inspection by the Members at the Annual General Meeting.

17. As a measure of economy, copies of the Annual Report will not be distributed at the Annual General Meeting. Members are requested to bring their copies of the Annual Reports at the Meeting.

18. Members desiring any relevant information on the annual accounts of the Company are requested to write to the Company well in advance to ensure that such requests reach the Company at least 10 (ten) days before the Annual General Meeting, so as to enable the Company to keep the information ready.

19. The Register of Members and Share Transfer Books of the Company shall remain closed from 21st December, 2018 to 27th December, 2018, both days inclusive.

20. Voting through electronic means

I. In compliance with provisions of Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014, the Company is pleased to provide its members, facility to exercise their right to vote by electronic means and the business may be transacted through e-voting Services provided by National Securities Depository Limited (NSDL):

The instructions for e-voting are as under:

A. In case a member receives an e-mail from NSDL (for members whose e-mail IDs are registered with the Company’s Registrar and Share Transfer Agent):

(i) Open e-mail and open PDF file viz; “Assam Company India Limited e-Voting.pdf” with your Client ID or Folio Number as password. The said PDF file contains your user ID and password/ PIN for e-voting. Please note that the password is an initial password.

(ii) Internet browser by typing the following URL: https://www.evoting.nsdl.com/

(iii) Click on Shareholder – Login

(iv) Put user ID and password as initial password noted in step (i) above. Click Login.

(v) Password change menu appears. Change the password/PIN with new password of your choice with minimum 8 digits/characters or combination thereof. Note new password. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

(vi) Home page of e-Voting opens. Click on e-Voting: Active Voting Cycles.

(vii) Select “EVEN” of Assam Company India Limited.

(viii) Now you are ready for e-voting as Cast Vote page opens.

(ix) Cast your vote by selecting appropriate option and click on “Submit” and also “Confirm” when prompted.



(x) Upon confirmation, the message “Vote cast successfully” will be displayed.

(xi) Once you have voted on the resolution, you will not be allowed to modify your vote.

(xii) Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer through e-mail to [email protected] with a copy marked to [email protected].

B. In case a Member receives physical copy of the Notice (for Members whose e-mail IDs are not registered with the Company/ Depository Participant(s) or requesting physical copy) :

(i) Initial password is annexed along with the notice.

(ii) Please follow all steps from Sl. No (ii) to Sl. No. (xii) above, to cast vote.

II. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the Downloads section of www.evoting.nsdl.com.

III. If you are already registered with NSDL for e-voting then you can use your existing user ID and password for casting your vote.

IV. You can also update your mobile number and e-mail ID in the user profile details of the folio which may be used for sending future communication(s).

V. The e-voting period commences on 24th December, 2018, (9:00 A.M.) and ends on 26th December, 2018 (5:00 P.M.). During this period shareholders’ of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) 20th December, 2018, may cast their vote electronically. The e-voting module shall also be disabled by NSDL for voting thereafter. Once the vote on a resolution is cast by the shareholder, the shareholder shall not be allowed to change it subsequently.

VI. The voting rights of Shareholders shall be in proportion to their shares of the paid up Equity Share Capital of the Company as on 20th December, 2018.

VIA.Those who become Members of the Company after despatch of the Notice but on or before 20th December, 2018 (cut-off date) may write to NSDL at [email protected] or to the Company at [email protected] requesting for user ID and password.

VII. Mr. Vijayakrishna KT, Company Secretary, holding C. P. No. 980 has been appointed as the Scrutinizer for conducting the e-voting process in a fair and transparent manner.

VIII. General Information

a. There will be one vote for every Client ID No. / Registered Folio No. irrespective of the number of joint holders.

b. The Results of voting will be declared within 48 hours from the conclusion of the AGM and the Resolutions will be deemed to be passed on the date of the AGM, subject to receipt of requisite number of votes. The declared Results, along with the Scrutinizer’s Report, will be available forthwith on the Company’s corporate website www.assamco.com and also be forwarded to the National Stock Exchange of India Limited and BSE Limited.



ASSAM COMPANY INDIA LIMITEDSTATEMENT PURSUANT TO THE PROVISIONS OF SECTION 102 OF THE COMPANIES ACT, 2013, IN RESPECT OF THE SPECIAL BUSINESS.

Pursuant to the Order passed by the Hon’ble National Company Law Tribunal, (NCLT) Guwahati Bench, dated 20th September, 2018, approving the Resolution Plan, submitted by the successful Resolution Applicant, Abu Dhabi-based “BRS Ventures Investment Ltd.”, please find appended below, an extract of the said Plan, regarding the Re-constitution of the Board of Directors of the Company :

“1.3 After the Upfront Infusion, and no later than 15 days from the Upfront Infusion, the Board of Directors of ACIL shall be reconstituted, wherein the existing directors (including the independent directors) shall resign and new directors will be appointed to the Board of Directors of ACIL by the Resolution Applicant. The new Board will be professionally managed by experienced persons, with Dr. B.R. Shetty as Chairman, Mr. Binay Shetty and Mrs. C. R. Shetty as directors of ACIL.”

Accordingly, at the Board Meeting of the Company held on 9th October, 2018, the Board of Directors has been re-constituted as follows:

1) DR. BAVAGUTHU RAGHURAM SHETTY - CHAIRMAN2) DR. (MRS.) CHANDRAKUMARI RAGHURAM SHETTY - DIRECTOR3) MR. BINAY RAGHURAM SHETTY - DIRECTOR4) MR. PRAJIT VASUDEVAN MAROLI - INDEPENDENT DIRECTOR5) MR. SANJAY JAIN - INDEPENDENT DIRECTOR

The following Directors ceased to be Directors with effect from 9th October, 2018:

1) MR. ADITYA KUMAR JAJODIA - MANAGING DIRECTOR2) MR. AMIT HALDER - INDEPENDENT DIRECTOR3) MR. SANJAY KHANDELWAL - INDEPENDENT DIRECTOR

Item No. 3

The Board of Directors of the Company at its Meeting held on 9th October, 2018, has appointed Dr. Bavaguthu Raghuram Shetty (holding DIN : 00026740), as a Director and Chairman of the Company, subject to the approval of the members in the Annual General Meeting.

Dr. Bavaguthu Raghuram Shetty, received his Doctorate from Georgia State University, Atlanta, USA.

He is the Chairman and founder of UAE Exchange India (a leading global money transfer and foreign exchange provider), Managing Director and CEO of UAE Exchange Centre LLC, UAE and also the Founding Partner and Chief Executive Officer of NMC Healthcare, Abu Dhabi. As a trained pharmacist, he opened his first pharmacy in 1975. He is also the founder and patron of the Indian Pharmaceutical Association in the UAE and a member of the International Advisory Board of Boston University, USA.

His other business activities include UAE Exchange, Abu Dhabi and has investments in hospitality, food and beverage, pharmaceutical manufacturing and real estate.

Considering his wide experience and leadership qualities, the Nomination and Remuneration Committee has recommended his appointment w.e.f. 9th October, 2018.

Brief particulars of Dr. Bavaguthu Raghuram Shetty, as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is annexed to this Notice.

None of the Directors other than Dr. Bavaguthu Raghuram Shetty, his wife Dr. (Mrs.) Chandrakumari Raghuram Shetty and his son Mr. Binay Raghuram Shetty, Managers or Key Managerial Personnel or any of the relatives of any of the Directors, Managers or Key Managerial Personnel of the Company is interested or deemed to be interested, financial or otherwise, in the proposed resolution and the proposed resolution does not relate to or affects any other company.



Item No. 4

The Board of Directors of the Company at its Meeting held on 9th October, 2018, has appointed Mr. Binay Raghuram Shetty (holding DIN : 01033122), as a Director of the Company, subject to the approval of the members in the Annual General Meeting.

Mr. Binay Raghuram Shetty, serves the Board of UAE Exchange Centre LLC, which is a part of the UAE Exchange Group, having its presence in five continents with a strong network of close to 800 direct offices spread across 31 countries. He is a Director in many of these group entities and also a Director of NMC Health PLC and Alexandria Medical Centre. He is also a Non-Executive Director of Travelex Holdings Limited since 2015. He holds a Bachelor of Science in Business Administration with specialisations in Finance and Entrepreneurship from Boston University, Massachusetts, USA.

Considering his wide experience and leadership qualities, the Nomination and Remuneration Committee has recommended his appointment w.e.f. 9th October, 2018.

Brief particulars of Mr. Binay Raghuram Shetty, as required under SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, is annexed to this Notice.

None of the Directors other than Mr. Binay Raghuram Shetty, his father Dr. Bavaguthu Raghuram Shetty, his mother Dr. (Mrs.) Chandrakumari Raghuram Shetty, Managers or Key Managerial Personnel or any of the relatives of any of the Directors, Managers or Key Managerial Personnel of the Company is interested or deemed to be interested, financial or otherwise, in the proposed resolution and the proposed resolution does not relates to or affects any other company.

Item No. 5

The Board of Directors of the Company at its Meeting held on 9th October, 2018, has appointed Dr. (Mrs.) Chandrakumari Raghuram Shetty (holding DIN : 00027791), as a Director of the Company, subject to the approval of the members in the Annual General Meeting.

Dr. (Mrs.) Chandrakumari Raghuram Shetty, serves as a Group Medical Director of Hospitals at NMC Health care LLC (NMCH). Dr. (Mrs.) Shetty has over 33 years of experience in the health care sector. She is an active medical practitioner since 1977 and also serves as the Chairperson to various healthcare committees of NMCH. Mrs. Shetty is also a Board Member of Alexandria New Medical Center, Egypt.

Considering her wide experience and leadership qualities, the Nomination and Remuneration Committee has recommended his appointment w.e.f. 9th October, 2018.

Brief particulars of Dr. (Mrs.) Chandrakumari Raghuram Shetty, as required under SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, is annexed to this Notice

None of the Directors other than Dr. (Mrs.) Chandrakumari Raghuram Shetty her son Mr. Binay Raghuram Shetty, and her husband Dr. Bavaguthu Raghuram Shetty, Managers or Key Managerial Personnel or any of the relatives of any of the Directors, Managers or Key Managerial Personnel of the Company is interested or deemed to be interested, financial or otherwise, in the proposed resolution and the proposed resolution does not relate to or affects any other company.

Item No. 6

The Company had appointed Mr. Prajit Vasudevan Maroli (holding DIN : 08249109) to discharge the role and functions of Independent Directors in terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Companies Act, 2013.

The Board at its Meeting held on 9th October, 2018, has formed the opinion that Mr Prajit Vasudevan Maroli is a person of integrity, possesses requisite expertise and experience and fulfils the conditions specified in the Companies Act, 2013, for his appointment as an Independent Director of the Company. Mr. Prajit Vasudevan Maroli has also at the said Board Meeting filed a declaration under Section 149(7) of the Act, stating that he can function as Independent Director within the meaning of Section 149(6) of the Act.


ASSAM COMPANY INDIA LIMITEDAccordingly, in compliance with Sections 149 and 152 read with Schedule IV of the Act, Mr. Prajit Vasudevan Maroli is proposed to be appointed as Independent Director within the meaning of Section 149(6) for a term up to five consecutive years on the Board of the Company.

Brief particulars of Mr. Prajit Vasudevan Maroli, as required under SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, are annexed to this Notice.

The Company and Mr. Prajit Vasudevan Maroli shall abide by the provisions specified in Schedule IV of the Act, and the appointment shall be governed and guided by the guidelines of professional conduct, role and functions, duties, manner of appointment, reappointment, resignation or removal, separate meetings and evaluation mechanism as provided therein, The appointment once made at the Meeting shall be formalized through a letter of appointment, which will set out:

(a) the term of his appointment;

(b) the expectation of the Board; the Board-level committee(s) in which he is expected to serve and its tasks;

(c) the fiduciary duties that come with such an appointment along with accompanying liabilities;

(d) provision for Directors and Officers (D and O) insurance, if any;

(e) the Code of Business Ethics that the Company expects its Directors and employees to follow;

(f) the list of actions that a Director should not do while functioning as such in the Company; and

(g) the remuneration, mentioning periodic fees, reimbursement of expenses for participation in the Boards and other meetings and profit related commission, if any.

Formal letter of appointment shall be issued to Mr. Prajit Vasudevan Maroli upon confirmation of his appointment. The terms and conditions of the appointment shall be open for inspection at the Registered Office of the Company by any member during normal business hours, and shall also be posted on the Company’s website.

None of the Directors other than Mr. Prajit Vasudevan Maroli, Managers or Key Managerial Personnel or any of the relatives of any of the Directors, Managers or Key Managerial Personnel of the Company is interested or deemed to be interested, financial or otherwise, in the proposed resolution and the proposed resolution does not relates to or affects any other company.

Item No. 7

The Company had appointed Mr. Sanjay Jain (holding DIN : 00325420) to discharge the role and functions of Independent Directors in terms of SEBI (Listing Obligations and Disclosure Requirements), 2015 and the Companies Act, 2013.

The Board at its Meeting held on 9th October, 2018, has formed the opinion that Mr. Sanjay Jain is a person of integrity, possesses requisite expertise and experience and fulfills the conditions specified in the Companies Act, 2013 for his appointment as an Independent Director of the Company. Mr. Sanjay Jain has also at the said Board Meeting filed a declaration under Section 149(7) of the Act stating that he can function as Independent Director within the meaning of Section 149(6) of the Act.

Accordingly, in compliance with Sections 149 and 152 read with Schedule IV of the Act, Mr. Sanjay Jain is proposed to be appointed Independent Director within the meaning of Section 149(6) for a term up to five consecutive years on the Board of the Company.

Brief particulars of Mr. Sanjay Jain, as required under SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, are annexed to this Notice.

The Company and Mr. Sanjay Jain shall abide by the provisions specified in Schedule IV of the Act, and the appointment shall be governed and guided by the guidelines of professional conduct, role and functions, duties, manner of appointment, reappointment, resignation or removal, separate meetings and evaluation mechanism as provided therein, The appointment once made at the Meeting shall be formalized through a letter of appointment, which will set out:



(a) the term of his appointment;

(b) the expectation of the Board; the Board-level committee(s) in which he is expected to serve and its tasks;

(c) the fiduciary duties that come with such an appointment along with accompanying liabilities;

(d) provision for Directors and Officers (D and O) insurance, if any;

(e) the Code of Business Ethics that the Company expects its Directors and employees to follow;

(f) the list of actions that a Director should not do while functioning as such in the Company; and

(g) the remuneration, mentioning periodic fees, reimbursement of expenses for participation in the Boards and other meetings and profit related commission, if any.

Formal letter of appointment shall be issued to Mr. Sanjay Jain upon confirmation of his appointment. The terms and conditions of the appointment shall be open for inspection at the Registered Office of the Company by any member during normal business hours, and shall also be posted on the Company’s website.

None of the Directors other than Mr. Sanjay Jain, Managers or Key Managerial Personnel or any of the relatives of any of the Directors, Managers or Key Managerial Personnel of the Company is interested or deemed to be interested, financial or otherwise, in the proposed resolution and the proposed resolution does not relates to or affects any other company.

Item No. 8

In terms of Section 148 of the Companies Act, 2013, read with Rule 14 of the Companies (Audit and Auditors) Rules, 2014 (‘the Rule’), your Board of Directors at its Meeting held on 14th November, 2018, has appointed Messrs BCD & Associates, Cost Accountants, as the Cost Auditors of the Company for the Financial Year 2018-19, at a remuneration of Rs. 90,000/- (Rupees Ninety Thousand only) per annum plus out of pocket expenses.

The appointment and the remuneration of the Cost Auditor are required to be ratified subsequently as per the provisions of the Companies Act, 2013.

The Resolution set out in Item No. 8 of the convening Notice is to be considered accordingly and the Board recommends the same.

None of the Directors or Key Managerial Personnel and their relatives is concerned or interested, financial or otherwise, in the above Resolution.



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BOARD’S REPORT

Dear Members,

Your Directors present the Forty First Annual Report together with the Audited Financial Statements for the Financial Year ended 31st March, 2018.

The Financial Results are set out below:

Financial Performance

The summarized Standalone and Consolidated results of your Company and its subsidiaries are given in the table below :

ParticularsFinancial Year ended (Rs.)

Standalone Consolidated31/03/2018 31/03/2017 31/03/2018 31/03/2017

Income Revenue from Operations 1,621,619,420 2,107,831,167 1,622,123,851 2,108,271,338 Other Income 195,544,148 43,468,274 195,578,528 93,495,200Total Income 1,817,163,568 2,151,299,441 1,817,702,379 2,201,766,539Expenses Cost of Materials Consumed 0 0 390,271 177,239 Changes in Inventories of Finished Goods 19,221,883 46,489,290 19,216,494 46,491,231 Employee Benefits Expense 943,090,758 1,030,452,593 943,175,615 1,030,452,593 Finance Cost 416,874,731 318,302,583 422,474,731 345,322,427 Depreciation and Amortisation Expense 123,592,437 149,052,323 123,594,803 149,054,689 Other Expenses 8,142,308,472 1,257,517,920 8,503,742,401 1,260,533,649Total Expenses 9,645,088,281 2,801,814,709 10,012,594,314 2,832,031,828Profit/(loss) before Tax (7,827,924,713) (650,515268) (8,194,891,935) (630,265,289)Tax Expenses - Current Tax 0 0 (37,717,134) 0 Deferred Tax 0 0 4,087,721 (745,334,180) Adjustments for earlier years (37,705,936) 0 0 0Profit/(Loss) After Tax Before Minority Interest (7,790,218,777) (650,515,268) (8,161,262,523) 115,068,891Minority Interest 0 0 (26,112,672) (47,685)Profit / (Loss) for the year (7,790,218,777) (650,515,268) (8,135,149,851) 115,116,576Other Comprehensive IncomeItems that will not be Reclassified to Profit or LossRemeasurements on Post-employment Defined Benefit PlansIncome Tax on Above

48,134,723

-

(33,520,949)

-

48,134,723

-

(33,520,949)

-Total Other Comprehensive Income, Net of Tax 48,134,723 (33,520,949) 48,134,723 (33,520,949)Total Comprehensive Income for the Year (7,742,084,054) (684,036,217) (8,087,015,128) 81,595,627Profit / (Loss) per Equity Share (Nominal Value Re. 1/- per Share)Basic (25.15) (2.10) (26.26) 0.37Diluted (25.15) (2.10) (26.26) 0.37Equity Share CapitalAuthorized 500,000,000 Equity Shares of Re. 1/- each1,000,000 Non Cumulative Redeemable Preference Shares of Rs. 100/- each

500,000,000100,000,000

500,000,000100,000,000

500,000,000100,000,000

500,000,000100,000,000

Issued, Subscribed and Paid-up309,760,963 Equity Shares of Re. 1/- each Fully Paid up 309,760,963 309,760,963 309,760,963 309,760,963


ASSAM COMPANY INDIA LIMITEDExtract of Annual Return

As per the provisions of Section 92(3) of the Companies Act, 2013 (‘the Act’), read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the extract of the Annual Return in Form MGT-9 is given in Annexure 1, forming part of this Report.

Details of Board meetings

During the year, 5 Meetings of the Board of Directors were held, which includes a Meeting of the Independent Directors as required under the Act, the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the Listing Regulations), and the Secretarial Standard I. The details of the Meetings are furnished in the Corporate Governance Report.

Significant events from the end of Financial Year till the date of this Report

Your Directors wish to inform you that the Company was under Corporate Insolvency Resolution Process (CIRP) under the provisions of the Insolvency and Bankruptcy Code (IBC), 2016, pursuant to an Order dated 26th October, 2017, passed by the Hon’ble National Company Law Tribunal (NCLT) , Guwahati Bench, appointing Mr. Vinod Kumar Kothari as the Interim Resolution Professional (IRP). Pursuant to another NCLT Order dated 12th January, 2018, NCLT had appointed CA Kannan Tiruvengadam as the Resolution Professional (RP) of the Company and since then he had been discharging the functions as entrusted upon him with respect to the Company.

During the course of CIRP, the RP had floated an Expression of Interest (EOI) and in terms of the EOI, various Resolution Applicants submitted their Resolution Plan to the RP and ultimately BRS Ventures Investment Limited, a company incorporated in United Arab Emirates was declared as the Successful Resolution Applicant and the RP filed an application before the NCLT, Guwahati Bench, in order to approve their Resolution Plan.

The NCLT, Guwahati Bench, has by its Order dated 20th September, 2018, approved the Resolution Plan and upon such approval, BRS Ventures Investment Limited has taken control of the affairs of the Company, under the Chairmanship of Dr. Bavaguthu Raghuram Shetty.

The new Promoters have already made payment of the first tranche amounting to INR 600 Crores in order to disburse the said amount in terms of the Resolution Plan.

The Committee of Creditors in their meeting held on 24th September, 2018 has constituted a Monitoring Committee in terms of the Resolution Plan, in order to ensure proper implementation and execution of the Resolution Plan.

The Board of Directors of the Company has also been reconstituted as under:

Dr. Bavaguthu Raghuram Shetty - Chairman

Mr. Binay Raghuram Shetty - Director

Dr. (Mrs.) Chandrakumari Raghuram Shetty - Director

Mr. Prajit Vasudevan Maroli- Independent Director

Mr. Sanjay Jain – Independent Director

Declaration by Independent Directors

Mr. Prajit Vaudevan Maroli and Mr. Sanjay Jain are the Independent Directors on the newly reconstituted Board of your Company. In the opinion of the Board and as confirmed by these Directors, they fulfil the conditions specified in Section 149(6) of the Act and the Rules made thereunder about their status as Independent Directors of the Company.

Directors’ Responsibility Statement

The undersigned has relied upon the Directors’ Responsibility Statement furnished by the then Resolution Professional CA Kannan Tiruvengadam, Chartered Accountant.



In accordance with the provisions of Section 134(3)(c) of the Companies Act, 2013, (“the Act”) and, based upon the representations from the Management, it is stated that:

(a) in the preparation of the Annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period;

(c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(d) the Directors had prepared the annual accounts on a going concern basis; and

(e) the Directors in the case of a listed company, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

(f) The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Nomination and Remuneration Committee of the Company

The Company has a Nomination and Remuneration Committee of the Board and has adopted the Remuneration Policy for the appointment and remuneration of the Directors, Key Managerial Personnel and other Senior Executives of the Company along with other related matters, which has been formulated in terms of the requirement of the Companies Act, 2013, the Listing Agreement and the Listing Regulations. The Policy is uploaded on the Company’s website (URL:www.assamco.com).

Particulars of Loans, Guarantees or Investments

Particulars of Loans, Guarantees or Investments made during the year as required under Section 186 of the Companies Act, 2013, are provided in the Financial Statements.

Related Party Transactions

All Related Party Transactions are in compliance with the applicable provisions of the Act and the Listing Regulations. There are no materially significant Related Party Transactions made by the Company with related parties. Details of the transactions with related parties are provided in the form AOC – 2 (as annexed to this Report as Annexure ‘2’) and also in the Note no. 40 of the Financial Statements in accordance with the Accounting Standards.

All Related Party Transactions are presented to the Audit Committee and the Board. A statement of all Related Party Transactions is presented before the Audit Committee on a quarterly basis, specifying the nature, value and terms and conditions of the transactions.

The Company has also adopted a Related Party Transactions Policy. The Policy is uploaded on the Company’s website (URL:www.assamco.com). The objective is to ensure proper approval, disclosure and reporting of transactions as applicable, between the Company and any of its related parties.

Summary of Operations

Tea production of the Company has gone down during the Financial Year 2017-18 in comparison to the previous Financial Year. The Company, during its Financial Year ended on 31st March, 2018, produced 8.92 Million Kgs. of tea as against 10.86 Million Kgs. during its previous year ended on 31st March, 2017. The average price realization of made tea was less than during the Financial Year 2017-18 in comparison to the previous Financial Year. The Company during its Financial Year ended on 31st March, 2018, sold 8.71 Million Kgs. of tea at an average price of Rs. 182.51/Kg. as against 10.73 Million Kgs. sold during its previous year ended on 31st March, 2017, at an average price of 197.25/Kg.

There was no operation in the Oil & Gas business during the Year 2017-18.


ASSAM COMPANY INDIA LIMITEDThe Management Discussion and Analysis Report given in Annexure ‘3’ forms a part of this Report and covers, amongst other matters, the Global Tea scenario and the performance of the Company during the Financial Year 2017-18.

Dividend and Reserves

The Company has incurred losses for the year under report and hence the proposal of dividend does not arise.

Material changes and commitment, if any, affecting financial position of the Company from the end of Financial Year and till the date of this Report

Save and except the NCLT, Guwahati Bench’s Order dated 20th September, 2018, approving the Resolution Plan. and BRS Ventures Investment Limited taking control the affairs of the Company, under the Chairmanship of Dr. Bavaguthu Raghuram Shetty, there has been no material change and commitment, affecting the financial position of the Company which occurred between the end of the Financial Year of the Company to which the Financial Statements relate and the date of this Report.

Details of conservation of energy, technology absorption, foreign exchange earnings and outgo

The particulars as prescribed under Section 134 (3) (m) of the Act, read with Rule 8(3) of the Companies (Accounts) Rules, 2014, relating to Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo are given in Annexure ‘4’, forming part of this Report.

Corporate Social Responsibility (CSR)

In accordance with Section 135 of the Act and Rules framed thereunder, your Company has adopted a Policy of CSR and the Board has constituted a Committee for implementing the CSR Activities. Composition of the Committee are provided in the Corporate Governance Report. Expenditure on CSR activities is not applicable to your Company.

Performance Evaluation of the Directors

Pursuant to the NCLT, Guwahati Bench’s Order dated 20th September, 2018, approving the Resolution Plan, the Company has newly reconstituted the Board of Directors of the Company. Thereby, the annual performance evaluation of the Directors individually as well as evaluation of the working of the Board and the Committees of the Board, by way of individual and collective feedback from the Directors, is not applicable.

Subsidiary Companies

Pursuant to sub-section (3) of Section 129 of the Act, a statement containing the salient features of the Financial Statement of each of the subsidiary in the prescribed Form AOC – 1 is annexed to this Report as Annexure ‘5’.

The Financial Statements of the Subsidiaries are also available on the website of the Company (www.assam-co.com). Policy for determining material subsidiaries of the Company is uploaded on the Company’s website (URL:www.assamco.com).

Directors and Key Managerial Personnel

Pursuant to the provisions of Section 152 and other applicable provisions of the Companies Act, 2013 read with the Companies (Appointment and Qualification of Directors) Rules, 2014, Dr. Bavaguthu Raghuram Shetty, Mr. Binay Raghuram Shetty and Dr. (Mrs.) Chandrakumari Raghuram Shetty are to be appointed as Directors of the Company, subject to the approval of the shareholders at the forthcoming Annual General Meeting (AGM) of the Company.

Pursuant to Section 149 (10) of the Act, read along with the Rules framed thereunder, Mr. Prajit Vasudevan Maroli and Mr. Sanjay Jain are to be appointed as Independent Directors of the Company and to hold office for a term upto five consecutive years commencing from 9th October, 2018, subject to the approval of the shareholders at the forthcoming Annual General Meeting (AGM) of the Company. Further, pursuant to the Sections 149(13) and 152 of the Act, provisions for the retirement of directors by rotation shall not apply to such Independent Directors.



As on date, Mr. Sanjay Sharma, Chief Financial Officer and Ms. Sreya Mitra, Company Secretary, are the Key Managerial Personnel of the Company.

Committees of Board

The details pertaining to composition of the Board Committees and terms of reference are included in the Corpo-rate Governance Report, which forms part of this Report as Annexure ‘6’.

Auditors

(i) Statutory Auditors

In the 38th Annual General Meeting (AGM) held on June 24, 2015, Messrs De Chakraborty & Sen, Chartered Accountants had been appointed as Statutory Auditors of the Company for a period of 5 years. Further, they have, under Section 139(1) of the Act and the Rules framed thereunder furnished a certificate of their eligi-bility and consent for appointment.

Further, the report of the Statutory Auditors along with notes is enclosed to this report. The remarks in the Standalone and Consolidated Report are already explained in the Notes to Accounts and as such does not call for any further explanation or elucidation.

Subsequent to the resignation by Messrs De Chakraborty & Sen, Chartered Accountants from the office of the Statutory Auditors of the Company w.e.f. 31st August, 2018 and on the recommendation of the Audit Committee, Messrs Saraf & Chandra LLP, Chartered Accountants, are appointed as the Statutory Auditors of the Company for a period of 5 (five) years, subject to the approval of the Members at the forthcoming Annual General Meeting of the Company.

(ii) Cost Audit

Pursuant to Section 148 of the Act, the Central Government has made it mandatory for the Company to con-duct a cost audit and accordingly, the Company is required to have the audit of its cost records conducted by a Cost Accountant in practice. The Board of Directors of the Company has on the recommendation of the Audit Committee, approved the appointment of Messrs BCD & Associates having registration No. 100410, as the Cost Auditors of the Company to conduct cost audits pertaining to relevant products prescribed under the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time for the year ended 31st March, 2018.

Messrs BCD & Associates, have vast experience in the field of cost audit and have conducted the audit of the cost records of the Company for the past several years under the provisions of the erstwhile Companies Act, 1956.

A resolution seeking Members’ ratification for the remuneration payable to Cost Auditors forms part of the Notice of the 41st Annual General Meeting of the Company and the same is recommended for your consid-eration and approval.

(iii) Secretarial Audit

In terms of Section 204 of the Companies Act, 2013 and Rules made there under, Messrs S. Sarkar & As-sociates, Practicing Company Secretaries have been appointed as the Secretarial Auditors of the Company. The Report of the Secretarial Auditors is annexed to and forms a part of this Report as Annexure ‘7’. The comments on the Report are given as under :

(a) Constitution of the Board of Directors, Nomination and Remuneration Committee and non-appointment of a Woman Director in the Board - Due to non-availability of suitable persons, we are yet to appoint oth-er Director(s) in the Board, a Non-Executive Director in the Nomination and Remuneration Committee and a Woman Director in the Board of your Company.

(b) Non charging of the interest on Inter-Corporate Loan according to Section 186 of the Companies Act, 2013 – As most of the Companies are yet to start their revenue activities or does not have sufficient profit / working capital, your Company did not charge any interest on the inter-corporate loan.


ASSAM COMPANY INDIA LIMITED(c) Charges appeared in the MCA website in relation to the Secured Debt which since has been re-

paid – The Company have taken necessary steps to remove the charges which have been repaid, but are still appearing in the MCA website.

(d) Irregularities in depositing Provident Fund with the Authority and payment of Gratuity – The Com-pany has faced severe liquidity crisis and in all it’s estates has even fallen short of the targeted crop, which has aggravated the overall cash flow situation further. These are the reasons behind our failing to deposit the arrear Provident Fund and Gratuity.

Human Resources

Your Company treats its “human resources” as one of its most important assets.

Your Company continuously invest in attraction, retention and development of talent on an ongoing basis. A number of programs that provide focused people attention are currently underway. Your Company thrust is on the promotion of talent internally through job rotation and job enlargement.

Internal Financial Controls

The Internal Financial Controls with reference to the Financial Statements are included in the Management Discussion and Analysis Report, which forms part of this Report.

Transfer of Amounts to Investor Education and Protection Fund

The Company has transferred a sum of Rs. 576,183 during the Financial Year 2017-18 to the Investor Education and Protection Fund established by the Central Government, in compliance with Section 124 of the Act. The said amount represents unclaimed dividends which were lying with the Company for a period of seven years from their respective due dates of payment. Prior to transferring the aforesaid sum, the Company has sent reminders to shareholders for submitting their claims for unclaimed dividend.

Further, in accordance with the provisions of Section 124(6) of the Companies Act, 2013 and IEPF Rules, 2016, shares on which dividend has not been paid or claimed for seven consecutive years or more, are liable to be transferred to IEPF Suspense Account. Members who have not claimed dividend for previous year(s) are re-quested to claim the same by approaching the Company or the R & T Agents of the Company.

Deposits

The Company has not accepted any deposits from the public/members under section 73 of the Companies Act, 2013, read with Companies (Acceptance of Deposits) Rule, 2014 during the year.

Particulars of Employees

The statement under Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and particulars required under Section 197 (12) of the Act are given in Annexure ‘8’, forming a part of this Report.

The said Annexure shall be provided to the Members on a specific request made in writing to the Company. The said information is available for inspection by the Members at the Registered Office of the Company on any working day of the Company up to the date of the Annual General Meeting.

Significant and Material Orders passed by the Regulators or Courts or Tribunals impacting the Going Concern Status of the Company:

NCLT had by its Order dated 26th October, 2017, initiated CIRP against the Company and had appointed Mr. Vinod Kumar Kothari as the Interim Resolution Professional. Subsequently, vide its Order dated 12th January, 2018, NCLT had appointed CA Kannan Tiruvengadam as the Resolution Professional of the Company.

NCLT, Guwahati Bench, has by its Order dated 20th September, 2018, approved the Resolution Plan and upon such approval, BRS Ventures Investment Limited has been appointed as the Successful Resolution Applicant. As the normal operations were continuing, its Financial Statements were prepared on a Going Concern basis.



Disclosure as per the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

The Company has zero tolerance towards sexual harassment at the workplace and has set up Internal Complaints Committee (ICC) for prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder. During the year 2017-18, the Company has not received any complaint of sexual harassment.

Corporate Governance

Your Company has complied with the Corporate Governance requirements under the Companies Act, 2013 and the Listing Regulations. A separate section on Corporate Governance under the Listing Regulations, along with a Certificate from Mr. Vijayakrishna KT, Practising Company Secretaries, is given in Annexure ‘6’, forming part of this Report.

Familiarization programme for Independent Directors:

The details of the programme for familiarization of Independent Directors with the Company in respect of their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company and related matters are put up on the website of the Company (www.assamco.com)

Vigil Mechanism

The Company has adopted a Whistle Blower Policy establishing Vigil Mechanism, to provide a formal mechanism to the Directors and employees to report their concerns about unethical behaviour, actual or suspected fraud or violation of the Company’s Code of Conduct or ethics policy. The Policy provides for adequate safeguards against victimization of employees who avail of the Mechanism. The policy of Vigil Mechanism is available on the Company’s website (www.assamco.com)

Green Initiatives

As per our green initiative, the electronic copies of this Annual Report are sent to all members whose e-mail addresses are registered with the Company. For Members who have not registered their e-mail addresses, physical copies of this Annual Report are being sent by permitted mode.

Acknowledgement

The Directors place on record their appreciation for employees at all levels, who have contributed to the growth and performance of your Company.

The Directors also thank the clients, vendors, bankers, shareholders and advisers of the Company for their continued support.

The Directors also thank the Central and State Governments, and other statutory authorities for their continued support.

By Order of the Board Assam Company India Limited

Dr. B. R. ShettyPlace: Abu Dhabi, UAE ChairmanDate: 14th November, 2018 DIN: 00026740



Annexure-I

FORM NO. MGT 9EXTRACT OF ANNUAL RETURN

as on Financial Year ended on 31.03.2018of

ASSAM COMPANY INDIA LIMITEDPursuant to Section 92 (3) of the Companies Act, 2013 and Rule 12(1) of the Company

(Management & Administration) Rules, 2014.

I REGISTRATION & OTHER DETAILS:

(i) CIN L01132AS1977PLC001685

(ii) Registration Date 15th March, 1977

(iii) Name of the Company Assam Company India Limited

(iv) Category/Sub-category of the Company Public Company - Limited by Shares

(v) Address of the Registered Office & contact details

Greenwood Tea Estate, P.O. Dibrugarh, Assam - 786 001

Telephone No. : (033) 2283-8306/8309/8312 Facsimile No. : (033)-2283 8334

E-mail : [email protected] Website : www.assamco.com

(vi) Whether Listed Company Yes

(vii) Name , Address & contact details of the Registrar & Transfer Agent, if any.

C.B. Management Services (P) Limited P-22, Bondel Road, Kolkata - 700 019

Telephone No. : (033) 4011-6700/2280-6692/2282-3643 Facsimile No.: (033)-4011 6739

E-mail : [email protected]

II PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the Company shall be stated

Sl. No. Name & Description of main Products/Services

NIC Code of the Product /Service

% to total turnover of the Company

Tea Cultivation & Manufacturing 10791 100



III PARTICULARS OF HOLDING, SUBSIDIARY & ASSOCIATE COMPANIES

Sl. No. Name & Address of the Company CIN/GLN

Holding/Subsidiary/Associate

% of Shares

Held

Applica-ble

Section

1 Dahej Offshore Infrastructure SEZ Limited Girish Chandra Bardoloi Path, Bamunimaidan, Guwahati, Assam - 781 021

U01132AS1995PLC004502 Subsidiary 100% 2(87)

2 Assam Oil and Gas Limited Greenwood Tea Estate, P.O. Dibrugarh, Assam - 786 001


3 North East Hydrocarbon Limited GC, Bardoloi Path, Bamunimaidan, Guwahati, Dibrugarh, Assam - 781 021


4 Camellia Cha Bar Limited Salonah Tea Estates, Misa,Dist. Nagaon, Assam - 782 001

U01132AS1995PLC004486 Subsidiary 99.98% 2(87)

5 Gujarat Hydrocarbons and Power SEZ Limited 301, J.K. Apartment, VIPPS Centre, Masjid Moth, Greater Kailash Part II, New Delhi - 110 048

U70109DL2007PLC167079 Subsidiary 51.00% 2(87)

6 Duncan Macneill Power India Limited 52, Chowringhee Road, Kolkata - 700 071 U40109WB1994PLC109981 Subsidiary 100% 2(87)

7 Assam Oil and Natural Gas Limited Queensgate House, 3rd Floor,113 South Church Street, George Town - 10240, Grand Cayman, Cayman Islands

NA Foreign Subsidiary 100% 2(87)

8 Duncan Macneill Natural Resources Limited Unit 1 & 3 St. Martins Court, Aston Road, Bedford - MK42 0LN

NA Foreign Subsidiary 100% 2(87)



Category of Shareholders

No. of Shares held at the beginning of the year (01.04.2017)

No. of Shares held at the end of the year (31.03.2018) %

Change during

the yearDemat Physical Total% of Total

SharesDemat Physical Total

% of Total

SharesA. Promoter(1) Indiana) Individual/HUF 2,017,320 0 2,017,320 0.65 2,017,320 0 2,017,320 0.65 0.00b) Central Government (s) 0 0 0 0.00 0 0 0 0.00 0.00c) State Government (s) 0 0 0 0.00 0 0 0 0.00 0.00d) Bodies Corporate 5,082,143 0 5,082,143 1.64 3,203,020 0 3,203,020 1.04 -0.60e) Bank/FI 0 0 0 0.00 0 0 0 0.00 0.00f) Others 0 0 0 0.00 0 0 0 0.00 0.00SUB TOTAL:(A) (1) 7,099,463 0 7,099,463 2.29 5,220,340 0 5,220,340 1.69 -0.60(2) Foreigna) NRIs- Individuals 0 0 0 0.00 0 0 0 0.00 0.00b) Other Individuals 0 0 0 0.00 0 0 0 0.00 0.00c) Bodies Corporate 122,622,596 0 122,622,596 39.59 122,622,596 0 122,622,596 39.58 0.01d) Banks/FI 0 0 0 0.00 0 0 0 0.00 0.00e) Others 0 0 0 0.00 0 0 0 0.00 0.00SUB TOTAL (A) (2) 122,622,596 0 122,622,596 39.59 122,622,596 0 122,622,596 39.58 0.01

Total Shareholding of Promoter & Promoter Group(A)= (A)(1)+(A)(2)

129,722,059 0 129,722,059 41.88 127,842,936 0 127,842,936 41.27 -0.61

B. Public Shareholding(1) Institutionsa) Mutual Funds 0 20,160 20,160 0.01 0 5,760 5,760 0.00 0.00b) Banks/FI 410,152 12,830 422,982 0.13 9,350 7,830 17,180 0.00 -0.13c) Central Government (s) 0 0 0 0.00 0 0 0 0.00 0.00d) State Government (s) 0 0 0 0.00 0 0 0 0.00 0.00e) Venture Capital Fund 0 0 0 0.00 0 0 0 0.00 0.00f) Insurance Companies 6,833,313 0 6,833,313 2.21 6,833,313 0 6,833,313 2.21 0.00g) Foreign Institutional Investors (FII) 0 0 0 0.00 0 0 0 0.00 0.00

h) Foreign PortfolioInvestors 20,000 0 20,000 0.01 0 0 0 0.00 -0.01

h) Foreign Venture Capital Investors 0 0 0 0.00 0 0 0 0.00 0.00

i) Other (specify) 0 0 0 0.00 0 0 0 0.00 0.00Foreign Bank 0 0 0 0.00 20,000 0 20,000 0.01 0.01SUB TOTAL (B)(1): 7,263,465 32,990 7,296,455 2.36 6,862,663 13,590 6,876,253 2.22 -0.14

IV SHAREHOLDING PATTERN (Equity Share Capital break up as % to total Equity)



Category of Shareholders

No. of Shares held at the beginning of the year (01.04.2017)

No. of Shares held at the end of the year (31.03.2018) %

Change during

the yearDemat Physical Total% of Total

SharesDemat Physical Total

% of Total

Shares(2) Non Institutionsa) Bodies Corporatesi) Indian 27,454,444 37,350 27,491,794 8.87 25,164,756 22,520 25,187,276 8.13 -0.73ii) Overseas 0 0 0 0 0 0 0 0 0b) Individualsi)Individual shareholders holding nominal share capital upto Rs. 1 lakh

108,251,676 3,611,853 111,863,529 36.11 113,898,699 2,679,853 116,578,552 37.64 1.52

ii)Individuals shareholders holding nominal share capital in excess of Rs. 1 lakh

28,994,877 0 28,994,877 9.36 27,724,108 0 27,724,108 8.95 -0.41

c) Other (specify)i) NRI / OCB 2,377,315 13,260 2,390,575 0.77 2,633,277 5,640 2,638,917 0.85 0.08ii) Clearing Members 1,996,910 0 1,996,910 0.65 1,796,216 0 1,796,216 0.58 -0.07iii) Foreign National 0 0 0 0.00 0 0 0 0.00 0.00iv) Trust 4,764 0 4,764 0.00 3,000 0 3,000 0.00 0.00v) IEPF 0 0 0 0.00 1,113,705 0 1,113,705 0.36 0.36SUB TOTAL (B)(2): 169,079,986 3,662,463 172,742,449 55.76 172,333,761 2,708,013 175,041,774 56.51 0.75

Total Public Shareholding(B)= (B)(1)+(B)(2)

176,343,451 3,695,453 180,038,904 58.12 179,196,424 2,721,603 181,918,027 58.73 0.61

C. Shares held by Custodians for GDRs & ADRs

0 0 0 0 0 0 0 0 0

Grand Total (A+B+C) 306,065,510 3,695,453 309,760,963 100.00 307,039,360 2,721,603 309,760,963 100.00 NIL

(ii) SHARE HOLDING OF PROMOTERS

Sl. No. Shareholders Name

Shareholding at the beginning of the year (01.04.2017)

Shareholding at the end of the year (31.03.2018) % change

in share holding

during the year

No. of Shares

% of total Shares of the

Company

% of Shares pledged /

encumbered to total Shares

No. of Shares


Company

% of Shares pledged /

encumbered to total Shares

1 Dune Leasing and Finance Limited

4,531,643.00 1.46 0.20 2,652,520.00 0.86 0.18 -0.61

2 Aditya Estates Private Limited 550,500.00 0.18 0.18 550,500.00 0.18 0.18 03 Aditya Kumar Jajodia 152,170.00 0.05 0.04 152,170.00 0.05 0.04 04 Aditya Kumar Jajodia (HUF) 1,000,000.00 0.32 0.32 1,000,000.00 0.32 0.32 05 Ruchika Jajodia 625,150.00 0.20 0.20 625,150.00 0.20 0.20 06 Nisha Kanoi 240,000.00 0.08 0.00 240,000.00 0.08 0.00 07 Assam Oil Company Limited 119,088,048.00 38.44 0.00 119,068,048.00 38.44 0.00 -0.018 Cromwell Securities Limited 3,554,548.00 1.15 1.13 3,554,548.00 1.15 1.13 0

Total 129,722,059.00 41.88 2.07 127,842,936.00 41.27 2.05 -0.61



Sl. No. Name of Promoters

Share holding at the beginning and end of the

year (01.04.2017 - 31.03.2018)

Date wise increase/decrease in Promoters Share holding during the year

Cumulative Share holding during the year

No. of Shares


CompanyDate No. of

Shares


Company

Reason No. of Shares


Company1 Assam Oil Company Limited

At the beginning of the year (01.04.2017)

119,068,048 38.44

0 0 No Change

At the end of the year (31.03.2018)

119,068,048 38.44

2 Dune Leasing and Finance Limited At the beginning of the year (01.04.2017)

4,531,643 1.46

04/08/2017 3,550,000 1.15 Sale 981,643 0.3211/08/2017 250,000 0.08 Buy 1,231,643 0.4006/10/2017 60,900 0.02 Sale 1,170,743 0.3820/10/2017 189,100 0.06 Sale 981,643 0.3227/10/2017 189,100 0.06 Buy 1,170,743 0.3817/11/2017 1,481,777 0.48 Buy 2,652,520 0.86


2,652,520 0.86

3 Cromwell Securities LimitedAt the beginning of the year (01.04.2017)

3,554,548 1.15

0 0 No Change


3,554,548 1.15

4 Aditya Kumar Jajodia (HUF) At the beginning of the year (01.04.2017)

1,000,000 0.32

0 0 No Change


1,000,000 0.32

5 Ruchika Jajodia At the beginning of the year (01.04.2017)

625,150 0.20

0 0 No Change


625,150 0.20

(iii) CHANGE IN PROMOTERS' SHAREHOLDING (PLEASE SPECIFY, IF THERE IS NO CHANGE)



Sl. No. Name of Promoters

Share holding at the beginning and end of the

year (01.04.2017 - 31.03.2018)

Date wise increase/decrease in Promoters Share holding during the year

Cumulative Share holding during the year

No. of Shares


CompanyDate No. of

Shares


Company



Company6 Aditya Estates Private

Limited At the beginning of the year (01.04.2017)

550,500 0.18

- 0 0 No Change


550,500 0.18

7 Nisha Kanoi At the beginning of the year (01.04.2017)

240,000 0.08

0 0 No Change


240,000 0.08

8 Aditya Kumar Jajodia At the beginning of the year (01.04.2017)

152,170 0.05

0 0 No Change


152,170 0.05

Sl. No.

For Each of the Top 10 Shareholders

Share holding at the beginning and end of the year (01.04.2017 -

31.03.2018)

Date wise increase / decrease in Share holding during the year

Cumulative Shareholding during

the year

No. of Shares


CompanyDate No. of

Shares


Company



Company1 Life Insurance Corporation

of India At the beginning of the year (01.04.2017)

6,443,490 2.08

- 0 0.00 No Change


6,443,490 2.08

2 Siriyari Tradecom Private Limited At the beginning of the year (01.04.2017)

9,333,952 3.01

- 0 0.00 No Change


9,333,952 3.01

(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters & Holders of GDRs & ADRs)



(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters & Holders of GDRs & ADRs)

Sl. No.



31.03.2018)



the year

No. of Shares


CompanyDate No. of

Shares


Company



Company3 Ketan Damodhar Baheti

At the beginning of the year (01.04.2017)

1,597,000 0.52

07/04/2017 1,500,000 0.48 Buy 3,097,000 0.999801/09/2017 516,132 0.17 Sale 2,580,868 0.8322/12/2017 100,000 0.03 Sale 2,480,868 0.8009/02/2018 14,951 0.00 Sale 2,465,917 0.8023/02/2018 34,200 0.01 Buy 2,500,117 0.8130/03/2018 38,770 0.01 Buy 2,538,887 0.82


2,538,887 0.82

4 Shrikant Kirtilal ShahAt the beginning of the year (01.04.2017)

1,016,000 0.33

07/04/2017 1,400 0.0005 Sale 1,014,600 0.3314/04/2017 900 0.0003 Sale 1,013,700 0.3316/06/2017 10,900 0.0035 Sale 1,002,800 0.3223/06/2017 103 0.0000 Sale 1,002,697 0.3230/06/2017 3,200 0.0010 Sale 999,497 0.3214/07/2017 9,800 0.0032 Sale 989,697 0.3228/07/2017 7,497 0.0024 Sale 982,200 0.3211/08/2017 4,400 0.0014 Sale 977,800 0.3201/09/2017 1,200 0.0004 Buy 979,000 0.3222/09/2017 11,700 0.0038 Buy 990,700 0.3229/09/2017 1,400 0.0005 Buy 992,100 0.3213/10/2017 1,400 0.0005 Buy 993,500 0.3201/12/2017 93,000 0.0300 Sale 900,500 0.2908/12/2017 40,500 0.0131 Sale 860,000 0.28


860,000 0.28

5 Chandrakant Namdeo MindheAt the beginning of the year (01.04.2017)

1,564,209 0.50

12/05/2017 22,185 0.0072 Buy 1,586,394 0.5119/05/2017 20,700 0.0067 Buy 1,607,094 0.5226/05/2017 62,550 0.0202 Buy 1,669,644 0.5402/06/2017 7,975 0.0026 Sale 1,661,669 0.5409/06/2017 8,181 0.0026 Buy 1,669,850 0.5416/06/2017 1,000 0.0003 Buy 1,670,850 0.5423/06/2017 28,881 0.0093 Buy 1,699,731 0.5530/06/2017 10,530 0.0034 Buy 1,710,261 0.5521/07/2017 8,181 0.0026 Buy 1,718,442 0.5503/11/2017 119,430 0.0386 Sale 1,599,012 0.5210/11/2017 42,448 0.0137 Sale 1,556,564 0.5017/11/2017 98,177 0.0317 Sale 1,458,387 0.4726/01/2018 9 0.0000 Buy 1,458,396 0.47


1,458,396 0.47

6 Kavita NayarAt the beginning of the year (01.04.2017)

795,000 0.26

- 0 0.00 No Change


795,000 0.26



Sl. No.



31.03.2018)



the year

No. of Shares


CompanyDate No. of

Shares


Company



Company7 OPG Securities Private

LimitedAt the beginning of the year (01.04.2017)

25,000 0.01

15/09/2017 75,000 0.0242 Buy 100,000 0.0308/12/2017 1,075,000 0.3470 Buy 1,175,000 0.38


1,175,000 0.38

8 Aparna Ketan BahetiAt the beginning of the year (01.04.2017)

185,000 0.06

14/04/2017 123,589 0.0399 Buy 308,589 0.1012/05/2017 495,411 0.1599 Buy 804,000 0.2619/05/2017 3,500 0.0011 Buy 807,500 0.2609/06/2017 87,453 0.0282 Buy 894,953 0.2923/06/2017 45,000 0.0145 Buy 939,953 0.3018/08/2017 19,963 0.0064 Buy 959,916 0.31


959,916 0.31

9 Sunali Biren ShahAt the beginning of the year (01.04.2017)

0 0.00

27/10/2017 108,000 0.0349 Buy 108,000 0.0303/11/2017 140,000 0.0452 Buy 248,000 0.0810/11/2017 50,000 0.0161 Buy 298,000 0.1017/11/2017 50,000 0.0161 Buy 348,000 0.1124/11/2017 100,000 0.0323 Buy 448,000 0.1429/12/2017 50,000 0.0161 Buy 498,000 0.1609/03/2018 226,502 0.0731 Buy 724,502 0.2316/03/2018 38,683 0.0125 Sale 685,819 0.2223/03/2018 50,000 0.0161 Buy 735,819 0.24


735,819 0.24

10 Nitin Bhanukant ParikhAt the beginning of the year (01.04.2017)

1,600,000 0.52

07/04/2017 943,831 0.3047 Sale 656,169 0.2114/04/2017 512,005 0.1653 Sale 144,164 0.0512/05/2017 144,164 0.0465 Sale 0 0


0 0.00

11 Joindre Capital Services LimitedAt the beginning of the year (01.04.2017)

1,522,500 0.49

07/04/2017 1,522,500 0.4915 Sale 0 0.00At the end of the year (31.03.2018)

0 0.00



(v) Shareholding of Directors and Key Managerial Personnel

Sl. No. For each of the Directors and KMP

Shareholding at the beginning of the year


the year

No. of Shares


Company

No. of Shares


Company1 Aditya Kumar Jajodia (Director and KMP) a) At the beginning of the year (01.04.2017) 152,170 0.05

b) Date wise increase / decrease in Shareholding during the year

- - - -

c) At the end of the year (31.03.2018) 152,170 0.05

2 Aditya Kumar Jajodia (HUF) (Director and KMP) a) At the beginning of the year (01.04.2017) 1,000,000 0.32


- - - -

c) At the end of the year (31.03.2018) 1,000,000 0.32

3 Amit Halder (Non-Executive Director)a) At the beginning of the year (01.04.2017) 0 0 0 0


- - - -

c) At the end of the year (31.03.2018) 0 0 0 0

4 Sanjay Khandelwal (Non-Executive Director)a) At the beginning of the year (01.04.2017) 0 0 0 0



5 Sanjay Sharma (Chief Financial Officer)a) At the beginning of the year (01.04.2017) 0 0 0 0


- - - -


6 Sreya Mitra (Company Secretary)a) At the beginning of the year (01.04.2017) 0 0 0 0


- - - -




V INDEBTEDNESSIndebtedness of the Company including interest outstanding / accrued but not due for payment

Secured Loans excluding

deposits (Rs.)

Unsecured Loans (Rs.) Deposits (Rs.) Total

Indebtedness (Rs.)

Indebtedness at the beginning of the Financial Year (i) Principal Amount 5,654,598,403 71,423,861 0 5,726,022,264(ii) Interest due but not paid 1,724,775,326 0 0 1,724,775,326(iii) Interest accrued but not due 128,007,463 0 0 128,007,463Total (i+ii+iii) 7,507,381,192 71,423,861 0 7,578,805,053Changes in Indebtedness during the Financial Year 1,109,138,981 185,576,139 0 1,294,715,120Indebtedness at the end of the Financial Year (i) Principal Amount 6,056,684,696 257,000,000 0 6,313,684,696(ii) Interest due but not paid 2,551,316,791 0 0 2,551,316,791(iii) Interest accrued but not due 8,518,686 0 0 8,518,686Total (i+ii+iii) 8,616,520,173 257,000,000 0 8,873,520,173

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNELA. Remuneration to Managing Director, Whole Time Director and / or Manager:

Sl. No. Particulars of Remuneration Name of MD / WTD / Manager Total Amount

(in Lakh) (Rs.)1 Gross Salary

Mr. Aditya Kumar Jajodia Managing Director

(a) Salary as per provisions contained in Section 17(1) of the Income Tax Act, 1961 2,810,260(b) Value of Perquisites u/s 17(2) Income Tax Act, 1961 249,600(c)Profits in lieu of salary u/s 17(3) Income Tax Act, 1961 NIL

2 Stock Option NIL3 Sweat Equity NIL4 Commission NIL5 Others, Please Specify (Provident Fund,

Other Funds, Medical etc.) 677,816

Total Amount 3,737,676

Overall Ceiling as per the Act On the basis of Schedule V

B. Remuneration to Other Directors

Sl. No. Particulars of Remuneration Name of the Directors Total Amount

(Rs.)1 Independent Directors

(a) Fees for attending Board and Committee Meetings Mr. Amit Halder

189,000(b) Commission NIL(a) Fees for attending Board and Committee Meetings Mr. Sanjay Khandelwal

189,000(b) Commission NILTotal Managerial Remuneration(A+B)Overall Ceiling as per the Act Within Limits



C. Remuneration to Key Managerial Personnel Other than MD / MANAGER / WTD

Sl. No. Particulars of Remuneration Key Managerial Personnel

CEO

Sanjay Sharma (Chief

Financial Officer)

Sreya Mitra (Company Secretary)

Total (Rs.)

1 Gross Salary(a) Salary as per provisions contained in Section 17(1) of the Income Tax Act, 1961 N.A. 5,686,770 528,752 6,215,522 (b) Value of Perquisites u/s 17(2) Income Tax Act, 1961 N.A. 568,322 0 568,322 (c)Profits in lieu of salary u/s 17(3) Income Tax Act, 1961 N.A. - - -

2 Stock Option N.A. N.A. N.A. N.A.3 Sweat Equity N.A. N.A. N.A. N.A.4 Commission N.A. N.A. N.A. N.A.5 Others, Please Specify

Provident Fund & Other Funds N.A. 485,184 63,504 548,688Total Amount N.A. 6,740,276 592,256 7,332,532

* Includes Notional Income for Income Tax Purpose amounting to Rs. 568,322.

VII PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCES :

Penalties / Punishment / Compounding of Offences against the Company, Directors and other Officers in default under Companies Act, 2013 : NONE





Annexure ‘2’

AOC – 2

{Pursuant to Clause (h) of sub-section (3) of Section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014}


Particulars of contracts / arrangements entered into by the Company with Related Parties referred to in sub-section (I) of Section 188 of the Companies Act, 2013, for the year ended 31st March, 2018.

Sl. No. Name of Related Parties Nature of ContractAmount paid as

advances(Rs.)

1. Duncan Macneill Power India Limited (Subsidiary) Advance given 33,54,00,000

2. Gujarat Hydrocarbons and Power SEZ Limited (Subsidiary) Advance given 2,19,54,70,529

3. Duncan Macneill Natural Resources Limited (Subsidiary) Advance given 1,54,35,67,557

4. Assam Oil & Natural Gas Limited (Subsidiary) Expenses Payable 2,62,276

5. Assam Oil & Natural Gas Columbia Limited (Subsidiary) Expenses Recoverable 62,411

6. Lord Inchcape Financial Services Limited (Step down Subsidiary) Advance given 2,04,990

7. Mrs. Anita Sharma (Relative of Key Managerial Personnel) Rent Paid 5,05,350





MANAGEMENT DISCUSSION & ANALYSIS REPORT Annexure ‘3’INDUSTRY STRUCTURE AND DEVELOPMENT

TEA

The world crop was a mixed bag with Kenya crop showing a decline from 473.0 Million Kgs to 439.0 Million Kgs whilst Sri Lanka showed an incremental from 292.3 Million Kgs to 307 Million Kgs in years 2016 to 2017 respectively. Whilst the Malawi crop too was up from 43.1 Million Kgs in 2016 to 45.6 Million Kgs in 2017, the Bangladesh crop was down by 5.2 Million Kgs in 2017 from 79.4 Million Kgs to 74.2 Million Kgs in 2016 to 2017 respectively. The production of world crop has gone up from 5,561 Million Kgs in 2016 to 5,686 Million Kgs in 2017. The Indian crop too showed an increase from 1,267.4 Million Kgs in 2016 to 1,278.8 Million Kgs in 2017, the incremental was contributed by the South Indian plantations whilst the North of India declined by 8.1 Million Kgs in 2017. The Indian exports increased from 222.5 Million Kgs in 2016 to 240.7 Million Kgs in 2017. The domestic demand was constant and the markets were supported by the internal blenders through the year. Whilst the domestic demand is on a growth mode the main growth was seen in the popular brands rather than in the premium brands and the mass market brands too have showed an incremental in the consumption pattern. One can estimate that the growth would be between 5 to 7% in the loose (packeted) segment whilst the growth in the tea bag segment was about 2% coming mainly from the metro / urban areas. The industry is experiencing rising input cost, hike in workers’ wages and other related expenses which has become a major challenge. To give effect to these increase, the tea industries have to give more emphasis on the quality and product mix which can fetch better price realization and adopt innovative ways to reduce the cost of production. The Company, during its Financial Year ended on 31st March, 2018, produced 8.92 Million Kgs. of tea as against 10.86 Million Kgs. during its previous year ended on 31st March, 2017. The Company during its Financial Year ended on 31st March, 2018, sold 8.71 Million Kgs. of tea at an average price of Rs. 182.51/Kg. as against 10.73 Million Kgs. sold during its previous year ended on 31st March, 2017, at an average price of Rs.197.25/Kg. The Company had no export turnover in the year 2017-2018.In view of certain key decisions taken by the Company in the ‘field practice’ of all its Estates, we are confident that the Year 2018-19 would yield better results for the Company in terms of revenues. The quality upgradation initiative of the Company will further enhance the Company’s image in the Industry as ‘Quality Tea makers’.

INDIAN OIL AND GAS SECTOR

In 2017, India remained the third-largest energy consumer in the world with oil and gas accounting for 37 per cent of its total energy consumption. Annual consumption stood at 4.69 million barrels per day (MBPD) of oil and 54.20 Billion Cubic Meters (BCM) of gas. By 2035, India’s energy demand is expected to double to 1,516 Mtoe from 753.7 Mtoe in 2017. According to the International Energy Agency (IEA), India is expected to account for almost one-third of the global growth in energy demand by 2040.India has proven oil reserves of 600 Million Metric Tonnes (MMT), and gas reserves of 1.2 trillion cubic meters. Production of crude oil and natural gas during 2017-18 reached 0.64 MBPD and 31.63 BCM, respectively.India has a flourishing crude oil refining industry with an annual capacity of 247.6 MMT, as of May 1, 2018. In FY18, India’s public and private sector refineries processed 160.77 MMT and 91.16 MMT of crude oil. India’s oil consumption is expected to grow 129 per cent during 2016-2040.Several initiatives have been taken by the Government of India including the launch of Open Acreage Licensing Policy (OALP) and Coal Bed Methane (CBM) policy. It has allowed 100 per cent Foreign Direct Investment (FDI) in E&P projects/companies and 49 per cent in refining under the automatic route.

The present Status on Oil and Gas Project with ACIL

The Company has two Oil and Gas Fields/Blocks in Assam Arakan Basin – Amguri (Discovered Field) and AA-ON/7 (Exploration Block) having Participating Interest (PI) of 100% and 35% respectively.



Amguri Oil Field and AA-ON/7 Exploration Block were operated earlier under a consortium with Canoro Resources Limited (CRL), a Canadian based E&P Company where PI of ACIL were 40% and 35% respectively. PI of CRL was 60% in Amguri Oil Field and 65% in AA-ON/7 Exploration Block.

Government of India (GOI) terminated 60% PI and operatorship of Canoro Resources Limited (CRL) with effect from 29th August, 2010, for breach of Production Sharing Contract (PSC). CRL closed the operation of Amguri in December, 2010 and GOI considering its vesting right on 60% PI handed over the Amguri Field to ONGC on 16th March, 2011, to continue the operations till the ownership of 60% PI and operatorship were finalized. The Company had already staked its claim on 60% PI in accordance with the provisions of PSC being the sole non-defaulting contractor. After a prolonged delay, GOI had finally appointed the Company as the operator of Amguri Field vide its letter dated 2nd January, 2013.

Pursuant to the appointment as an operator, the Company has entered into a Bilateral Agreement (BA) on 23rd December, 2014, with ONGC for their investment in the Amguri Field for & on behalf of GOI and to take over the field and to commence operation. The said BA was approved by GOI on 31st March, 2016.

The Company’s rightful claim on 60% PI earlier held by CRL was contested by the Company before an Arbitral Tribunal Board, where GOI was a party. The Arbitral Tribunal Board has on 25th February, 2017, pronounced the Award on the Arbitral proceedings of ACIL with GOI in respect of Amguri Field. ACIL is declared the owner of 60% of the PI currently held by GOI and thereby has now become the owner of 100% of PI of the Amguri Field. The contract period of the PSC of the Amguri Field shall stand extended by five years beyond its original term. A sum of US$ 3.54 Million is granted to ACIL as compensation alongwith interest at 6% per annum from March, 2011, till the date of payment. The cost of Arbitral proceedings amounting to INR 1.25 Crore shall also accrue to ACIL.

Pursuant to the Arbitral Tribunal’s Award dated 25th February, 2017, ACIL has proposed GOI for an amicable settlement and submitted an unconditional undertaking to withdraw all its existing claim. GOI vide its letter dated 25th May, 2017, has approved ACIL’s ownership of 100% PI in the Amguri Field. Pursuant to such approval, an amendment to PSC was executed on 7th June, 2017, where ACIL and the Ministry of Petroleum & Natural Gas, GOI are the parties.

Based on the internal assessment of the valuation of the Amguri Oil Field, the Management has decided to impair the Capital Investment amounting INR 221.96 Crores included under the head “Property, Plant & Equipment” in line with IND-AS 36.

As per the Award of the Arbitral Tribunal against CRL dated 21st November, 2011, the Company has got a damage claim of US$ 39.12 Million (Rs. 253.64 Crores) against CRL. The Tribunal had assigned a value of US$ 4.16 Million (Rs. 26.97 Crores) for 60% PI in Amguri and US$ 2.2071 Million (Rs. 14.31 Crores) for 52.9% shares of CRL, thereby awarding a net damage claim of US$ 32.75 Million (Rs. 212.34 Crores) against CRL.

For enforcement of the Arbitral Tribunal Award before Canadian Court, the Company had initiated legal steps by filing execution petition on 9th November, 2012, before the Supreme Court of British Columbia. The Hon’ble Court has recognised the Arbitral Award vide its Order dated 7th March, 2014, as legally enforceable in British Columbia. The Company has taken legal steps for execution and realisation of the damaged claim as recognised by the Hon’ble Court.

In view of the prolonged uncertainty in execution of new PSC and steps taken by the Nagaland Government towards formulating their own exploration policy, the Management has decided to impair the entire capital investment of INR 36.47 Crores in AA-ON/7 Block included under the head “Property, Plant & Equipment”, in line with IND-AS 36.

SEGMENT-WISE OR PRODUCT-WISE PERFORMANCE

In the Financial Year ending on 31st March, 2018, the Company had operations in one geographical segments, viz. domestic market. The entire 100 per cent of the Company’s Turnover from Tea Operation is from the domestic market segment.

The Company has 14 Tea Estates and 2 Oil Blocks all in the State of Assam.


ASSAM COMPANY INDIA LIMITEDIn respect of the Tea business, total Sales is aggregated to 8.71 Million Kgs amounting to Rs.159.00 Crores, which was entirely Domestic Sales.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Internal Control Systems of the Company is adequate and commensurate with its size and the nature of its operations. These have been designed to provide reasonable assurance with regard to recording and providing reliable financial and operational information, complying with applicable statutes, safeguarding assets from unauthorized use or losses, executing transactions with proper authorization and ensuring compliance of corporate policies. Two Independent Firms of Chartered Accountants carry out Internal Audit at the Tea Estates on a regular basis. Further, an Independent Firm of Chartered Accountants has been appointed as Concurrent Auditors to vouch and monitor the payments during CIRP.

The Company has an Audit Committee, the details of which have been provided in the Corporate Governance Report. The Audit Committee reviews the Audit Reports submitted by the Internal Auditors. Suggestions for improvement are considered and the Audit Committee follows up the implementation of corrective actions.

MATERIAL DEVELOPMENT IN HUMAN RESOURCES / INDUSTRIAL FRONT

The relationship with the employees and their dependent members at all levels in the Tea Estates, Oil & Gas field and other locales continue to remain cordial.

The Company continues to focus on recruitment and selection of talent from within Assam across all it’s Tea Estates. The Company strives to engage, retain and develop top talent from within Tea industry as a HR strategy. Behavioral training is conducted for all Management staff at Head Office at periodic intervals.

Employee engagement activities like quarterly open house meetings etc. is being undertaken to understand employee pulse and further assessment of prevailing engagement levels to achieve a more effective workforce.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Our Company is very much conscious of its social responsibilities and the environment in which it operates. We have continued all our welfare activities for the development of our workers. We give stress on cleanliness, sports, education, handicrafts, standard diet etc.

The Company views itself as a role model that manages its business for the benefit of all its stake holders through our various development and environmental projects, it has developed strong bonds and makes a difference in the life of its local communities.

HEALTH CARE

We have a very good standard of health care system. We have centrally placed Radio-diagnostic Units for the workers to undertake all necessary investigations. Our Tea Estates are tied up with National Rural Health Mission (NRHM) for the better Health Care system for all the people residing in the Estate.

The Company’s estate hospital have Senior Medical Officers and his team of committed Paramedical staff consisting of Pharmacist, GNM, ANM, Health Assistants, Medical attendant, Dresser etc.

Antenatal Checkup of pregnant women and Immunization of children are done every week in the Estate Hospitals. Free medical checkup camp, Eye checkup camp etc. are organized in the Estate Hospital every year for the benefit of the Estate Hospital and neighboring population. The Senior Medical Officer, Welfare Officer and Health Assistant of each estate visit the labour lines at regular intervals to create health awareness among the resident on various preventive aspect of the disease.

The Estate extends support to the ongoing ILO and UNICEF programs. “Baby show” is organized in the Estate Hospital and award given to the best healthy baby. Another programmes “Annaprasan” a nutritious food programme for six month old babies is held regularly. “Matri Amrit” a program for pregnant women is also organized in the Estate Hospital where they are provided with nutritional food on that day and knowledge about the nutrients are informed. Medical Checkup with relevant investigation is done for the spraying squad and



Factory workers on quarterly basis.

WELFARE AND RECREATIONAL FACILITIES

The Estates have some additional welfare programs like-

1. Mother’s Club :- It’s a group of women only, 1 per 500 population in number was introduced in the year 1999 to promote “Women Empowerment” in Tea Garden. Since major portion of responsibilities towards organizing the house is shared by the woman in the house, women empowerment would lead to community growth in the long run – was the idea of this Club. It gives stress on schooling, hygiene, better health care, savings, reduce alcohol, ill effect of early marriage etc. Each garden has a Mother’s Club consisting of 15-20 volunteers depending on the size and population of the garden.

2. Handicraft Centre: - To impose the hidden skills and generate self-employment, Handicraft Centre was introduced few years back in the Estate. All possible type of training is given in the Centre.

3. School :- Each tea garden has sufficient schools to provide primary education to all the children of the estate. School buses are provided to the children for further education at the nearby town.

4. Health Awareness Camp:- It’s a regular activity in the lines, clubs, hospital and school. School children health checkup is also done on regular basis. World TB day, World Diabetic day are observed in the Estate every year.

5. Anthelminthic treatment and iron folic acid tablets are provided to the workers on the half yearly basis.

The Estates have adequate welfare and recreational facilities like Crèche, Labour club, staff club etc. These clubs are provided with television and various game items. The Estates have their own sporting sites for football, cricket, volleyball etc. The Tea garden also organizes inter-garden football matches. Canteens are available in the factory premises where tea and snacks are available for the employees.

Drinking water facilities are available at the lines and worksites. Employees are given Protective clothing like slippers, apron, umbrellas, shoes, blankets etc.

ENVIRONMENT

The Estate strives to reduce the environments' impact from the use of pesticides and herbicides by only using environmentally friendly chemicals. The Estate have taken measures to reduce environments' pollution by creating a vegetated protection zone-buffer zone to prevent chemical run off to terrestrial and aquatic ecosystem.

The pest management system complies with numerous minimal residual levels and is a source of pride for our code of practice.

CONSERVATION

Each of our 14 tea gardens has within their Nursery, a program designed to grow indigenous flora for planting through the Estate. The Estate have a very good canopy of shade cover of different shade tree species which are host to many birds, monkeys, squirrels and others.

ISO : 22000 CERTIFICATION (9 ESTATES)

Nine of our Estates (Digulturrung, Rungagora, Dinjan, Thanai, Hazelbank, Greenwood, Doomur Dullung, Khoomtaie, Mohokutie) continue to successfully maintain the Food Safety Certification – “ISO : 22000 Certification”.

RESIDENTIAL ACCOMODATION, PIPED WATER AND SANITATION

Our Estate provides free accommodation and sanitation to the employees and meets all legal obligations.


ASSAM COMPANY INDIA LIMITEDSUSTAINABLE AGRICULTURE PRACTISE

Our tea gardens mostly located in remote rural areas that do not have many alternative local employment opportunities. It has also contributed to a system which seems to be fair and in line with good employment practices. Our Estates also practice soil and water conservation through best practice field management system including composting, soil rehabilitation and reforestation.’

VERMICOMPOSTING SCHEME

Assam Company India Limited follows an environmentally scheme of composting organic matter by use of earthworms. Increasing number of business worldwide is successfully employing vermiculture technology as an excellent soil conditioner and our Company has taken this sustainable practice to benefit our tea gardens, our environment and to reduce our chemical footprint.





Annexure ‘4’

Information pursuant to Section 134(3)(m) of the Companies Act, 2013, read with Rule 8(3) of the Companies (Accounts) Rules, 2014

(A) Conservation of Energy :-

(i) The steps taken or impact on Conservation of Energy : “LED” lights are being installed in Estate factories, offices, bungalows etc. in a phased manner as a step towards energy conservation.

(ii) The steps taken by the Company for utilizing alternate sources of energy : “Gobar Gas” infrastructure is already in place and it is being used as an alternate source of energy for some of our Estate hospitals which are running successfully.

(iii) The capital investment on energy conservation equipments : NIL

(B) Technology Absorption :-

(i) The efforts made towards Technology Absorption : Efforts are made to improve indigenous cost effective technology for productive and quality improvement. Keeping co-ordination with Tea Research Association Laboratories.

(ii) The benefits derived : Product improvement and cost reduction.

(iii) In case of imported technology (imported during the last three years reckoned from the beginning of the Financial Year) –

(a) The details of technology imported;

(b) The year of import;

(c) Whether the technology been fully absorbed; NOT APPLICABLE

(d) If not fully absorbed, areas where absorption hasnot taken place, and the reasons thereof; and

(iv) the expenditure incurred on Research and Development. NIL

(C) Foreign Exchange Earnings and Outgo :-

During the year, Foreign Exchange Outgo was Rs. 41.29 Crores and the Foreign Exchange Earnings during the period was Nil.




ASSAM COMPANY INDIA LIMITEDAnnexure ‘5’

AOC – 1

STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENT OF SUBSIDIARIES PURSUANT TO FIRST PROVISO OF SECTION 129(3) OF THE COMPANIES ACT, 2013, READ WITH RULE 5 OF COMPANIES (ACCOUNTS) RULES, 2014, FOR THE YEAR ENDED 31ST MARCH, 2018.

SUBSIDIARIES

(Rupees in Lacs)

Dahej Offshore Infrastructure

SEZ Ltd.

Assam Oil and Gas

Ltd.

North East Hydrocarbon

Ltd.Camellia Cha

Bar Ltd.

Gujarat Hydrocarbons

and Power SEZ Ltd.

Duncan Macneill

Power India Ltd.

Paid up Capital 5.06 30.00 5.01 5.01 980.39 11.50Reserves & Surplus (280.76) (84.12) (525.50) (46.56) (584.72) (3,372.88)Total Assets 0.27 2.40 6.52 5.91 41,107.88 0.19Total Liabilities 0.27 2.40 6.52 5.91 41,107.88 0.19Investments NIL 0.31 0.18 NIL NIL NILTurnover NIL NIL 0.09 5.30 NIL NILProfit before Taxation (0.29) (0.42) (335.92) 0.29 (536.19) (2,553.30)Provision for Taxation 0.09 0.04 (0.03) 0.01 NIL NILProfit after Taxation (0.20) (0.38) (335.94) 0.30 (536.19) (2,553.30)Proposed Dividend NIL NIL NIL NIL NIL NIL% of Shareholding 100% 100% 100% 99.98% 51.00% 100%

Note : The Audited Accounts of Assam Oil & Natural Gas Ltd. and Duncan Macneill Natural Resources Ltd. are awaited.





Annexure ‘6’

REPORT ON CORPORATE GOVERNANCE

1. Company’s Philosophy on Code of Governance:

Corporate Governance is about managing business in an ethical and responsible manner. The Company places a strong emphasis on transparency, empowerment, accountability and integrity with the objective of continuously enhancing value for all its stakeholders. Implicit in this philosophy is also the recognition and demonstration of a two way communication between the Company and its Members.

Code of Conduct:

The Company has adopted a Code of Conduct for all Board Members and the Senior Management Team of the Company. All the Board Members and Senior Management Personnel of the Company have affirmed compliance with the Code. Since the Company is under Corporate Insolvency Resolution Process, a Declaration to this effect, duly signed by the Resolution Professional of the Company is annexed hereunder. The Code of Conduct has been posted on the website of the Company.

DECLARATION BY THE CHAIRMAN ON CODE OF CONDUCT

As Chairman of Assam Company India Limited, I hereby declare that all the Board Members and Senior Management Personnel of the Company have affirmed Compliance with the Company’s Code of Business Conduct and Ethics for the Financial Year ended 31st March, 2018.

Abu Dhabi, UAE Dr. B. R. Shetty14th November, 2018 Chairman

DIN: 00026740 2. Board of Directors:

Pursuant to the Order passed by the Hon’ble National Company Law Tribunal, (NCLT) Guwahati Bench, dated 20th September, 2018, approving the Resolution Plan, submitted by the successful Resolution Applicant, Abu Dhabi-based ‘BRS Ventures Investment Ltd.’, the Board of Directors was duly reconstituted and the following members Dr. Bavaguthu Raghuram Shetty, Mr. Binay Raghuram Shetty, Dr. (Mrs.) Chandrakumari Raghuram Shetty, Mr. Prajit Vasudevan Maroli and Mr. Sanjay Jain were appointed on the Board by the Company at its Meeting held on 9th October, 2018.

During the financial year ended 31st March, 2018, 4 (four) Board Meetings were held, the dates being, 30th May, 2017, 14th September, 2017, 28th November, 2017 and 14th February, 2018. The last Annual General Meeting was held on 30th August, 2017.

The following table gives the requisite details of Directors, their Directorships in other public companies, Chairmanships/ Memberships in Board Committees of other public companies and their attendance at the Board and last Annual General Meeting (AGM) are as under:

NAME DESIGNATION CATEGORYATTENDANCE

Directorship and Chairmanship/Membership of Board and Board Committees in other

CompaniesBOARD

MEETING LAST AGM

Director(1)

Member(2)

Chairman(3)

Mr.A.K.Jajodia* Managing Director, Promoter Executive 4 No 9 NIL NIL

Mr. Amit Halder* Director Non-ExecutiveIndependent 4 No NIL NIL NIL

Mr. Sanjay Khandelwal* Director Non-ExecutiveIndependent 4 Yes 4 NIL NIL

Dr. Bavaguthu Raghuram Shetty** Additional Director, Chairman Director N.A. No 19 NIL NIL



NAME DESIGNATION CATEGORYATTENDANCE

Directorship and Chairmanship/Membership of Board and Board Committees in other

CompaniesBOARD

MEETING LAST AGM

Director(1)

Member(2)

Chairman(3)

Mr. Binay Raghuram Shetty** Additional Director Director N.A. No 9 NIL NILDr. (Mrs.) Chandrakumari Raghuram Shetty** Additional Director Director N.A. No 12 NIL NIL

Mr. Prajit Vasudevan Maroli** Additional Director IndependentDirector N.A. No NIL NIL NIL

Mr. Sanjay Jain** Additional Director IndependentDirector N.A. No NIL NIL NIL

(1) No Director of the Company was a Board Committee Member of any other Company.(2) During the year, the Non-Executive Directors did not hold any shares of the Company.(3) The Company has 2 (two) Independent Directors as on 31st March, 2018. As required by Clause 25

(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Independent Directors held their Meeting on 28th November, 2017, wherein they discussed and reviewed the performance of the Non-Independent Director and the Board as a whole. Further, the Independent Directors assessed the quality, quantity and timeliness of flow of information between the Company Management and the Board to effectively and reasonably perform their duties.

(4) Details of the familiarization programme imparted to the Independent Directors are available on our Website (www.assamco.com).

(5) Since the Company is under “Corporate Insolvency Resolution Process” (“CIRP”) pursuant to the NCLT Order dated 26th October, 2017, the Interim Resolution Professional and thereafter w.e.f 12th January, 2018, the Resolution Professional presided over the Meetings to conduct the proceedings of the Committee.* Mr. A. K. Jajodia, Mr. Amit Halder and Mr. Sanjay Khandelwal had tendered their resignation from

the Board of Directors w.e.f from 9th October, 2018.** Dr. Bavaguthu Raghuram Shetty, Mr. Binay Raghuram Shetty, Dr. (Mrs.) Chandrakumari Raghuram

Shetty, Mr. Prajit Vasudevan Maroli and Mr. Sanjay Jain were appointed on the Board by the Company at its Meeting held on 9th October, 2018.

*** Dr. (Mrs.) Chandrakumari Raghuram Shetty is wife of Chairman, Dr. Bavaguthu Raghuram Shetty. Mr. Binay Raghuram Shetty is their son.

3. Audit Committee:

During the year under review, the Audit Committee comprised of the following: Mr. A. K. Jajodia, Mr. Amit Halder and Mr. Sanjay Khandelwal. Mr. Amit Halder and Mr. Sanjay Khandelwal are Non-Executive - Independent Directors. All the Members of Audit Committee are financially literate.

During the year under review, 4 (four) Audit Committee Meetings were held on 30th May, 2017, 14th

September, 2017, 28th November, 2017 and 14th February, 2018. The attendance at the aforesaid Meetings was as follows:

Composition** Mr. Sanjay Khandelwal (Chairman)* Mr. Amit Halder Mr. A. K. Jajodia

Committee Meetings attended 4 4 4

* Since the Company is under “Corporate Insolvency Resolution Process” (“CIRP”) pursuant to the NCLT Order dated 26th October, 2017, the Interim Resolution Professional and thereafter w.e.f 12th January, 2018, the Resolution Professional presided over the Meetings to conduct the proceedings of the Committee.



** Pursuant to the NCLT’s Order dated 20th September, 2018 and further in terms of Section 177 of the Companies Act, 2013 and Regulation 18 of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, (“Listing Regulations, 2015”) the Audit Committee of the Board of Directors of the Company was re-constituted with the following members :

Mr. Prajit Vasudevan Maroli - Chairman of the Committee Mr. Binay Raghuram Shetty - Member Mr. Sanjay Jain - Member

Terms of Reference:

The Terms of Reference of the Audit Committee are in accordance with those specified in the Listing Regulations and Section 177 of the Companies Act, 2013.

4. Nomination and Remuneration Committee:

The Nomination and Remuneration Committee determines and recommends to the Board, the Remuneration including Commission, Perquisites and Allowances payable to the Managing Director and other Senior Officers as and when the necessity arises. The Committee consists of:

Mr. Sanjay Khandelwal* ChairmanMr. Amit Halder* Member

The Company has adopted a Remuneration Policy and the Policy has been uploaded in the Website of the

Company.

The Non-Executive Independent Directors were paid a Sitting Fees of Rs.20,000 for attending each Meeting of the Board or Audit Committee. They were further paid a Sitting Fee of Rs. 1,500 for attending each Meeting of the Stakeholders’ Relationship Committee.

* Pursuant to the NCLT’s Order dated 20th September, 2018 and in terms of Section 178 of the Companies Act, 2013 and Regulation 19 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Nomination and Remuneration Committee of the Company was re-constituted with the following members :

Mr. Prajit Vasudevan Maroli - Chairman of the CommitteeMr. BinayRaghuram Shetty - MemberMr. Sanjay Jain - Member

5. The details of Directors’ remuneration for the year ended 31st March, 2018, are as follows:

Name of Director(resigned w.e.f. 9th

October, 2018)

Sitting Fees(Rs.)

Salary(Rs.)

Benefits(Rs.)

Provident and Pension

FundTotal(Rs.)

Notice period in month(s)

Mr. A. K. Jajodia,Managing Director NIL 28,10,260 2,49,600 6,77,816 37,37,676 3Mr. Amit Halder 1,89,000 NA NA NA 1,89,000 NAMr. Sanjay Khandelwal 1,89,000 NA NA NA 1,89,000 NA

Total 3,78,000 28,10,260 2,49,600 6,77,816 41,15,676 NA During the Financial Year ended 31st March, 2018, the Company did not have any stock option plans for its

Directors. No severance fee is payable to the Directors.

There were no pecuniary relationships or transactions between the Non-Executive Directors and the Company, other than those disclosed above.


ASSAM COMPANY INDIA LIMITED6. Stakeholders’ Relationship Committee:

The Committee comprises of the following Directors:

Mr. Sanjay Khandelwal* Chairman (Non – Executive)Mr. A.K. Jajodia* Member (Managing Director)Mr. Amit Halder* Member (Non – Executive)Ms. Sreya Mitra Company Secretary (Compliance Officer)

* Pursuant to the NCLT’s Order dated 20th September, 2018 and in terms of Section 178 of the Companies Act, 2013, the Stakeholders’ Relationship Committee of the Company was re-constituted with the following members :

Mr. Prajit Vasudevan Maroli - Chairman of the Committee Mr. Binay Raghuram Shetty - Member Mr. Sanjay Jain - Member

Terms of Reference

The Committee monitors the response of the Company to investor complaints. It is also authorized to approve the issue of duplicate share certificates in lieu of those lost or destroyed.

During the year 8 (eight) Meetings of the Committee were held.

During the year under review, the following valid requests were complied with:

Number of shares Physical Transfer : 15,280 Physical Transmission : 11,800 Dematerialization : 37,060 Rematerialisation : NIL

Note : NIL request for physical transfer of shares was pending as on 31st March, 2018.

There were no complaints from Members pending unresolved as at 31st March, 2018. All complaints / requests for transfers etc. from Members during the period were redressed / resolved within a period of 30 days.

Given below is the position of complaints and other correspondence received and attended to during the aforesaid period:

a) No. of complaints received ... 2b) No. of complaints not resolved/no action taken ... 2c) No. of pending Complaints as on31st March, 2018 ... Nil

7. General Body Meetings:

Details of last three Annual General Meeting:

No. of AGM Date Year Venue Special Resolu-

tions passed Time

38th 24th June, 2015 2015 Dibrugarh & District Planters’ Club, Lahoal, P. O. Dibrugarh, Assam NA 11:00 AM

39th 23rd September, 2016 2016 Dibrugarh & District Planters’ Club, Lahoal, P. O. Dibrugarh, Assam Nil 11:00 AM

40th 30th August, 2017 2017 Dibrugarh & District Planters’ Club, Lahoal, P. O. Dibrugarh, Assam Nil 10:00 AM



8. Means of Communication:

a) Quarterly, half-yearly and Annual Financial Results in the forms prescribed in the Listing Regulationsare published in The Financial Express and Amar Asom (Assamese) and uploaded in the Website of the Company.

b) Half-yearly Results are not sent to the Members individually.

c) Management Discussion and Analysis Report forms part of the Board’s Report.

d) No formal presentation has been made to the Institutional Investors/analysts during the period.

e) The Company’s website is www.assamco.com, which also displays official news releases and Financial Results.

f) The Company is also making electronic filing of all compliances under BSE Listing Centre of BSE Limited and NEAPS mode of National Stock Exchange of India Limited.

9. General Shareholder Information:

Annual General Meeting:

Date & Time : 27th December, 2018, Thursday, at 11:00 A. M.

Venue : Dibrugarh & District, Planters’ Club, Lahoal, P.O. Dibrugarh, Assam.

Financial Year : Financial Year of the Company is April to March.

Date of Book Closure : 21st December, 2018 to 27th December, 2018, both days inclusive.

Listing on Stock Exchange : National Stock Exchange of India Ltd. (NSE) Exchange Plaza

BandraKurla Complex Bandra (E), Mumbai – 400 051.

BSE Limited (BSE) Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001.

The Company has paid the Annual Listing Fees for the year 2018-19.

Stock Code – NSE – ASSAMCO – BSE – 500024

ISIN No. for NSDL & CDSL – ISIN-INE 442A01024

Registrar & Share Transfer Agent : C. B. Management Services(P) Limited P-22, Bondel Road, Kolkata – 700 019.

Tel :(033) –4011 6700/11/18/23, 2280-6692/93/94 Fax: (033) –2287-0263 E-mail:[email protected]

Website:www.cbmsl.com


ASSAM COMPANY INDIA LIMITEDStock Market Data -(01.04.2017 TO 31.03.2018)

Month BSE NSE SENSEX NIFTYHigh Low High Low High Low High Low

April-17 8.24 7.51 8.25 7.50 30184.22 29241.48 9367.15 9075.15May-17 8.00 5.94 8.00 6.00 31255.28 29804.12 9649.60 9269.90June-17 7.75 5.81 7.75 5.80 31522.87 30680.66 9709.30 9448.75July-17 7.75 6.50 7.75 6.50 32672.66 31017.11 10114.85 9543.55August-17 7.32 4.48 7.30 4.45 32686.48 31128.02 10137.85 9685.55September-17 5.50 3.91 5.50 3.90 32524.11 31081.83 10178.95 9687.55October-17 5.90 4.00 5.95 4.00 33340.17 31440.48 10384.50 9831.05November-17 7.14 4.46 7.10 4.45 33865.95 32683.59 10490.45 10094.00December-17 7.77 5.02 7.80 5.00 34137.97 32565.16 10552.40 10033.35January-18 6.24 4.91 6.15 4.90 36443.98 33703.37 11171.55 10404.65February-18 5.56 4.48 5.60 4.45 36256.83 33482.81 11117.35 10276.30March-18 4.95 3.95 4.80 3.90 34278.63 32483.84 10525.50 9951.90

Liquidity :

The Company’s shares are compulsorily traded in the Dematerialized Form under Depository Systems of both the National Securities Depository Limited (NSDL) and the Central Depository Services Limited (CDSL).

Share Transfer System :

Securities in physical mode which are lodged for transfer are processed and returned to the Members within the stipulated time, subject to the documents being valid and complete in all respects. The Company adopts the transfer-cum-demat system to facilitate Dematerialization of Shares. The power to approve transfers, transmissions, sub-division, consolidation etc. of the shares has been delegated to the Registrar and Share Transfer Agent (RTA). The Company obtains from a Company Secretary in Practice half-yearly certificate of compliance with the share transfer formalities as required under Regulation 49 of LODR and files a copy of the Certificate with the Stock Exchanges.

(a) Distribution of Shareholding as on 31st March, 2018 :

Group of shares

From ToNo. of Share

Holders% of Total

Shareholders No. of Shares % Shares

1 5000 52485 91.71 48891269 15.78 5001 10000 2435 4.25 19218480 6.21

10001 20000 1170 2.05 17408767 5.62 20001 30000 435 0.76 10963801 3.5430001 40000 156 0.27 5494523 1.7740001 50000 140 0.25 6555115 2.1250001 100000 240 0.42 17417712 5.62

100001 999999999 166 0.29 183811296 59.34TOTAL 57227 100.00 309760963 100.00



(b) Shareholding Pattern as on 31st March, 2018 :

Shares %PromoterIndian 5220340 1.69Foreign 122622596 39.59PublicMutual Fund/UTI 5760 0.00Financial Institutions & Bank 17180 0.00Insurance Company 6833313 2.21Foreign Institutional Investors/Overseas Body Corporate/Foreign Portfolio Investor/Foreign Bank

20000 0.01

Foreign National - -Non Resident Individuals 2638917 0.85Bodies Corporate/Trust 25190276 8.13IEPF 1113705 0.36Others 146098876 47.16

TOTAL 309760963 100.00

(c) Physical / Dematerialisation of Shares as on 31st March, 2018 :

No. of holders Shares %Physical 1691 2721603 0.88Demat 55536 307039360 99.12

TOTAL 57227 309760963 100.00

Insider Trading Regulations :

To comply with the provisions of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, the Company has adopted a code of internal procedures for prevention of any unauthorized trading in the shares of the Company by the insiders. For the year under review, the Company Secretary was appointed as the Compliance Officer for this purpose.

Outstanding GDRs / ADRs / Warrants / Convertible bonds, conversion dates and likely impact on Equity :

The Principal amount of FCCBs outstanding at the end of the year is USD 3.1 Million.

OFFICES OF THE COMPANY:

Registered Office : Greenwood Tea Estate P.O. Dibrugarh, Assam – 786 001.

Head Office : 52, Chowringhee Road, Kolkata – 700 071.

Other Offices : (i) Girish Chandra Bardalai Path, Bamunimaidam, Guwahati – 781 021

(ii) 2nd Floor, 22, Community Centre, BasantLok, Vasant Vihar, New Delhi – 110 057.

PLANT LOCATIONS:


ASSAM COMPANY INDIA LIMITEDA. TEA ESTATES:

The Company owns Fourteen Tea Estates in the State of Assam.

District Doom Dooma : Digulturrung / Oakland Tinsukia : Dinjan Rungagora Dibrugarh : Borborooah Greenwood Hazelbank Maijan Nudwa Thanai Moran : Doomur Dullung Khoomtaie/ Hajua Mohokutie Jorhat : Kotalgoorie Nagaon : KondoliB. OIL & NATURAL GAS DIVISION:

The Company has two Oil and Gas Blocks located as follows :

State Block Assam Amguri

Assam & Nagaland AA-ON/7

10. Other Disclosures:

(a) Materially significant Related Party Transactions. There have been no materially significant Related Party Transactions, pecuniary transactions or relationships between Assam Company India Limited and its Directors for the Financial Year ended 31st March, 2018, that may have a potential conflict with the interests of the Company at large. The policy of Related Party Transaction has been uploaded in the Website of the Company (www.assamco.com).

(b) There has been two cases of non-compliances in relation to the appointment of Woman Director and Composition of the Nomination and Remuneration Committee under the Listing Obligations and Disclosure Requirements.

(c) There were no instances of penalties, strictures imposed on the Company by Stock Exchange or SEBI or any statutory authority, on any matter related to capital markets.

(d) The Company has adopted a Whistle Blower Policy (Vigil Mechanism Policy) and the Policy has been uploaded in the Website of the Company (www.assamco.com).

(e) Compliance related to the mandatory requirements relevant to the Company have been complied with.(f) The Directors are kept informed of the latest developments in Laws, Rules and Regulations. The need

for formal training on these issues therefore is not felt necessary at present.(g) SEBI has passed an Interim Order dated 8th December, 2017 against the letter issued by the Stock

Exchanges declaring the Company as a Shell Company on the basis of a letter received from MCA. The Company has filed a Writ Petition on 24.04.2018 challenging the said letter. The matter is sub-judice.

(h) As per NCLT Final Order dated 20th September, 2018 the Company has initiated the process of Delisting. However, the stay has been granted by National Company Law Appellate Tribunal (“NCLAT”) vide its Order dated 12th October, 2018, delaying the matter.



11. Discretionary Requirements under Regulation 27(1) of Listing Regulations:

The status of compliance with discretionary recommendations of the Regulation 27(1) of the Listing Regulations with Stock Exchanges is provided below:

(a) Non – Executive Chairman’s Office : Chairman’s Office is separate from that of Managing Director.

(b) Shareholders’ Right : As the quarterly and half yearly financial performance along with significant events are published in the news papers and are also posted on the Company’s Website, the same are not being sent to the shareholders.

(c) Modified Opinion in Auditors Report : The Company’s Standalone and Consolidated Financial Statement for the Financial Year ended on 31st March, 2018, does not contain any modified audit opinion.

(d) Separate post of Chairman & CEO : The Chairman of the Board is a Non–Executive Director. The Company is yet to appoint a CEO/Managing Director.

(e) Reporting of Internal Auditor : The Company is yet to appoint an Internal Auditor.

12. Disclosure of Compliance with Corporate Governance Requirements :

The Company has duly complied with the Corporate Governance requirements as specified in Regulation 17 to 27 and Clauses (b) to (j) of Regulation 46 (2) of the Listing Regulation.

13. Address for Investors’ correspondence for Queries, if any :

Ms. Sreya MitraCompany Secretary,52, Chowringhee Road, Kolkata – 700 071Tel. :(033) - 2283 8306 / 8309 / 8312Fax :(033) -2283 8334E-mail :[email protected] :www.assamco.com

C. B. Management Services (P) Limited P-22, Bondel Road, Kolkata – 700 019Tel. :(033) - 4011 6700 / 11 / 18 / 23, 2280-6692 / 93 / 94Fax :(033) – 4011 6739E-mail:[email protected] :www.cbmsl.comShareholders holding shares in electronic mode should address all their correspondence to their respective Depository Participants.

14. Compliance Certificate of the Practising Company Secretary:

The Company has obtained a Certificate from the Practising Company Secretary regarding compliance of conditions of Corporate Governance as stipulated in the Listing Regulations. The Certificate is annexed.





CORPORATE GOVERNANCE COMPLIANCE CERTIFICATE

To The Members of Assam Company India LimitedGreenwood Tea EstateDibrugarh – 786 001

I have examined the compliance of conditions of Corporate Governance by Assam Company India Limited (the Company) for the year ended 31st March 2018, for the period from 1st April, 2017 to 31st March 2018 and as per the relevant provisions of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulation, 2015 (Listing Regulations) as referred to in Regulation 15(2) of the Listing Regulation for the said period.

The Company was under Corporate Insolvency Resolution Process (CIRP) under the provisions of the Insolvency and Bankruptcy Code (IBC), 2016, pursuant to an Order dated 26th October, 2017, passed by the Hon’ble National Company Law Tribunal (NCLT), Guwahati Bench. Pursuant to another Order dated 20th September, 2018, NCLT has approved the Resolution Plan submitted by the Successful Resolution Applicant, Abu Dhabi-based “BRS Ventures Investment Ltd”.

The compliance of conditions of Corporate Governance is the responsibility of the Management. My examination was limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In my opinion and to the best of my information and according to the explanations given to me, I certify that the Company has compiled with the conditions of Corporate Governance as stipulated in the above mentioned listing agreement/listing regulations as applicable.

I further state that such compliance is neither an assurance as to future viability of the Company, nor the efficiency and effectiveness with which the management has conducted the affairs of the Company.

Vijayakrishna KT Company Secretary

Vijayakrishna KTDate : 14th November, 2018 Membership No. 1788Place: Bangalore CP No. 980



Form No. MR-3

SECRETARIAL AUDIT REPORTFOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2018

[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014]

To, The Members, Assam Company India Limited Greenwood Tea EstateDibrugarh-786001

We have conducted the Secretarial Audit in compliance with the applicable statutory provisions and adherence to good corporate practices by Assam Company India Limited, (hereinafter called “the Company”). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verification of the Assam Company India Limited (name of the Company’s) books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of Secretarial Audit, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on 31.03.2018 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by Assam Company India Limited (“the Company”) for the financial year ended on 31.03.2018, according to the provisions of:

I) The Companies Act, 2013 (the Act) and the rules made there under (As per Annexure);

II) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made there under:

(i) The Depositories Act, 1996 and the Regulations and Bye-laws framed there under

(ii) Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings. (As per Annexure)

(III) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India, Act 1992 (As per Annexure )

(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992;

(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009; (Not applicable)

(d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999; (Not applicable)

(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; (Not applicable)

(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;

Annexure ‘7’


ASSAM COMPANY INDIA LIMITED(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; and

(h) The Secretarial Standards have been complied. However the Company did not circulate the Minutes of the Board Meeting among the Directors and the Attendance Sheet of the Board Meeting had not been authenticated as per the requirement of the SS-1.

(i) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; (Not applicable)

(IV) Factories Act, 1948

(V) Industrial Disputes Act, 1947 (As per Annexure)

(VI) Plantations Labour Act, 1951 (As per Annexure)

(VII) Provident Fund Act, 1952 (As per Annexure)

(VIII) Payment of Gratuity Act, 1972 (As per Annexure)

(IX) Sexual Harassment (Prevention and Redressal) Act, 2013

(X) Tea Act, 1953

(XI) Food Safety and Standards Act, 2006

(XII) Environmental laws

We have also examined compliance with the applicable clauses of the following:

(XII) Listing Obligation and Disclosure Requirements Regulation, 2015, entered into by the Company with National Stock Exchange of India Limited and BSE Limited.

During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above, subject to the following observations:

We further report that

The Board of Directors of the Company is not constituted as per provision of Section 152(6) of the Companies Act, 2013. There is no change took place in the composition of the Board of Directors during the period under review.

Adequate notice was given to all Directors to schedule the Board Meetings, Agenda and detailed notes on Agenda were sent at least seven days in advance. A system exists for seeking and obtaining further information and clarifications on the Agenda items before the Meeting and for meaningful participation at the Meeting.

Majority decision is carried through and recorded as part of the Minutes.

We further report that an Order dated 26.10.2017 of the National Company Law Tribunal, Guwahati Bench, an Insolvency proceeding has been initiated against the Company under The Insolvency and Bankruptcy Code, 2016 and which is continuing till the date of the Report.

We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

For S.SARKAR & ASSOCIATES Company Secretaries

SANDIP SARKAR ( Proprietor )

Date : 24.05.2018 Membership No. FCS 7524Place: Kolkata CP No. 9483



Annexure-1

1. In terms of the various provisions of the Companies Act, 2013,

(i) The Board of Directors duly constituted Committee of Directors like Audit Committee and Stake Holders Relationship Committee. However, the Nomination and Remuneration Committee was not properly constituted and there is a shortfall of one Non Executive Director.

(ii) The Company has made loans to other bodies corporate, but not made any disclosure in the Financial Statement of the Company as per provisions of Section 186(4) of the Act. Further the Company did not charged the interest on intercorporate loan according to Section 186(7) of the Companies Act, 2013.

(iii) The Company has not appointed any Women Director in the Board.

(iv) We are unable to comment on the status of the huge number charges appeared in the website of the Ministry of Corporate Affairs. Since the related documents were not made available to us for inspection.

2. Foreign Exchange Management Act, 1999 and the rules and regulations made there under:

The Company had issued Foreign Currency Convertible Bonds (FCCB) and the last date of repayment was 31.03.2015. The Company did not repay the said FCCB during the reporting period under review.

3. Security Exchange Board of India.

SEBI through it’s letter number SEBI/HO/ISD/ISD/OW/P/2017/18183 dated 07.08.2017 has declared Assam Company India Limited as a Shell company and has started the proceedings against it. Till the date of Report such proceeding is continuing.

4. Industrial Disputes Act, 1947

The Company did not constitute any Grievance Redressal Committee as per Section 9C of The Industrial Disputes Act, 1947.

5. Plantations Labour Act, 1951

The Company is having 14 Tea Estates and out of that one Tea Estate namely Hazelbank Tea Estate does not have any valid Registration Certificate under the Plantations Labour Act, 1951.

6. Provident Fund Act, 1952.

There is irregularities in relation to depositing of the amount with the PF authority during the reporting period .

7. Payment of Gratuity Act, 1972.

The Company was unable to pay the Gratuity amount to the employees, whos services were relinquished during the reporting period.


ASSAM COMPANY INDIA LIMITEDAnnexure ‘8’

PARTICULARS OF EMPLOYEES

The information required under Section 197 of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are given below:

a. The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the Financial Year :

Non – Executive DirectorsRemuneration for the year

ended 31.03.2018 (Sitting Fees)

Ratio to Median Remuneration

1. Mr. Amit Halder Rs. 189,000 2.21:1

2. Mr. Sanjay Khandelwal Rs. 189,000 2.21:1

Executive Director

1. Mr. A. K. Jajodia Rs. 3,737,676 43.72:1

The Median Remuneration of Employees for the Financial Year ended on 31st March, 2018, is Rs. 85,500.

b. The percentage increase in remuneration of each Director, Chief Financial Officer and Company Secretary in the Financial Year :

Sl. No. Name Designation

% increase / decrease in remuneration in the Financial

Year

1. Mr. A. K. Jajodia Managing Director (23.19)

2. Mr. Amit Halder Independent Director (8.20)

3. Mr. Sanjay Khandelwal Independent Director (8.20)

4. Mr. Sanjay Sharma Chief Financial Officer 27.11

5. Ms. Sreya Mitra Company Secretary (2.48)

c. There has been an increase in Median Remuneration of the Employees (MRE) in the Financial Year ended 31st March, 2018 : 16.33%

d. There were 16,976 permanent employees on the rolls of the Company as on 31st March, 2018.

e. There was an average percentile increase in the salaries of thirteen employees during the Financial Year ended 31st March, 2018.

f. The remuneration is as per the remuneration policy of the Company.



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RESOLUTION PROFESSIONAL CERTIFICATION

With the initiation of Corporate Insolvency Resolution Proceeding (CIRP), in respect of Assam Company India Limited (ACIL), the powers of ACIL stands suspended under Section 17 of the Insolvency and Bankruptcy Code, 2016, (IBC) and such powers shall be vested on me, the Resolution Professional (RP) of the Company.

I, the Resolution Professional (RP) of the Company, having IP Registration No. IBBI / IPA-001 / IP-P00253 / 2017-18 / 10482, certify that :-

a) I have reviewed the Financial Statements and the Cash Flow Statement for the year ended 31st March, 2018 and that to the best of my knowledge and belief:

a. these Statements do not contain any materially untrue statement or omit any material fact or contain any statement that might be misleading;

b. these Statements together present a true and fair view of the Company’s affairs and are in compliance with existing accounting standards, applicable laws and regulations.

b) To the best of my knowledge and belief, no transactions entered into by the Company during the year ended 31st March, 2018, which are fraudulent, illegal or violative of the Company’s Code of Conduct.

c) I accept responsibility for establishing and maintaining internal controls for Financial Reporting and for evaluating the effectiveness of Internal Control Systems of the Company pertaining to the Financial Reporting and have disclosed to the Auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which I am aware and the steps taken or proposed to take to rectify these deficiencies.

d) I have indicated to the Auditors and the Audit Committee:

a. significant changes, if any, in Internal Control over Financial Reporting during the year;

b. significant changes, if any, in the accounting policies made during the year and that the same have been disclosed in the notes to the Financial Statement; and

c. instances of significant frauds of which we have become aware and the involvement therein, if any, of the Management or an employee having a significant role in the Company’s Internal Control System over the Financial Reporting.

CA. Kannan TiruvengadamResolution Professional

Kolkata Registration No. IBBI / IPA-001 /30th May, 2018 IP-P00253 / 2017-18 / 10482



INDEPENDENT AUDITOR’S REPORT

To

The Members of Assam Company India Limited

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements of Assam Company India Limited, which comprise the Balance Sheet as at 31st March, 2018, the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the financial year then ended, and a summary of the significant accounting policies and other explanatory information.

Management’s Responsibility for the Standalone Financial Statements

The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view of the State of affairs (financial position), profit or loss (financial performance including other comprehensive income), cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguard of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these standalone Ind AS financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act and other authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the standalone Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement in the standalone Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the standalone Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone Ind AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Financial Statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2018, and its loss and its cash flows for the financial year ended on that date.


ASSAM COMPANY INDIA LIMITEDEmphasis of Matter

We draw attention to the following matters in the Notes to the financial statements:

a. Without qualifying our opinion, we draw attention to Note 47 in the financial statements which indicates that the Company incurred a net loss of Rs. 774.21 Crores during the year ended 31st March 2018 and, as of that date, the Company’s current liabilities exceeded its total assets by Rs. 494.87 Crores. These conditions, along with other matters as set forth in the said Note, indicate the existence of a material uncertainty that may cast significant doubt about the Company’s ability to continue as a going concern.

b. Without qualifying our opinion, attention is drawn to Note No. 48 which indicates that the National Company Law Tribunal (NCLT) Guwahati Branch has by its order dated 26th October 2017, initiated Corporate Insolvency Resolution Proceedings which is under process and we are unable to comment on the impact of the same on the financial performance and financial position of the company.

c. Without qualifying our opinion, attention is drawn to Note No. 40 in relation to admission of liability amounting to Rs. 319.47 crores on the happening of invocation of corporate guarantee given by the company to a third party on behalf of subsidiaries of the Company accordingly the loss of the Company and liability has increased by the same amount.

d. Without qualifying our opinion, attention is drawn to Note No. 45 in relation to the Oil and Gas Exploration & Production (E&P) Assets appearing in the Capital Work in Progress which have been impaired in accordance with the evaluation done by the management.

e. Without qualifying our opinion, attention is drawn to Note No. 40 in relation to the interest free loans of Rs. 706.83 crores given to Subsidiaries. According to section 186(7) of the Act, “No loan shall be given under this section at the rate of interest lower than the prevailing yield of one year, three year, five year or ten year Government Security closer to the tenor of the loan”. The impact of this contravention on the financial performance and financial position of the company is not ascertainable readily.

Other Matters

The comparative financial information of the Company for the year ended 31st March, 2017 and the transition date opening balance sheet as at 1st April, 2016 included in these Ind AS financial statements, are based on the previously issued statutory financial statements for the years ended 31st March, 2017 and 31st March, 2016 prepared in accordance with the Companies (Accounting Standards) Rules, 2006 (as amended) which were audited by us, on which we expressed an unmodified opinion dated 30th May, 2017 and 27th May, 2016 respectively. The adjustments to those financial statements for the differences in accounting principles adopted by the Company on transition to the Ind AS have been audited by us.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order.

As required by Section 143 (3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

(c) The Balance Sheet, the Statement of Profit and Loss, the Cash Flow Statement and the Statement of Changes in Equity dealt with by this Report are in agreement with the books of account and with the returns received from branches not visited by us.

(d) In our opinion, the aforesaid Standalone Financial Statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

(e) The impact, of the matters described in the Emphasis of Matter paragraph above, is not ascertainable in some cases and therefore we are unable to express an opinion if these will have an adverse effect on the



functioning of the Company.

(f) On the basis of the written representations received from the directors as on 31st March, 2018 taken on record by the Board of Directors, none of the directors is disqualified as on 31stMarch, 2018 from being appointed as a director in terms of Section 164 (2) of the Act.

(g) With respect to the adequacy of the internal financial controls over financial reporting of the company and the operating effectiveness of such controls, refer to our separate Report in “Annexure A”.

(h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014 as amended from time to time, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements – Refer Note 36 to the financial statements;

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

For De Chakraborty & SenChartered Accountants

FRN: 303029E

(Srijit Chakraborty)Place: Kolkata (Partner)Date: 30th May, 2018 (Membership No. 055317)

Annexure to the Independent Auditor’s Report

(Referred to in paragraphs in relation to Report on Other Legal and Regulatory Requirements of our report of even date to the member of Assam Company India Limited on the financial statements ended on 31st March, 2018)

i)

a) The company has maintained proper records showing full particulars including quantitative details and situation of Fixed Assets other than Oil and Gas Division. However, a list of fixed assets acquired for Oil & Gas Operation is maintained.

b) The Fixed Assets of the company have been physically verified by the management periodically in phased manner, which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. In respect of assets physically verified, the details have been compared with the book records and discrepancies noticed were not material and have been properly dealt with in the books of account.

c) The conveyance of any immovable property is not pending except the acquisition of land from Digulturung, Thanai and Nudwa tea estates measuring about 4.45 Hector, 5.95 Hector and 9.18 Hector respectively through Oil India Limited which is in progress.

ii) Physical verification of inventory has been conducted at reasonable intervals during the year by the management except for Oil and Gas Division.


ASSAM COMPANY INDIA LIMITEDiii) The Company has given interest free loan to 8 subsidiaries and 1 Step-down Subsidiary amounting to Rs.

706.83 crores.

a) In our opinion, and according to information and explanations given to us, the rate of interest and other terms and conditions of loans given by the company, secured or unsecured, are generally not prejudicial to the interest of the company.

b) The loans are interest free, in violation to section to section 186(7), and are repayable on demand;

c) As the loans are repayable on demand and no call has been made, no amount is overdue; however, a provision of Rs. 455.34 Crores, being doubtful of recovery, out of such loans to subsidiaries has been created in the Balance Sheet.

iv) In respect of loans, investments, guarantees and security provisions of section 185 and 186 of the Companies Act 2013 have been generally complied with; with the exception of interest free loans of Rs. 706.83 crores given to 8 subsidiaries and 1 step-down subsidiary which is in contravention to section 186(7) of the Act.

v) The Company has not accepted any deposits from the public except for Rs. 0.71 Crores being loan taken from five non-corporate entities at its tea estates that were identified on test check.

vi) We have broadly reviewed the accounts maintained by the company in respect of tea products where, pursuant to the Rules made by the Central Government of India, the maintenance of cost records has been prescribed under sub-section (1) of Section 148 of the Act and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determine whether they are accurate or complete. No cost record has been maintained with respect to its oil and gas products.

vii)

(a) The company is not regular in depositing undisputed statutory dues including provident fund, employees’ state insurance, income-tax, service tax, duty of customs, duty of excise, cess, Goods and Services Tax and any other statutory dues with the appropriate authorities where the amounts due in respect to Central Sales Tax is Rs. 1,00,76,166; VAT is Rs. 89,69,109, Service Tax is Rs. 68,47,654, and Provident Fund Rs 32,95,98,995 as on the last day of the financial year concerned for a period of more than six months from the date they became payable. As the Company is undergoing Corporate Insolvency Resolution Process (CIRP), all amounts outstanding as on the date of commencement of CIRP are under a moratorium till the CIRP is complete.

(b) Details of amounts involved and the forum where dispute is pending, is mentioned below for cases where dues of income tax or sales tax or service tax or duty of customs or duty of excise or value added tax or cess have not been deposited on account of any dispute.

Sl. No. Name of the Statute Nature of dues Amount

Rs.Period to which

relatesForum where dispute is

pending1 Income Tax Act, 1961 Income Tax 10,23,57,960 2010-11 Commissioner of Income Tax

(appeals)Do Do 5,38,41,660 2011-12 -Do-

Do Do 3,54,69,510 2012-13 -Do-

Do Do 8,47,53,370 2013-14 -Do-

Do Do 8,71,93,850 2014-15 -Do-

2. Agricultural Income Tax Do 9,22,98,080 2013-14 Hon’ble Guwahati High Court

Do Do 4,51,82,296 2014-15 -Do-



Sl. No. Name of the Statute Nature of dues Amount

Rs.Period to which

relatesForum where dispute is

pending3. The West Bengal Sales tax Act, 1994 West Bengal Sales

Tax 1,93,70,205 2002-03 Sr. Jt. Comm. of Commercial Taxes

Do Do 15,36,066 2003-04 Appellate & Revisional Board of Commercial Taxes

Do Do 87,24,464 2004-05 -Do-

Do Do 1,90,72,936 2006-07 -Do-

Do Do 2,64,61,472 2008-09 -Do-

Do Do 15,55,430 2013-14 -Do-

Do Do 10,29,00,058 2014-15 -Do-

4. The Central Sales tax Act, 1956 Central Sales Tax 1,68,552 2002-03 Sr. Jt. Comm. of Commercial Taxes

Do Do 61,83,248 2003-04 Appellate & Revisional Board of Commercial Taxes

Do Do 2,37,701 2004-05 -Do-

Do Do 1,34,56,558 2006-07 -Do-

Do Do 34,44,736 2008-09 -Do-

Do Do 15,56,162 2013-14 -Do-

Do Do 1,06,04,309 2014-15 -Do-

5. Service Tax Act 12,25,527 2013-14 Office of the commissioner of Service Tax-II

Do 2,63,79,459 Oct 2009- Dec 13 -Do-

Do 3,77,71,996 Oct 2009- Sept 15 -Do-

viii) According to the records of the company examined by us and the information and explanations made available to us, at the Balance Sheet date, the company has defaulted in repayment of loans from banks and Financial Institutions amounting to Rs.819.45 crores, fell due on various dates during the year ending on 31st March 2018 and also in earlier accounting periods as admitted by the Resolution Professional during the course of CIRP and detailed in the table below. The company has also defaulted in repayment of principal part of the matured Foreign Currency Convertible Bonds amounting to USD 3.1 million (Rs.20.16 crores) details of the same is given in note 46 forming part of the Financial Statements. Loans From Overdue

(in Rs. Crores)State Bank of India 397.52Bank of Baroda 142.34Allahabad Bank, Industrial Finance Branch 113.05Union Bank of India 65.24Central Bank 61.08Oriental Bank of Commerce 26.32Syndicate Bank 13.9

TOTAL 819.45


ASSAM COMPANY INDIA LIMITEDix) No moneys were raised during the year by way of initial public offer or further public offer (including debt

instruments). No term loan was taken by the Company during the Financial Year under review.x) During the course of our examination of the books and records of the company, carried out in accordance

with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud by the Company or on the company by its officers or employees, noticed or reported during the year, nor have we been informed of such case by the management.

xi) The managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with schedule V to the Act.

xii) The provisions of any special statute applicable to Nidhi Company are not applicable to the company.xiii) All transactions with the related parties are in compliance with section 177 and 188 of the Companies Act,

2013 where applicable and the details have been disclosed in the financial statements etc., as required by the applicable accounting standards;

xiv) The company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review

xv) During the course of our examination of the books and records of the company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, the company has not entered into any non-cash transactions with directors or persons connected with such director.

xvi) The company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.



“Annexure A” to the Independent Auditors’ Report of even date on the Standalone Ind AS Financial Statements

[Referred to in paragraph (h) under the heading “Report on Other Legal and Regulatory Requirements” of our report of even date to the members of Assam Company India Limited on the standalone Ind AS financial statements ended for the year on 31st March, 2018]

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of Assam Company India Limited (the Company) as of 31st March, 2018 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and


ASSAM COMPANY INDIA LIMITEDexpenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, and subject to the weaknesses stated below, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31st March, 2018, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

a) The Policy on Internal Financial Control and documentation of the Standard Operating Processes has been prepared but these are yet to be fully implemented and become fully operational.

b) The Internal Audit is not designed to cover the processes and systems to verify the stage and effectiveness of the implementation of the policies and procedures.

c) As the documented policy and procedures on Internal Financial Control are yet to be fully implemented, we are unable to evaluate the effectiveness of communication and dissemination of information on the same across the organization. However, the informal system of oral communication and electronic communication is existing which at times is complemented by documented communication of information on the various aspects of Internal controls.

d) Weakness in control observed in the process of taking loans in from non-corporate entities in violation of Companies (Acceptance of Deposits) Rules, 2014 as amended.

e) The evaluation of procurement process, conducted by the management, reveals that the system of tender / multiple quotations to ensure unbiased decision is absent.

f) Recording of cash transactions in timely manner and control over physical cash balance is lacking at the tea estates.

For De Chakraborty & Sen Chartered Accountants

FRN 303029E

Srijit ChakrabortyPlace of Signature: Kolkata (Partner)Date: 30th May, 2018 Membership No. 055317



BALANCE SHEET AS AT 31ST MARCH, 2018 (Amount in Rs)

Note As at 31st March, 2018

As at 31st March, 2017

As at 1st April, 2016

ASSETSNon - current Assets

Property, Plant and Equipment 4 2,915,955,485 3,029,967,994 3,163,968,365 Capital Work-in-progress 4,006,515,287 5,981,923,003 5,583,246,325 Intangible Assets (Other than Goodwill) 5 1,558,676 1,583,738 1,608,800 Financial Assets

Investments 6 80,514,442 80,482,965 82,046,470 Loans 10 32,773,386 36,701,495 39,119,970 Other Financial Assets 11 - 1,064,805 17,184,604

Other Non - current Assets 13 10,473,492 8,532,928 12,508,875 7,047,790,768 9,140,256,928 8,899,683,409

Current AssetsInventories 12 65,735,318 94,744,569 204,414,011 Financial AssetsInvestments 6 - 500,000 1,343,938 Trade Receivables 7 157,629,889 7,080,323 15,574,412 Cash and Cash Equivalents 8 69,749,329 9,469,110 26,811,922 Other Bank Balances 9 4,447,842 110,035,045 44,247,420 Loans 10 2,506,516,610 2,740,456,675 2,545,550,520 Other Financial Assets 11 - 9,071,695 5,507,672

Other Current Assets 13 45,536,738 33,178,407 28,939,224 2,849,615,726 3,004,535,824 2,872,389,119

TOTAL 9,897,406,494 12,144,792,752 11,772,072,528

EQUITY AND LIABILITIESEQUITY

Equity Share Capital 14(a) 309,760,963 309,760,963 309,760,963 Other Equity 14(b) (5,986,995,936) 1,755,088,118 2,439,124,335

(5,677,234,973) 2,064,849,081 2,748,885,298 LIABILITIES

Non - current LiabilitiesFinancial Liabilities

Borrowings 15 - 1,087,973,016 1,137,117,859 Provisions 19 728,574,808 710,150,209 586,714,076 Deferred Tax Liabilities (Net) 21 - - -

728,574,808 1,798,123,225 1,723,831,935 Current Liabilities

Financial LiabilitiesBorrowings 15 2,036,447,123 1,415,290,250 1,225,017,287 Trade Payables 16 180,855,162 202,078,475 211,900,091

Other Financial Liabilities 17 11,609,514,586 5,750,785,657 5,301,634,406 Other Current Liabilities 18 727,051,378 581,495,843 266,423,064 Provisions 19 91,520,177 131,491,988 91,902,214 Current Tax Liabilities (Net) 20 200,678,233 200,678,233 202,478,233

14,846,066,659 8,281,820,446 7,299,355,295

TOTAL 9,897,406,494 12,144,792,752 11,772,072,528 0 0

The accompanying Notes form an integral part of the Standalone Financial Statements. (0)

As per our Report of even date.

For De Chakraborty & Sen For and on behalf of the BoardChartered AccountantsFirm Registration No. 303029E

(S Chakraborty) Membership No. 055317 PartnerPlace : Kolkata CA. Kannan TiruvengadamDate : 30th May, 2018 (Resolution Professional)



STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2018 (Amount in Rs)

Note Year ended 31st March,

2018

Year ended 31st March,

2017

Revenue from Operations 22 1,621,619,420 2,107,831,167 Other Income 23 195,544,148 43,468,274

Total Income 1,817,163,568 2,151,299,441

ExpensesCost of Materials Consumed 24 - -

Changes in Inventories of Finished Goods 25 19,221,883 46,489,290

Employee Benefits Expense 26 943,090,758 1,030,452,593

Finance Costs 27 416,874,731 318,302,583

Depreciation and Amortisation Expense 28 123,592,437 149,052,323

Other Expenses 29 8,142,308,472 1,257,517,920

Total Expenses 9,645,088,281 2,801,814,709

Profit / (Loss) before Tax (7,827,924,713) (650,515,268)

Tax Expense 31Current Tax - - Deferred Tax - - Adjustments for earlier years (37,705,936)

Profit / (Loss) for the Year (7,790,218,777) (650,515,268)

Other Comprehensive Income

Items that will not be Reclassified to Profit or LossRemeasurements on Post-employment Defined Benefit Plans 48,134,723 (33,520,949)Income Tax on above - -

Total Other Comprehensive Income, Net of Tax 48,134,723 (33,520,949)

Total Comprehensive Income for the Year (7,742,084,054) (684,036,217)

Profit / ( Loss ) per Equity Share (Nominal Value Re. 1/- per Share) 32Basic (Rs.) (25.15) (2.10)Diluted (Rs.) (25.15) (2.10)


As per our report of even date.





CASH FLOW STATEMENT for the year ended 31st March, 2018 (Amount in Rs.) Year ended 31st

March, 2018 Year ended 31st

March, 2017 A. Cash Flows from Operating Activities

Profit before Tax (7,827,924,713) (650,515,268)Adjustments for:

Depreciation and Amortisation Expense 123,592,437 149,052,323 (Gain)/Loss on Disposal of Tangible Fixed Assets (Net) (170,423,926) (162,509)Bad Debts/Advances Written Off 2,729,150 14,928,297 Amortisation of Government Grants (21,547,212) 163,025,907 Changes in Fair Value of Financial Assets at Fair Value through Profit or Loss 1,273,221 (5,117,637)Net Gain on Disposal of Investments - (1,626,488)Dividend Income - (144,158)Interest Income (13,376,072) (14,478,457)Finance Costs 414,588,227 332,522,625 Provision for doubtful advances no longer required written back 7,109,406,832 (2,649,954)Liabilities no Longer Required Written Back (9,910,945) (7,469,509)Foreign Exchange Loss (Net) 6,878,255 (13,378,545)

Operating Profit before Changes in Operating Assets and Liabilities (384,714,746) (36,013,373)

Changes in Operating Assets and Liabilities:Increase / (Decrease) in Trade and Other Payables 5,026,991,053 462,607,134 (Increase) / Decrease in Inventories 29,009,251 109,669,442 (Increase)/Decrease in Trade and Other Receivables (4,439,804,623) (189,236,869)

Cash Generated from Operations 231,480,935 347,026,334 Income Taxes Paid - (1,800,000)

NET CASH FROM OPERATING ACTIVITIES 231,480,935 345,226,334

B. Cash Flows from Investing Activities:Purchase of Tangible/ Intangible Assets 8,139,551 (11,118,181)Proceeds on Disposal of Tangible Fixed Assets 11,400 2,934,675 Payments for Purchase of Investments 468,523 2,407,443 Proceeds from Sale/ Redemption of Investments (1,273,221) 6,744,125 Inter Corporate Loans Given - 7,980,000 Interest Received 3,955,438 10,914,435 Dividend Received - 144,158 Net Changes in Other Bank Balances 105,587,203 (65,787,625)NET CASH FROM INVESTING ACTIVITIES 116,888,894 (45,780,970)

C. Cash Flows from Financing ActivitiesInterest Paid (161,308,452) (276,580,266)Other Finance Costs Paid (126,781,158) (40,207,910)Short-term Borrowings - Receipts / (Payments) - - NET CASH USED IN FINANCING ACTIVITIES (288,089,610) (316,788,176)

Net Cash Outflow 60,280,219 (17,342,812)

Cash and Cash Equivalents - Opening (Refer Note 8) 9,469,110 26,811,922 Cash and Cash Equivalents - Closing (Refer Note 8) 69,749,329 9,469,110 Effect of exchange rate changes

60,280,219 (17,342,812)


This is the Cash Flow Statement referred to in our Report of even date.




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Notes to Standalone Financial Statements for the year ended 31st March, 20181 Company Background

Assam Company India Limited (the 'Company') is a Company limited by shares, incorporated and domiciled in India. The equity shares of the Company are listed on the National Stock Exchange of India Limited and BSE Limited in India. The Registered Office of the Company is located at Greenwood Tea Estate, P.O. Dibrugarh, Assam – 786 001 and Corporate/Head Office is located at Assam Tea House, 52, Chowringhee Road, Kolkata – 700 071.

The Company is mainly engaged in the business of tea plantation and is also engaged in oil and gas exploration business. The Company owns Fourteen Tea Estates in the State of Assam.

The Standalone Financial Statements were approved and authorised for issue by the Company's Board of Directors on 30th May, 2018.

2 Significant Accounting Policies

This Note provides a list of the significant accounting policies adopted in the preparation of these Standalone Financial Statements. These policies have been consistently applied to all the years presented, unless otherwise stated. These Financial Statements are the separate financial statements of the Company.

(a) Basis of Preparation(i) Compliance with Ind ASThe StandaloneFfinancial Statements comply in all material respects with Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 (the 'Act') [Companies (Accounting Standards) Rules, 2015] and other provisions of the Act.

The Standalone Financial Statements up to year ended 31st March, 2017, were prepared in accordance with the accounting standards notified under Companies (Accounting Standards) Rules, 2006 (as amended) and other relevant provisions of the Act.

These Financial Statements are the first Standalone Financial Statements of the Company under Ind AS. Refer Note 49 for an explanation of how the transition from previous GAAP to Ind AS has affected the Company's financial position, financial performance and cash flows.

(ii) Historical Cost ConventionThe Standalone Financial Statements have been prepared on a historical cost basis, except for the following:-Certain Financial Assets and liabilities (including derivative instruments) that is measured at fair value.-Biological assets - measured at fair value less cost to sell.-Defined benefit plans - plan assets measured at fair value.

(b) Revenue RecognitionThe Company recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the Company and the significant risks and rewards of ownership of the goods have passed to the buyer as per the terms of contract. The Company bases its estimates on historical results, taking into consideration the type of customer, the type of transaction and the specifics of each arrangement.

Revenue is measured at the fair value of the consideration received or receivable. Amounts disclosed as revenue are net of returns, trade allowances, rebates, value added taxes and amounts collected on behalf of third parties.



Notes to Standalone Financial Statements for the year ended 31st March, 2018

(c) Government GrantsGrants from the government are recognised at their fair value when there is a reasonable assurance that the grant will be received and the Company will comply with all attached conditions. Government grants relating to income are deferred and recognised in profit or loss over the period necessary to match them with the costs that they are intended to compensate and presented within other income.Government grants relating to the purchase of property, plant and equipment are included in non-current liabilities as deferred income and are credited to profit or loss on a straight line basis over the expected useful lives of the related assets and presented within other income.

(d) Property, Plant and EquipmentAll items of property, plant and equipment are stated at historical cost less accumulated depreciation and accumulated impairment losses, if any. Historical cost includes expenditure that is directly attributable to the acquisition of the items.

Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to profit or loss during the reporting period in which they are incurred.

Bearer Plants (Tea Bushes) are classified as immature until the produce can be commercially harvested. At that point they are reclassified and depreciation commences. Immature tea bushes are measured at accumulated cost.

Transition to Ind ASOn transition to Ind AS, the Company has elected to continue with the carrying value of all of its property, plant and equipment recognised as at 1st April, 2016 measured as per the previous GAAP and use that carrying value as the deemed cost of the property, plant and equipment.

Depreciation methods, estimated useful lives and residual value

Depreciation is calculated using the straight-line method to allocate their cost, net of their residual values, over their estimated useful lives in accordance with Schedule II to the Act. Estimated useful lives of the assets (years) are as follows:Oil and Gas Producing Properties - 30 yearsBuildings - 3 to 60 yearsPlant and Equipment - 3 to 15 yearsFurniture and Fixtures - 10 yearsVehicles - 8 to 10 years

The estimated useful lives of the Bearer Plants (Matured Tea Bushes) are taken 70 years as per industry practice whch is not governed by the Schedule II of the Companies Act, 2013.The useful lives, residual values and method of depreciation of property, plant and equipment are reviewed, and adjusted if appropriate, at the end of each reporting period.

Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in profit or loss within other income.

The cost of property, plant and equipment not ready to use are disclosed under Capital Work-in-progress.



(e) Intangible AssetsIntangible assets (Computer Software) has a finite useful life and are stated at cost less accumulated amortisation and impairment (if any).

Computer softwareSoftware for internal use, which is primarily acquired from third-party vendors is capitalised. Subsequent costs associated with maintaining such software are recognised as expense as incurred. Cost of software includes license fees and cost of implementation/system integration services, where applicable.

Amortisation methods and periodsComputer software are amortised using the straight-line method over their estimated useful life of 15 years, from the date they are available for use. Amortisation method and useful lives are reviewed periodically including at each financial year end.

Research and developmentResearch costs are expensed as incurred. Expenditure on development that do not meet the specified criteria under Ind AS 38 on 'Intangible Assets' are recognised as an expense as incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.

Transition to Ind ASOn transition to Ind AS, the Company has elected to continue with the carrying value of all of intangible assets recognised as at 1st April, 2016 measured as per the previous GAAP and use that carrying value as the deemed cost of intangible assets.

(f) Impairment of Non-financial AssetsAssets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units).

(g) Expenditure incurred in connection with Oil and Gas ProjectsThe Company has adopted “Full Cost Method” for accounting of oil and gas exploration and evaluation expenditures. All costs associated with an exploration well and exploration including financing cost are capitalised until the determination of reserves is evaluated.Capitalisation is made within property, plant and equipment or intangible assets according to the nature of the expenditure.Once commercial reserves are found, exploration and evaluation assets are tested for impairment and transferred to development tangible and intangible assets.

Development tangible and intangible assets

Expenditure on the construction, installation or completion of infrastructure facilities such as platforms, pipelines and the drilling of commercially proven development wells, is capitalised within property, plant and equipment and intangible assets according to nature. When development is completed on a specific field, it is transferred to production or intangible assets.

Oil and Gas production assetsOil and gas production properties are aggregated as exploration and evaluation tangile assets, and development expenditures associated with the production of proved reserves.




Depreciation / AmortisationNo depreciation and / or amortisation is charged during the exploration and evaluation phase.Oil and gas properties intangible assets are depreciated or amortised using the unit-of-production method. Unit-of-production rates are based on proved developed reseves, which are oil, gas and other mineral reserves estimated to be recovered from existing facilities using curent operating methods. Oil and gas volumes are considered produced once they have been measured through meters at custody transfer or sales transaction points at outlet valve on the field storage tank.

Impairment - exploration and evaluation assetsExploration and evaluation assets are tested for impairment when reclassified to development tangible or intangible assets, or whenever facts and circumstances indicate impairment. An impairment loss is recognised for the amount by which the exploration and evaluation assets' carrying amount exceeds their recoverable amount. The recoverable amount is the higher of the exploration and evaluation assets' fair value less costs to sell and their value in use.

Impairment - proved oil and gas production properties and intangible assetsProved oil and gas production properties and intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the assets' carrying amount exceeds its recoverable amount. The recoverable amount is the higher of the assets' fair value less costs to sell and their value in use. For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows.

(h) Biological AssetsBiological assets are measured at fair value less cost of sell. Tea Bushes are bearer plants and are therefore presented and accounted for as property, plant and equipment,. However, the green leaves growing on the trees is accounted for as biological assets until the point of harvest. Harvested green leaves are transferred to inventory at fair value less costs to sell when harvested.Changes in fair value of green leaves and biological assets are recognised in the statement of profit and loss.

(i) InventoriesInventories are stated at the lower of cost and net realisable value. Cost of purchased green leaves and stores and spares comprises cost of purchases. Cost of finished goods comprises direct materials, direct labour and an appropriate proportion of variable and fixed overhead expenditure, the latter being allocated on the basis of normal operating capacity. Cost of inventories also include all other costs incurred in bringing the inventories to their present location and condition. Costs are assigned to individual items of inventory on the basis of weighted average basis. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

(j) LeasesAs a lessee

Leases in which a significant portion of the risks and rewards of ownership are not transferred to the Company as lessee are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to profit or loss on a straight-line basis over the period of the lease unless the payments are structured to increase in line with expected general inflation to compensate for the lessor's expected inflationary cost increases.




(k) Investments and Other Financial Assets(i) Classification

The Company classifies its Financial Assets in the following measurement categories:- those to be measured subsequently at fair value (either through other comprehensive income or

through profit or loss), and- those measured at amortised cost.

The classification depends on the entity's business model for managing the Financial Assets and the contractual terms of the cash flows.For assets measured at fair value, gains and losses will either be recorded in profit or loss or other comprehensive income. For investments in debt instruments, this will depend on the business model in which the investment is held. For investments in equity instruments, this will depend on whether the Company has made an irrevocable election at the time of initial recognition to account for the equity investment at fair value through other comprehensive income.

The Company reclassifies debt investments when and only when its business model for managing those assets changes.

(ii) MeasurementAt initial recognition, the Company measures a Financial Asset at its fair value plus, in the case of a Financial Asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the Financial Asset. Transaction costs of Financial Assets carried at fair value through profit or loss are expensed in profit or loss.

Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest.

Debt instrumentsSubsequent measurement of debt instruments depends on the Company's business model for managing the asset and the cash flow characteristics of the asset. There are three measurement categories into which the Company classifies its debt instruments:

• Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortised cost. A gain or loss on a debt investment that is subsequently measured at amortised cost and is not part of a hedging relationship is recognised in profit or loss when the asset is derecognised or impaired.

• Fair value through other comprehensive income (FVOCI): Assets that are held for collection of contractual cash flows and for selling the Financial Assets, where the assets' cash flows represent solely payments of principal and interest, are measured at fair value through other comprehensive income (FVOCI). Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest income and foreign exchange gains and losses which are recognised in the Statement of Profit and Loss. When the Financial Asset is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to profit or loss and recognised in other income.

• Fair value through profit or loss: Assets that do not meet the criteria for amortised cost or FVOCI are measured at fair value through profit or loss. A gain or loss on a debt investment that is subsequently measured at fair value through profit or loss is recognised in profit or loss and presented net in the Statement of Profit and Loss within other income in the period in which it arises.




Equity InstrumentsThe Company subsequently measures all equity investments at fair value. Where the Company's management has elected to present fair value gains and losses on equity investments in other comprehensive income, there is no subsequent reclassification of fair value gains and losses to profit or loss. Dividends from such investments are recognised in profit or loss as other income when the Company's right to receive payments is established.

Changes in the fair value of Financial Assets at fair value through profit or loss are recognised in other income in the Statement of Profit and Loss. Impairment losses (and reversal of impairment losses) on equity investments measured at FVOCI are not reported separately from other changes in fair value.

Investments in subsidiariesInvestments in subsidiaries are carried at cost in the Standalone Financial Statements.

(iii) Impairment of Financial AssetsThe Company assesses on a forward looking basis the expected credit losses associated with its assets carried at amortised cost and FVOCI debt instruments. The impairment methodology applied depends on whether there has been a significant increase in credit risk. Note 43(A) details how the Company determines whether there has been a significant increase in credit risk.For trade receivables only, the Company applies the simplified approach permitted by Ind AS 109 Financial Instruments, which requires expected lifetime losses to be recognised from initial recognition of the receivables.

(iv) Derecognition of Financial AssetsA Financial Asset is derecognised only when

-The Company has transferred the rights to receive cash flows from the Financial Asset or-retains the contractual rights to receive the cash flows of the Financial Asset, but assumes a contractual obligation to pay the cash flows to one or more recipients.

Where the entity has transferred an asset, the Company evaluates whether it has transferred substantially all risks and rewards of ownership of the Financial Asset. In such cases, the Financial Asset is derecognised. Where the entity has not transferred substantially all risks and rewards of ownership of the Financial Asset, the Financial Asset is not derecognised.

Where the entity has neither transferred a Financial Asset nor retains substantially all risks and rewards of ownership of the Financial Asset, the Financial Asset is derecognised if the Company has not retained control of the Financial Asset. Where the Company retains control of the Financial Asset, the asset is continued to be recognised to the extent of continuing involvement in the Financial Asset.

(v) Income RecognitionInterest IncomeInterest income from debt instruments is recognised using the effective interest rate method. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the Financial Asset to the gross carrying amount of a Financial Asset. When calculating the effective interest rate, the Company estimates the expected cash flows by considering all the contractual terms of the financial instrument (for example, prepayment, extension, call and similar options) but does not consider the expected credit losses.DividendsDividends are recognised in profit or loss only when the right to receive payment is established, it is probable that the economic benefits associated with the dividend will flow to the Company and the amount of the dividend can be measured reliably.




(vi) Fair Value of Financial InstrumentsIn determining the fair value of financial instruments, the Company uses a variety of methods and assumptions that are based on market conditions and risks existing at each reporting date. The methods used to determine fair value include discounted cash flow analysis, available quoted market prices and dealer quotes. All methods of assessing fair value result in general approximation of value, and such value may never actually be realised.

(l) Derivative InstrumentsDerivative Instruments are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured to their fair value at the end of each reporting period.

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

(m) Offsetting Financial InstrumentsFinancial assets and liabilities are offset and the net amount is reported in the Balance Sheet where there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counterparty.

(n) Trade ReceivablesTrade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less provision for impairment.

(o) Cash and Cash EquivalentsFor the purpose of presentation in the Statement of Cash Flows, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

(p) Trade and Other PayablesThese amounts represent liabilities for goods and services provided to the Company prior to the end of financial year which are unpaid. The amounts are unsecured and are usually paid within 1-180 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.

(q) BorrowingsBorrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it relates.




Notes to Standalone Financial Statements for the year ended 31st March, 2018Borrowings are removed from the Balance Sheet when the obligation specified in the contract is discharged, cancelled or expired. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss as other income/other expense.

Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period. Where there is a breach of a material provision of a long-term loan arrangement on or before the end of the reporting period with the effect that the liability becomes payable on demand on the reporting date, the entity does not classify the liability as current, if the lender agreed, after the reporting period and before the approval of the financial statements for issue, not to demand payment as a consequence of the breach.

(r) Financial guarantee contractsFinancial guarantee contracts are recognised as a financial liability at the timeof invoking the guarantee, issued. The liability is initially measured at fair value and subsequently at the higher of the amount determined in accordance with Ind AS 37 and the amount initially recognised less cumulative amortisation, where appropriate.The fair value of financial guarantees is determined as the present value of the difference in net cash flows between the contractual payments under the debt instrument and the payments that would be required without the guarantee, or the estimated amount that would be payable to a third party for assuming the obligations.

Where guarantees in relation to loans or other payables of subsidiaries are provided for no compensation, the fair values are accounted for as contributions and recognised as part of the cost of the investment.

(s) Borrowing CostsGeneral and specific borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale.

Other borrowing costs are expensed in the period in which they are incurred.

(t) Foreign Currency Translation(i) Functional and Presentation Currency

Items included in the Standalone Financial Statements of the Company are measured using the currency of the primary economic environment in which the Company operates (`the functional currency'). The Standalone Financial Statements are presented in Indian Rupee (INR), which is Company's functional and presentation currency.

(ii) Transactions and Balances

Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions. At the year-end, monetary assets and liabilities denominated in foreign currencies are restated at the year - end exchange rates. The exchange differences arising from settlement of foreign currency transactions and from the year-end restatement are recognised in the Statement of Profit and Loss.

Foreign exchange differences regarded as an adjustment to borrowing costs, if any, are presented in the Statement of Profit and Loss, within finance costs. All other foreign exchange gains and losses are presented in the Statement of Profit and Loss on a net basis within other income/other expenses.



Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss. For example, translation differences on non-monetary assets and liabilities such as equity instruments held at fair value through profit or loss are recognised in profit or loss as part of the fair value gain or loss and translation differences on non-monetary assets such as equity investments classified as FVOCI are recognised in other comprehensive income.

(u) Employee Benefits(i) Short-term Employee Benefits

Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees' services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefits payable under other current liabilities in the Balance Sheet.

(ii) Post-employment BenefitsDefined benefit plans

The liability or asset recognised in the Balance Sheet in respect of defined benefit plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually by actuaries using the projected unit credit method.

The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligation.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in Employee Benefits Expense in the Statement of Profit and Loss.

Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in Other Comprehensive Income. They are included in Retained Earnings in the Statement of Changes in Equity and in the Balance Sheet.

Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are recognised immediately in profit or loss as past service cost.

Defined contribution plansContributions under Defined Contribution Plans payable in keeping with the related schemes are recognised as expenses for the period in which the employee has rendered the service.

(iii) Other Long-term Employee BenefitsThe liabilities for earned leave are not expected to be settled wholly within 12 months after the end of the period in which the employees render the related service. They are therefore measured annually by actuaries as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting period using the projected unit credit method. The benefits are discounted using the market yields at the end of the reporting period that have terms approximating to the terms of the related obligation. Remeasurements as a result of experience adjustments and changes in actuarial assumptions are recognised in profit or loss.

The obligations are presented as current liabilities in the Balance Sheet if the entity does not have an unconditional right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected to occur.




(v) Income TaxThe income tax expense or credit for the period is the tax payable on the current period's taxable income based on the applicable income tax rate adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the Standalone Financial Statements. However, deferred tax liabilities are not recognised if they arise from the initial recognition of goodwill. Deferred income tax is also not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting profit nor taxable profit (tax loss). Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred tax assets are recognised for all deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

Deferred tax liabilities are not recognised for temporary differences between the carrying amount and tax bases of investments in subsidiaries where the Company is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

Deferred tax assets are not recognised for temporary differences between the carrying amount and tax bases of investments in subsidiaries where it is not probable that the differences will reverse in the foreseeable future and taxable profit will not be available against which the temporary difference can be utilised.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity, if any. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

(w) ProvisionsProvisions are recognised when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognised for future operating losses.

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




(x) Contingent LiabilitiesA disclosure for contingent liabilities is made when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be made.

(y) Earnings / (Loss) per Share(i) Basic Earnings / (Loss) per Share

Basic earnings / (loss) per share is calculated by dividing:· the profit / (loss) attributable to owners of the Company· by the weighted average number of equity shares outstanding during the financial year

(ii) Diluted Earnings / (Loss) per ShareDiluted earnings / (loss) per share adjusts the figures used in the determination of basic earnings / (loss) per share to take into account:· the after income tax effect of interest and other financing costs associated with dilutive potential equity shares, and· the weighted average number of additional equity shares that would have been outstanding assuming the conversion of all dilutive potential equity shares.

(z) Segment ReportingOperating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker.The chief operating decision-maker is responsible for allocating resources and assessing performance of the operating segments and has been identified as the Managing Director of the Company. Refer Note 39 for segment information presented.

3 Critical Estimates and JudgementsThe preparation of financial statements in conformity with Ind AS requires management to make judgement, estimates and assumptions, that affect the application of accounting policies and the reported amounts of assets, liabilities, income, expenses and disclosures of contingent assets and liabilities at the date of these financial statements and the reported amounts of revenues and expenses for the years presented. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed at each Balance Sheet date. Revisions to accounting estimates are recognised in the period in which the estimate is revised and future periods affected.

This Note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed. Detailed information about each of these estimates and judgements is included in relevant notes together with information about the basis of calculation for each affected line item in the financial statements.

The areas involving critical estimates or judgement are:

Employee Benefits (Estimation of Defined Benefit Obligation) The determination of Company’s liability towards Defined Benefit Obligations to employees is made through independent actuarial valuation including determination of amounts to be recognized in the income statement and in the other comprehensive income. Such valuation depend upon assumptions determined after taking into account inflation, promotion and other relevant factors such as supply and demand factors in the employment market.




Impairment AssessmentAn impairment exists when the carrying value of an asset exceeds its recoverable amount, which is the higher of its fair value less costs to sell and its value in use. The fair value less costs to sell calculation is based on available data from binding sales transactions in an arm’s length transaction of similar assets or observable market prices less incremental costs for disposing the assets.

Fair Valuation of Biological AssetsThe Fair Value of Biological Assets is determined based on recent transactions entered into with third parties or available market price.

TaxationThe Company is engaged in agricultural and oil & gas exploration activities and also subject to tax liability under MAT provisions. Significant judgement is involved in determining the tax liability for the Company. Also there are many transactions and calculations during the ordinary course of business for which the ultimate tax determination is uncertain. Further judgement is involved in determining the Deferred Tax position on the balance sheet date.

Estimates and judgements are continually evaluated. They are based on historical experience and other factors, including expectations of future events that may have a financial impact on the Company and that are believed to be reasonable under the circumstances.




4Pr

oper

ty, P

lant

and

Equ

ipm

ent

4.1

Reco

ncili

atio

n of

Gro

ss a

nd N

et C

arry

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nt o

f Eac

h Cl

ass

of A

sset

s (A

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nt in

Rs)

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rer

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ts

(Mat

ure

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es)

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and

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g Pr

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ties

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ldin

gs

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nt a

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pmen

t

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nitu

re

and

Fixt

ures

V

ehic

les

Tota

l

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and

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(Imm

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)

Cap

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ss

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Year

end

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arch

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7Gr

oss

Carry

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Amou

ntDe

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t as a

t 1st

April,

201

62,

368,

591,

732

743,

969,

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532,

026,

962

708,

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15,6

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53 1

43,6

59,6

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,437

5,

546,

987,

578

30,

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5,4

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3,24

6,32

5

Addit

ions

619

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-

1,7

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11,8

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24,

296

3,5

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sfers

- -

- -

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(3,1

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00)

(2,7

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(5,9

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Disp

osals

(619

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- (2

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) (1

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- -

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Clos

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2,368

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69 7

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4.2

Prop

erty,

plan

t and

equ

ipmen

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as se

curit

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efer

Not

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for i

nfor

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n pr

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ty, p

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nd e

quipm

ent p

ledge

d as

secu

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y the

Com

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ation

s - R

efer

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for d

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of co

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for t

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nd e

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4.4

The

aggr

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e de

prec

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/am

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ation

has

bee

n inc

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und

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epre

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d Am

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ation

Exp

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in th

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atem

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f Pro

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l Sta

tem

ents

for t

he y

ear e

nded

31s

t Mar

ch, 2

018



5 Intangible Assets (Amount in Rs)

Computer Software - Acquired

Capitalised exploration and evaluation

expenditure Year ended 31st March, 2017Gross Carrying AmountDeemed Cost as at 1st April, 2016 4,459,121 - Additions - - Closing Balance 4,459,121 -

Accumulated Amortisation 2,850,321 For the Year 25,062 - Closing Balance 2,875,383 -

Net Carrying Amount 1,583,738 -

Year ended 31st March, 2018Gross Carrying AmountOpening Balance 4,459,121 - Additions - - Closing Balance 4,459,121 -

Accumulated DepreciationOpening Balance 2,875,383 - Amortisation for the Year 25,062 - Closing Balance 2,900,445 -


5.1 The amortisation has been included under Depreciation and Amortisation Expense in the Statement of Profit and Loss.





6 InvestmentsNon-current InvestmentsQuoted:Investments in Equity Instruments

In Other Bodies Corporate# 513,742 482,265 2,070,270

Unquoted:Investments in Equity Instruments

In Subsidiary Companies@ 79,776,200 79,776,200 79,776,200 In Other Body Corporate# 224,500 224,500 200,000

80,514,442 80,482,965 82,046,470

Current InvestmentsQuoted:Investments in Mutual Funds# - 500,000 1,343,938

80,514,442 80,982,965 83,390,408

Aggregate amount of quoted investments and market value thereof

513,742 982,265 3,414,208

Aggregate Amount of Unquoted Investments 80,000,700 80,000,700 79,976,200 Aggregate Amount of Impairment in Value of Investments - - -

@Investments carried at cost 79,776,200 79,776,200 79,776,200 #Investments carried at fair value through profit and loss 738,242 1,206,765 3,614,208



6.1Details of Non-current Investments

Unit Face Value

Number As at 31st March, 2018 Number As at 31st

March, 2017 Number As at 1st April, 2016

Investments in Equity Instruments (fully paid unless otherwise stated)In Other Body Corporate

Allahabad Bank 10 - - - 23 1,267 Bank of Baroda 2 - - - 45 6,615 Bhairav Enterprise 10 65,000 - 65,000 - 65,000 - Bombay Burmah Trading Corp. Ltd 2 - - - 25 9,249 Dhunseri Petrochem Ltd 10 - - - 55 4,100 Dhunseri Investments Ltd 10 - - - 27 3,740 Dhunseri Tea & Industries Ltd 10 - - - 11 2,684 Gammon India Ltd 2 - - - 5 63 Gillanders Arbuthnot & Company Ltd 10 - - - 7 427 GMR Infrastructure Ltd 1 30,000 510,000 30,000 478,500 30,000 352,500 Goodricke Group Ltd 10 - - 5 845 Grasim Industries Ltd 10 - - 50 191,850 Hindalco Industries Ltd 1 - - 5 440 Indian Oil Corporation Ltd 10 - - 10 3,935 James Warren Tea Ltd 10 - - 8 1,128 Jayshree Tea & Industries Ltd 5 - - 10 818 Mcleod Russel India Ltd 5 - - 300 55,530 Oil & Natural Gas Corporation Ltd 5 - - 20 4,283 Oriental Bank Of Commerce 10 - - 5 462 Reliance Industries Ltd 10 - - 36 37,620 Reliance Power Ltd 10 - - 7,000 348,950 Rishabh Enterprise 10 65,000 - 65,000 - 65,000 - Selan Exploration Ltd 10 - - 5 838 SVOGL Oil gas and Energy Ltd 10 5 - 5 11 5 20 Shri Gurudev En 10 50,000 - 50,000 - 50,000 - State Bank of Bikaner & Jaipur 10 - - 1,850 925,925 Suzlon Energy Ltd 2 - - 25 354 Tata Chemicals Ltd. 10 - - 4 1,516 Tata Coffee Ltd 1 - - 50 4,510 Tata Steel Ltd 10 - - 3 957 Tata Global Beverages Ltd. 1 - - 120 14,544 Ultratech Cements Ltd 10 - - 28 90,571 UTI Master Share 10 116 3,742 116 3,754 116 3,483 Warren Tea Ltd 10 8 1,048

513,742 482,265 2,070,270 In Subsidiary Companies

Dahej Offshore Infrastructure SEZ Ltd Rs.10 50,570 - 50,570 - 50,570 - Assam Oil and Gas Ltd.* Rs.10 1,000,000 - 1,000,000 - 1,000,000 - North East Hydrocarbon Ltd Rs.10 50,070 - 50,070 - 50,070 - Camellia Cha Bar Ltd. Rs.10 50,060 - 50,060 - 50,060 - Gujarat Hydrocarbons and Power SEZ Ltd # Rs.10 5,000,000 50,000,000 5,000,000 50,000,000 5,000,000 50,000,000 Duncan Macneill Power India Ltd Rs.10 115,000 - 115,000 - 115,000 - Duncan Macneill Natural Resources Ltd GBP 1 911,000 - 911,000 - 911,000 - Assam Oil & Natural Gas Ltd USD 1 660,000 29,776,200 660,000 29,776,200 660,000 29,776,200

79,776,200 79,776,200 79,776,200 Investments in Equity Instruments (fully paid unless otherwise stated)In Other Body Corporate

Assam Bengal Cereals Ltd Rs.10 20,000 200,000 20,000 200,000 20,000 200,000 Canoro Resources Ltd. CAD 1 237,800 - 237,800 - 237,800 - Woodlands Multispeciality Hospital Ltd. Rs.10 2,450 24,500 2,450 24,500 2,450 -

224,500 224,500 200,000 80,000,700 80,000,700 79,976,200

*70 Equity Shares fully paid 999,930 Equity Shares @Rs.3/- partly paid#Pledged in favour of Srei Infrastructure Finance Limited against loan taken by Gujarat Hydrocarbons and Power SEZ Limited.





6.2Details of Current Investments

Unit Face Value

Number As at 31st March, 2018 Number As at 31st

March, 2017 Number As at 1st April, 2016

Investments in Mutual FundsSBI Magnum Multiplier Plus Scheme -93 - Dividend

Rs. 10 - - - - 14,652.015 1,205,547

Punjab State IND 9.90 LOAN Govt. - - - - 500,000 - - Baroda Pioneer Mutual Fund Rs. 10 - - - - 9,985.000 138,391

- - 500,000 1,343,938

(Amount in Rs) As at 31st

March, 2018 As at 31st


April, 2016 7 Trade Receivables

Unsecured :Debts Outstanding for a Period exceeding Six Months from the Date they are Due for Payment -

Considered Good 133,541,877 288,026 1,857,211 Considered Doubtful 4,793,840 4,793,840 4,793,840

138,335,717 5,081,866 6,651,051 Less: Allowance for Credit Losses (4,793,840) (4,793,840) (4,793,840)

133,541,877 288,026 1,857,211 Other Debts 24,088,012 6,792,297 13,717,201

157,629,889 7,080,323 15,574,412

8 Cash and Cash EquivalentsBalances with Banks in Current Accounts 67,508,544 9,177,330 14,795,167 Cash on Hand 2,240,785 291,780 12,016,755

69,749,329 9,469,110 26,811,922

9 Other Bank BalancesUnpaid Dividend Accounts @ 1,103,215 2,120,172 2,126,064 Earmarked Accounts@@ 3,344,627 3,349,837 3,434,891 Balances with Banks in Short-term Deposits - - 19,645,911 Margin Money Deposit - 104,565,036 19,040,554

4,447,842 110,035,045 44,247,420 @ Earmarked for Payment of Unclaimed Dividend@@ End use is restricted for specific purposes






April, 2016 10 Loans

Non-currentUnsecured

Loans and Advances to Employees (considered good)* 3,349,899 3,090,436 2,549,582 Security Deposits

Considered Good 29,213,431 29,005,993 28,585,322 Considered Doubtful 188,755 188,755 Less: Provision for doubtful deposits (188,755) (188,755)

Loans and Advances to Subsidiary CompaniesConsidered Good 210,056 5,066 5,066 Considered Doubtful 47,994,838 47,966,533 46,746,533 Less: Provision for doubtful advances (47,994,838) (47,966,533) (46,746,533)

Intercorporate DepositsConsidered Good - 4,600,000 7,980,000 Considered Doubtful 75,500,000 70,900,000 75,500,000 Less: Provision for doubtful deposits (75,500,000) (70,900,000) (75,500,000)

32,773,386 36,701,495 39,119,970 CurrentUnsecured, Considered Good :

Loans and Advances to Subsidiary CompaniesConsidered Good 2,504,746,809 2,737,585,023 2,542,970,337 Considered Doubtful 4,505,390,522 643,304 643,304 Less: Provision for doubtful advances (4,505,390,522) (643,304) (643,304)

Loans/Advances to Employees* 1,769,801 2,871,652 2,580,183 2,506,516,610 2,740,456,675 2,545,550,520

2,539,289,996 2,777,158,170 2,584,670,490

*Includes amount due from an Officer of the Company - - 108,000 11 Other Financial Assets

Non-currentUnsecured

Bank Deposits with more than 12 months maturity - - 17,184,604 Interest Receivable

Considered Good - 1,064,805 - Considered Doubtful 55,610,041 46,966,713 46,956,713 Less: Provision for doubtful interest receivable (55,610,041) (46,966,713) (46,956,713)

- 1,064,805 17,184,604 CurrentUnsecured, Considered Good :

Interest receivable on Deposits - 9,071,695 5,507,672 Considered Doubtful 9,849,001 - - Less: Provision for doubtful interest receivable (9,849,001) - -

- 9,071,695 5,507,672

- 10,136,500 22,692,276







April, 2016 12 Inventories

- At Lower of Cost and Net Realisable ValueWork in Progress

Agricultural Produce 1,489,342 1,255,999 1,297,481 Biological Assets 3,916,099 3,190,865 2,299,302

Finished Goods 23,795,609 43,976,069 91,315,440 Stores and Spares 36,534,268 46,321,636 109,501,788

65,735,318 94,744,569 204,414,011

12.1 Refer Note 44 for information on Inventories pledged as security

12.2 As the production of green leaf (raw materials consumed by the Company for the manufacture of tea) from Company's own tea estates involves integrated process having various stages such as nursery, planting, cultivation, etc., their values at intermediate stage could not be ascertained.

13 Other AssetsNon-currentUnsecured, Considered Good (unless otherwise stated):

Capital Advances - 675,251 418,344 Interest Subsidy Receivable

Considered Doubtful 38,284,421 38,284,421 38,284,421 Less: Provision for doubtful advances (38,284,421) (38,284,421) (38,284,421)

Silver and Gold Coins 2,379,997 2,378,757 2,352,257 Others (including Advance to suppliers/service providers, etc.)

Considered Good 8,093,495 5,478,920 9,738,274 Considered Doubtful 18,156,786 15,997,876 22,096,531 Less: Provision for doubtful advances (18,156,786) (15,997,876) (22,096,531)

10,473,492 8,532,928 12,508,875 CurrentUnsecured, Considered Good (unless otherwise stated):

Advance / Deposits with Government Authorities 6,243,992 6,119,585 6,119,585 Prepaid/Advance for Expenses 472,778 578,056 717,185 Others (including Advance to suppliers/service providers, etc.)

Considered Good 28,321,734 22,052,953 20,058,341 Considered Doubtful 11,679,081 11,567,755 11,149,605 Less: Provision for doubtful advances (11,679,081) (11,567,755) (11,149,605)

Advance Tax and Tax Deducted at Source - Central Income Tax 155,859,401 149,788,980 148,442,989 Less: Provision for Central Income Tax (145,361,167) (145,361,167) (146,398,876)

45,536,738 33,178,407 28,939,224

56,010,230 41,711,335 41,448,099







April, 2016 14(a) Equity Share Capital

Authorized500,000,000 Equity Shares of Re. 1/- each* 500,000,000 500,000,000 500,000,000 1,000,000 Non Cumulative Redeemable Preference Shares of Rs. 100/- each* 100,000,000 100,000,000 100,000,000

600,000,000 600,000,000 600,000,000 Issued, Subscribed and Paid-up

309,760,963 Equity Shares of Re. 1/- each Fully Paid-up* 309,760,963 309,760,963 309,760,963

309,760,963 309,760,963 309,760,963

* There were no changes in number of shares during the year ended 31st March, 2018 and 31st March, 2017.

(b) The Company has one class of Equity Shares having a par value of Re. 1/- per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting except in case of interim dividend. 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.

(c) Details of Equity Shares held by Shareholders holding more than 5% of the aggregate shares in the Company :

Number of Shares

Number of Shares

Number of Shares

Assam Oil Company Limited 119,068,048 119,068,048 119,088,048 (38.44%) (38.44%) (38.45%)




April, 2016 14(b) Other Equity

-Reserves and Surplus

Capital Reserve (Reserve on Amalgamation) 15,037,398 15,037,398 15,037,398

Capital Redemption Reserve 874,600 874,600 874,600

Revaluation Reserve - - -

Securities Premium Account 1,375,673,385 1,375,673,385 1,375,673,385

General Reserve 177,333,735 177,333,735 177,333,735

Retained Earnings [Refer (i) below] (7,555,915,054) 186,169,000 870,205,217

(5,986,995,936) 1,755,088,118 2,439,124,335




Notes to Standalone Financial Statements for the year ended 31st March, 2018 (Amount in Rs)

Year ended 31st March, 2018


(i) Retained Earnings - Movement during the year

Opening Balance 186,169,000 870,205,217

Loss for the Year (7,790,218,777) (650,515,268)

Items of Other Comprehensive Income recognised directly in retained earnings-Remeasurements of post-employment defined benefit plans, net of tax 48,134,723 (33,520,949)

(7,555,915,054) 186,169,000




April, 2016 15 Borrowings

Non-currentSecured

Term Loans from Banks 4,277,237,573 4,310,732,014 4,400,493,890 Less: Current maturities of Long-term debt (Refer Note 17) (4,277,237,573) (3,222,758,998) (3,263,376,031)

- 1,087,973,016 1,137,117,859 Less: Interest accrued (included in note 17) - - -

- 1,087,973,016 1,137,117,859

CurrentSecured

Loans Repayable on Demand from BanksWorking Capital Loans including Cash Credit from Banks 2,291,435,244 1,617,782,383 1,383,893,388

UnsecuredIntercorporate Deposit 257,000,000 71,423,861 55,117,369

2,548,435,244 1,689,206,244 1,439,010,757

Less: Interest accrued (included in note 17) 511,988,121 273,915,994 213,993,470 2,036,447,123 1,415,290,250 1,225,017,287

2,036,447,123 2,503,263,266 2,362,135,146



15.1 Refer Note 44 for details of carrying amount of assets pledged as security for secured borrowings.

Terms of Repayment In view of the ongoing insolvency proceedings under the NCLT, Guwahati Bench, as per the Insolvency and Bankruptcy Code, 2016, the company has classified its entire term loan exposure as current maturities. The repayment would be in accordance with CIRP approved Resolution Plan by IBB.

Nature of security Tea DivisionWorking Capital:Working capital loan amounting to Rs. 1,054,360,791/- (31.03.2017 - Rs. 1,153,112,679/-) secured by hypothecation created on stock, book debts, all moveable assets and other current assets of the tea estates both present and future and equitable mortgage created of all immovable properties both present and future relating to all tea estates of the Company situated in Assam ranking pari passu with all other term loans from Consortium Banks. Term Loan:a. Term loan amounting to Rs. 414,977,592/- (31.03.2017 - Rs. 414,832,262/-) secured by equitable mortgage created of immovable properties both present and future relating to all tea estates of the Company situated in Assam ranking pari passu with the working capital loan including cash credit from Consortium Banks and also a first charge over all the movable properties, both present and future subject to the prior charges created in favour of the Company's bankers by way of security for working capital borrowings from them.b. Term loan amounting to Rs.346,280,000/- (31.03.2017 - Rs. 346,280,000/-) is secured by way of a second or subservient charge over the assets of all Tea Estates of the Company situated in Assam ranking pari - passu with the other similar second charge holders of the Company.Oil & Gas Division:Term Loan:Term loan amounting to Rs. 3,515,979,981/- (31.03.2017 - Rs. 3,549,619,752/-) is secured by primary charges on pari passu basis with the existing lenders of oil & gas division, all the present and future receivables of Oil and Gas Division of the Company, assignment of participating interest in the Production Sharing Contract of the Amguri/AA-ON/7 oil & gas field to the extent permitted, Hypothecation over all the stocks, book debts, plant and machinery and equipment's both present and future, installed/to be installed at the Company's Oil and Gas field at Amguri/ AA-ON/7 to the extent permitted.




Amount guaranteed by Directors or Others All the Loans pertaining to the Oil & Gas division is secured by Personal Guarantee of Managing Director.

Other Notes a. Interest on Term loans from Banks are based on spread over respective lender's bench mark rate (for Rupee Term Loan) and on spread over libor (for Foreign Currency Loan).b. The above mentioned notes also includes current maturities of the borrowings which has been presented in note 17.c. Working capital included in note 15 above from Indian Overseas Bank amounting to Rs. 725,086,332/- (31.03.2017 - Rs. 190,753,710/-) is unsecured.

16 Trade Payables CurrentTrade Payables

Total Outstanding Dues of Micro Enterprises and Small Enterprises (Refer Note 33)

3,093,660 3,156,408 297,432

Total Outstanding Dues of Creditors other than Micro Enterprises and Small Enterprises

Acceptances - - 18,243,476 Others 177,761,502 198,922,067 193,359,183

180,855,162 202,078,475 211,900,091




April, 2016 17 Other Financial Liabilities

Non-currentOthers - - -

- - - CurrentCurrent Maturities of Long-term Debt 4,277,237,573 3,222,758,998 3,263,376,031 Interest Accrued and due on Borrowings 2,551,316,791 1,724,775,326 1,273,886,200 Interest Accrued but not due on Borrowings 8,518,686 128,007,463 131,816,719 Interest Accrued on others 5,236,716 502,687 502,687 Unpaid Dividends 1,103,215 2,120,172 2,126,064 Due to FCCB Holders including Redemption Premium 370,911,993 369,740,135 378,261,336 Others 4,395,189,612 302,880,876 251,665,369

11,609,514,586 5,750,785,657 5,301,634,406

11,609,514,586 5,750,785,657 5,301,634,406 18 Other Current Liabilities

Dues Payable to Government Authorities 517,211,854 304,064,352 60,976,339 Advances from Customers 9,556,907 47,345,549 5,422,210 Deferred repleanting Subsidy 3,355,302 3,407,957 - Employee Benefits Payable 196,927,315 226,677,985 200,024,515

727,051,378 581,495,843 266,423,064

19 ProvisionsNon-currentProvisions for Employee Benefits (Refer Note 38) 725,809,808 707,385,209 583,949,076 Provision for Site Restoration 2,765,000 2,765,000 2,765,000

728,574,808 710,150,209 586,714,076 CurrentProvisions for Employee Benefits (Refer Note 38) 91,520,177 131,491,988 91,902,214

91,520,177 131,491,988 91,902,214

20 Current Tax Liabilities (Net)Current Tax Liabilities - Agriculture Income Tax 205,638,833 205,638,833 205,638,833 Advance Tax and Tax Deducted at Source - Agriculture Income Tax (4,960,600) (4,960,600) (3,160,600)

200,678,233 200,678,233 202,478,233




Notes to Standalone Financial Statements for the year ended 31st March, 201821 Deferred Tax Liabilities (Net)

21.1 Significant components and Movement in Deferred Tax Assets and Liabilities during the year. (Amount in Rs)


Recognised in Profit or

Loss

Recognised in Other Com-

prehensive Income


Deferred Tax Liabilities Property, Plant and Equipment and Intangible Assets

261,279,715 4,721,489 - 266,001,204

Total Deferred Tax Liabilities 261,279,715 4,721,489 - 266,001,204

Deferred Tax Assets Provision for Employee Benefits (Net) 1,006,615,947 632,650 (48,134,723) 959,113,874

Total Deferred Tax Assets 1,006,615,947 632,650 (48,134,723) 959,113,874

Deferred Tax Liabilities (Net) (745,336,232) 4,088,839 48,134,723 (693,112,670)



Loss

Recognised in Other Com-

prehensive Income


Deferred Tax Liabilities Property, Plant and Equipment and Intangible Assets

263,322,493 (2,042,778) - 261,279,715

Total Deferred Tax Liabilities 263,322,493 (2,042,778) - 261,279,715

Deferred Tax Assets Provision for Employee Benefits (Net) 825,729,269 147,365,729 33,520,949 1,006,615,947

Total Deferred Tax Assets 825,729,269 147,365,729 33,520,949 1,006,615,947

Deferred Tax Liabilities (Net) (562,406,776) (149,408,507) (33,520,949) (745,336,232)




April, 2016

21.2 Tax Losses - - -

The Deferred Tax Asset has not been recognised on the basis that its recovery is not probable in the foreseeable future.



Notes to Standalone Financial Statements for the year ended 31st March, 2018 (Amount in Rs)


2018


2017 22 Revenue from Operations

Sale of ProductsTea 1,590,049,994 2,116,143,586 Less : Trade Discount (16,986,054) (15,184,917) Green leaves 8,668,275 - Gas 35,173,888 -

1,616,906,103 2,100,958,669 Other Operating Revenues

Sale of Tea Waste / Waste 4,231,902 3,660,180 Tea Subsidy 428,760 1,741,453 Replanting Subsidy 52,655 32,115 Export Entitlement - 1,438,750

4,713,317 6,872,498

1,621,619,420 2,107,831,167

23 Other IncomeInterest Income

From Financial Assets at Amortised Cost 13,376,072 14,478,457 From Income-tax/Other Government Authorities - -

13,376,072 14,478,457 Others

Dividend Income from Investments mandatorily measured at fair value through profit or loss - 144,158

Premium on Sale of Export Licenses 2,190,793 5,581,776 Insurance Claims 1,228,804 3,327,234 Liabilities no longer required written back 9,910,945 7,469,509 Provisions no longer required written back 4,091,405 6,098,655 Profit on Disposal of Tangible Fixed Assets 17,934 162,509 Profit on compulsory acquisition of Land by Oil India Ltd 170,405,992 - Net Gain on Foreign Currency Transactions and Translation (4,591,751) (841,497)Net Gain on Sale of Investments - 1,626,488 Other Non-operating Income (Net of Expenses) 187,175 303,348 Fair Value Gains on Financial Assets at Fair Value through Profit or Loss (1,273,221) 5,117,637

182,168,076 28,989,817

195,544,148 43,468,274

24 Cost of Materials ConsumedOpening Inventory - -

Add: Purchases - - - -

Less: Closing Inventory - - Cost of Materials Consumed - -



(Amount in Rs) Year ended 31st March,

2018


2017 25 Changes in Inventories of Finished Goods and Work-in-progress

Finished GoodsClosing Stock 23,795,609 43,976,069 Deduct: Opening Stock 43,976,069 91,315,440

20,180,460 47,339,371 Work-in-progress

Closing StockAgricultural produce 1,489,342 1,255,999 Biological Assets 3,916,099 3,190,865

Total 5,405,441 4,446,864 Deduct: Opening StockAgricultural produce 1,255,999 1,297,481 Biological Assets 3,190,865 2,299,302

Total 4,446,864 3,596,783 (958,577) (850,081)

19,221,883 46,489,290 26 Employee Benefits Expense

Salaries and Wages 456,750,866 456,339,177 Contribution to Provident and Other Funds 126,227,050 167,856,465 Gratuity Expense 79,064,385 105,036,123 Staff Welfare Expenses 281,048,457 301,220,828

943,090,758 1,030,452,593 27 Finance Costs

Interest Expense onFinancial Liabilities not at Fair Value through Profit or Loss - Borrowings from Banks 744,027,507 697,672,268

Others (Taxes, etc.) 11,921,493 12,702,497 Other Borrowing Costs 114,859,665 27,505,413 Unwinding of Discount on Provisions - - Applicable net gain/loss on foreign currency transactions and translation 2,286,504 (14,220,042)

873,095,169 723,660,136 Less: Amount capitalised (456,220,438) (405,357,553)

416,874,731 318,302,583

28 Depreciation and Amortisation ExpenseDepreciation on Tangible Assets 123,567,375 149,027,261 Amortisation of Intangible Assets 25,062 25,062

123,592,437 149,052,323





2018


2017 29 Other Expenses

Garden Cultivation costs 208,911,965 294,361,045 Plucking and manufacturing Expenses 335,133,312 395,440,205 Power and Fuel 167,598,477 172,307,614 Repairs to Buildings 34,213,371 39,573,059 Repairs to Machinery 27,000,585 29,269,176 Repairs to Others 9,570,409 993,923 Garden transport 55,005,037 61,114,018 Insurance 5,785,185 3,485,965 Rent,Rates and Taxes 30,911,438 17,274,361 Freight, Shipping and Selling Expenses 25,473,051 57,032,564 Brokerage on Domestic Sales 13,056,345 19,237,167 Commission to Selling Agents - 9,716,374 Cess on Tea and Green Leaf 15,580,697 23,612,685 Directors' Fees 347,000 378,000 Advances Written Off 2,729,150 14,928,297 Office Maintenance 4,971,853 4,514,029 Replanting Subsidy Amortisation 3,407,957 - Provision for Doubtful Advances and Capital Work in Progress 7,113,498,237 3,448,701 Payments to Auditors (Refer Note 30 below) 5,175,484 4,026,234 Miscellaneous Expenditure 83,938,919 106,804,503

8,142,308,472 1,257,517,920

30 Payment to Auditors include -As AuditorAs Audit Fee 1,200,000 1,200,000 For Certificate and other matters 950,000 965,000 Reimbursement of Out of Pocket Expenses 12,357 63,234 Service Tax and Education Cess 135,000 324,750

2,297,357 2,552,984

31 Income Tax ExpenseCurrent TaxCurrent Tax on Profits / (Loss) for the year - - Adjustment for Current Tax of prior periods (37,705,936) - Total Current Tax Expense (37,705,936) -





2018


2017 32 Loss per Equity Share

(A) Basic(i) Number of Equity Shares at the beginning of the year 309,760,963 309,760,963 (ii) Number of Equity Shares at the end of the year 309,760,963 309,760,963 (iii) Weighted Average Number of Equity Shares

Outstanding during the year - - (iv) Face Value of each Equity Share (Rs.) 1 1 (v) Profit / (Loss) after Tax available for Equity Shareholders

Profit /(Loss) for the year (7,790,218,777) (650,515,268)(vi) Basic Profit /(Loss) per Equity Share (Rs.)[(v)/(iii)] (25.15) (2.10)

(B) Diluted(i) Dilutive Potential Equity Shares - - (ii) Diluted Loss per Equity Share (Rs.) [Same as (A)(vi) above] (25.15) (2.10)

33 Information relating to Micro and Small Enterprises (MSEs)(i) The Principal amount and Interest due thereon remaining unpaid to any supplier

at the end of the accounting yearPrincipal 3,093,660 3,156,408 Interest 5,236,716 4,642,797

(ii) The amount of interest paid by the buyer in terms of Section 16 of the Micro, Small and Medium Enterprises Development (MSMED) Act, 2006 along with the amount of the payment / payable made to the supplier beyond the appointed day during the year

Principal 3,471,520 4,853,772 Interest - -

(iii) The amount of interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed day during the year) but without adding the interest specified under this Act.

Principal - - Interest - -

(iv) The amount of interest accrued and remaining unpaid at the end of the accounting year. 593,919 1,047,315

(v) The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest due on above are actually paid to the small enterprise for the purpose of disallowance as a deductible expenditure under Section 23 of the MSMED Act, 2006.

5,236,716 4,642,797

The above particulars, as applicable, have been given in respect of MSEs to the extent they could be identified on the basis of the information available with the Company.

34 Expenses include:-Salaries and Wages and Bonus 1,070,082,815 1,113,192,363 Stores and spare parts consumed (100% Indigenous) 250,686,559 361,914,661

35 Research and Development ExpenditureResearch and Development Expenditure of revenue nature recognised in the Statement of Profit and Loss during the year. - -




Notes to Standalone Financial Statements for the year ended 31st March, 2018 As at 31st

March, 2018As at 31st

March, 201736 Contingent Liabilities -(i) Claims against the Company not acknowledged as debts:

(a) Disputed Income Tax (Central and Agricultural) 439,479,951 448,132,760 (b) Disputed Sales Tax / Value Added Tax 211,879,698 137,138,533 (c) Disputed Service tax 65,376,982 78,363,517 (e) Disputed Fringe Benefit Tax 70,929,211 70,929,211 (f) Interest on FCCB Bonds and Redemption Premium 102,370,191 45,707,183 (g) Claims against Mense Profit 50,331,256 50,331,256

(h) Claim by Indian Overseas bank, Hongkong towards loan provided to one of wholly owned Subsidiary of the Company

261,395,480 -

(i) Guarantees given in favour of third parties 380,000,000 3,194,688,000 (ii) Guarantee

Corporate Guarantees given to banks / financial institutions to secure the financial assistance/ accommodation extended to Subsidiary Companies.

- -

(iii) In respect of Contingent Liabilities mentioned in Note 36(i) above, it is not practicable for the Company to estimate the timings of cash outflows, if any, pending resolution of the respective proceedings. The Company does not expect any reimbursements in respect of the above Contingent Liabilities.

- -

37 Commitments(a) Estimated amount of contracts remaining to be executed on capital account

and not provided for (net of advances):Property, plant and equipment - - Intangible assets - -

(b) Uncalled liability on partly paid shares 6,999,510.00 6,999,510.00

(c) The Company has cancellable operating lease arrangements for certain accommodation. Terms of such lease include option for renewal on mutually agreed terms. There are no restrictions imposed by lease arrangements and there are no purchase options or sub leases. There are no contingent rents. Operating lease rentals for the year recognised in the Statement of Profit and Loss amount to Rs. 6,060,342/- (Previous Year - Rs. 7,140,842/-).



38. A

. Defi

ned C

ontri

butio

n Plan

sCo

ntribu

tions

for D

efine

d Con

tributi

on P

lans a

moun

ting t

o Rs.1

36,49

4,927

/- (31

.03.20

17 R

s.143

,928,2

14/-)

has b

een r

ecog

nised

in th

e Profi

t & Lo

ss Ac

coun

t.

B (i).

Defi

ned B

enefi

t Plan

sGr

atuity

Pens

ionLe

ave E

ncas

hmen

tMe

dical

Bene

fit31

.03.20

1831

.03.20

1731

.03.20

1831

.03.20

1731

.03.20

1831

.03.20

1731

.03.20

1831

.03.20

17 [R

upee

s] [R

upee

s] [R

upee

s] [R

upee

s] [R

upee

s] [R

upee

s] [R

upee

s] [R

upee

s] a)

Comp

onen

t of e

mploy

ees e

xpen

ses

Curr

ent S

ervice

Cos

t 32

,104,2

46

32,43

1,499

15

,202,2

44

15,36

3,899

2,

848,2

78

2,20

0,702

1,

379,6

52

1,63

5,319

In

teres

t Cos

t 47

,380,3

66

39,82

4,900

14

,306,6

81

12,77

2,304

59

1,055

51

9,555

1,

319,8

40

1,23

3,246

E

xpec

ted R

eturn

on P

lan As

sets

631,5

09

866,5

66

2,72

5,166

3,

274,3

78

- -

- -

Curt

ailme

nt Co

st -

(1,58

8,650

) -

- -

- -

- S

ettlem

ent C

ost

- -

- -

- -

- -

Pas

t Serv

ice C

ost

211,2

82

- -

- -

- -

- Ac

tuaria

l gain

/ (los

s) du

e to c

hang

e in fi

nanc

ial as

sump

tion

- -

- -

(104

,889)

338,6

15

- 97

1,012

N

et ac

tuaria

l (gain

) / los

s rec

ognis

ed du

ring t

he ye

ar (4

8,223

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31,93

3,411

(3

9,580

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(7,26

3,825

) (2

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92)

(2,02

6,811

) (2

,216,2

60)

(2,68

5,004

)

Total

comp

onen

t of e

mploy

ees e

xpen

ses

32,10

3,490

10

3,467

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(7,34

6,268

) 24

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56

1,31

1,952

1,

032,0

61

483,2

32

1,15

4,573

b) Ac

tual R

eturn

on Pl

an A

ssets

Exp

ected

Retu

rn on

Plan

Asse

ts 63

1,509

86

6,566

2,

725,1

66

3,27

4,378

-

- -

- Ac

tuaria

l gain

/ (los

s) on

Plan

Asse

ts (2

,305,4

51)

(3,30

1,530

) 17

0,769

(5

82,18

0) -

- -

- A

ctual

Retur

n on P

lan A

ssets

(1,67

3,942

) (2

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64)

2,89

5,935

2,

692,1

98

- -

- -

c) Ch

ange

in D

efine

d Ben

efit O

bliga

tion d

uring

the y

ear

Ope

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d ben

efit o

bliga

tion

634,0

32,07

8 53

2,155

,048

190,7

55,75

8 17

5,304

,900

7,72

6,220

7,

160,6

37

17,59

7,858

16

,443,2

85

Curr

ent S

ervice

cost

32,10

4,246

32

,431,4

99

15,20

2,244

15

,363,8

99

2,84

8,278

2,

200,7

02

1,37

9,652

1,

635,3

19

Inter

est C

ost

47,38

0,366

39

,824,9

00

14,30

6,681

12

,772,3

04

591,0

55

519,5

55

1,31

9,840

1,

233,2

46

Curt

ailme

nt Co

st -

(1,58

8,650

) -

- -

- -

- S

ettlem

ent C

ost

- -

- -

- -

- -

Actua

rial g

ain / (

loss)

due t

o cha

nge i

n fina

ncial

assu

mptio

n -

- -

4,59

3,499

(1

04,88

9) 33

8,615

-

971,0

12

Pas

t Serv

ice C

ost

211,2

82

- -

- -

- -

- B

enefi

ts Pa

id (4

,587,6

93)

(724

,129)

- (1

0,015

,019)

- (4

66,47

8) -

- Ac

tuaria

l (gain

) / los

s on O

bliga

tion

(48,2

23,91

3) 31

,933,4

11

(39,5

80,35

9) (7

,263,8

25)

(2,02

2,492

) (2

,026,8

11)

(2,21

6,260

) (2

,685,0

04)

Clos

ing D

efine

d Ben

efit O

bliga

tion

660,9

16,36

6 63

4,032

,079

180,6

84,32

4 19

0,755

,758

9,03

8,172

7,

726,2

20

18,08

1,090

17

,597,8

58

Not

es to

Sta

ndal

one

Fina

ncia

l Sta

tem

ents

for t

he y

ear e

nded

31s

t Mar

ch, 2

018


ASSAM COMPANY INDIA LIMITEDN

otes

to S

tand

alon

e Fi

nanc

ial S

tate

men

ts fo

r the

yea

r end

ed 3

1st M

arch

, 201

8

d) Ch

ange

in Fa

ir Valu

e of A

ssets

durin

g the

year

Fair v

alue o

f Plan

Asse

ts as

at be

ginnin

g of th

e yea

r 8,

420,1

13

11,55

4,207

36

,335,5

53

43,65

8,374

-

- -

- E

xpec

ted R

eturn

on P

lan As

sets

631,5

09

866,5

66

2,72

5,166

3,

274,3

78

- -

- -

Con

tributi

ons M

ade

10,00

0,000

25

,000

- -

- -

- -

Ben

efits

Paid

(4,58

7,693

) (7

24,12

9) -

(10,0

15,01

9) -

- -

- Ac

tuaria

l gain

/ (los

s) on

Plan

Asse

ts (2

,305,4

51)

(3,30

1,530

) 17

0,769

(5

82,18

0) -

- -

- Fa

ir valu

e of P

lan As

sets

as at

end o

f the y

ear

12,15

8,478

8,

420,1

14

39,23

1,488

36

,335,5

53

- -

- -

e) Ca

tegor

ies of

Plan

Ass

ets as

a %a

ge of

total

plan

ned A

ssets

Gr

atuity

(Fun

ded)

Pens

ion (F

unde

d)31

.03.20

1831

.03.20

1731

.03.20

1831

.03.20

17 Ad

minis

tered

by P

rivate

Insu

rance

Com

pany

96.57

%94

.63%

- -

Admi

nister

ed by

Life

Insura

nce C

orpora

tion o

f India

- -

99.96

%99

.96%

Spe

cial D

epos

it with

Sch

edule

d Ban

k3.0

9%4.4

6% -

- O

thers

0.35%

0.91%

0.04%

0.04%

f) Actu

arial

Assu

mptio

nsGr

atuity

Pens

ionLe

ave E

ncas

hmen

t(U

nfund

ed)

Medic

al Be

nefit

(Unfu

nded

)31

.03.20

1831

.03.20

1731

.03.20

1831

.03.20

1731

.03.20

1831

.03.20

1731

.03.20

1831

.03.20

17 M

ortali

ty Ta

bleIAL

M 20

06-20

08IAL

M 20

06-20

08IAL

M 20

06-20

08IAL

M 20

06-20

08IAL

M 20

06-20

08IAL

M 20

06-20

08IAL

M 20

06-20

08IAL

M 20

06-20

08 D

iscou

nt Ra

te (%

)7.5

0%7.5

0%7.5

0%7.5

0%7.5

0%8.0

0%7.5

0%7.5

0% In

flatio

n Rate

(%)

7.50%

7.50%

7.50%

7.50%

7.00%

7.00%

0.00

% 0.

00%

Exp

ected

Retu

rn on

Plan

Asse

ts (%

)7.0

0%7.0

0%7.0

0%7.0

0%0.0

0% 8.

00%

0.00

% 0.

00%



g) Ef

fect o

f incre

ase /

decre

ase o

f one

perce

ntage

point

in th

e ass

umed

Med

ical in

flatio

n rate

s:31

.03.20

1831

.03.20

17Inc

rease

Decre

ase

Increa

seDe

creas

eEff

ect o

n the

aggre

gate

of the

servi

ce co

st an

d inte

rest c

ost

17,11

1,185

19

,149,3

61

16,62

6,846

18

,670,1

42

Effec

t on d

efine

d ben

efit o

bliga

tion

17,84

7,734

18

,336,0

25

18,40

5,600

16

,607,0

99

B (ii)

Defi

ned B

enefi

t Plan

s31

.03.20

1831

.03.20

1731

.03.20

1631

.12.20

1431

.12.20

13(R

s.)(R

s.)(R

s.)(R

s.)(R

s.) I.

GRAT

UITY

(FUN

DED)

a) Ne

t (Ass

et) / L

iabilit

y P

resen

t Valu

e of th

e Defi

ned B

enefi

t Obli

gatio

n 66

0,916

,366

634,0

32,07

9 53

2,155

,048

412,8

61,10

0 37

1,927

,418

Fair v

alue o

f Plan

Asse

ts 12

,158,4

78

8,42

0,114

11

,554,2

07

13,24

3,909

13

,549,4

65

Net

(Ass

et) / L

iabilit

y 64

8,757

,888

625,6

11,96

5 52

0,600

,841

399,6

17,19

1 35

8,377

,953

b) Ex

perie

nce A

djustm

ent

(Gain

)/Los

s adju

stmen

t on P

lan Li

abilit

ies (4

8,223

,913)

31,93

3,411

70

,477,0

48

19,69

0,888

11

,609,9

26

(Gain

)/Los

s adju

stmen

t on P

lan As

sets

2,30

5,451

3,

301,5

30

(698

,844)

1,83

9,726

(1

,145,9

93)

(Gain

)/Los

s adju

stmen

t on P

lan Li

abilit

ies du

e to c

hang

e in

assu

mptio

n -

- -

- -

(45,9

18,46

2) 35

,234,9

41

69,77

8,204

21

,530,6

14

10,46

3,933

II. PE

NSIO

N (FU

NDED

)a)

Net (A

sset)

/ Liab

ility

Pres

ent V

alue o

f the D

efine

d Ben

efit O

bliga

tion

180,6

84,32

4 19

0,755

,758

175,3

04,90

0 11

8,629

,492

109,9

63,87

3 Fa

ir valu

e of P

lan As

sets

39,23

1,488

36

,335,5

53

43,65

8,374

42

,949,2

86

49,92

3,258

N

et (A

sset)

/ Liab

ility

141,4

52,83

6 15

4,420

,205

131,6

46,52

6 75

,680,2

06

60,04

0,615

b) Ex

perie

nce A

djustm

ent

(Gain

)/Los

s adju

stmen

t on P

lan Li

abilit

ies (3

9,580

,359)

(7,26

3,825

) (1

3,962

,643)

4,26

5,721

(4

,141,5

66)

(Gain

)/Los

s adju

stmen

t on P

lan As

sets

(170

,769)

582,1

80

17,17

4 (1

95,60

2) (1

,101,4

78)

(Gain

)/Los

s adju

stmen

t on P

lan Li

abilit

ies du

e to c

hang

e in

assu

mptio

n -

- -

- -

(39,7

51,12

8) (6

,681,6

45)

(13,9

45,46

9) 4,

070,1

19

(5,24

3,044

)

III. L

EAVE

ENCA

SHME

NT (U

NFUN

DED)

a) Ne

t (Ass

et) / L

iabilit

y P

resen

t Valu

e of th

e Defi

ned B

enefi

t Obli

gatio

n 9,

038,1

72

7,72

6,220

7,

160,6

37

6,38

5,983

6,

580,3

45

Fair v

alue o

f Plan

Asse

ts -

- -

- -

Net

(Ass

et) / L

iabilit

y 9,

038,1

72

7,72

6,220

7,

160,6

37

6,38

5,983

6,

580,3

45

Not

es to

Sta

ndal

one

Fina

ncia

l Sta

tem

ents

for t

he y

ear e

nded

31s

t Mar

ch, 2

018



otes

to S

tand

alon

e Fi

nanc

ial S

tate

men

ts fo

r the

yea

r end

ed 3

1st M

arch

, 201

8

b) Ex

perie

nce A

djustm

ent

(Gain

)/Los

s adju

stmen

t on P

lan Li

abilit

ies (2

,022,4

92)

(2,02

6,811

) (5

56,86

4) (6

29,67

5) 86

1,672

(G

ain)/L

oss a

djustm

ent o

n Plan

Asse

ts -

- -

- -

(Gain

)/Los

s adju

stmen

t on P

lan Li

abilit

ies du

e to c

hang

e in

assu

mptio

n -

- -

- -

(2,02

2,492

) (2

,026,8

11)

(556

,864)

(629

,675)

861,6

72

IV. M

EDIC

AL B

ENEF

IT (U

NFUN

DED)

a) Ne

t (Ass

et) / L

iabilit

y P

resen

t Valu

e of th

e Defi

ned B

enefi

t Obli

gatio

n 18

,081,0

90

17,59

7,858

16

,443,2

85

16,45

4,239

17

,678,3

11

Fair v

alue o

f Plan

Asse

ts -

- -

- -

Net

(Ass

et) / L

iabilit

y 18

,081,0

90

17,59

7,858

16

,443,2

85

16,45

4,239

17

,678,3

11

Notes

:Th

e esti

mates

of fu

ture s

alary

increa

ses c

onsid

ered i

n the

actua

rial v

aluati

on ta

kes i

nto ac

coun

t facto

rs lik

e infl

ation

, futur

e sala

ry inc

rease

s, se

niority

, prom

otion

, sup

ply an

d dem

and i

n the

emplo

ymen

t ma

rket e

tc. Th

e exp

ected

retur

n on p

lan as

sets

is ba

sed o

n the

actua

rial e

xpec

tation

of th

e ave

rage l

ong t

erm ra

te of

return

on in

vestm

ents

of the

fund

durin

g the

estim

ated t

ime o

f the o

bliga

tions

.



39Se

gmen

t Inf

orm

atio

nA.

Desc

riptio

n of

seg

men

ts a

nd p

rinci

pal a

ctiv

ities

The

Com

pany

’s Ex

ecut

ive D

irecto

r exa

mine

s th

e Co

mpa

ny’s

perfo

rman

ce b

oth

from

a p

rodu

ct an

d ge

ogra

phic

pers

pecti

ve a

nd h

as id

entifi

ed tw

o re

porta

ble s

egm

ents

of it

s bu

sines

s:a)

Plan

tatio

n pr

oduc

ts.b)

Oil a

nd G

as A

ctivit

iesSe

gmen

t per

form

ance

is e

valua

ted

base

d on

pro

fit or

loss

and

is m

easu

red

cons

isten

tly w

ith p

rofit

or lo

ss in

the

Stan

dalon

e Fi

nanc

ial S

tate

men

ts. A

lso, t

he C

ompa

ny's

borro

wing

s (inc

luding

finan

ce co

sts a

nd in

tere

st inc

ome)

, inco

me

taxe

s, inv

estm

ents

and

deriv

ative

instr

umen

ts ar

e m

anag

ed a

t Hea

d Of

fice

and

are

not a

lloca

ted

to o

pera

ting

segm

ents.

The

segm

ent r

even

ue is

mea

sure

d in

the

sam

e wa

y as i

n th

e St

atem

ent o

f Pro

fit an

d Lo

ss.

Segm

ent A

sset

s and

Liab

ilities

are

mea

sure

d in

the

sam

e wa

y as i

n th

e fin

ancia

l sta

tem

ents.

The

se a

sset

s and

liabil

ities a

re a

lloca

ted

base

d on

the

oper

ation

s of t

he se

gmen

t an

d th

e ph

ysica

l loca

tion

of th

e as

sets.

B.Se

gmen

t Rev

enue

s, S

egm

ent E

arni

ngs

and

Othe

r Inf

orm

atio

n as

at/f

or th

e ye

ar e

nded

:-(A

mou

nt in

Rs.

)Pl

anta

tion

Oil a

nd G

asUn

allo

cabl

eTo

tal

2017

-18

2016

-17

2017

-18

2016

-17

2017

-18

2016

-17

2017

-18

2016

-17

Reve

nue

from

Ope

ratio

ns E

xtern

al Sa

les

1,57

3,06

3,94

0 2,

100,

958,

669

35,

173,

888

- -

- 1,

608,

237,

828

2,10

0,95

6,66

9 O

ther

Ope

ratin

g Re

venu

es 8

,668

,275

-

- -

- -

8,6

68,2

75

- 1,

581,

732,

215

2,10

0,95

8,66

9 3

5,17

3,88

8 -

- -

1,61

6,90

6,10

3 2,

100,

956,

669

Inte

r Seg

men

t Sale

s -

- -

- -

- -

- To

tal R

even

ues

1,58

1,73

2,21

5 2,

100,

958,

669

35,

173,

888

- -

- 1

,616

,906

,103

2,

100,

956,

669

Segm

ent R

esul

ts (3

29,3

87,5

53)

(304

,733

,393

) (2

,588

,082

,406

) (2

4,00

6,42

6) (4

,501

,091

,123

) (2

2,22

7,46

3) (7

,418

,561

,082

) (3

50,9

67,2

82)

Reco

ncili

atio

n to

Pro

fit b

efor

e Ta

x:In

ter-s

egm

ent e

limina

tions

- -

- -

- -

- -

Fair

Value

Gain

s on

Fina

ncial

Ass

ets

at fa

ir va

lue th

roug

h pr

ofit o

r los

s -

- -

- (1

,273

,221

) 5

,117,

637

(1,2

73,2

21)

5,11

7,63

7

Fore

ign E

xcha

nge

gain/

(loss

) (ne

t) (8

98,4

02)

(387

,411

) (3

,693

,349

) (4

54,0

86)

- -

(4,5

91,7

51)

(841

,497

)In

tere

st In

com

e 1

36,8

20

420

,977

3

,390

,252

3

,425

,594

9

,849

,000

1

0,63

1,88

6 1

3,37

6,07

2 1

4,47

8,45

7 Fi

nanc

e Co

sts (2

99,3

56,1

60)

(299

,405

,656

) (1

08,7

92,1

51)

(6,7

19,4

30)

(8,7

26,4

20)

(12,

177,

497)

(416

,874

,731

) (3

18,3

02,5

83)

Profi

t bef

ore

Tax

(629

,505

,295

)(6

04,1

05,4

83)

(2,6

97,1

77,6

54)

(27,

754,

348)

(4,5

01,2

41,7

64)

(18,

655,

437)

(7,8

27,9

24,7

13)

(650

,515

,268

)

Not

es to

Sta

ndal

one

Fina

ncia

l Sta

tem

ents

for t

he y

ear e

nded

31s

t Mar

ch, 2

018



Segm

ent A

sset

sRe

conc

iliat

ion

to To

tal A

sset

s:

Inve

stmen

ts -

- 7

9,77

6,20

0 7

9,77

6,20

0 7

38,2

42

1,2

06,7

65

80,

514,

442

80,

982,

965

Othe

r ass

ets

2,8

68,9

78,7

88 2

,777

,106

,614

4

,427

,178

,054

6,7

43,1

60,2

46

2,5

20,7

35,3

31 2

,543

,542

,927

9

,816

,892

,052

12,0

63,8

09,7

87

Tota

l Ass

ets

2,8

68,9

78,7

88 2

,777

,106

,614

4

,506

,954

,254

6,8

22,9

36,4

46

2,5

21,4

73,5

73 2

,544

,749

,692

9

,897

,406

,494

12,

144,

792,

752

Segm

ent L

iabi

litie

sRe

conc

iliat

ion

to To

tal

Liab

ilitie

s:Bo

rrowi

ngs

1,2

99,3

60,7

92 1

,287

,561

,672

7

25,0

86,3

31 1

,173

,201

,594

1

2,00

0,00

0 4

2,50

0,00

0 2

,036

,447

,123

2,

503,

263,

266

Curre

nt Ta

x Liab

ilities

(Net

) -

- -

- 2

00,6

78,2

33

200

,678

,233

2

00,6

78,2

33

200

,678

,233

De

ferre

d Ta

x Liab

ilities

(Net

) -

- -

- -

- -

- Ot

her fi

nanc

ial lia

bilitie

s 3

,875

,552

,818

3,9

43,2

93,1

78

6,8

79,4

83,9

51 3

,423

,996

,173

2

,582

,479

,342

8

,712

,821

1

3,33

7,51

6,11

1 7

,376

,002

,172

Eq

uity

(5,6

77,2

34,9

73)

2,06

4,84

9,08

1 (5

,677

,234

,973

) 2

,064

,849

,081

To

tal L

iabi

litie

s 5

,174

,913

,610

5,2

30,8

54,8

50

7,6

04,5

70,2

82 4

,597

,197

,767

(2,

882,

077,

398)

251

,891

,054

9

,897

,406

,494

12,

144,

792,

752

Depr

eciat

ion a

nd A

mor

tisat

ion 8

6,65

4,23

1 1

24,2

61,9

49

33,

998,

743

21,

463,

140

2,9

14,4

01

3,3

02,1

72

123

,567

,375

1

49,0

27,2

61

Non-

cash

Exp

ense

s oth

er th

an

Depr

eciat

ion a

nd A

mor

tisat

ion 3

6,39

3,97

8 3

,674

,170

2

,583

,991

,871

1

,134

,664

4

,481

,839

,188

2

,725

,436

7

,102

,225

,037

7

,534

,270

Addit

ions t

o No

n-cu

rrent

Ass

ets

26,

413,

942

51,

190,

515

606

,552

,491

3

70,5

03,1

77

- -

632

,966

,433

4

21,6

93,6

92

(oth

er th

an F

inanc

ial A

sset

s)

Not

es to

Sta

ndal

one

Fina

ncia

l Sta

tem

ents

for t

he y

ear e

nded

31s

t Mar

ch, 2

018



C.En

tity-

wide

dis

clos

ures

:-20

17-1

820

16-1

7(i)

The

Com

pany

is d

omici

led in

India

. The

am

ount

of i

ts re

venu

e fro

m

exte

rnal

custo

mer

s bro

ken d

own b

y loc

ation

of th

e cus

tom

ers i

s sho

wn

below

:In

dia 1

,633

,892

,157

1,9

94,6

88,9

13

Rest

of th

e wo

rld -

121

,454

,673

1

,633

,892

,157

2,11

6,14

3,58

6

(ii)No

n-Cu

rrent

Ass

ets

(Pro

perty

, plan

t and

equ

ipmen

t, Ca

pital

Wor

k-in-

prog

ress

Inta

ngibl

e As

sets

and

othe

r Non

-Cur

rent

Ass

ets)

by

locat

ion o

f ass

ets

is sh

own

below

: In

dia 7

,014

,669

,941

8,8

69,8

24,8

82

Rest

of th

e wo

rld 3

3,12

0,82

7 2

70,4

32,0

46

7,0

47,7

90,7

68 9

,140

,256

,928

Not

es to

Sta

ndal

one

Fina

ncia

l Sta

tem

ents

for t

he y

ear e

nded

31s

t Mar

ch, 2

018



40 Related Party Disclosures:

(i) Related Parties -Name Relationship

(a) Where control exists:Camellia Cha Bar Limited# Subsidiary CompanyNorth East Hydrocarbon Limited# Subsidiary CompanyAssam Oil and Gas Limited# Subsidiary CompanyDuncan Macneill Natural Resources Limited@ Subsidiary CompanyDahej Offshore Infrastructure SEZ Limited# Subsidiary CompanyGujarat Hydrocarbons and Power SEZ Limited# Subsidiary CompanyDuncan Macneill Power India Ltd# Subsidiary CompanyAssam Oil & Natural Gas Limited.## Subsidiary CompanyLord Inchcape Financial Services Limited# Step-down Subsidiary CompanyAssam Oil & Natural Gas Columbia Limited## Step-down Subsidiary CompanyMexia Resources Limited@ Step-down Subsidiary Company

#Principle place of business - India##Principle place of business - Coumbia@Principle place of business - United Kingdom

(b) Others with whom transactions have taken place during the year :Assam Oil Company Limited Investor holding 38.45% Equity Share Capital

Mr. A.K.Jajodia, Managing Director Key Management Personnel (KMP)Mr. Sanjay Sharma, Chief Financial Officer Key Management Personnel (KMP)Ms. Sreya Mitra, Company Secretary Key Management Personnel (KMP)

Mrs. Anjali Devi Jajodia Relatives of KMPMrs. Anita Sharma Relatives of KMPMr. Jay Prakash Sharma Relatives of KMP

Mr. Amit Halder Non-Executive Directors (NED)Mr. Sanjay Khandelwal Non-Executive Directors (NED)

Management Staff Gratuity Fund Post Employment Benefit Plans (PEBP)Management Staff Pension Fund Post Employment Benefit Plans (PEBP)Employees Providend Fund Post Employment Benefit Plans (PEBP)




1 Transactions with Key Managerial Personnel :

1a Key Management Personnel Compensation

Short Term Employment Benefits 31.03.18 31.03.17A K Jajodia 2,400,000.00 2,400,000.00 Sanjay Sharma 5,743,770.00 4,147,439.00 Sreya Mitra 498,752.00 463,481.00

Total 8,642,522.00 7,010,920.00

Post Employement Benefits 31.03.18 31.03.17 **A K Jajodia 1,102,970.00 648,000.00 Sanjay Sharma 844,825.00 531,964.00 Sreya Mitra 71,168.00 63,504.00

** Gratuity Figures of 2016-17 of KMP are not ascertainable

Total 2,018,963.00 1,243,468.00

Recoveries / (Reimbursement) of ExpensesA K Jajodia 689,675.00 1,817,882.00 Sanjay Sharma 300,000.00 292,134.00 Sreya Mitra 30,000.00 80,350.00

Total 1,019,675.00 2,190,366.00

Total Compensation 11,681,160.00 10,444,754.00

1b Outstanding Balances 31.03.18 31.03.17A K Jajodia 520,000.00 160,705.00 Sanjay Sharma 263,763.00 1,608,919.00 Sreya Mitra 70,382.00 77,594.00

Total 854,145.00 1,847,218.00




2 Transactions with Subsidiaries 31.03.18 31.03.17 2a Contribution made to Subsidiaries

North East Hydrocarbon Ltd - - Assam Oil and Gas Limited - 1,220,000.00 Camellia Cha Bar Limited - - Duncan Macneill Power India Limited 335,400,000.00 - Duncan Macneill Natural Resources Ltd 1,736,423,311.00 192,855,754.00 Gujarat Hydrocarbons and Power SEZ Ltd 2,195,591,529.00 121,000.00 Assam Oil & Natural Gas Ltd 46,963.00 (215,313.00)Assam Oil & Natural Gas Columbia Ltd 7,710.00 70,121.00 Dahej Offshore Infrastructure SEZ Ltd - - Lord Inchcape Financial Services Ltd 204,990.00

Total 4,267,674,503.00 194,051,562.00

2b Outstanding Balances 31.03.18 31.03.17

Investments in Equity SharesGujarat Hydrocarbons and Power SEZ Ltd 50,000,000.00 50,000,000.00 Assam Oil & Natural Gas Ltd 29,776,200.00 29,776,200.00

Total 79,776,200.00 79,776,200.00

Other Current Assets (Interest free) (Net of Provisions)North East Hydrocarbon Ltd - - Assam Oil and Gas Limited - - Camellia Cha Bar Limited - - Duncan Macneill Power India Limited - - Duncan Macneill Natural Resources Ltd - 220,055,754.00 Gujarat Hydrocarbons and Power SEZ Ltd 2,504,746,809.00 2,504,746,809.00 Dahej Offshore Infrastructure SEZ Ltd - - Lord Inchcape Financial Services Ltd 210,056.00 5,066.00 Assam Oil & Natural Gas Ltd - 14,817,700.00 Assam Oil & Natural Gas Columbia Ltd - 2,432,555.00

Total 2,504,956,865.00 2,742,057,884.00

2c Outstanding Corporate Guarantees 31.03.18 31.03.17 Duncan Macneill Power India Limited - 249,530,000.00 Duncan Macneill Natural Resources Ltd - 1,945,158,000.00 Gujarat Hydrocarbons and Power SEZ Ltd - 1,000,000,000.00

Total - 3,194,688,000.00 The Company had provided Coprporate Guarantee to third party against the loan of certain Subsidiaries which had been classified as Contingent Liabilitty in the previous year under the Indian GAAP. Pursuant to the invocation of such Corporate Guarantee and its admission as Financial Liability by the IRP/RP under CIRP, all such Contingent Liability amounting to Rs. 3,194,688,000/- have been provided as Financial Liability during the year ended 31.03.2018.




3 Transactions with relatives of Key Management Personnel 31.03.18 31.03.17 3a Rent /Service Charge Expenses

Anjali Devi Jajodia 1,200,000.00 1,200,000.00 Anita Sharma 505,350.00 1,471,650.00 Jaiprakash Sharma - 67,500.00 Total 1,705,350.00 2,739,150.00

3b Outstanding Balances 31.03.18 31.03.17 Other Current LiabilitiesAnjali Devi Jajodia 500,000.00 300,000.00 Anita Sharma - 252,675.00 Jaiprakash Sharma - 16,875.00 Total 500,000.00 569,550.00

4 Transactions with Non Executive Directors 31.03.18 31.03.17 4a Sitting Fees

Amit Halder 189,000.00 173,500.00 Sanjay Khandelwal 189,000.00 173,500.00 Total 378,000.00 347,000.00

4b Outstanding Balances - Sitting Fees 31.03.18 31.03.17 Other Current LiabilitiesAmit Halder 40,000.00 20,000.00 Sanjay Khandelwal 40,000.00 20,000.00 Total 80,000.00 40,000.00

5 Transactions with Post Employement Benefit Plan - Contributions : 31.03.18 31.03.17 5a Providend Fund

EPFO 5,450,809.00 6,242,843.00 Gratuity FundThe Assam Company (India) Ltd Management Staff Gratuity Fund 3,131,000.00 2,933,075.00 Superannuation FundThe Assam Company (India) Ltd Management Staff Pension Fund 5,637,179.00 6,632,048.00 Total 14,218,988.00 15,807,966.00

5b Outstanding Balances with Post Employement Benefit Plan 31.03.18 31.03.17 Other Current LiabilitiesProvidend FundEPFO 8,131,829.00 4,379,349.00 Gratuity FundThe Assam Company (India) Ltd Management Staff Gratuity Fund 18,436,393.00 21,040,949.00 Superannuation FundThe Assam Company (India) Ltd Management Staff Pension Fund 3,851,823.00 7,860,863.00

Total 30,420,045.00 33,281,161.00



ASSAM COMPANY INDIA LIMITED41

Fair

Valu

e M

easu

rem

ents

Fina

ncia

l Ins

trum

ents

by

cate

gory

(Am

ount

in R

s.)

Note

s 3

1st M

arch

, 201

8 3

1st M

arch

, 201

7 1

st A

pril,

201

6 FV

PLFV

OCI

Amor

tised

Co

stTo

tal

FVPL

FVOC

IAm

ortis

ed

Cost

Tota

lFV

PLFV

OCI

Amor

tised

Co

stTo

tal

Fina

ncial

Ass

ets

Inve

stmen

ts6

-Equ

ity In

strum

ents

513

,742

-

80,

000,

700

80,

514,

442

482

,265

-

80,

000,

700

80,

482,

965

2,07

0,27

0 -

79,

976,

200.

00

82,

046,

470

-Mut

ual F

unds

- -

- -

- -

500

,000

5

00,0

00

1,34

3,93

8 -

1,3

43,9

38

Loan

s to

Emplo

yees

10 -

- 5

,119,

700

5,11

9,70

0 -

- 5

,962

,088

5

,962

,088

-

- 5

,129

,765

5

,129

,765

Lo

ans t

o Su

bsidi

aries

10 -

- 2

,504

,956

,865

2,5

04,9

56,8

65

- -

2,73

7,59

0,08

9 2,

737,

590,

089

- -

2,5

42,9

75,4

03 2

,542

,975

,403

In

ter C

orpo

rate

Dep

osits

- -

- -

- -

4,6

00,0

00

4,6

00,0

00

- -

7,9

80,0

00

7,9

80,0

00

Secu

rity a

nd O

ther

De

posit

s13

- -

29,

213,

431

29,

213,

431

- -

29,

005,

993

29,

005,

993

- -

28,

585,

322

28,

585,

322

Trad

e Re

ceiva

bles

7 -

- 1

57,6

29,8

89

157

,629

,889

-

- 7

,080

,323

7

,080

,323

-

- 1

5,57

4,41

2 1

5,57

4,41

2 Ca

sh a

nd C

ash

Equiv

alent

s8

- -

69,

749,

329

69,

749,

329

- -

9,4

69,11

0 9

,469

,110

- -

26,

811,

922

26,

811,

922

Othe

r Ban

k Bala

nces

9 -

- 4

,447

,842

4

,447

,842

-

- 11

0,03

5,04

5 11

0,03

5,04

5 -

- 4

4,24

7,42

0 4

4,24

7,42

0 Ot

her F

inanc

ial A

sset

s11

- -

- -

- -

10,

136,

500

10,

136,

500

- -

22,

692,

276

22,

692,

276

Tota

l Fin

ancia

l Ass

ets

513,7

42

- 2,

851,1

17,75

6 2,

851,6

31,49

8 48

2,265

-

2,994

,379,8

48 2

,994,8

62,11

3 3,4

14,20

8 -

2,77

3,972

,720

2,77

7,386

,928

Fina

ncial

Liab

ilities

Borro

wing

s (inc

luding

cu

rrent

mat

urity

)15

&17

- -

6,3

13,6

84,6

96 6

,313

,684

,696

-

- 5,

726,

022,

264

5,72

6,02

2,26

4 -

- 5

,625

,511

,177

5,6

25,5

11,1

77

Trad

e Pa

yable

s16

- -

180

,855

,162

1

80,8

55,1

62

- -

202

,078

,475

2

02,0

78,4

75

- -

211

,900

,091

2

11,9

00,0

91

Inte

rest

Accr

ued

17 -

- 2

,551

,316

,791

2,5

51,3

16,7

91

- -

1,72

4,77

5,32

6 1,

724,

775,

326

- -

1,2

73,8

86,2

00 1

,273

,886

,200

Ot

her F

inanc

ial L

iabilit

ies17

- -

4,7

80,9

60,2

22 4

,780

,960

,222

-

- 8

03,2

51,3

33

803

,251

,333

-

- 76

4,37

2,17

5.00

764

,372

,175

.00

Total

Fina

ncial

Liab

ilities

- -

13,82

6,816

,871 1

3,826

,816,8

71

- -

8,456

,127,3

98 8

,456,1

27,39

8 -

- 7,

875,6

69,64

3 7,8

75,66

9,643

(i)Fa

ir Va

lue

Hier

arch

yTh

is se

ctio

n ex

plai

ns th

e ju

dgem

ents

and

est

imat

es m

ade

in d

eter

min

ing

the

fair

valu

es o

f the

fina

ncia

l inst

rum

ents

that

are

(a) r

ecog

nise

d an

d m

easu

red

at fa

ir va

lue

and

(b)

mea

sure

d at

am

ortis

ed c

ost a

nd fo

r whi

ch fa

ir va

lues

are

disc

lose

d in

the

finan

cial s

tate

men

ts. T

o pr

ovid

e an

indi

catio

n ab

out t

he re

liabi

lity o

f the

inpu

ts u

sed

in d

eter

min

ing

fair

valu

e, th

e Co

mpa

ny h

as c

lass

ified

its fi

nanc

ial in

stru

men

ts in

to th

e th

ree

leve

ls pr

escr

ibed

und

er th

e ac

coun

ting

stan

dard

. An

expl

anat

ion

of e

ach

leve

l fol

lows

bel

ow.

Leve

l 1: L

evel

1 h

iera

rchy

inclu

des

finan

cial i

nstru

men

ts m

easu

red

usin

g qu

oted

pric

es. T

his

inclu

des

liste

d eq

uity

inst

rum

ents

, tra

ded

bond

s an

d m

utua

l fun

ds th

at h

ave

quot

ed p

rice.

The

fair

valu

e of

all e

quity

inst

rum

ents

(inc

ludi

ng b

onds

) whi

ch a

re tr

aded

in th

e st

ock

exch

ange

s is

valu

ed u

sing

the

closin

g pr

ice a

s at

the

repo

rting

per

iod.

The

m

utua

l fun

ds a

re v

alue

d us

ing

the

closin

g Ne

t Ass

et V

alue

.Le

vel 2

: The

fair

valu

e of

fina

ncia

l inst

rum

ents

that

are

not

trad

ed in

an

activ

e m

arke

t (fo

r exa

mpl

e, tr

aded

bon

ds, o

ver-t

he c

ount

er d

eriva

tives

) is

dete

rmin

ed u

sing

valu

atio

n te

chni

ques

whi

ch m

axim

ise th

e us

e of

obs

erva

ble

mar

ket d

ata

and

rely

as li

ttle

as p

ossib

le o

n en

tity-

spec

ific e

stim

ates

. If a

ll sig

nific

ant i

nput

s re

quire

d to

fair

valu

e an

in

stru

men

t are

obs

erva

ble,

the

inst

rum

ent i

s in

clude

d in

leve

l 2.

Leve

l 3: I

f one

or m

ore

of th

e sig

nific

ant i

nput

s is

not b

ased

on

obse

rvab

le m

arke

t dat

a, th

e in

stru

men

t is

inclu

ded

in le

vel 3

. Thi

s is

the

case

for u

nlist

ed e

quity

sec

uritie

s in

clude

d in

leve

l 3.

The

Com

pany

's po

licy

is to

reco

gnise

tran

sfer

s in

to a

nd tr

ansf

ers

out o

f fai

r val

ue h

iera

rchy

leve

ls as

at t

he e

nd o

f the

repo

rting

per

iod.

The

re a

re n

o tra

nsfe

rs b

etwe

en le

vels

1 an

d 2

durin

g th

e cu

rrent

yea

r and

pre

vious

yea

r.

Not

es to

Sta

ndal

one

Fina

ncia

l Sta

tem

ents

for t

he y

ear e

nded

31s

t Mar

ch, 2

018



(Am

ount

in R

s.)

Note

s 3

1st M

arch

, 201

8 3

1st M

arch

, 201

7 1

st A

pril,

201

6 Le

vel 1

Le

vel 2

Leve

l 3To

tal

Leve

l 1

Leve

l 2Le

vel 3

Tota

lLe

vel 1

Le

vel 2

Leve

l 3To

tal

(a)

Reco

gnise

d an

d m

easu

red

at fa

ir va

lue -

Rec

urrin

g m

easu

rem

ents

Inve

stm

ents

6-Q

uote

d eq

uity

inves

tmen

ts 5

13,7

42

- -

513

,742

48

2265

- -

482

,265

2

,070

,270

-

- 2

,070

,270

-Unq

uote

d eq

uity

inves

tmen

ts -

- 8

0,00

0,70

0 8

0,00

0,70

0 -

- 8

0,00

0,70

0 8

0,00

0,70

0 -

- 7

9,97

6,20

0 7

9,97

6,20

0

-Mutu

al fun

ds - G

rowth

plan

- -

- -

- -

500

,000

.00

500

,000

1

,343

,938

-

- 1

,343

,938

To

tal

513

,742

-

80,

000,

700

80,

514,

442

482

,265

-

80,

500,

700

80,

982,

965

3,4

14,2

08

- 7

9,97

6,20

0 8

3,39

0,40

8 (b

)Am

ortis

ed co

st fo

r wh

ich fa

ir va

lues

are

disc

lose

d

Fina

ncial

Ass

ets

Loan

s to

Emplo

yees

- -

5,11

9,70

0 5

,119,

700

- -

5,9

62,0

88

5,9

62,0

88

- -

5,1

29,7

65

5,1

29,7

65

Loan

s to

Subs

idiar

ies -

- 2

,504

,956

,865

2,5

04,9

56,8

65

- -

2,73

7,59

0,08

9 2,

737,

590,

089

- -

2,5

42,9

75,4

03 2

,542

,975

,403

In

ter C

orpo

rate

Dep

osits

- -

- -

- -

4,6

00,0

00

4,6

00,0

00

- -

7,9

80,0

00

7,9

80,0

00

Secu

rity a

nd O

ther

De

posit

s -

- 2

9,21

3,43

1 2

9,21

3,43

1 -

- 2

9,00

5,99

3 2

9,00

5,99

3 -

- 2

8,58

5,32

2 2

8,58

5,32

2

Othe

r Fina

ncial

Ass

ets

- -

- -

- -

10,

136,

500

10,

136,

500

- -

22,

692,

276

22,

692,

276

Tota

l Fin

ancia

l Ass

ets

- -

2,53

9,28

9,99

6 2,

539,

289,

996

- -

2,78

7,29

4,67

0 2,

787,

294,

670

- -

2,60

7,36

2,76

6 2,

607,

362,

766

Fina

ncial

Liab

ilities

Borro

wing

s (inc

luding

cu

rrent

mat

urity

) -

- -

6,3

13,6

84,6

96

- -

5,72

6,02

2,26

4 5,

726,

022,

264

- -

5,6

25,5

11,1

77 5

,625

,511

,177

Total

Fina

ncial

Liab

ilities

- -

- 6,

313,

684,

696

- -

5,72

6,02

2,26

4 5,

726,

022,

264

- -

5,6

25,5

11,1

77 5

,625

,511

,177

(ii) F

air v

alue

of F

inan

cial

Ass

ets

and

liabi

litie

s m

easu

red

at a

mor

tised

cos

t31

st M

arch

, 201

831

st M

arch

, 201

71s

t Apr

il, 2

016

Carry

ing

Amou

ntFa

ir Va

lue

Carry

ing

Amou

ntFa

ir Va

lue

Carry

ing

Amou

ntFa

ir Va

lue

Fina

ncial

Ass

ets

Loan

s to

Emplo

yees

5,11

9,70

0 5

,119,

700

5,9

62,0

88

5,9

62,0

88

5,1

29,7

65

5,1

29,7

65

Loan

s to

Subs

idiar

ies2,

504,

956,

865

2,5

04,9

56,8

65

2,7

37,5

90,0

89

2,73

7,59

0,08

9 2

,542

,975

,403

2

,542

,975

,403

In

ter C

orpo

rate

Dep

osits

- -

4,6

00,0

00

4,6

00,0

00

7,9

80,0

00

7,9

80,0

00

Secu

rity a

nd O

ther

Dep

osits

29,

213,

431

29,

213,

431

29,

005,

993

29,

005,

993

28,

585,

322

28,

585,

322

Othe

r Fina

ncial

Ass

ets

- -

10,

136,

500

10,

136,

500

22,

692,

276

22,

692,

276

Tota

l Fin

ancia

l Ass

ets

2,53

9,28

9,99

6 2

,539

,289

,996

2

,787

,294

,670

2,

787,

294,

670

2,607

,362,7

66

2,6

07,3

62,7

66

Fina

ncial

Liab

ilities

Bo

rrowi

ngs (

includ

ing cu

rrent

m

atur

ity)

6,31

3,68

4,69

6 6

,313

,684

,696

5

,726

,022

,264

5,

726,

022,

264

5,62

5,51

1,17

7 5

,625

,511

,177

Tota

l Fin

ancia

l Liab

ilities

6,31

3,68

4,69

6 6

,313

,684

,696

5

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one

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for t

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ear e

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31s

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ch, 2

018


ASSAM COMPANY INDIA LIMITEDTh

e m

anag

emen

t ass

esse

d th

at fa

ir va

lues

of t

rade

rece

ivabl

es, c

ash

and

cash

equ

ivale

nts,

oth

er b

ank

bala

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, oth

er F

inan

cial A

sset

s (c

urre

nt),

trade

pay

able

s an

d ot

her fi

nanc

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(cur

rent

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ount

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shor

t-ter

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atur

ities

of th

ese

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rum

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.

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inan

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sset

s an

d lia

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at a

re m

easu

red

at fa

ir va

lue,

the

carry

ing

amou

nts

are

equa

l to

the

fair

valu

es.

(iii)

Valu

atio

n te

chni

que

used

to d

eter

min

e fa

ir va

lue

Spec

ific v

alua

tion

tech

niqu

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sed

to v

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fina

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rum

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inclu

de:

the

use

of q

uote

d m

arke

t pric

es o

r dea

ler q

uote

s fo

r sim

ilar i

nstru

men

ts

In re

spec

t of in

vest

men

ts in

mut

ual fu

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the

fair

valu

es re

pres

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et a

sset

valu

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stat

ed b

y the

issu

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f the

se m

utua

l fund

uni

ts in

the

publ

ished

stat

emen

ts. N

et

asse

t val

ues

repr

esen

t the

pric

e at

whi

ch th

e iss

uer w

ill iss

ue fu

rther

uni

ts in

the

mut

ual f

und

and

the

price

at w

hich

issu

ers

will r

edee

m s

uch

units

from

the

inve

stor

s.

Acco

rdin

gly,

such

net

ass

et v

alue

s ar

e an

alog

ous

to fa

ir m

arke

t val

ue w

ith re

spec

t to

thes

e in

vest

men

ts, a

s tra

nsac

tions

of t

hese

mut

ual f

unds

are

car

ried

out a

t suc

h pr

ices

betw

een

inve

stor

s an

d th

e iss

uers

of t

hese

uni

ts o

f mut

ual f

unds

.Al

l of t

he re

sultin

g fa

ir va

lue

estim

ates

are

inclu

ded

in le

vel 2

exc

ept f

or u

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ed e

quity

sec

uritie

s, w

here

the

fair

valu

es h

ave

been

det

erm

ined

bas

ed o

n pr

esen

t va

lues

and

the

disc

ount

rate

s us

ed w

ere

adju

sted

for c

ount

erpa

rty o

r own

cre

dit r

isk.

The

man

agem

ent c

onsid

er th

at th

car

ryin

g am

ount

s of

fina

nacia

l ass

ets

(oth

er th

an th

ose

mea

sure

d at

fair

valu

e) a

nd lia

biliti

es re

cogn

ised

in th

e fin

ancia

l sta

tem

ents

ap

prox

imat

e th

eir f

air v

alue

as

on 3

1.03

.201

8,31

.03.

2017

and

01.

04.2

016.

(iv) V

alua

tion

proc

esse

sTh

e fin

ance

dep

artm

ent o

f the

Com

pany

inclu

des

a te

am th

at p

erfo

rms

the

valu

atio

ns o

f Fin

ancia

l Ass

ets

and

liabi

lities

requ

ired

for fi

nanc

ial r

epor

ting

purp

oses

, in

cludi

ng le

vel 3

fair

valu

es. T

his

team

repo

rts d

irect

ly to

the

chie

f fina

ncia

l offi

cer (

CFO

) and

the

audi

t com

mitt

ee (A

C).

The

mai

n le

vel 3

inpu

ts fo

r unl

isted

equ

ity s

ecur

ities

used

by

the

Com

pany

are

der

ived

and

eval

uate

d as

follo

ws:

· Disc

ount

rate

s ar

e de

term

ined

usin

g a

capi

tal a

sset

pric

ing

mod

el to

cal

cula

te a

pre

-tax

rate

that

refle

cts

curre

nt m

arke

t ass

essm

ents

of t

he ti

me

valu

e of

mon

ey

and

the

risk

spec

ific to

the

asse

t.· R

isk a

djus

tmen

ts s

pecifi

c to

the

coun

terp

artie

s (in

cludi

ng a

ssum

ptio

ns a

bout

cre

dit d

efau

lt ra

tes)

are

der

ived

from

cre

dit r

isk g

radi

ng d

eter

min

ed b

y th

e Co

mpa

ny's

inte

rnal

cre

dit r

isk m

anag

emen

t Tea

m.

· Ear

ning

s gr

owth

fact

or fo

r unl

isted

equ

ity s

ecur

ities

are

estim

ated

bas

ed o

n m

arke

t inf

orm

atio

n fo

r sim

ilar t

ypes

of c

ompa

nies

.Ch

ange

s in

leve

l 2 a

nd 3

fair

valu

es a

re a

nalys

ed a

t the

end

of e

ach

repo

rting

per

iod

durin

g th

e qu

arte

rly va

luat

ion

disc

ussio

n be

twee

n th

e CF

O, A

C an

d th

e va

luat

ion

team

. As

part

of th

is di

scus

sion

the

team

pre

sent

s a

repo

rt th

at e

xpla

ins

the

reas

on fo

r the

fair

valu

e m

ovem

ents

.

Not

es to

Sta

ndal

one

Fina

ncia

l Sta

tem

ents

for t

he y

ear e

nded

31s

t Mar

ch, 2

018



42 Financial Risk ManagementThe Company's activities expose it to market risk, liquidity risk and credit risk. In order to minimise any adverse effects on the financial performance of the Company, derivative financial instruments, such as foreign exchange forward contracts are entered to hedge certain foreign currency risk exposures and interest rate swaps to hedge variable interest rate exposures. Derivatives are used exclusively for hedging purposes and not as trading or speculative instruments.This Note explains the sources of risk which the entity is exposed to and how the entity manages the risk. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below:

Risk Exposure arising from Measurement ManagementCredit risk Cash and cash equivalents, trade

receivables, derivative financial instruments, Financial Assets measured at amortised cost.

Aging analysis Credit ratings

Diversification of bank deposits, credit limits and letters of credit

Liquidity risk Borrowings and other liabilities Rolling cash flow forecasts

Availability of committed credit lines and borrowing facilities

Market risk — foreign exchange

Future commercial transactionsRecognised Financial Assets and liabilities not denominated in Indian rupee (INR)

Cash flow forecasting

Sensitivity analysis

Forward foreign exchange contracts

Market risk — interest rate

Long-term borrowings at variable rates

Sensitivity analysis Interest rate swaps

Market risk — security prices

Investments in equity securities Sensitivity analysis Portfolio diversification

The Company's risk management is carried out by finance department under policies approved by the Board of Directors. Finance department identifies, evaluates and hedges financial risks in close co¬operation with the Company's operating units. The Board provides principles for overall risk management, as well as policies covering specific areas, such as foreign exchange risk, interest rate risk, credit risk and investment of excess liquidity.

(A) Credit RiskCredit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to Rs.157,629,889, Rs. 7,080,323 and Rs. 15,574,412 as at 31st March 2018, 31st March, 2017 and 1st April, 2016 respectively. Trade receivables are typically unsecured and are derived from revenue earned from customers. Credit risk has always been managed by the Company 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. Outstanding customer receivables are regularly monitored. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain. The Company uses a provision matrix to compute the expected credit loss allowance for trade receivables. The provision matrix takes into account available external and internal credit risk factors such as credit ratings and the Company's historical experience for customers.

Financial instruments and cash depositsCredit risk on cash and cash equivalents is limited as the Company generally invest in deposits with banks with good credit ratings. Investments primarily include investment in liquid mutual fund units. The Company does not expect any losses from non-performance by these counter-parties, and does not have any significant concentration of exposures to specific industry sectors or specific country risks.

Financial assets that are neither past due nor impaired

None of the Company’s cash equivalents with banks and current investments were past due or impaired as at 31st March 2018. The Company’s credit period for customers generally ranges from 0 - 180 days. Of the total trade receivables, Rs. 24,088,011 as at 31st March, 2018, Rs. 7,001,346 as at 31st March, 2017 and Rs. 13,717,201 as at 1st April, 2016 consisted of customer balances that were neither past due nor impaired.




Financial assets that are past due but not impaired

Based on the aging of trade and other receivables that are past due but not impaired (net of allowances for credit losses) is given below:

(Amount in Rs.)Period (in days) 31st March, 2018 31st March, 2017 1st April, 2016more than 6 months 133,541,878 78,977 1,857,211

133,541,878 78,977 1,857,211

Receivables are deemed to be past due or impaired with reference to the Company’s normal terms and conditions of business. These terms and conditions are determined on a case to case basis with reference to the customer’s credit quality and prevailing market conditions. Receivables that are classified as ‘past due’ in the above tables are those that have not been settled within the terms and conditions that have been agreed with that customer.

Other than trade and other receivables, the Company has no significant class of Financial Assets that is past due but not impaired.

Reconciliation of loss allowance provision — Trade receivables (Amount in Rs.)

Loss allowance as at 1st April, 2016 4,793,840.00 Allowance for credit losses made during the year (2016-17) - Written off during the year and exchange differences (2016-17) - Loss allowance as at 31st March, 2017 4,793,840.00 Allowance for credit losses made during the year (2017-18) - Written off during the year and exchange differences (2017-18)Loss allowance as at 31st March, 2018 4,793,840.00

During the period, the Company made no write-offs of trade receivables. It does not expect to receive future cash flows or recoveries from collection of cash flows previously written off.

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

(B) Liquidity Risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. Due to the dynamic nature of the underlying businesses, Company's treasury maintains flexibility in funding by maintaining availability under committed credit lines.

Management monitors rolling forecasts of the Company's liquidity position (comprising the undrawn borrowing facilities below) and cash and cash equivalents on the basis of expected cash flows. This is generally carried out by the central treasury department (company treasury)in close co-ordination with operating units and in accordance with practice and limits set by the Company. These limits vary by location to take into account the liquidity of the market in which the unit operates. In addition, the Company's liquidity management policy involves projecting cash flows in major currencies and considering the level of liquid assets necessary to meet these, monitoring Balance Sheet liquidity ratios against internal and external regulatory requirements and maintaining debt financing plans.

As at 31st March 2018, the Company had working capital of Rs.2,036,447,123 and cash and cash equivalents of Rs. 69,749,329 and current investments of Rs. Nil. As at 31st March 2017, the Company had working capital of Rs. 2,503,263,266 and cash and cash equivalents of Rs. 9,469,110 and current investments of Rs. 500,000.As at 1st April 2016, the Company had working capital of Rs. 2,362,135,146 and cash and cash equivalents of Rs. 26,811,922 and current investments of Rs. 1,343,938.




(i) Financing arrangements

The Company had access to the following undrawn borrowing facilities at the end of the reporting period:(Amount in Rs.)

31st March, 2018 31st March, 2017 1st April, 2016Floating Rate-Expiring within one year (Cash credits)

- - 115,600,082.00

- - 115,600,082.00

The bank overdraft and other facilities may be drawn at any time and may be terminated by the bank without notice.

(ii) Maturities of Financial Liabilities

The tables below analyse the Company's financial liabilities into relevant maturity groupings based on their contractual maturities.The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.

(Amount in Rs.)Contractual maturities of financial liabilities On demand Less than 1 year Beyond 1 year Total31st March, 2018Borrowings - 2,036,447,123.00 - 2,036,447,123.00 Trade payables - 8,978,762.25 171,876,400.01 180,855,162.26 Other financial liabilities 1,103,215 11,608,411,371 - 11,609,514,586.00 Financial guarantee contracts* - 261,395,480.00 - 261,395,480.00 Other Current Liabilities - 723,748,731.58 3,302,646.67 727,051,378.25 Provisions - 91,520,176.83 728,574,808.00 820,094,984.83 Current Tax Liabilities 200,678,233.00 - - 200,678,233.00 Total 201,781,448.00 14,730,501,644.66 903,753,854.68 15,836,036,947.34

31st March, 2017Borrowings 1,415,290,250.00 - 1,087,973,016.00 2,503,263,266.00 Trade payables - 92,206,403.52 109,872,070.76 202,078,474.28 Other financial liabilities 5,447,904,781 302,880,873.23 - 5,750,785,654.23 Financial guarantee contracts* 3,194,688,000 - - 3,194,688,000.00 Other Current Liabilities - 578,119,900.65 3,375,942.00 581,495,842.65 Provisions - 131,491,987.68 710,150,209.00 841,642,196.68 Current Tax Liabilities 200,678,233.00 - - 200,678,233.00 Total 10,258,561,264.00 1,104,699,165.08 1,911,371,237.76 13,274,631,666.84

1st April, 2016Borrowings 1,225,017,287 - 1,137,117,859 2,362,135,146.00 Trade payables - 79,796,421 132,103,669 211,900,090.55 Other financial liabilities 5,049,969,037 251,665,369 - 5,301,634,406.00 Financial guarantee contracts* 3,249,530,000 - - 3,249,530,000.00 Other Current Liabilities - 266,423,063 - 266,423,063.45 Provisions - 91,902,214 586,714,076 678,616,290.00 Current Tax Liabilities 202,478,233 - - 202,478,233.00 Total 9,726,994,557 689,787,068 1,855,935,604 12,272,717,229

*Based on the maximum amount that can be called for under the financial guarantee contract.




Notes to Standalone Financial Statements for the year ended 31st March, 2018(C) Market risk(i) Foreign currency risk

The Company operates internationally and is exposed to foreign exchange risk arising from foreign currency transactions, primarily with respect to the US$, EUR and GBP. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the company's functional currency (INR). Exposures on foreign currency loans are managed through the Company's hedging policy, which is reviewed periodically to ensure that the results from fluctuating currency exchange rates are appropriately managed. The Company strives to achieve asset liability offset of foreign currency exposures and only the net position is hedged.The Company uses forward exchange contracts to hedge the effects of movements in exchange rates on foreign currency denominated assets and liabilities. The sources of foreign exchange risk are outstanding amounts payable as financing transactions and loans denominated in foreign currencies. The Company is also exposed to foreign exchange risk on its exports and foreign exchange risk on its net investment in foreign operations. Most of these transactions are denominated in US$, GBP and Euro. The policy of the Company is to determine on a regular basis what portion of the foreign exchange risk on financing transactions and loans are to be hedged through forward exchange contracts and other instruments.

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

(Amount in Rs.)

31st March, 2018 31st March, 2017 1st April, 2016 USD Euro GBP USD Euro GBP USD Euro GBP

Financial AssetsTrade Receivables - - - - - - - 1,364,861 - Bank Balance 3,344,627 - - 3,349,821 - - 3,435,381 - - Other Financial Assets

1,995,257,232 - 84,071,271 255,886,572 - 73,681,407 71,337,916 - 86,625,350.20

Net exposure to foreign currency risk (assets)

1,998,601,859 - 84,071,271 259,236,394 - 73,681,407 74,773,297 1,364,861 86,625,350.20

Financial LiabilitiesBorrowings (including current maturity & Interest payable)

1,058,387,123 - - 1,000,717,980 - - 1,010,942,848 - -

Other Financial Liabilities

405,340,391 854,434 5,413,968 404,059,761 733,886 4,744,969 414,458,373 492,777 3,586,917

Net exposure to foreign currency risk (liabilities)

1,463,727,515 854,434 5,413,968 1,404,777,741 733,886 4,744,969 1,425,401,221 492,777 3,586,917

(b) Sensitivity10% appreciation/depreciation of the respective foreign currencies with respect to functional currency (holding all other variables constant) of the Company would result in increase/decrease in the Company's profit by INR 20.82 crores for Financial Assets and decrease/increase in the Company's profit before tax by approximately INR 14.70 crores.



(ii) Cash flow and fair value interest rate riskThe Company's main interest rate risk arises from long-term borrowings with variable rates, which expose the Company to cash flow interest rate risk. During the years under review, the Company's borrowings at variable rate were mainly denominated in INR and USD.The Company manages its cash flow interest rate risk by using interest rate swap(a) Interest rate risk exposure The exposure of the Company's borrowing to interest rate changes at the end of the reporting period are as follows:

(Amount in Rs.)31st March,

201831st March,

20171st April,

2016Variable rate borrowings 5,339,062,300 5,469,509,250 5,556,945,473 Fixed rate borrowings 257,000,000 71,423,861 55,117,369 Total borrowings 5,596,062,300 5,540,933,111 5,612,062,842

As at the end of the reporting period, the Company had the following variable rate borrowings outstanding:(Amount in Rs.)

31st March, 2018 31st March, 2017 1st April, 2016 Weightedaverageinterestrate (%)

Balance % of Total Loan

Weightedaverageinterestrate (%)




Term Loans / Working Capital Loans

12.75 5,339,062,300 95% 12.49 5,469,509,250 99% 11.77 5,556,945,473 99%

An analysis by maturities is provided in Note 42(B)(ii) above. The percentage of total loans shows the proportion of loans that are currently at variable rates in relation to the total amount of borrowings.

(b) SensitivityIncrease/decrease of 50 basis point (holding all other variables constant) in interest rates at the balance sheet date would result in an impact (decrease/increase) of INR 2.66 crs, INR 2.74 crs and INR 2.77 crs on profit before tax for the year ended 31st March, 2018, 31st March, 2017 and 1st April, 2016 respectively.

(iii) Securities Price risk(a) ExposureThe Company's exposure to equity securities price risk arises from investments held by the Company and classified in the Balance Sheet as fair value through profit or loss (Note 43).To manage its price risk arising from investments in equity securities, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.The majority of the Company's equity investments are publicly traded.

(b) SensitivityIncrease/decrease of 1000 basis point of index would result in an impact (increase/decrease) by INR 0.50 lakhs and INR 1.34 lakhs on other comprehensive income for the year ended 31st March, 2017 and 1st April, 2016 respectively.




Notes to Standalone Financial Statements for the year ended 31st March, 201843 Capital Management

(a) Risk Management

The Company's objectives when managing capital are to• safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders, and• Maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

The Company monitors capital on the basis of the net debt to equity ratio. The Company is not subject to any externally imposed capital requirements.Net debt are long term and short term debts as reduced by cash and cash equivalents and current investments. Equity comprises all components excluding other components of equity (representing other comprehensive income).

The following table summarises the capital of the Company:(Amount in Rs.)

31st March, 2018 31st March, 2017 1st April, 2016Total Borrowings 8,870,238,203 8,539,273,293 8,037,017,923 Less: Cash and cash equivalents

(69,749,329) (9,469,110) (26,811,922)

Less: Current Investments - (500,000) (1,343,938)Net debt 8,800,488,874.00 8,529,304,183.00 8,008,862,063.00

Equity (5,677,234,973.00) 2,064,849,081.00 2,748,885,298

Total capital (equity+net debt) 3,123,253,901.00 10,594,153,264.00 10,757,747,361 Net debt to equity ratio (1.55) 4.13 2.91

No changes were made to the objectives, policies or processes for managing capital during the years ended 31st March, 2018 and 31st March, 2017.

Loan covenantsUnder the terms of a specific borrowing facility, the Company is required to comply with the following financial covenants:· the ratio of net borrowing to tangible networth must be not more than 3.50:1, and· the ratio of EBITDA less current tax to net interest expense and scheduled repayment of long term loan must be not be less than 1.20:1.The Company has not complied with these covenants throughout the reporting period.



44 Assets pledged as security

The carrying amounts of assets pledged as security for current and non-current borrowings are:(Amount in Rs.)

31st March, 2018

31st March, 2017

1st April, 2016

CurrentFinancial AssetsFirst ChargeInvestments - 500,000 1,343,938 Trade Receivables 157,629,889 7,080,323 15,574,412 Cash and cash equivalents 69,749,329 9,469,110 26,811,922 Other Bank balances 4,447,842 110,035,045 44,247,420 Loans 2,506,516,610 2,740,456,675 2,545,550,520 Other Financial Assets - 9,071,695 5,507,672 Inventories 65,735,318 94,744,569 204,414,011 Other current assets 45,536,738 33,178,407 28,939,224

Total current assets pledged as security 2,849,615,726 3,004,535,824 2,872,389,119

Non-currentFirst ChargeBearer Plants (Mature tea bushes) 2,250,627,197 2,305,829,398 2,368,591,732 Oil and Gas Producing Properties 449,851,630 483,850,373 505,313,513 Buildings 101,032,011 110,936,694 140,059,241 Plant and Equipment 92,582,661 102,415,802 119,632,202 Furniture and Fixtures 2,329,805 3,109,228 4,146,689 Vehicles 19,532,181 23,826,499 26,224,988 Capitalised exploration and evaluation expenditure 3,939,696,983 5,917,490,755 5,546,987,578 Bearer Plants (Immature tea bushes) 64,117,251 61,803,195 30,842,782 Capital Work-in-Progress (Others) 2,701,053 2,629,053 5,415,965 Intangible asset (other than goodwill) 1,558,676 1,583,738 1,608,800 Total non-current assets pledged as security 6,924,029,448 9,013,474,735 8,748,823,490

Total assets pledged as security 9,773,645,174 12,018,010,559 11,621,212,609

45 (a) The Company has two Oil and Gas Fields/Blocks in Assam Arakan Basin – Amguri (Discovered Field) and AA-ON/7 (Exploration Block) having Participating Interest (PI) of 100% and 35% respectively.

(b) Amguri Oil Field and AA-ON/7 Exploration Block were operated earlier under a consortium with Canoro Resources Limited (CRL), a Canadian based E&P Company where PI of ACIL were 40% and 35% respectively. PI of CRL was 60% in Amguri Oil Field and 65% in AA-ON/7 Exploration Block.

(c) Government of India (GOI) terminated 60% PI and operatorship of Canoro Resources Limited (CRL) with effect from 29th August, 2010 for breach of Production Sharing Contract (PSC). CRL closed the operation of Amguri in December, 2010 and GOI considering its vesting right on 60% PI handed over the Amguri Field to ONGC on 16th March, 2011, to continue the operations till the ownership of 60% PI and operatorship were finalized. The Company had staked its claim on 60% PI in accordance with the provisions of PSC being the sole non-defaulting contractor. After a prolonged delay, GOI had finally appointed the Company as the operator of Amguri Field vide its letter dated 2nd January, 2013.




(d) Pursuant to the appointment as an operator, the Company has entered into a Bilateral Agreement (BA) on 23rd December, 2014, with ONGC for their investment in the Amguri Field for & on behalf of GOI and to take over the field and to commence operation. The said BA was approved by GOI on 31st March, 2016.

(e) The Company’s rightful claim on 60% PI earlier held by CRL was contested by the Company before an Arbitral Tribunal Board, where GOI was a party. The Arbitral Tribunal Board has on 25.02.2017 pronounced the Award on the Arbitral proceedings of ACIL with GOI in respect of Amguri Field. ACIL is declared the owner of 60% of the PI currently held by GOI and thereby has now become the owner of 100% of PI of the Amguri Field. The contract period of the PSC of the Amguri Field shall stand extended by five years beyond its original term. A sum of US$ 3.54 Million was granted to ACIL as compensation alongwith interest at 6% per annum from March, 2011, till the date of payment. The cost of Arbitral proceedings amounting to INR 1.25 Crore shall also accrue to ACIL.

(f) Pursuant to the Arbitral Tribunal's Award dated 25th February, 2017, ACIL has proposed GOI for an amicable settlement and submitted an unconditional undertaking to withdraw all its existing claim. GOI vide its letter dated 25th May, 2017, has approved ACIL's ownership of 100% PI in the Amguri Field. Pursuant to such approval an amendment to PSC was executed on 7th June, 2017 where ACIL and the Ministry of Petroleun & Natural Gas, GOI are the parties.

(g) Based on the internal assessment of the valuation of Amguri Oil Field the management has decided to impair the Capital Investment amounting INR 221.96 Cr. included under the head "Propetry, Plant & Equipment" in line with IND-AS 36.

(h) As per the Award of the Arbitral Tribunal against CRL dated 21st November, 2011, the Company has got a damage claim of US$ 39.12 Million (Rs. 253.64 Crores) against CRL. The Tribunal had assigned a value of US$ 4.16 Million (Rs. 26.97 Crores) for 60% PI in Amguri and US$ 2.2071 Million (Rs. 14.31 Crores) for 52.9% shares of CRL, thereby awarding a net damage claim of US$ 32.75 Million (Rs. 212.34 Crores) against CRL.

(i) For enforcement of the Arbitral Tribunal Award before Canadian Court, the Company had initiated legal steps by filing execution petition on 9th November, 2012, before the Supreme Court of British Columbia. The Hon'ble Court has recognised the Arbitral Award vide its order dated 07.03.2014 as legally enforceable in British Columbia.The Company has taken legal steps for execution and realisation of the damaged claim as recognised by the Hon'ble Court.

(j) In view of the prolonged uncertainty in execution of new PSC and steps taken by the Nagaland Government towards formulating their own exploration policy, the management has decided to impair the entire capital investment of INR 36.47 Crore in AA-ON/7 Block included under the head "Property, Plant & Equipment" in line with IND-AS 36.

(k) Cost Record Order is applicable for Oil and Gas. There was no production of oil & gas during the year.

(l) Disclosure of Company's Participating Interest ( P I ) in the Oil and Gas project :

Sl. No. Name of the Field

Percentage of P I

1. Amguri 100 (40)2. AA-ON/7 35 (35)

[ Note : Figures in brackets represent previous year's percentage of P I ]




(m) Net quantities of Company's interest in proved reserves and proved developed reserve within India:

Proved Reserves MT Proved Developed Reserves MTOil: 31st March, 2018 31st March, 2017 31st March, 2018 31st March, 2017Beginning of the year 39,763 39,763 36,913 36,913 Additions - - - - Deletion - - - - Production - - - - Closing Balance for the year 39,763 39,763 36,913 36,913

Proved Reserves M^3 Proved Developed Reserves M^3Gas: 31st March, 2018 31st March, 2017 31st March, 2018 31st March, 2017Beginning of the year 814 814 766 766 Additions - - - - Deletion - - - - Production - - - - Closing Balance for the year 814 814 766 766

46 The Company had issued Zero Per Cent Foreign Currency Convertible Bonds (“FCCB”) in 2006 aggregating to USD 48 Million (INR 2,109,120,000/-) to finance capital expenditure for modernisation, expansion and acquisitions. The Bond holders have an option of converting these Bonds into Equity Shares at a conversion price of Rs. 28.75 per share, at any time on or after 28th November, 2006, subject to compliance with certain conditions stated in the offer circular dated 23rd November, 2006. The Bonds were redeemable on 30th November, 2011 at 150.019 per cent of their principal amount, unless previously converted or redeemed.

The proceeds of above issue has been utilised till date on an overall basis as set out below :(Amount in Rs.)

31st March, 2018

31st March, 2017

Expenditure in respect of oil and gas exploration and development 1,344,290,305 1,344,290,305Loan to overseas subsidiary (net) 453,849,047 453,849,047Modernisation/expansion of existing production units 62,915,595 62,915,595FCCB issue expenses/other incidental expenses 286,562,035 286,562,035Others (net) 94,868,682 94,634,832

Unutilised FCCB proceeds amounting to Rs.692,467/- (31.03.2017 - Rs. 692,467/-) have been invested in securities and the balance Rs. Nil (31.03.2017 - Rs. 233,850/-) is lying with banks at the year end.

As at the year end the total outstanding of FCCBs. Including redemption premium is USD 5.70 Million.

47 The Company is under Corporate Insolvency Resolution Process (CIRP) where the entire management is vested with the Resolution Professional (RP). A Resolution Plan is needed to be approved by the Committee of Creditors (COC) and the Insolvency Bankruptcy Board (IBB) to keep the Company as a going Concern. As the Resolution Plan of the Company is under process and the normal operations are continuing, its Financial Statements are prepared on a Going Concern basis.

48 National Company Law Tribunal (NCLT), Guwahati Branch, has by its Order dated 26.10.2017, initiated Corporate Insolvencty Resolution Proceedings (CIRP) against the Company and has appointed Mr. Vinod Kothari Interim Resolution Professional (IRP). Subsequently, vide its Order dated 12.01.2018, the NCLT has appointed Mr. Kannan Tiruvengadam as the Resolution Professional (RP) of the Company.




Notes to Standalone Financial Statements for the year ended 31st March, 201849 First-time adoption of Ind AS

These are the Company's first Standalone Financial Statements prepared in accordance with Ind AS.

The accounting policies set out in Note 2 have been applied in preparing the financial statements for the year ended 31st March 2018, the comparative information presented in these financial statements for the year ended 31st March, 2017 and in the preparation of an opening Ind AS balance sheet at 1st April, 2016 (the Company's date of transition). In preparing its opening Ind AS balance sheet, the Company has adjusted the amounts reported previously in financial statements prepared in accordance with the accounting standards notified under Companies (Accounting Standards) Rules, 2006 (as amended) and other relevant provisions of the Act (previous GAAP or Indian GAAP). An explanation of how the transition from previous GAAP to Ind AS has affected the Company's financial position, financial performance and cash flows is set out in the following tables and notes.

A Exemptions and exceptions availedSet out below are the applicable Ind AS 101 optional exemptions and mandatory exceptions applied in the transition from previous GAAP to Ind AS.

A.1 Ind AS optional exemptions

A.1.1 Business combinationsInd AS 101 provides 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.

A.1.2 Prospective application of Ind AS 21 to business combinationsInd AS 101 allows a first-time adopter not to apply Ind AS 21 Effects of changes in Foreign Exchange Rates retrospectively for business combinations that occurred before the date of transition to Ind AS. In such cases, where the entity does not apply Ind AS 21 retrospectively to fair value adjustments and goodwill, the entity treats them as assets and liabilities of the acquirer entity and not as the acquiree.

The Company has elected to apply this exemption.

A.1.3 Deemed costInd AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognised in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition after making necessary adjustments for de-commissioning liabilities, if applicable. This exemption can also be used for intangible assets covered by Ind AS 38 Intangible Assets.

Accordingly, the Company has elected to measure all of its property, plant and equipment and intangible assets at their previous GAAP carrying value.

A.1.4 Investments in subsidiariesInd AS 101 permits a first-time adopter to elect to measure its investments in subsidiaries at fair value of such investments at the Company’s date of transition to Ind AS or previous GAAP carrying amount at that date and use that as its deemed cost as at the date of transition.

Accordingly, the Company has elected to measure all of its investments in subsidiaries at their previous GAAP carrying value.



Notes to Standalone Financial Statements for the year ended 31st March, 2018A.1.5 Exchange differences on long-term foreign currency monetary items

Under previous GAAP, an alternative accounting treatment was provided to companies with respect to exchange differences arising on restatement of long-term foreign currency monetary items. Exchange differences on account of depreciable assets could be added/deducted from the cost of the depreciable asset, which would then be depreciated over the balance life of the asset. In other cases, the exchange difference could be accumulated in a foreign currency monetary item translation difference account, and amortised over the balance period of such long term asset/ liability. Ind AS 101 includes an optional exemption that allows a first-time adopter to continue the above accounting treatment in respect of the long-term foreign currency monetary items recognised in the financial statements for the period ending immediately before the beginning of the first Ind AS financial reporting period.The Company has elected to apply this exemption for such items recognised in the financial statements up to 31st March, 2017.

A.1.6 Designation of previously recognised financial instrumentsInd AS 101 allows an entity to designate investments in equity instruments at FVOCI on the basis of the facts and circumstances at the date of transition to Ind AS.

The Company has elected to apply this exemption for its investment in equity investments.

A.2 Ind AS mandatory exceptions

A.2.1 EstimatesAn entity's estimates in accordance with Ind ASs at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.

Ind AS estimates as at 1st April 2016 are consistent with the estimates as at the same date made in conformity with previous GAAP. The Company made estimates for following items in accordance with Ind AS at the date of transition as these were not required under previous GAAP:

· Investment in equity instruments carried at FVPL;

· Impairment of Financial Assets based on expected credit loss model.

A.2.2 De-recognition of Financial Assets and liabilitiesInd AS 101 requires a first-time adopter to apply the de-recognition provisions of Ind AS 109 prospectively for transactions occurring on or after the date of transition to Ind AS. However, Ind AS 101 allows a first-time adopter to apply the de-recognition requirements in Ind AS 109 retrospectively from a date of the entity's choosing, provided that the information needed to apply Ind AS 109 to Financial Assets and financial liabilities derecognised as a result of past transactions was obtained at the time of initially accounting for those transactions.

The Company has elected to apply the de-recognition provisions of Ind AS 109 prospectively from the date of transition to Ind AS.

A.2.3 Classification and measurement of Financial AssetsInd AS 101 requires an entity to assess classification and measurement of Financial Assets (investment in debt instruments) on the basis of the facts and circumstances that exist at the date of transition to Ind AS.



Notes to Standalone Financial Statements for the year ended 31st March, 2018Reconciliation of total equity as at 31st March, 2017 and 1st April, 2016 (Amount in Rs)

31st March, 2017

1st April, 2016

Total equity (shareholders' funds) as per previous GAAP 1,334,471,998 2,042,348,816

Adjustments:Impact of Changes in fair value of Loans,advances etc. 2,572,248 - Impact of Changes in Depreciation on Bearer Plants (16,463,585) - Additional Provisions for Loans advances (149,313,426) (149,313,426)Provision for MSME Interest (502,687) (502,687)Additional Provisions for Investments and Loans in Subsidiaries (1,464,913) (1,464,913)Provision for Sterling Tax written back 539,414 539,414 Fair value of investments 650,704 (2,683,809)For Changes in value of Finished Goods, Agricultural Produce and Biological Assets

506,933 (1,132,781)

For Foreign Currency Monetary Item Transaction (FCMIT) difference (73,247,861) (73,247,861)For Transaction cost and FCMIT 27,951,983 - Adjustment for Replanting Subsidy (3,407,957) - Remeasurement on post employment Defined Benefit Plans (33,520,949) - For Expected credit loss in one of the subsidiary (6,250,920) (6,250,920)Borrowings - Transaction Cost adjustment 12,444,587 12,444,587 For Revaluation Reserve 660,122,552 660,122,552 Adjustment Income Tax for earlier years - (41,734,637)Total adjustments 420,616,123 396,775,519

Total equity as per Ind AS 1,755,088,121 2,439,124,335

Reconciliation of total comprehensive income for the year ended 31st March, 2017

Notes 31st March, 2017

Profit after tax as per previous GAAP (707,876,818)

Adjustments:Fair valuation of investments 1 3,334,513 Impact of Changes in value of Finished Goods, Agricultural Produce and Biological Assets

2 1,639,710

Impact of Changes in Depreciation on Bearer Plants 3 (16,463,585)Impact of transaction cost and FCMIT adjustment 27,951,983 Impact of Changes in fair value of Loans,advances etc. 2,572,248 Reclassification of Replanting Subsidy (3,407,957)Tax effects of adjustments 41,734,637 Total adjustments 57,361,549

Profit after tax as per Ind AS (650,515,269)Other comprehensive income (33,520,949)Total comprehensive income as per Ind AS (684,036,218)



Impact of Ind AS adoption on the statement of cash flows for the year ended 31st March, 2017 (Amount in Rs)Previous

GAAP Adjustments Ind ASNet cash flow from operating activities 719,930,794 374,704,460 345,226,334.00 Net cash flow from investing activities (218,462,386) (172,681,416) (45,780,970.00)Net cash flow from financing activities (472,261,930) (155,473,754) (316,788,176.00)Net increase/(decrease) in cash and cash equivalents 29,206,478 46,549,290 (17,342,812.00)Cash and cash equivalents as at 1st April, 2016 88,480,299 61,668,377 26,811,922.00 Cash and cash equivalents as at 31st March, 2017 117,686,777 108,217,667 9,469,110.00

B. Notes to First-time Adoption1 Fair valuation of investments

Under the previous GAAP, investments in equity instruments and mutual funds were classified as long-term investments or current investments based on the intended holding period and realisability. Long-term investments were carried at cost less provision for other than temporary decline in the value of such investments. Current investments were carried at lower of cost and fair value. Under Ind AS, these investments (other than investments in subsidiaries) are required to be measured at fair value. The resulting fair value changes of these investments (other than equity instruments designated as at FVOCI) have been recognised in retained earnings as at the date of transition and subsequently in the profit or loss for the year ended 31st March 2017.

2 Inventoriesa) Under previous GAAP, no valuation was done for period end harvested tea leaf. Under Ind AS, harvested leaf

is measured at its fair value less cost to sell and is classifed as Agricultural produce under work in progress.The impact of the same is reflected in Statement of Profit and Loss.

b) Under previous GAAP, biological assets (unharvested leaf on tea bushes) neither valued nor recognised in the accounts Under Ind AS, Unharvested leaf is measured at its fair value less cost to sell and is classifed as Biological assets under work in progress.The impact of the same is reflected in Statement of Profit and Loss.

c) Under previous GAAP, stock of tea is valued at cost comprising of the cost of production (including costs for plucked green leaf) for the full year. Under Ind AS, cost is comprises of fair value of green leaf plucked from the company's estates less cost to sell at the point of harvest and cost of production for the full year. The impact of the same is reflected in Statement of Profit and Loss.

3 Depreciation on Bearer PlantsUnder Ind AS tea bushes representing bearer plants have been recognised as depreciable item of PPE, fair valued on the date of transition in accordance with exemption available in Ind AS 101and recognised as deemed cost. The cosequent impact on depreciation is reflected in Statement of Profit and Loss.

4 BorrowingsInd AS 109 requires transaction costs incurred towards origination of borrowings to be deducted from the carrying amount of borrowings on initial recognition. These costs are recognised in the profit or loss over the tenure of the borrowing as part of the interest expense by applying the effective interest rate method.

Under previous GAAP, these transaction costs were charged to profit or loss as and when incurred. Accordingly, borrowings as at 31st March, 2017 have been reduced by Rs.9,954,042/- (1st April, 2016 - Rs.12,444,587/-) with a corresponding adjustment to retained earnings. The total equity increased by an equivalent amount. The loss for the year ended 31st March, 2017 increased by Rs. 2,490,545/-. as a result of the additional interest expense.




Notes to Standalone Financial Statements for the year ended 31st March, 20185 Remeasurements of post-employment benefit obligations

Under Ind AS, remeasurements i.e. actuarial gains and losses and the return on plan assets, excluding amounts included in the net interest expense on the net defined benefit liability are recognised in other comprehensive income instead of profit or loss. Under the previous GAAP, these remeasurements were forming part of the profit or loss for the year. As a result of this change, the profit for the year ended 31st March, 2017 decreased by Rs. 33,520,949/-. There is no impact on the total equity as at 31st March, 2017.

6 Retained earningsRetained earnings as at 1st April, 2016, has been adjusted consequent to the above Ind AS transition adjustments.

7 Other comprehensive incomeUnder Ind AS, all items of income and expense recognised in a period should be included in profit or loss for the period, unless a standard requires or permits otherwise. Items of income and expense that are not recognised in profit or loss but are shown in the statement of profit and loss as 'other comprehensive income' includes remeasurements of defined benefit plans. The concept of other comprehensive income did not exist under previous GAAP.

50 Figure for the previous years have been regrouped /rearranged wherever necessary,


This is the Cash Flow Statement referred to in our Report of even date.





INDEPENDENT AUDITOR’S REPORT ON THE IND AS CONSOLIDATED IND AS FINANCIAL STATEMENTS TO THE MEMBERS OF ASSAM COMPANY INDIA LIMITED

Report on the Consolidated Ind As Ind AS financial statements

We have audited the accompanying consolidated Ind AS financial statements of ASSAM COMPANY INDIA LIMITED (hereinafter referred to as “the Holding Company”) and its subsidiaries (the Holding Company and its subsidiaries together referred to as “the Group”), Comprising the Consolidated Balance Sheet as at 31st March, 2018, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the Consolidated Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of the Significant accounting policies and other explanatory information (hereinafter, altogether referred to as “the Consolidated Ind AS financial statements”).

Management’s Responsibility for the Consolidated Ind AS financial statements

The Holding Company’s Board of Directors is responsible for the preparation of these consolidated Ind AS financial statements in terms of the requirements of the Companies Act, 2013 (hereinafter referred to as “the Act”) that give a true and fair view of the consolidated financial position, consolidated financial performance, consolidated cash flows and consolidated changes in equity of the Group including its Associates and Jointly controlled entities in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014, as amended. The Holding Company’s Board of Directors is also responsible for ensuring accuracy of records including financial information considered necessary for the preparation of consolidated Ind AS financial statements. The respective Board of Directors of the companies included in the Group and of its associates and jointly controlled entities are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated Ind AS financial statements by the Directors of the Holding Company, as aforesaid.

Auditor’s Responsibility

Our responsibility is to express an opinion on these consolidated Ind AS financial statements based on our audit. While conducting the audit, we have taken into account the provisions of the Act and the rules made thereunder, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit of the consolidated Ind AS financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the Act and other authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the consolidated Ind AS financial statements. The procedures selected depend on the auditor’s Judgment, including the assessment of the risks of material misstatement of the consolidated Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Holding Company’s preparation of the consolidated Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Holding Company’s Board of Directors, as well as evaluating the overall presentation of the consolidated Ind AS financial statements.

We believe that the audit evidence obtained by us and the audit evidence obtained by the other auditors in terms of their reports referred to in sub-paragraph (a) sub-paragraph (b) of the Other Matters paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the accompanying Ind AS consolidated financial statements give the information required by the Act in the manner so required and give a


ASSAM COMPANY INDIA LIMITEDtrue and fair view in conformity with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 of the consolidated state of affairs of the Group as at 31st March, 2018, and their consolidated loss and their consolidated cash flows for the year ended on that date.

Emphasis of Matter

We draw attention to the following matters in the Notes to the Ind AS financial statements:

a. Attention is drawn to Note 47 to the consolidated financial statements which indicate that the Group incurred a net loss of Rs. 813.52 Crores during the year ended 31st March 2018 and, as of that date, the Group’s current liabilities exceeded its total assets by Rs. 245.09 Crores. These conditions, along with other matters as set forth in the said Note, indicate the existence of a material uncertainty that may cast significant doubt about the Group’s, and in particular the Holding Company’s, ability to continue as a going concern. Our opinion is not qualified in respect of this.

b. Attention is drawn to Note No. 1(d) to the consolidated financial statements which indicates that in the absence of audited financial statement of two of the subsidiaries for the current year, the same has not been considered for the purpose of preparing the Ind AS financial statements and consequently we are unable to comment on impact of the same on the true and fair view of the consolidated financial statements. Our opinion is not qualified in respect of this.

c. Attention is drawn to Note No. 48 to the consolidated financial statements which indicates that the National Company Law Tribunal (NCLT) Guwahati Branch has by its order dated 26th October 2017, initiated Corporate Insolvency Resolution Proceedings against the Holding Company which is under process and we are unable to comment on the impact of the same, if any, on the financial performance and financial position of the Holding Company. Attention is also drawn to the fact that the auditors of all the subsidiaries, namely, Duncan Macneill Power India Limited, Gujarat Hydrocarbons and Power SEZ Limited, Northeast Hydrocarbon Limited, Assam Oil & Gas Limited, Dahej Offshore Infrastructure SEZ Limited and Camellia Cha Bar Limited have pointed out, as an Emphasis of Matter, that these subsidiaries have prepared the Ind AS financial statements in accordance with the “Going Concern Convention” though these companies have incurred cash losses in the preceding years resulting into complete erosion of net worth. Our opinion is not qualified in respect of these.

d. Attention is drawn to Note No. 45 to the consolidated financial statements in relation to the Oil and Gas Exploration & Production (E&P) Assets appearing in the Capital Work in Progress which have been impaired in accordance with the evaluation done by the management. Our opinion is not qualified in respect of this.

e. Attention is drawn to Note No. 40 to the consolidated financial statements in relation to admission of liability amounting to Rs. 319.47 crores by the Holding Company on the happening of invocation of corporate guarantee given by the holding company to a third party on behalf of subsidiaries of the Company accordingly the loss of the Company and liability has increased by the same amount. Our opinion is not qualified in respect of this.

f. Attention is drawn to Note No. 40 to the consolidated financial statements in relation to loan taken by one of the subsidiaries namely, Duncan Macneill Power India Ltd. against which the Holding Company provided guarantee and as on 31st March 2018, the Holding Company has admitted the liability of the principal loan amount of Rs. 24.95 crores and interest thereon amounting to Rs. 8.58 crores aggregating to Rs. 33.54 crores. Our opinion is not qualified in respect of this.

g. Attention is drawn to Note No. 40 to the consolidated financial statements which indicates that the company subsequent to reporting date, Duncan Macneill Power India Limited, has received notice dated 17th of May 2018 under section of securitization and reconstruction of Financial Assets and enforcement of security interest act, 2002 for handing over the mortgaged property at plot no .3, Bhagwan Das road, New Delhi 110001 in the disputed matter with ICICI bank with recpect to order dated 9th of May 2018 passed by “ in the court of Sh. Deepak Sherawat, Chief Metropolition Magistrate, Patiala house court, New Delhi. Our opinion is not qualified in respect of this.

h. Attention is drawn to Note No. 40 to the consolidated financial statements in relation to that on the basis of qualified opinion for recoverability of amount from debtors in independent audit report of subsidiary company, Mexia resource limited, UK, provision amounting to Rs. 24.96 Crores have been provided for the as fair value of investment in these equity and preference shares is treated as nil in the financial statements of Duncan Macneill Power India Limited. Our opinion is not qualified in respect of this.



Other Matters

(a) We did not audit the Ind AS financial statements / financial information of 6 subsidiaries, whose Ind AS financial statements / financial information reflects total assets of Rs. 411.82 crores as at 31st March, 2018, total revenues of Rs. 5.39 lakhs and net cash inflows amounting to Rs. 10.58 lakhs for the period ended on that date and the Group’s share of net loss of Rs. 813.51 crores for the period ended 31st March, 2018, as considered in the consolidated Ind AS financial statements. These Ind AS financial statements / financial information have been audited by other auditors whose reports have been furnished to us by the Management and our opinion on the consolidated Ind AS financial statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, and our report in terms of sub-sections (3) and (11) of Section 143 of the Act, insofar as it relates to the aforesaid subsidiaries, is based solely on the reports of the other auditors.

(b) The comparative financial information of the Company for the year ended 31st March, 2017 and the transition date opening balance sheet as at 1st April, 2016 included in these consolidated Ind AS financial statements, are based on the previously issued Consolidated financial statements for the years ended 31st March, 2017 and 31st March, 2016 prepared in accordance with the Companies (Accounting Standards) Rules, 2006 (as amended) which were audited by us, on which we expressed an unmodified opinion dated 30th May, 2017 and 27th May, 2016 respectively. The adjustments to those financial statements for the differences in accounting principles adopted by the Group on transition to the Ind AS have been audited by us.

(c) The Holding Company has given interest free loans of Rs. 705.83 crores its Subsidiaries. According to section 186(7) of the Act, “No loan shall be given under this section at the rate of interest lower than the prevailing yield of one year, three year, five year or ten year Government Security closer to the tenor of the loan”. The impact of this contravention on the financial performance and financial position of the company is not readily ascertainable.

(d) Attention is drawn to the fact that being the group auditor, certain details were sought by us from the component auditors for the purpose of forming an informed opinion about the financial statements of the components (subsidiaries). No such details were received in respect of some of the subsidiaries, we are unable to form our opinion on any matter other than those specifically stated in those component financial statements included in the consolidated Ind As Financial Statements and the respective audit reports issued by such component auditors.

Our opinion on the consolidated Ind AS financial statements, and our report on Other Legal and Regulatory Requirements below, is not modified, in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors and the Ind AS financial statements / financial information certified by the Management.

Report on Other Legal and Regulatory Requirements

As required by Section 143(3) of the Act, we report, to the extent applicable, that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated Ind AS financial statements.

(b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated Ind AS financial statements have been kept so far as it appears from our examination of those books and the reports of the other auditors.

(c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss, and the Consolidated Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account and statements maintained for the purpose of preparation of the consolidated Ind AS financial statements.

(d) In our opinion, the aforesaid consolidated Ind AS financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts)Rules, 2014, as amended.

(e) On the basis of the written representations received from the directors of the Holding Company as on 31st March, 2018 taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditors of its subsidiary companies, incorporated in India, none of the directors of the Group companies, companies incorporated in India is disqualified as on 31st March, 2018 from being appointed as a director in terms of Section 164 (2) of the Act.

(f) With respect to the adequacy of the internal financial controls over financial reporting of the Holding Company, its subsidiary company and joint ventures incorporated in India and the operating effectiveness of such controls, refer to our separate Report in Annexure A.


ASSAM COMPANY INDIA LIMITED(g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the

Companies (Audit and Auditor’s) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. The consolidated Ind AS financial statements disclose the impact of pending litigations on the consolidated financial position of the group as stated in Note 29 to the consolidated Ind AS financial statements.

ii. The Group did not have any material foreseeable losses on long-term contracts including derivative contracts.

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Holding Company and its subsidiary companies incorporated in India.

For De Chakraborty &Sen

Chartered Accountants

(Firm’s Registration No. 303029E)

Signature

(Srijit Chakraborty)

(Partner)

(Membership No. 055317)

Place of Signature: Kolkata

Date: 30th May 2018



“Annexure A” to the Independent Auditors’ Report of even date on the Standalone Ind AS Financial Statements

[Referred to in paragraph (h) under the heading “Report on Other Legal and Regulatory Requirements” of our report of even date to the members of Assam Company India Limited on the Consolidated Ind AS financial statements ended for the year on 31st March, 2018]

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of Assam Company India Limited (the Holding Company) as of 31st March, 2018 in conjunction with our audit of the Consolidated Ind AS financial statements of the Group for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Group’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A Group of company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and


ASSAM COMPANY INDIA LIMITEDnot be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, and subject to the weaknesses stated below, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31st March, 2018, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

a) The Policy on Internal Financial Control and documentation of the Standard Operating Processes has been prepared but these are yet to be fully implemented and become fully operational.

b) The Internal Audit is not designed to cover the processes and systems to verify the stage and effectiveness of the implementation of the policies and procedures.

c) As the documented policy and procedures on Internal Financial Control are yet to be fully implemented, we are unable to evaluate the effectiveness of communication and dissemination of information on the same across the organization. However, the informal system of oral communication and electronic communication is existing which at times is complemented by documented communication of information on the various aspects of Internal controls.

d) Weakness in control observed in the process of taking loans in from non-corporate entities in violation of Companies (Acceptance of Deposits) Rules, 2014 as amended.

e) The evaluation of procurement process, conducted by the management, reveals that the system of tender / multiple quotations to ensure unbiased decision is absent.

f) Recording of cash transactions in timely manner and control over physical cash balance is lacking at the tea estates.

For De Chakraborty & Sen

Chartered Accountants

FRN 303029E

Srijit Chakraborty

(Partner)

Membership No. 055317

Place of Signature: Kolkata

Date: 30th May, 2018



CONSOLIDATED BALANCE SHEET as at 31st March, 2018 (Amount in Rs)

Note As at 31st March, 2018



ASSETSNon - current Assets

Property, Plant and Equipment 4 3,551,145,444 3,665,160,319 3,799,147,923 Capital Work-in-progress 6,461,836,151 8,437,243,867 8,038,567,189 Intangible Assets (Other than Goodwill) 5 1,558,676 1,583,738 1,608,800 Financial Assets

Investments 6 30,564,187 30,492,337 32,055,842 Loans 10 32,773,386 36,701,495 39,119,970 Other Financial Assets 11 142,868,312 197,530,804 213,900,603

Other Non - current Assets 13 893,482,099 1,191,476,237 1,187,576,459 11,114,228,255 13,560,188,797 13,311,976,786

Current AssetsInventories 12 66,359,499 95,616,644 205,311,099 Financial AssetsInvestments 6 - 500,000 1,343,938 Trade Receivables 7 157,705,369 7,285,123 15,774,854 Cash and Cash Equivalents 8 70,380,618 11,158,133 27,284,886 Other Bank Balances 9 4,822,278 110,386,792 44,577,643 Loans 10 2,506,516,610 2,740,456,675 2,545,550,520 Other Financial Assets 11 - 9,071,695 5,507,672

Other Current Assets 13 45,562,999 33,236,155 29,020,049 2,851,347,373 3,007,711,217 2,874,370,661

TOTAL 13,965,575,628 16,567,900,014 16,186,347,447

EQUITY AND LIABILITIESEQUITY

Equity Share Capital 14(a) 309,760,963 309,760,963 309,760,963 Other Equity 14(b) (6,405,531,540) 1,670,264,162 2,374,339,991

(6,095,770,577) 1,980,025,125 2,684,100,954 Minority Interest 21,812,095 47,924,767 47,972,452

21,812,095 47,924,767 47,972,452 LIABILITIES

Non - current LiabilitiesFinancial Liabilities

Borrowings 15 2,893,435,124 3,858,131,910 3,944,585,253 Provisions 19 728,580,349 710,199,677 586,762,665 Deferred Tax Liabilities (Net) 21 934 2,052 -

3,622,016,407 4,568,333,639 4,531,347,918 Current Liabilities

Financial LiabilitiesBorrowings 15 3,452,199,338 2,868,186,629 2,640,078,680 Trade Payables 16 180,981,449 202,231,863 212,028,350

Other Financial Liabilities 17 11,609,814,586 5,831,332,387 5,355,161,292 Other Current Liabilities 18 882,323,920 737,695,383 421,277,354 Provisions 19 91,520,177 131,491,988 91,902,214 Current Tax Liabilities (Net) 20 200,678,233 200,678,233 202,478,233

16,417,517,703 9,971,616,483 8,922,926,123 TOTAL 13,965,575,628 16,567,900,014 16,186,347,447

The accompanying Notes form an integral part of the Consolidated Financial Statements.






CONSOLIDATED STATEMENT OF PROFIT AND LOSS for the year ended 31st March, 2018 (Amount in Rs)

Note Year ended 31st March, 2018


Revenue from Operations 22 1,622,123,851 2,108,271,338

Other Income 23 195,578,528 93,495,200

Total Income 1,817,702,379 2,201,766,539

ExpensesCost of Materials Consumed 24 390,271 177,239

Changes in Inventories of Finished Goods 25 19,216,494 46,491,231

Employee Benefits Expense 26 943,175,615 1,030,452,593

Finance Costs 27 422,474,731 345,322,427

Depreciation and Amortisation Expense 28 123,594,803 149,054,689

Other Expenses 29 8,503,742,401 1,260,533,649

Total Expenses 10,012,594,314 2,832,031,828

Profit/(Loss) before Tax (8,194,891,935) (630,265,289)

Tax Expense 31Current Tax (37,717,134) - Deferred Tax 4,087,721 (745,334,180)

Profit/(Loss) for the Year (8,161,262,523) 115,068,891

Minority Interest (26,112,672) (47,685)Profit/(Loss) for the year after Minority Interest (8,135,149,851) 115,116,576

Other Comprehensive Income

Items that will not be Reclassified to Profit or LossRemeasurements on Post-employment Defined Benefit Plans 48,134,723 (33,520,949)Income Tax on Above - -

Total Other Comprehensive Income, Net of Tax 48,134,723 (33,520,949)

Total Comprehensive Income for the Year (8,087,015,128) 81,595,627

Profit/(Loss) per Equity Share (Nominal Value Re. 1/- per Share) 32Basic (Rs.) (26.26) 0.37 Diluted (Rs.) (26.26) 0.37







CONSOLIDATED CASH FLOW STATEMENT for the year ended 31st March, 2018 (Amount in Rs.) Year ended 31st

March, 2018 Year ended 31st

March, 2017 A. Cash Flows from Operating Activities

Profit before Tax (8,194,891,935) (630,265,289)Adjustments for:

Depreciation and Amortisation Expense 123,594,803 149,054,689 (Gain) / Loss on Disposal of Tangible Fixed Assets (Net) (170,423,926) (162,509)Bad Debts / Advances Written Off 2,729,150 14,917,813 Amortisation of Government Grants (21,547,212) 163,025,907 Changes in Fair Value of Financial Assets at Fair Value through Profit or Loss 1,273,221 (5,117,637)Net Gain on Disposal of Investments - (1,626,488)Dividend Income - (144,158)Interest Income (13,376,072) (14,478,457)Finance Costs 414,588,227 332,522,625 Provision for doubtful advances no longer required written back 7,196,372,042 (2,649,954)Liabilities no Longer Required Written Back (2,780,358) (7,469,509)(Increase) / Decrease in Foreign Currency Translation Reserve - (41,555,225)Provision for Deferred Tax - - Foreign Exchange Loss (Net) 6,878,255 (13,378,545)

Operating Profit before Changes in Operating Assets and Liabilities (657,583,805) (57,326,737)Changes in Operating Assets and Liabilities:

Increase / (Decrease) in Trade and Other Payables 5,031,908,363 491,403,722 (Increase) / Decrease in Inventories 29,212,634 109,692,509 (Increase) / Decrease in Trade and Other Receivables (4,173,102,500) (197,082,523)

Cash Generated from Operations 230,434,693 346,686,971 Income Taxes Paid 11,198 (1,800,000)

NET CASH FROM OPERATING ACTIVITIES 230,445,891 344,886,971

B. Cash Flows from Investing Activities:Purchase of Tangible / Intangible Assets 8,139,551 (11,122,830)Proceeds on Disposal of Tangible Fixed Assets 11,400 2,934,675 Payments for Purchase of Investments 468,523 2,407,443 Proceeds from Sale / Redemption of Investments (1,273,221) 6,744,125 Advance Recoverable in Cash or in Kind - 240,594 Inter Corporate Loans Given - 7,980,000 Interest Received 3,955,438 10,914,435 Dividend Received - 144,158 Net Changes in Other Bank Balances 105,564,514 (65,809,149)NET CASH FROM INVESTING ACTIVITIES 116,866,205 (45,566,549)

C. Cash Flows from Financing ActivitiesProceeds from Long-term Borrowings - 1,341,000 Interest Paid (161,308,452) (276,580,266)Other Finance Costs Paid (126,781,158) (40,207,910)NET CASH USED IN FINANCING ACTIVITIES (288,089,610) (315,447,176)

Net Cash Outflow 59,222,486 (16,126,754)

Cash and Cash Equivalents- Opening (Refer Note 8) 11,158,132 27,284,886 Cash and Cash Equivalents- Closing (Refer Note 8) 70,380,618 11,158,132 Effect of exchange rate changes - -

59,222,486 (16,126,754)The accompanying Notes form an integral part of the Consolidated Financial Statements.





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Notes to Consolidated Financial Statements for the year ended 31st March, 20181 Company Background

Assam Company India Limited (the Holding Company) is a Company limited by shares, incorporated and domiciled in India. The equity shares of the Company are listed on the National Stock Exchange of India Limited and BSE Limited in India. The Registered Office of the Company is located at Greenwood Tea Estate, P.O. Dibrugarh, Assam – 786 001 and Corporate/Head Office is located at Assam Tea House, 52, Chowringhee Road, Kolkata – 700 071.The Consolidated Financial Statements were approved and authorised for issue by the Company's Board of Directors on 30th May, 2018.

(a) The Consolidated Financial Statements comprise the Financial Statements of Assam Company India Limited (the Holding Company) and its Subsidiaries. The Financial Statements have been prepared to comply in all material aspects with the Accounting Standards, notified u/s 133 of the Companies Act, 2013, read together with paragraph 7 of the Companies (Accounts) Rule, 2014.

(b) The Consolidated Financial Statements are prepared on the following basis :-i) The Audited Financial Statements of the Holding Company and its Subsidiary Companies have been

combined on a line by line basis by adding together like items of assets, liabilities, income and expenses. The intra - group balances, intra - group transactions and unrealised profits or losses thereon have been fully eliminated.

ii) The Financial Statements of the Subsidiaries used in the consolidation are drawn upto the same reporting date as that of the Holding Company.

(c) The Subsidiaries, considered in the Consolidated Financial Statements are :-

Name of the Subsidiaries Relationship Country ofIncorporation

Percentage ofOwnership

Interest as at 31.03.2018

Assam Oil and Gas Limited (AOGL) Subsidiary India 100North East Hydrocarbon Ltd. (NEHL) Subsidiary India 100Camelia Cha Bar Limited (CCBL) Subsidiary India 100Dahej Offshore Infrastructure SEZ Ltd. (DOISL) Subsidiary India 100Gujarat Hydrocarbons and Power SEZ Ltd. (GHPSL) Subsidiary India 51Duncan Macneill Power India Ltd. (DMPIL) Subsidiary India 100

(d) In absence of financial statements for the current period the following subsidiaries and step-down subsidiaries have not been considered in preparation of Consolidated Financial Statements :-

Name of the Subsidiaries Relationship Country ofIncorporation

Percentage ofOwnership

Interestas at

31.03.2018Duncan Macneill Natural Resources Ltd. (DMNRL) Subsidiary United Kingdom 100Assam Oil & Natural Gas Ltd. (AONGL) Subsidiary Columbia 100Lord Inchcape Financial Services Limited (LIFSL) Step Down

Subsidiary through DOISL & AOGL

India 60

Assam Oil & Natural Gas Columbia Limited (AONGCL) Step Down Subsidiary through

AONGL

Columbia 100

Mexia Resources Limited Step Down Subsidiary through

DMPIL

United Kingdom 52



Notes to Consolidated Financial Statements for the year ended 31st March, 20182 Significant Accounting Policies

This Note provides a list of the Significant Accounting Policies adopted in the preparation of these Consolidated Financial Statements. These policies have been consistently applied to all the years presented, unless otherwise stated. These Financial Statements are the separate financial statements of the Company.

(a) Basis of Preparation(i) Compliance with Ind ASThe Consolidated Financial Statements comply in all material respects with Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 (the 'Act') [Companies (Accounting Standards) Rules, 2015] and other provisions of the Act.

The Consolidated Financial Statements up to year ended 31st March, 2017, were prepared in accordance with the Accounting Standards notified under Companies (Accounting Standards) Rules, 2006 (as amended) and other relevant provisions of the Act.

These Financial Statements are the first Consolidated Financial Statements of the Company under Ind-AS. Refer Note 49 for an explanation of how the transition from previous GAAP to Ind AS has affected the Company's financial position, financial performance and cash flows.

(ii) Historical Cost ConventionThe Consolidated Financial Statements have been prepared on a historical cost basis, except for the following:-Certain Financial Assets and liabilities (including derivative instruments) that is measured at fair value.-Biological assets - measured at fair value less cost to sell.-Defined benefit plans - plan assets measured at fair value.

(b) Revenue RecognitionThe Holding Company recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the Company and the significant risks and rewards of ownership of the goods have passed to the buyer as per the terms of contract. The Holding Company bases its estimates on historical results, taking into consideration the type of customer, the type of transaction and the specifics of each arrangement.

Revenue is measured at the fair value of the consideration received or receivable. Amounts disclosed as revenue are net of returns, trade allowances, rebates, value added taxes and amounts collected on behalf of third parties.

(c) Government GrantsGrants from the government are recognised at their fair value when there is a reasonable assurance that the grant will be received and the Company will comply with all attached conditions. Government grants relating to income are deferred and recognised in profit or loss over the period necessary to match them with the costs that they are intended to compensate and presented within other income.Government grants relating to the purchase of property, plant and equipment are included in non-current liabilities as deferred income and are credited to profit or loss on a straight line basis over the expected useful lives of the related assets and presented within other income.

(d) Property, Plant and EquipmentAll items of property, plant and equipment are stated at historical cost less accumulated depreciation and accumulated impairment losses, if any. Historical cost includes expenditure that is directly attributable to the acquisition of the items.



Notes to Consolidated Financial Statements for the year ended 31st March, 2018Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to profit or loss during the reporting period in which they are incurred.

Bearer Plants (Tea Bushes) are classified as immature until the produce can be commercially harvested. At that point they are reclassified and depreciation commences. Immature tea bushes are measured at accumulated cost.

Transition to Ind ASOn transition to Ind AS, the Holding Company has elected to continue with the carrying value of all of its property, plant and equipment recognised as at 1st April, 2016, measured as per the previous GAAP and use that carrying value as the deemed cost of the property, plant and equipment.

Depreciation methods, estimated useful lives and residual valueDepreciation is calculated using the straight-line method to allocate their cost, net of their residual values, over their estimated useful lives in accordance with Schedule II to the Act. Estimated useful lives of the assets (years) are as follows:Oil and Gas Producing Properties - 30 yearsBuildings - 3 to 60 yearsPlant and Equipment - 3 to 15 yearsFurniture and Fixtures - 10 yearsVehicles - 8 to 10 yearsThe estimated lives of the Bearer Plants (Matured Tea Bushes) are taken 70 years as per industry practice which is not governed by the Schedule II of the Companies Act, 2013.The useful lives, residual values and method of depreciation of property, plant and equipment are reviewed, and adjusted if appropriate, at the end of each reporting period.

Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in profit or loss within other income.

The cost of property, plant and equipment not ready to use are disclosed under Capital Work-in-progress.(e) Intangible Assets

Intangible assets (Computer Software) has a finite useful life and are stated at cost less accumulated amortisation and impairment (if any).

Computer softwareSoftware for internal use, which is primarily acquired from third-party vendors is capitalised. Subsequent costs associated with maintaining such software are recognised as expense as incurred. Cost of software includes license fees and cost of implementation/system integration services, where applicable.

Amortisation methods and periodsComputer software are amortised using the straight-line method over their estimated useful life of 15 years, from the date they are available for use. Amortisation method and useful lives are reviewed periodically including at each financial year end.

Research and developmentResearch costs are expensed as incurred. Expenditure on development that do not meet the specified criteria under Ind AS 38 on 'Intangible Assets' are recognised as an expense as incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.



Notes to Consolidated Financial Statements for the year ended 31st March, 2018Transition to Ind ASOn transition to Ind AS, the Holding Company has elected to continue with the carrying value of all of intangible assets recognised as at 1st April, 2016 measured as per the previous GAAP and use that carrying value as the deemed cost of intangible assets.

(f) Impairment of Non-financial AssetsAssets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units).

(g) Expenditure incurred in connection with Oil and Gas ProjectsThe Holding Company has adopted “Full Cost Method” for accounting of oil and gas exploration and evaluation expenditures. All costs associated with an exploration well and exploration including financing cost are capitalised until the determination of reserves is evaluated.Capitalisation is made within property, plant and equipment or intangible assets according to the nature of the expenditure.Once commercial reserves are found, exploration and evaluation assets are tested for impairment and transferred to development tangible and intangible assets.

Development tangible and intangible assetsExpenditure on the construction, installation or completion of infrastructure facilities such as platforms, pipelines and the drilling of commercially proven development wells, is capitalised within property, plant and equipment and intangible assets according to nature. When development is completed on a specific field, it is transferred to production or intangible assets.

Oil and Gas production assetsOil and gas production properties are aggregated as exploration and evaluation tangible assets, and development expenditures associated with the production of proved reserves.

Depreciation / AmortisationNo depreciation and / or amortisation is charged during the exploration and evaluation phase.Oil and gas properties intangible assets are depreciated or amortised using the unit-of-production method. Unit-of-production rates are based on proved developed reserves, which are oil, gas and other mineral reserves estimated to be recovered from existing facilities using curent operating methods. Oil and gas volumes are considered produced once they have been measured through meters at custody transfer or sales transaction points at outlet valve on the field storage tank.

Impairment - exploration and evaluation assetsExploration and evaluation assets are tested for impairment when reclassified to development tangible or intangible assets, or whenever facts and circumstances indicate impairment. An impairment loss is recognised for the amount by which the exploration and evaluation assets' carrying amount exceeds their recoverable amount. The recoverable amount is the higher of the exploration and evaluation assets' fair value less costs to sell and their value in use.

Impairment - proved oil and gas production properties and intangible assetsProved oil and gas production properties and intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the assets' carrying amount exceeds its recoverable amount. The recoverable amount is the higher of the assets' fair value less costs to sell and their value in use. For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows.



Notes to Consolidated Financial Statements for the year ended 31st March, 2018(h) Biological Assets

Biological Assets are measured at fair value less cost of sell. Tea Bushes are bearer plants and are therefore presented and accounted for as property, plant and equipment,. However, the green leaves growing on the trees is accounted for as biological assets until the point of harvest. Harvested green leaves are transferred to inventory at fair value less costs to sell when harvested.Changes in fair value of green leaves and biological assets are recognised in the statement of profit and loss.

(i) InventoriesInventories are stated at the lower of cost and net realisable value. Cost of purchased green leaves and stores and spares comprises cost of purchases. Cost of finished goods comprises direct materials, direct labour and an appropriate proportion of variable and fixed overhead expenditure, the latter being allocated on the basis of normal operating capacity. Cost of inventories also include all other costs incurred in bringing the inventories to their present location and condition. Costs are assigned to individual items of inventory on the basis of weighted average basis. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

(j) LeasesAs a lesseeLeases in which a significant portion of the risks and rewards of ownership are not transferred to the Company as lessee are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to profit or loss on a straight-line basis over the period of the lease unless the payments are structured to increase in line with expected general inflation to compensate for the lessor's expected inflationary cost increases.

(k) Investments and Other Financial Assets(i) ClassificationThe Holding Company classifies its Financial Assets in the following measurement categories:- those to be measured subsequently at fair value (either through other comprehensive income or through profit

or loss), and- those measured at amortised cost.

The classification depends on the entity's business model for managing the Financial Assets and the contractual terms of the cash flows.For assets measured at fair value, gains and losses will either be recorded in profit or loss or other comprehensive income. For investments in debt instruments, this will depend on the business model in which the investment is held. For investments in equity instruments, this will depend on whether the Company has made an irrevocable election at the time of initial recognition to account for the equity investment at fair value through other comprehensive income.

The Company reclassifies debt investments when and only when its business model for managing those assets changes.

(ii) MeasurementAt initial recognition, the Company measures a Financial Asset at its fair value plus, in the case of a Financial Asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the Financial Asset. Transaction costs of Financial Assets carried at fair value through profit or loss are expensed in profit or loss.

Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest.



Notes to Consolidated Financial Statements for the year ended 31st March, 2018Debt instrumentsSubsequent measurement of debt instruments depends on the Company's business model for managing the asset and the cash flow characteristics of the asset. There are three measurement categories into which the Company classifies its debt instruments:

• Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortised cost. A gain or loss on a debt investment that is subsequently measured at amortised cost and is not part of a hedging relationship is recognised in profit or loss when the asset is derecognised or impaired.

• Fair value through other comprehensive income (FVOCI): Assets that are held for collection of contractual cash flows and for selling the Financial Assets, where the assets' cash flows represent solely payments of principal and interest, are measured at fair value through other comprehensive income (FVOCI). Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest income and foreign exchange gains and losses which are recognised in the Statement of Profit and Loss. When the Financial Asset is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to profit or loss and recognised in other income.

• Fair value through profit or loss: Assets that do not meet the criteria for amortised cost or FVOCI are measured at fair value through profit or loss. A gain or loss on a debt investment that is subsequently measured at fair value through profit or loss is recognised in profit or loss and presented net in the Statement of Profit and Loss within other income in the period in which it arises.

Equity instrumentsThe Company subsequently measures all equity investments at fair value. Where the Company's management has elected to present fair value gains and losses on equity investments in other comprehensive income, there is no subsequent reclassification of fair value gains and losses to profit or loss. Dividends from such investments are recognised in profit or loss as other income when the Company's right to receive payments is established.

Changes in the fair value of Financial Assets at fair value through profit or loss are recognised in other income in the Statement of Profit and Loss. Impairment losses (and reversal of impairment losses) on equity investments measured at FVOCI are not reported separately from other changes in fair value.

Investments in subsidiariesInvestments in subsidiaries are carried at cost in the Consolidated Financial Statements.

(iii) Impairment of Financial AssetsThe Company assesses on a forward looking basis the expected credit losses associated with its assets carried at amortised cost and FVOCI debt instruments. The impairment methodology applied depends on whether there has been a significant increase in credit risk. Note 43(A) details how the Company determines whether there has been a significant increase in credit risk.For trade receivables only, the Company applies the simplified approach permitted by Ind AS 109 Financial Instruments, which requires expected lifetime losses to be recognised from initial recognition of the receivables.

(iv) Derecognition of Financial AssetsA Financial Asset is derecognised only when- The Company has transferred the rights to receive cash flows from the Financial Asset or- retains the contractual rights to receive the cash flows of the Financial Asset, but assumes a contractual

obligation to pay the cash flows to one or more recipients.



Notes to Consolidated Financial Statements for the year ended 31st March, 2018Where the entity has transferred an asset, the Company evaluates whether it has transferred substantially all risks and rewards of ownership of the Financial Asset. In such cases, the Financial Asset is derecognised. Where the entity has not transferred substantially all risks and rewards of ownership of the Financial Asset, the Financial Asset is not derecognised.

Where the entity has neither transferred a Financial Asset nor retains substantially all risks and rewards of ownership of the Financial Asset, the Financial Asset is derecognised if the Company has not retained control of the Financial Asset. Where the Company retains control of the Financial Asset, the asset is continued to be recognised to the extent of continuing involvement in the Financial Asset.

(v) Income RecognitionInterest incomeInterest income from debt instruments is recognised using the effective interest rate method. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the Financial Asset to the gross carrying amount of a Financial Asset. When calculating the effective interest rate, the Company estimates the expected cash flows by considering all the contractual terms of the financial instrument (for example, prepayment, extension, call and similar options) but does not consider the expected credit losses.DividendsDividends are recognised in profit or loss only when the right to receive payment is established, it is probable that the economic benefits associated with the dividend will flow to the Company, and the amount of the dividend can be measured reliably.

(vi) Fair Value of Financial InstrumentsIn determining the fair value of financial instruments, the Company uses a variety of methods and assumptions that are based on market conditions and risks existing at each reporting date. The methods used to determine fair value include discounted cash flow analysis, available quoted market prices and dealer quotes. All methods of assessing fair value result in general approximation of value, and such value may never actually be realised.

(l) Derivative InstrumentsDerivative Instruments are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured to their fair value at the end of each reporting period.

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

(m) Offsetting Financial InstrumentsFinancial assets and liabilities are offset and the net amount is reported in the Balance Sheet where there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counterparty.

(n) Trade ReceivablesTrade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less provision for impairment.

(o) Cash and Cash EquivalentsFor the purpose of presentation in the Statement of Cash Flows, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities in the Balance Sheet.



Notes to Consolidated Financial Statements for the year ended 31st March, 2018(p) Trade and Other Payables

These amounts represent liabilities for goods and services provided to the Company prior to the end of financial year which are unpaid. The amounts are unsecured and are usually paid within 1-180 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.

(q) BorrowingsBorrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it relates.

Borrowings are removed from the Balance Sheet when the obligation specified in the contract is discharged, cancelled or expired. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss as other income/other expense.Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period. Where there is a breach of a material provision of a long-term loan arrangement on or before the end of the reporting period with the effect that the liability becomes payable on demand on the reporting date, the entity does not classify the liability as current, if the lender agreed, after the reporting period and before the approval of the financial statements for issue, not to demand payment as a consequence of the breach.

(r) Financial guarantee contractsFinancial guarantee contracts are recognised as a financial liability at the time of invoking the guarantee, issued. The liability is initially measured at fair value and subsequently at the higher of the amount determined in accordance with Ind AS 37 and the amount initially recognised less cumulative amortisation, where appropriate.The fair value of financial guarantees is determined as the present value of the difference in net cash flows between the contractual payments under the debt instrument and the payments that would be required without the guarantee, or the estimated amount that would be payable to a third party for assuming the obligations.Where guarantees in relation to loans or other payables of subsidiaries are provided for no compensation, the fair values are accounted for as contributions and recognised as part of the cost of the investment.

(s) Borrowing CostsGeneral and specific borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale.Other borrowing costs are expensed in the period in which they are incurred.

(t) Foreign Currency Translation(i) Functional and Presentation CurrencyItems included in the Consolidated Financial Statements of the Company are measured using the currency of the primary economic environment in which the Company operates (`the functional currency'). The Consolidated Financial Statements are presented in Indian Rupee (INR), which is Company's functional and presentation currency.



Notes to Consolidated Financial Statements for the year ended 31st March, 2018(ii) Transactions and BalancesForeign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions. At the year-end, monetary assets and liabilities denominated in foreign currencies are restated at the year - end exchange rates. The exchange differences arising from settlement of foreign currency transactions and from the year-end restatement are recognised in the Statement of Profit and Loss.

Foreign exchange differences regarded as an adjustment to borrowing costs, if any, are presented in the Statement of Profit and Loss, within finance costs. All other foreign exchange gains and losses are presented in the Statement of Profit and Loss on a net basis within other income/other expenses.

Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss. For example, translation differences on non-monetary assets and liabilities such as equity instruments held at fair value through profit or loss are recognised in profit or loss as part of the fair value gain or loss and translation differences on non-monetary assets such as equity investments classified as FVOCI are recognised in other comprehensive income.

(u) Employee Benefits(i) Short-term Employee BenefitsLiabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees' services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefits payable under other current liabilities in the Balance Sheet.

(ii) Post-employment BenefitsDefined benefit plansThe liability or asset recognised in the Balance Sheet in respect of defined benefit plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually by actuaries using the projected unit credit method.

The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligation.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in Employee Benefits Expense in the Statement of Profit and Loss.

Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in Other Comprehensive Income. They are included in Retained Earnings in the Statement of Changes in Equity and in the Balance Sheet.

Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are recognised immediately in profit or loss as past service cost.

Defined contribution plansContributions under Defined Contribution Plans payable in keeping with the related schemes are recognised as expenses for the period in which the employee has rendered the service.



Notes to Consolidated Financial Statements for the year ended 31st March, 2018(iii) Other Long-term Employee BenefitsThe liabilities for earned leave are not expected to be settled wholly within 12 months after the end of the period in which the employees render the related service. They are therefore measured annually by actuaries as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting period using the projected unit credit method. The benefits are discounted using the market yields at the end of the reporting period that have terms approximating to the terms of the related obligation. Remeasurements as a result of experience adjustments and changes in actuarial assumptions are recognised in profit or loss.The obligations are presented as current liabilities in the Balance Sheet if the entity does not have an unconditional right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected to occur.

(v) Income TaxThe income tax expense or credit for the period is the tax payable on the current period's taxable income based on the applicable income tax rate adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the Consolidated Financial Statements. However, deferred tax liabilities are not recognised if they arise from the initial recognition of goodwill. Deferred income tax is also not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting profit nor taxable profit (tax loss). Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred tax assets are recognised for all deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

Deferred tax liabilities are not recognised for temporary differences between the carrying amount and tax bases of investments in subsidiaries where the Company is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

Deferred tax assets are not recognised for temporary differences between the carrying amount and tax bases of investments in subsidiaries where it is not probable that the differences will reverse in the foreseeable future and taxable profit will not be available against which the temporary difference can be utilised.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity, if any. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.



(w) ProvisionsProvisions are recognised when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognised for future operating losses.

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

(x) Contingent LiabilitiesA disclosure for contingent liabilities is made when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be made.

(y) Earnings / (Loss) per Share(i) Basic Earnings / (Loss) per ShareBasic earnings / (loss) per share is calculated by dividing:· the profit / (loss) attributable to owners of the Company· by the weighted average number of equity shares outstanding during the financial year

(ii) Diluted Earnings / (Loss) per ShareDiluted earnings / (loss) per share adjusts the figures used in the determination of basic earnings / (loss) per share to take into account:· the after income tax effect of interest and other financing costs associated with dilutive potential equity shares,

and· the weighted average number of additional equity shares that would have been outstanding assuming the

conversion of all dilutive potential equity shares.

(z) Segment ReportingOperating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker.The chief operating decision-maker is responsible for allocating resources and assessing performance of the operating segments and has been identified as the Managing Director of the Company. Refer Note 39 for segment information presented.

3 Critical Estimates and JudgementsThe preparation of financial statements in conformity with Ind AS requires management to make judgments, estimates and assumptions, that affect the application of accounting policies and the reported amounts of assets, liabilities, income, expenses and disclosures of contingent assets and liabilities at the date of these financial statements and the reported amounts of revenues and expenses for the years presented. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed at each Balance Sheet date. Revisions to accounting estimates are recognised in the period in which the estimate is revised and future periods affected.

Notes to Consolidated Financial Statements for the year ended 31st March, 2018



Notes to Consolidated Financial Statements for the year ended 31st March, 2018This Note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed. Detailed information about each of these estimates and judgements is included in relevant notes together with information about the basis of calculation for each affected line item in the financial statements.The areas involving critical estimates or judgements are:

Employee Benefits (Estimation of Defined Benefit Obligation) The determination of Company’s liability towards Defined Benefit Obligations to employees is made through independent actuarial valuation including determination of amounts to be recognized in the income statement and in the other comprehensive income. Such valuation depend upon assumptions determined after taking into account inflation, promotion and other relevant factors such as supply and demand factors in the employment market.

Impairment AssessmentAn impairment exists when the carrying value of an asset exceeds its recoverable amount, which is the higher of its fair value less costs to sell and its value in use. The fair value less costs to sell calculation is based on available data from binding sales transactions in an arm’s length transaction of similar assets or observable market prices less incremental costs for disposing the assets.

Fair Valuation of Biological AssetsThe Fair Value of Biological Assets is determined based on recent transactions entered into with third parties or available market price.

TaxationThe Company is engaged in agricultural and oil & gas exploration activities and also subject to tax liability under MAT provisions. Significant judgement is involved in determining the tax liability for the Company. Also there are many transactions and calculations during the ordinary course of business for which the ultimate tax determination is uncertain. Further judgement is involved in determining the Deferred Tax position on the balance sheet date.

Estimates and judgements are continually evaluated. They are based on historical experience and other factors, including expectations of future events that may have a financial impact on the Company and that are believed to be reasonable under the circumstances.



Note

s to

Con

solid

ated

Fin

anci

al S

tate

men

ts fo

r the

yea

r end

ed 3

1st M

arch

, 201

84

Prop

erty,

Pla

nt a

nd E

quip

men

t4.

1 Rec

onci

liatio

n of

Gro

ss a

nd N

et C

arry

ing

Amou

nt o

f Eac

h Cl

ass

of A

sset

s (A

mou

nt in

Rs)

Bea

rer

Plan

ts (M

ature

tea

bush

es)

Oil a

nd G

as

Prod

ucing

Pr

oper

ties

Buil

dings

P

lant a

nd

Equip

ment

Fu

rnitu

re

and

Fixtu

res

Vehic

les

Land

To

tal

Cap

italis

ed

explo

ratio

n an

d eva

luatio

n ex

pend

iture

Bea

rer

Plan

ts (Im

matu

re

tea bu

shes

)

Cap

ital

Work

-in-

Prog

ress

(O

ther

s)

Total

Year

end

ed 3

1st M

arch

, 201

7Gr

oss

Carry

ing

Amou

ntDe

emed

Cos

t as a

t 1st

April,

2016

2,368

,591,7

32 7

43,96

9,970

532,0

26,96

2 708

,146,1

85 1

5,658

,653

143,6

59,65

0 63

5,166

,865 5

,147,2

20,01

7 5,

546,9

87,57

8 30

,842,7

82 2,

460,7

36,82

9 8,0

38,56

7,189

Addi

tions

619,6

91,38

7 -

1,7

49,2

83

11,9

01,1

30

24,

296

3,53

2,405

-

636,8

98,50

1 37

0,503

,177

34,

132,

813

- 4

04,6

35,9

90

- -

- -

- -

- -

Tran

sfers

- -

- -

- -

- -

- (3

,172

,400

) (2

,786,9

12)

(5,9

59,3

12)

Disp

osals

(619

,836,1

50)

- -

(2,7

76,1

69)

(14,

000)

(3,41

7,302

) -

(626

,043,6

21)

- -

- -

Clos

ing

Balan

ce2,3

68,44

6,969

743

,969,9

70 53

3,776

,245 7

17,27

1,146

15,6

68,94

9 14

3,774

,753

635,1

66,86

5 5,15

8,074

,897

5,91

7,490

,755

61,80

3,195

2,45

7,949

,917

8,437

,243,8

67

Accu

mul

ated

Dep

recia

tion

Open

ing b

alanc

e -

238,6

56,45

7 391

,967,7

21 58

8,501

,290

11,51

1,964

117

,434,6

62

- 1,34

8,072

,094

- -

- -

For t

he Y

ear

62,61

7,571

21

,463,1

40

30,8

71,8

30

27,3

40,4

67

1,05

0,33

6 5,

686,2

83

- 14

9,029

,627

- -

- -

Disp

osals

- -

- (1

,011

,873

) (2

,579

) (3

,172,6

91)

- (4

,187,1

43)

- -

- -

Clos

ing

Balan

ce 62

,617,5

71 2

60,11

9,597

422,8

39,55

1 615

,841,7

57 1

2,562

,300

123,1

20,94

5 - 1

,497,1

01,72

1 -

- -

-

Net C

arry

ing A

mou

nt2,3

05,82

9,398

483

,850,3

73 11

0,936

,694 1

02,44

1,262

3,1

09,22

8 23

,826,4

99 6

35,16

6,865

3,66

5,160

,319

5,91

7,490

,755

61,80

3,195

2,45

7,949

,917

8,437

,243,8

67

Year

ende

d 31

st M

arch

, 201

8Gr

oss C

arry

ing A

mou

ntOp

enin

g Ba

lance

2,368

,446,9

69 7

43,96

9,970

533,7

76,24

5 717

,271,1

46 1

5,668

,949

143,7

74,75

3 63

5,166

,865 5

,158,0

74,89

7 5,

917,4

90,75

5 61

,803,1

95 2,

457,9

49,91

7 8,4

37,24

3,867

Addit

ions

7,41

5,370

-

400

,000

1

,739

,762

-

- -

9,55

5,132

60

6,552

,491

16,

586,

810

272,0

00

623

,411

,301

Tran

sfers

/Pro

vision

s -

- -

- -

- -

- (2,5

84,34

6,263

) 3

,172

,400

-

(2,58

1,173

,863)

Disp

osals

/Adju

stmen

ts -

- -

(11,

400)

- -

- (1

1,400

) - (

17,4

45,1

54)

(200

,000)

(17,

645,

154)

Clos

ing

Balan

ce2,3

75,86

2,339

743

,969,9

70 53

4,176

,245 7

18,99

9,508

15,6

68,94

9 14

3,774

,753

635,1

66,86

5 5,16

7,618

,629

3,93

9,696

,983

64,11

7,251

2,45

8,021

,917

6,461

,836,1

51

Accu

mul

ated

Dep

recia

tion

Open

ing B

alanc

e 62

,617,5

71 2

60,11

9,597

422

,839

,551

614

,829

,884

12,

559,

721

119,9

48,25

4 - 1

,492,9

14,57

8 -

- -

-

For t

he Y

ear

62,61

7,571

33

,998,7

43

10,3

04,6

83

11,5

75,0

03

779

,423

4,

294,3

18

- 12

3,569

,741

- -

- -

Disp

osals

- -

- (1

1,13

4) -

- -

(11,1

34)

- -

- -

Clos

ing

Balan

ce 12

5,235

,142

294,1

18,34

0 433

,144

,234

626

,393

,753

13,

339,

144

124,2

42,57

2 - 1

,616,4

73,18

5 -

- -

-

Net C

arry

ing A

mou

nt2,2

50,62

7,197

449

,851,6

30 1

01,03

2,011

92,6

05,75

5 2,

329,8

05

19,53

2,181

635

,166,8

65 3,

551,1

45,44

4 3,

939,6

96,98

3 64

,117,2

51 2,

458,0

21,91

7 6,4

61,83

6,151

4.

2 Pro

perty

, plan

t and

equ

ipmen

t pled

ged

as se

curit

y - R

efer

Not

e 44

for i

nfor

mat

ion o

n pr

oper

ty, p

lant a

nd e

quipm

ent p

ledge

d as

secu

rity b

y the

Com

pany

.4.

3 Con

tractu

al ob

ligat

ions -

Ref

er N

ote

37 fo

r disc

losur

e of

cont

ractu

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mm

itmen

ts fo

r the

acq

uisitio

n of

pro

perty

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equ

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4 The

agg

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epre

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mor

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as b

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includ

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Dep

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and A

mor

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xpen

se in

the

Stat

emen

t of P

rofit

and

Loss

.



Notes to Consolidated Financial Statements for the year ended 31st March, 20185 Intangible Assets (Amount in Rs)

Computer Software - Acquired

Capitalised exploration

and evaluation

expenditure Year ended 31st March, 2017Gross Carrying AmountDeemed Cost as at 1st April, 2016 4,459,121 - Additions - - Closing Balance 4,459,121 -

Accumulated Amortisation 2,850,321 - For the Year 25,062 - Closing Balance 2,875,383 -


Year ended 31st March, 2018Gross Carrying AmountOpening Balance 4,459,121 - Additions - - Closing Balance 4,459,121 -

Accumulated DepreciationOpening Balance 2,875,383 - Amortisation for the Year 25,062 - Closing Balance 2,900,445 -


5.1 The amortisation has been included under Depreciation and Amortisation Expense in the Statement of Profit and Loss. As at 31st

March, 2018



6 InvestmentsNon-current InvestmentsQuoted:Investments in Equity Instruments

In Other Bodies Corporate# 532,077 491,537 2,079,542

Unquoted:Investments in Equity Instruments

In Subsidiary Companies@ 29,807,611 29,776,300 29,776,300

In Other Body Corporate# 224,500 224,500 200,000 30,564,187 30,492,337 32,055,842

Current InvestmentsQuoted:Investments in Mutual Funds# - 500,000 1,343,938

30,564,187 30,992,337 33,399,780

Aggregate amount of quoted investments and market value thereof 532,077 991,537 3,423,480 Aggregate Amount of Unquoted Investments 30,032,111 30,000,800 29,976,300 Aggregate Amount of Impairment in Value of Investments - - -

@Investments carried at cost 29,807,611 29,776,300 29,776,300 #Investments carried at fair value through profit and loss 756,577 1,216,037 3,623,480




6.1 Details of Non-current Investments

Unit Face Value Number


Number As at 31st

March, 2017

Number As at 1st April, 2016


Allahabad Bank 10 - - - - 23 1,267 Bank of Baroda 2 - - - - 45 6,615 Bhairav Enterprise 10 65,000 - 65,000 - 65,000 - Bombay Burmah Trading Corp. Ltd 2 - - - - 25 9,249 Dhunseri Petrochem Ltd 10 - - - - 55 4,100 Dhunseri Investments Ltd 10 - - - - 27 3,740 Dhunseri Tea & Industries Ltd 10 - - - - 11 2,684 Gammon India Ltd 2 - - - - 5 63 Gillanders Arbuthnot & Company Ltd 10 - - - - 7 427 GMR Infrastructure Ltd 1 30,000 510,000 30,000 478,500 30,000 352,500 Goodricke Group Ltd 10 - - - - 5 845 Grasim Industries Ltd 10 - - - - 50 191,850 Hindalco Industries Ltd 1 - - - - 5 440 Indian Oil Corporation Ltd 10 - - - - 10 3,935 James Warren Tea Ltd 10 - - - - 8 1,128 Jayshree Tea & Industries Ltd 5 - - - - 10 818 Mcleod Russel India Ltd 5 - - - - 300 55,530 Oil & Natural Gas Corporation Ltd 5 - - - - 20 4,283 Oriental Bank Of Commerce 10 - - - - 5 462 Reliance Industries Ltd 10 - - - - 36 37,620 Reliance Power Ltd 10 - - - - 7,000 348,950 Rishabh Enterprise 10 65,000 - 65,000 - 65,000 - Selan Exploration Ltd 10 - - - - 5 838 SVOGL Oil gas and Energy Ltd 10 5 - 5 11 5 20 Shri Gurudev En 10 50,000 - 50,000 - 50,000 - State Bank of Bikaner & Jaipur 10 - - - - 1,850 925,925 Suzlon Energy Ltd 2 - - - - 25 354 Tata Chemicals Ltd. 10 - - - - 4 1,516 Tata Coffee Ltd 1 - - - - 50 4,510 Tata Steel Ltd 10 - - - - 3 957 Tata Global Beverages Ltd. 1 - - - - 120 14,544 Ultratech Cements Ltd 10 - - - - 28 90,571 UTI Master Share 10 116 3,742 - 3,754 116 3,483 Warren Tea Ltd 10 8 - 8 - 8 1,048 Hindustan Oil Exploration 10 10 18,335 10 9,272 10 9,272

532,077 491,537 2,079,542 In Subsidiary Companies

Assam Oil & Natural Gas Ltd USD 1 660,000 29,776,200 660,000 29,776,200 660,000 29,776,200 North East Hydrocarbon Ltd (NEHL) Rs.10 - 100 - 100 - 100 East West Properties Pvt. Ltd. Rs.10 4,990 31,311 4,990 - - -

29,807,611 29,776,300 29,776,300

(Amount in Rs)




6.1 Details of Non-current Investments (contd.)

Unit Face Value Number


Number As at 31st

March, 2017



Assam Bengal Cereals Ltd Rs.10 20000 200,000 20000 200,000 20,000 200,000 Woodlands Multispeciality Hospital Ltd Rs.10 2450 24,500 2450 24,500 2,450 -

224,500 224,500 200,000

30,032,111 30,000,800 29,976,300

6.2 Details of Current Investments Unit Face Value Number


Number As at 31st

March, 2017


Investments in Mutual FundsSBI Magnum Multiplier Plus Scheme -93 - Dividend Rs. 10 - - - - 14,652.015 1,205,547 Punjab State IND 9.90 LOAN Govt - - - - 500,000 - - Baroda Pioneer Mutual Fund Rs. 10 - - - - 9,985.000 138,391

- 500,000 1,343,938




7 Trade ReceivablesUnsecured :Debts Outstanding for a Period exceeding Six Months from the Date they are Due for Payment -

Considered Good 133,541,877 419,262 1,987,223 Considered Doubtful 4,925,076 4,798,340 4,793,840

138,466,953 5,217,602 6,781,063 Less: Allowance for Credit Losses (4,925,076) (4,798,340) (4,793,840)

133,541,877 419,262 1,987,223 Other Debts 24,163,492 6,865,861 13,787,631

157,705,369 7,285,123 15,774,854

8 Cash and Cash EquivalentsBalances with Banks in Current Accounts 68,034,773 10,684,215 15,071,995 Cash on Hand 2,345,845 473,918 12,212,891 Total 70,380,618 11,158,133 27,284,886

8.1 There are no repatriation restrictions with regard to cash and cash equivalents as at the end of the reporting period and prior periods.

9 Other Bank BalancesUnpaid Dividend Accounts @ 1,103,215 2,120,172 2,126,064 Earmarked Accounts@@ 3,344,627 3,349,837 3,434,891 Balances with Banks in Short-term Deposits 374,436 351,747 19,976,134 Margin Money Deposit - 104,565,036 19,040,554

4,822,278 110,386,792 44,577,643 @ Earmarked for Payment of Unclaimed Dividend@@ End use is restricted for specific purposes

(Amount in Rs)



10 LoansNon-currentUnsecured

Loans and Advances to Employees (considered good)* 3,349,899 3,090,436 2,549,582 Security Deposits

Considered Good 29,213,431 29,005,993 28,585,322 Considered Doubtful - 188,755 188,755

Less: Provision for doubtful deposits - (188,755) (188,755)Loans and Advances to Subsidiary Companies

Considered Good 210,056 5,066 5,066 Considered Doubtful 47,994,839 48,023,144 46,803,143 Less: Provision for doubtful advances (47,994,839) (48,023,144) (46,803,143)

Intercorporate DepositsConsidered Good - 4,600,000 7,980,000 Considered Doubtful 75,500,000 70,900,000 75,500,000 Less: Provision for doubtful deposits (75,500,000) (70,900,000) (75,500,000)


Loans and Advances to Subsidiary CompaniesConsidered Good 2,504,746,809 2,737,585,023 2,542,970,337 Considered Doubtful 4,505,390,522 643,304 643,304

Less: Provision for doubtful advances (4,505,390,522) (643,304) (643,304)Loans/Advances to Employees* 1,769,801 2,871,652 2,580,183

2,506,516,610 2,740,456,675 2,545,550,520

2,539,289,996 2,777,158,170 2,584,670,490

*Includes amount due from an Officer of the Company - - 108,000

11 Other Financial AssetsNon-currentUnsecured

Bank Deposits with more than 12 months maturity - - 17,184,604 Body corporate (considered good) 142,868,312 166,978,312 167,228,312 Interest Receivable

Considered Good - 30,552,492 29,487,687 Considered Doubtful 85,097,728 46,966,713 46,956,713 Less: Provision for doubtful advances (29,487,687) - - Less: Provision for doubtful interest receivable (55,610,041) (46,966,713) (46,956,713)


Interest receivable on Deposits - 9,071,695 5,507,672 Considered Doubtful 9,849,001 - - Less: Provision for Doubtful Interest (9,849,001) - -

- - - - 9,071,695 5,507,672

142,868,312 206,602,499 219,408,275





(Amount in Rs)




12 Inventories - At Lower of Cost and Net Realisable ValueWork in Progress

Agricultural Produce 1,489,342 1,255,999 1,297,481 Biological Assets 3,916,099 3,190,865 2,299,302

Finished Goods 23,795,609 43,976,069 91,315,440

Stores & Spares and Others 37,158,449 47,193,711 110,398,876

66,359,499 95,616,644 205,311,099

12.1 Refer Note 44 for information on Inventories pledged as security

12.2 As the production of green leaf (raw materials consumed by the Company for the manufacture of tea) from Company's own tea estates involves integrated process having various stages such as nursery, planting, cultivation, etc., their values at intermediate stage could not be ascertained.

13 Other AssetsNon-currentUnsecured, Considered Good (unless otherwise stated):

Capital Advances - 10,675,251 10,418,344 Interest Subsidy Receivable

Considered Doubtful 48,284,421 38,284,421 38,284,421 Less: Provision for doubtful advances (48,284,421) (38,284,421) (38,284,421)

Silver and Gold Coins 2,379,997 2,378,757 2,352,257

Others (including Advance to suppliers/service providers, etc.)Considered Good 891,102,102 1,178,422,229 1,174,805,858

Considered Doubtful 41,521,729 15,997,876 22,096,531

Less: Provision for doubtful advances (41,521,729) (15,997,876) (22,096,531)

893,482,099 1,191,476,237 1,187,576,459 CurrentUnsecured, Considered Good (unless otherwise stated):

Advance / Deposits with Government Authorities 6,270,253 6,177,333 6,200,410

Prepaid / Advance for Expenses 472,778 578,056 717,185

Deferred Employee Benefit Expense - - -

Others (including Advance to suppliers/service providers, etc.)Considered Good 28,321,734 22,052,953 20,058,341

Considered Doubtful 11,679,081 11,567,755 11,149,605

Less: Provision for doubtful advances (11,679,081) (11,567,755) (11,149,605)

Advance Tax and Tax Deducted at Source - Central Income Tax 155,859,401 149,788,980 148,442,989

Less: Provision for Central Income Tax (145,361,167) (145,361,167) (146,398,876)

45,562,999 33,236,155 29,020,049

939,045,098 1,224,712,392 1,216,596,508




(Amount in Rs)



14(a) Equity Share Capital

Authorized500,000,000 Equity Shares of Re. 1/- each* 500,000,000 500,000,000 500,000,000 1,000,000 Non Cumulative Redeemable Preference Shares of Rs. 100/- each* 100,000,000 100,000,000 100,000,000

600,000,000 600,000,000 600,000,000 Issued, Subscribed and Paid-up

309,760,963 Equity Shares of Re. 1/- each Fully Paid-up* 309,760,963 309,760,963 309,760,963

309,760,963 309,760,963 309,760,963

There were no changes in number of shares during the year ended 31st March, 2018 and 31st March, 2017.

(a) The Company has one class of Equity Shares having a par value of Re. 1/- per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting except in case of interim dividend. 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) Details of Equity Shares held by Shareholders holding more than 5% of the aggregate shares in the Company :

Number of Shares

Number of Shares

Number of Shares

Assam Oil Company Limited 119,088,048 119,088,048 119,088,048 (38.45%) (38.45%) (38.45%)

14(b) Other Equity-Reserves and Surplus

Capital Reserve (Reserve on Amalgamation) 26,695,047 26,695,047 26,695,047

Capital Redemption Reserve 874,600 874,600 874,600

Revaluation Reserve - - -

Securities Premium Account 1,375,673,385 1,375,673,385 1,375,673,385

Foreign Currency Translation ReserveDuncan Macneill Power India Limited (34,424,638) (41,555,225) -

General Reserve 177,333,735 177,333,735 177,333,735

Retained Earnings [Refer (i) below] (7,951,683,669) 131,242,620 793,763,224

(6,405,531,540) 1,670,264,162 2,374,339,991





(Amount in Rs)




2018


2017 (i) Retained Earnings - Movement during the year

Opening Balance 131,242,620 793,763,224

Loss for the Year (8,131,061,012) (628,999,656)

Items of Other Comprehensive Income recognised directly in retained earnings-Remeasurements of post-employment defined benefit plans, net of tax 48,134,723 (33,520,949)

(7,951,683,669) 131,242,620




April, 2016 15 Borrowings

Non-currentSecured

Term Loans from Banks 4,277,237,573 4,522,832,514 4,650,023,890

Less: Current maturities of Long-term debt (Refer Note 17) (4,277,237,573) (3,222,758,998) (3,263,376,031)Unsecured

Considered goodBorrowings from Holding Company 2,893,435,124 2,558,058,394 2,557,937,394

2,893,435,124 3,858,131,910 3,944,585,253 Less: Interest accrued (included in note 17) - - -

2,893,435,124 3,858,131,910 3,944,585,253

CurrentSecured

Loans Repayable on Demand from Banks / NBFCWorking Capital Loans including Cash Credit from Banks 3,703,036,049 3,066,812,688 2,795,494,193

UnsecuredIntercorporate Deposit 257,000,000 71,423,861 55,117,369 Others 4,151,410 3,866,074 3,460,588

3,964,187,459 3,142,102,623 2,854,072,150

Less: Interest accrued (included in note 17) 511,988,121 273,915,994 213,993,470 3,452,199,338 2,868,186,629 2,640,078,680

6,345,634,461 6,726,318,538 6,584,663,933




Notes to Consolidated Financial Statements for the year ended 31st March, 201815.1 Refer Note 44 for details of carrying amount of assets pledged as security for secured borrowings.

Terms of Repayment In view of the ongoing insolvency proceedings under the NCLT, Guwahati Bench, as per the Insolvency and Bankrupcy Code, 2016, the Company has classified its entire term loan exposure as current maturities. The repayment would be in accordance with CIRP approved resolution plan by IBB.

Nature of security Tea DivisionWorking Capital:Working capital loan amounting to Rs. 1,054,360,791/- (31.03.2017 - Rs. 1,153,112,679/-) secured by hypothecation created on stock, book debts, all moveable assets and other current assets of the tea estates both present and future and equitable mortgage created of all immovable properties both present and future relating to all tea estates of the Company situated in Assam ranking pari passu with all other term loans from Consortium Banks. Term Loan:a. Term loan amounting to Rs. 414,977,592/- (31.03.2017 - 414,832,262/-) secured by equitable mortgage created of immovable properties both present and future relating to all tea estates of the Company situated in Assam ranking pari passu with the working capital loan including cash credit from Consortium Banks and also a first charge over all the movable properties, both present and future subject to the prior charges created in favour of the Company's bankers by way of security for working capital borrowings from them.b. Term loan amounting to Rs.346,280,000/- (31.03.2017 - Rs. 346,280,000/-) is secured by way of a second or subservient charge over the assets of all Tea Estates of the Company situated in Assam ranking pari - passu with the other similar second charge holders of the Company.Oil & Gas Division:Term Loan:Term loan amounting to Rs. 3,515,979,981/- (31.03.2017 - Rs. 3,549,619,752/-) is secured by primary charges on pari passu basis with the existing lenders of oil & gas division, all the present and future receivables of Oil and Gas Division of the Company, assignment of participating interest in the Production Sharing Contract of the Amguri/AA-ON/7 oil & gas field to the extent permitted, Hypothecation over all the stocks, book debts, plant and machinery and equipment's both present and future, installed/to be installed at the Company's Oil and Gas field at Amguri/ AA-ON/7 to the extent permitted.



Notes to Consolidated Financial Statements for the year ended 31st March, 2018Others:Term Loan:a. Term loan from ICICI Bank availed by Duncan Macneill Power India Limited amounting to Rs. 33,53,76,730/- which is secured by pledge/mortgage of specific assets.

b. Term Loan from SREI Infrastructure Finance Limited amounted to Rs. 141,16,00,805/- which is secured by pledge/mortgage of specific assets.

Amount guaranteed by Directors or Others a. All the Loans pertaining to the Oil & Gas division and others are secured by Personal Guarantee of Managing Director.

b. All the loan pertaining to "other" are secured by Corporate Guarantee of ACIL.

Other Notes a. Interest on Term loans from Banks are based on spread over respective lender's bench mark rate (for Rupee Term Loan) and on spread over libor (for Foreign Currency Loan).

b. The above mentioned notes also includes current maturities of the borrowings which has been presented in note 17.

c. Working capital icluded in note 15 above from Indian Overseas Bank amounting to Rs. 725,086,332/- (31.03.2017 - 190,753,710/-) is unsecured.




April, 2016 16 Trade Payables

CurrentTrade Payables

Total Outstanding Dues of Micro Enterprises and Small Enterprises (Refer Note 33) 3,093,660 3,156,408 297,432

Total Outstanding Dues of Creditors other than Micro Enterprises and Small Enterprises

Acceptances - - 18,243,476

Others 177,887,789 199,075,455 193,487,442

180,981,449 202,231,863 212,028,350






April, 2016 17 Other Financial Liabilities

Non-currentOthers - - -

- - - CurrentCurrent Maturities of Long-term Debt 4,277,237,573 3,222,758,998 3,263,376,031

Interest Accrued and due on Borrowings 2,551,316,791 1,805,022,056 1,327,113,086

Interest Accrued but not due on Borrowings 8,518,686 128,007,463 131,816,719

Interest Accrued on others 5,236,716 502,687 502,687

Unpaid Dividends 1,103,215 2,120,172 2,126,064 Due to FCCB Holders including Redemption Premium 370,911,993 369,740,135 378,261,336 Others 4,395,489,612 303,180,876 251,965,369

11,609,814,586 5,831,332,387 5,355,161,292

11,609,814,586 5,831,332,387 5,355,161,292 18 Other Current Liabilities

Dues Payable to Government Authorities 571,472,665 358,338,715 115,242,732

Miscellaneous Liabilities 100,761,733 100,675,178 100,587,897

Advances from Customers 9,806,907 48,595,549 5,422,210

Deferred replanting Subsidy 3,355,302 3,407,957 -

Employee Benefits Payable 196,927,313 226,677,984 200,024,514

882,323,920 737,695,383 421,277,354 19 Provisions

Non-currentProvisions for Employee Benefits (Refer Note 38) 725,809,808 707,385,209 583,949,076 Provision for Site Restoration 2,765,000 2,765,000 2,765,000 Provision for Income Tax 5,541 49,468 48,589

728,580,349 710,199,677 586,762,665 CurrentProvisions for Employee Benefits (Refer Note 38) 91,520,177 131,491,988 91,902,214

91,520,177 131,491,988 91,902,214

20 Current Tax Liabilities (Net)Current Tax Liabilities - Agriculture Income Tax 205,638,833 205,638,833 205,638,833 Advance Tax and Tax Deducted at Source - Agriculture Income Tax (4,960,600) (4,960,600) (3,160,600)

200,678,233 200,678,233 202,478,233




Notes to Consolidated Financial Statements for the year ended 31st March, 201821 Deferred Tax Liabilities (Net) (Amount in Rs) 21.1 Significant components and Movement in Deferred Tax Assets and Liabilities during the year.



Loss

Recognised in Other

Comprehensive Income


Deferred Tax Liabilities Property, Plant and Equipment and Intangible Assets 261,279,715 4,721,489 - 266,001,204

Total Deferred Tax Liabilities 261,279,715 4,721,489 - 266,001,204

Deferred Tax Assets Provision for Employee Benefits (Net) 1,006,615,947 632,650 (48,134,723) 959,113,874 Others (2,052) 1,118 - (934)

Total Deferred Tax Assets 1,006,613,895 633,768 (48,134,723) 959,112,940

Deferred Tax Liabilities (Net) (745,334,180) 4,087,721 48,134,723 (693,111,736)



Loss

Recognised in Other

Comprehensive Income


Deferred Tax Liabilities Property, Plant and Equipment and Intangible Assets 263,322,493 (2,042,778) - 261,279,715

Total Deferred Tax Liabilities 263,322,493 (2,042,778) - 261,279,715

Deferred Tax Assets Provision for Employee Benefits (Net) 825,729,269 147,365,729 33,520,949 1,006,615,947 Others - (2,052) - (2,052)

Total Deferred Tax Assets 825,729,269 147,363,677 33,520,949 1,006,613,895

Deferred Tax Liabilities (Net) (562,406,776) (149,406,455) (33,520,949) (745,334,180)

(Amount in Rs) 21.2

Tax Losses As at 31st

March, 2018



The Deferred Tax Asset has not been recognised on the basis that its recovery is not probable in the foreseeable future.

- - -


2018


2017 22 Revenue from Operations

Sale of ProductsTea 1,590,049,994 2,116,143,586 Less : Trade Discount (16,986,054) (15,184,917) Green leaves 8,668,275 - Gas 35,173,888 - Sale of Products & Services (others) 504,431 440,171

1,617,410,534 2,101,398,840 Other Operating Revenues

Sale of Tea Waste / Waste 4,231,902 3,660,180 Tea Subsidy 428,760 1,741,453 Replanting Subsidy 52,655 32,115 Export Entitlement - 1,438,750

4,713,317 6,872,498

1,622,123,851 2,108,271,338





2018


2017

23 Other IncomeInterest Income

From Financial Assets at Amortised Cost 13,401,389 14,510,172 From Income-tax/Other Government Authorities - -

13,401,389 14,510,172 Others

Dividend Income from Investments mandatorily measured at fair value through profit or loss

- 144,158

Premium on Sale of Export Licenses 2,190,793 5,581,776 Insurance Claims 1,228,804 3,327,234 Liabilities no longer required written back 9,910,945 7,479,994 Provisions no longer requird written back 4,091,405 6,098,655 Profit on Disposal of Tangible Fixed Assets 17,934 162,509 Profit on compulsory acquisition of Land by Oil India Ltd 170,405,992 - Net Gain on Foreign Currency Transactions and Translation (4,591,751) 49,143,230 Net Gain on Sale of Investments - 1,626,488 Other Non-operating Income (Net of Expenses) 196,238 303,348 Fair Value Gains on Financial Assets at Fair Value through Profit or Loss (1,273,221) 5,117,637

182,177,139 78,985,028

195,578,528 93,495,200

24 Cost of Materials ConsumedOpening Inventory 820,368 843,441 Add : Purchases 186,888 154,166

1,007,256 997,607 Less : Closing Inventory 616,985 820,368 Cost of Materials Consumed 390,271 177,239

25 Changes in Inventories of Finished Goods and Work-in-progress Finished Goods

Closing Stock 23,802,805 43,977,876 Deduct: Opening Stock 43,977,876 91,319,188

20,175,071 47,341,312 Work-in-progress

Closing StockAgricultural produce 1,489,342 1,255,999 Biological Assets 3,916,099 3,190,865

Total 5,405,441 4,446,864 Deduct: Opening Stock - 1,297,481 Agricultural produce 1,255,999 1,297,481 Biological Assets 3,190,865 2,299,302

4,446,864 3,596,783 Total (958,577) (850,081)

19,216,494 46,491,231

26 Employee Benefits ExpenseSalaries and Wages 456,835,723 456,339,177 Contribution to Provident and Other Funds 126,227,050 167,856,465 Gratuity Expense 79,064,385 105,036,123 Staff Welfare Expenses 281,048,457 301,220,828

943,175,615 1,030,452,593

(Amount in Rs)





2018


2017 27 Finance Costs

Interest Expense onFinancial Liabilities not at Fair Value through Profit or Loss - Borrowings from Banks

749,627,507 724,692,112

Others (Taxes, etc.) 11,921,493 12,702,497 Other Borrowing Costs 114,859,665 27,505,413 Applicable net gain/loss on foreign currency transactions and translation 2,286,504 (14,220,042)

878,695,169 750,679,980 Less: Amount capitalised (456,220,438) (405,357,553)

422,474,731 345,322,427

28 Depreciation and Amortisation ExpenseDepreciation on Tangible Assets 123,569,741 149,029,627 Amortisation of Intangible Assets 25,062 25,062

123,594,803 149,054,689

29 Other ExpensesGarden Cultivation costs 208,911,965 294,361,045 Plucking and manufacturing Expenses 335,133,312 395,440,205 Power and Fuel 167,598,477 172,307,614 Repairs to Buildings 34,213,371 39,573,059 Repairs to Machinery 27,000,585 29,269,176 Repairs to Others 9,570,409 993,923 Garden transport 55,005,037 61,114,018 Insurance 5,785,185 3,485,965 Rent, Rates and Taxes 30,937,788 17,300,711 Freight, Shipping and Selling Expenses 25,473,051 57,032,564 Brokerage on Domestic Sales 13,056,345 19,237,167 Commission to Selling Agents - 9,716,374 Cess on Tea and Green Leaf 15,580,697 23,612,685 Directors' Fees 347,000 378,000 Bad Debts/Advances Written Off 2,868,092 14,952,973 Office Maintenance 4,971,853 4,514,029 Allowance for Losses on Financial Assets Carried at Amortised Cost 24,215,463 - Replanting Subsidy Amortisation 3,407,957 - Provision for dimunition in value of Investments 249,618,638 - Provision for Doubtful Advance 7,200,460,867 3,448,701 Payments to Auditors (Refer Note 30 below) 5,310,086 4,694,779 Miscellaneous Expenditure 84,276,223 109,100,661

8,503,742,401 1,260,533,649 30 Payment to Auditors include -

As Auditor - - As Audit Fee 1,243,000 1,243,000 For Certificate and Other Matters 950,000 968,125 Reimbursement of Out of Pocket Expenses 12,357 63,234 Service Tax and Education Cess 135,000 324,750

2,340,357 2,599,109

31 Income Tax ExpenseCurrent TaxCurrent Tax on Profits / (Loss) for the year

Assam Oil and Gas Limited (4,110) - Dahej Offshore Infrastructure SEZ Limited (9,668) -

Adjustment for Current Tax of prior periods (37,705,936) - North East Hydrocarbon Limited 2,580 - Total Current Tax Expense (37,717,134) -

(Amount in Rs)





2018


2017 32 Loss per Equity Share

(A) Basic(i) Number of Equity Shares at the Beginning of the Year 309,760,963 309,760,963 (ii) Number of Equity Shares at the End of the Year 309,760,963 309,760,963 (iii) Weighted Average Number of Equity Shares 309,760,963 309,760,963

Outstanding during the Year - - (iv) Face Value of Each Equity Share (Rs.) 1 1 (v) Loss after Tax Available for Equity Shareholders

Loss for the Year (8,135,149,851) 115,116,576 (vi) Basic Loss per Equity Share (Rs.)[(v)/(iii)] (26.26) 0.37

(B) Diluted(i) Dilutive Potential Equity Shares - - (ii) Diluted Loss per Equity Share (Rs.) [Same as (A)(vi) above] (26.26) 0.37

33 Information relating to Micro and Small Enterprises (MSEs)(i) The Principal amount and Interest due thereon remaining unpaid to any

supplier at the end of the accounting yearPrincipal 3,093,660 3,156,408 Interest 5,236,716 4,642,797

(ii) The amount of interest paid by the buyer in terms of Section 16 of the Micro, Small and Medium Enterprises Development (MSMED) Act, 2006 along with the amount of the payment made to the supplier beyond the appointed day during the year

Principal 3,471,520 4,853,772 Interest - -

(iii) The amount of interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed day during the year) but without adding the interest specified under this Act.

Principal - - Interest - -

(iv) The amount of interest accrued and remaining unpaid at the end of the accounting year.

593,919 1,047,315

(v) The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest due on above are actually paid to the small enterprise for the purpose of disallowance as a deductible expenditure under Section 23 of the MSMED Act, 2006.

5,236,716 4,642,797

The above particulars, as applicable, have been given in respect of MSEs to the extent they could be identified on the basis of the information available with the Company.

34 Expenses include:-Salaries and Wages and Bonus 1,070,082,815 1,113,192,363 Stores and spare parts consumed (100% Indigenous) 250,686,559 361,914,661

35 Research and Development ExpenditureResearch and Development Expenditure of revenue nature recognised in the Statement of Profit and Loss during the year.

- -

(Amount in Rs)




As at 31st As at 31stMarch, 2018 March, 2017

36 Contingent Liabilities -

(i) Claims against the Company not acknowledged as debts:(a) Disputed Income Tax (Central and Agricultural) 439,479,951 448,132,760 (b) Disputed Sales Tax / Value Added Tax 211,879,698 137,138,533 (c) Disputed Service Tax 65,376,982 78,363,517 (d) Disputed Fringe Benefit Tax 70,929,211 70,929,211 (e) Interest on FCCB Bonds and Redemption Premium 102,370,191 45,707,183 (f) Claims against Mense Profit 50,331,256 50,331,256 (g) Claim by Indian Overseas Bank, Hongkong, towards loan

provided to one of wholly owned Subsidiary of the Company 261,395,480 -

(h) Guarantees given in favour of third parties 380,000,000 3,194,688,000

(ii) GuaranteeCorporate Guarantees given to banks / financial institutions to secure the financial assistance / accommodation extended to Subsidiary / other Companies.

- -

(iii) In respect of Contingent Liabilities mentioned in Note 36(i) above, it is not practicable for the Company to estimate the timings of cash outflows, if any, pending resolution of the respective proceedings. The Company does not expect any reimbursements in respect of the above Contingent Liabilities.

- -

37 Commitments(a) Estimated amount of contracts remaining to be executed on capital

account and not provided for (net of advances):Property, plant and equipment - - Intangible assets - -

(b) Uncalled liability on partly paid shares 6,999,510 6,999,510

(c) The Company has cancellable operating lease arrangements for certain accommodation. Terms of such lease include option for renewal on mutually agreed terms. There are no restrictions imposed by lease arrangements and there are no purchase options or sub leases. There are no contingent rents. Operating lease rentals for the year recognised in the Statement of Profit and Loss amount to Rs.6,060,342/- (Previous Year - Rs.7,140,842/-).

(Amount in Rs)



Not

es to

Con

solid

ated

Fin

anci

al S

tate

men

ts fo

r the

yea

r end

ed 3

1st M

arch

, 201

838

. A. D

efine

d Con

tribu

tion P

lans

Contr

ibutio

ns fo

r Defi

ned C

ontrib

ution

Plan

s amo

untin

g to R

s.136

,494,9

27/- (

31.03

.2017

Rs.1

43,92

8,214

/-) ha

s bee

n rec

ognis

ed in

the P

rofit &

Loss

Acco

unt.

B (i).

Defi

ned B

enefi

t Plan

sGr

atuity

Pens

ionLe

ave E

ncas

hmen

tMe

dical

Bene

fit31

.03.20

1831

.03.20

1731

.03.20

1831

.03.20

1731

.03.20

1831

.03.20

1731

.03.20

1831

.03.20

17 [R

upee

s] [R

upee

s] [R

upee

s] [R

upee

s] [R

upee

s] [R

upee

s] [R

upee

s] [R

upee

s] a)

Comp

onen

t of e

mploy

ees e

xpen

ses

Curr

ent S

ervice

Cos

t 32

,104,2

46

32,43

1,499

15

,202,2

44

15,36

3,899

2,

848,2

78

2,20

0,702

1,

379,6

52

1,63

5,319

In

teres

t Cos

t 47

,380,3

66

39,82

4,900

14

,306,6

81

12,77

2,304

59

1,055

51

9,555

1,

319,8

40

1,23

3,246

E

xpec

ted R

eturn

on P

lan As

sets

631,5

09

866,5

66

2,72

5,166

3,

274,3

78

- -

- -

Curt

ailme

nt Co

st -

(1,58

8,650

) -

- -

- -

- S

ettlem

ent C

ost

- -

- -

- -

- -

Pas

t Serv

ice C

ost

211,2

82

- -

- -

- -

- Ac

tuaria

l gain

/ (los

s) du

e to c

hang

e in fi

nanc

ial as

sump

tion

- -

- -

(104

,889)

338,6

15

- 97

1,012

N

et ac

tuaria

l (gain

) / los

s rec

ognis

ed du

ring t

he ye

ar (4

8,223

,913)

31,93

3,411

(3

9,580

,359)

(7,26

3,825

) (2

,022,4

92)

(2,02

6,811

) (2

,216,2

60)

(2,68

5,004

)

Total

comp

onen

t of e

mploy

ees e

xpen

ses

32,10

3,490

10

3,467

,726

(7,34

6,268

) 24

,146,7

56

1,31

1,952

1,

032,0

61

483,2

32

1,15

4,573

b)

Actua

l Retu

rn on

Plan

Ass

ets E

xpec

ted R

eturn

on P

lan As

sets

631,5

09

866,5

66

2,72

5,166

3,

274,3

78

- -

- -

Actua

rial g

ain / (

loss)

on P

lan As

sets

(2,30

5,451

) (3

,301,5

30)

170,7

69

(582

,180)

- -

- -

Actu

al Re

turn o

n Plan

Ass

ets (1

,673,9

42)

(2,43

4,964

) 2,

895,9

35

2,69

2,198

-

- -

- c)

Chan

ge in

Defi

ned B

enefi

t Obli

gatio

n dur

ing th

e yea

r O

penin

g defi

ned b

enefi

t obli

gatio

n 63

4,032

,078

532,1

55,04

8 19

0,755

,758

175,3

04,90

0 7,

726,2

20

7,16

0,637

17

,597,8

58

16,44

3,285

C

urren

t Serv

ice C

ost

32,10

4,246

32

,431,4

99

15,20

2,244

15

,363,8

99

2,84

8,278

2,

200,7

02

1,37

9,652

1,

635,3

19

Inter

est C

ost

47,38

0,366

39

,824,9

00

14,30

6,681

12

,772,3

04

591,0

55

519,5

55

1,31

9,840

1,

233,2

46

Curt

ailme

nt Co

st -

(1,58

8,650

) -

- -

- -

- S

ettlem

ent C

ost

- -

- -

- -

- -

Actua

rial g

ain / (

loss)

due t

o cha

nge i

n fina

ncial

assu

mptio

n -

- -

4,59

3,499

(1

04,88

9) 33

8,615

-

971,0

12

Pas

t Serv

ice C

ost

211,2

82

- -

- -

- -

- B

enefi

ts Pa

id (4

,587,6

93)

(724

,129)

- (1

0,015

,019)

- (4

66,47

8) -

- Ac

tuaria

l (gain

) / los

s on O

bliga

tion

(48,2

23,91

3) 31

,933,4

11

(39,5

80,35

9) (7

,263,8

25)

(2,02

2,492

) (2

,026,8

11)

(2,21

6,260

) (2

,685,0

04)

Clos

ing de

fined

bene

fit ob

ligati

on 66

0,916

,366

634,0

32,07

9 18

0,684

,324

190,7

55,75

8 9,

038,1

72

7,72

6,220

18

,081,0

90

17,59

7,858

d)

Chan

ge in

Fair V

alue o

f Ass

ets du

ring t

he ye

ar Fa

ir valu

e of P

lan As

sets

as at

begin

ning o

f the y

ear

8,42

0,113

11

,554,2

07

36,33

5,553

43

,658,3

74

- -

- -

Exp

ected

Retu

rn on

Plan

Asse

ts 63

1,509

86

6,566

2,

725,1

66

3,27

4,378

-

- -

- C

ontrib

ution

s Mad

e 10

,000,0

00

25,00

0 -

- -

- -

- B

enefi

ts Pa

id (4

,587,6

93)

(724

,129)

- (1

0,015

,019)

- -

- -

Actua

rial g

ain / (

loss)

on P

lan As

sets

(2,30

5,451

) (3

,301,5

30)

170,7

69

(582

,180)

- -

- -

Fair v

alue o

f Plan

Ass

ets as

at en

d of th

e yea

r 12

,158,4

78

8,42

0,114

39

,231,4

88

36,33

5,553

-

- -

-

e) Ca

tegor

ies of

Plan

Ass

ets as

a %a

ge of

total

plan

ned A

ssets

Gr

atuity

(Fun

ded)

Pens

ion (F

unde

d)31

.03.20

1831

.03.20

1731

.03.20

1831

.03.20

17 Ad

minis

tered

by P

rivate

Insu

rance

Com

pany

96.57

%94

.63%

- -

Admi

nister

ed by

Life

Insura

nce C

orpora

tion o

f India

- -

99.96

%99

.96%

Spe

cial D

epos

it with

Sch

edule

d Ban

k3.0

9%4.4

6% -

- O

thers

0.35%

0.91%

0.04%

0.04%

(Am

ount

in R

s)



otes

to C

onso

lidat

ed F

inan

cial

Sta

tem

ents

for t

he y

ear e

nded

31s

t Mar

ch, 2

018

f) Actu

arial

Assu

mptio

nsGr

atuity

Pens

ionLe

ave E

ncas

hmen

t (Unfu

nded

)Me

dical

Bene

fit (U

nfund

ed)

31.03

.2018

31.03

.2017

31.03

.2018

31.03

.2017

31.03

.2018

31.03

.2017

31.03

.2018

31.03

.2017

Mort

ality

Table

IALM

2006

-20

08IA

LM 20

06-

2008

IALM

2006

-20

08IA

LM 20

06-

2008

IALM

2006

-20

08IA

LM 20

06-20

08IA

LM 20

06-20

08IA

LM 20

06-

2008

Disc

ount

Rate

(%)

7.50%

7.50%

7.50%

7.50%

7.50%

8.00%

7.50%

7.50%

Infla

tion R

ate (%

)7.5

0%7.5

0%7.5

0%7.5

0%7.0

0%7.0

0% 0.

00%

0.00

% E

xpec

ted R

eturn

on P

lan As

sets

(%)

7.00%

7.00%

7.00%

7.00%

0.00%

8.00

% 0.

00%

0.00

% g)

Effe

ct o

f inc

reas

e / d

ecre

ase

of o

ne p

erce

ntag

e po

int i

n th

e as

sum

ed M

edic

al in

flatio

n ra

tes:

31.03

.2018

31.03

.2017

Incre

ase

Decre

ase

Incre

ase

Decre

ase

Effec

t on t

he ag

greg

ate of

the s

ervic

e cos

t and

inter

est c

ost

17,11

1,185

19

,149,3

61

16,62

6,846

18

,670,1

42

Effec

t on d

efine

d ben

efit o

bliga

tion

17,84

7,734

18

,336,0

25

18,40

5,600

16

,607,0

99

B (ii

) Defi

ned

Bene

fit P

lans

31.03

.2018

31.03

.2017

31.03

.2016

31.12

.2014

31.12

.2013

I. GR

ATUI

TY (F

UNDE

D)Rs

. Rs

. Rs

. Rs

. Rs

. a)

Net

(Ass

et) /

Liab

ility

Pre

sent

Value

of th

e Defi

ned B

enefi

t Obli

gatio

n 66

0,916

,366

634,0

32,07

9 53

2,155

,048

412,8

61,10

0 37

1,927

,418

Fair

Valu

e of P

lan A

ssets

12

,158,4

78

8,42

0,114

11

,554,2

07

13,24

3,909

13

,549,4

65

Net

(Ass

et) /

Liab

ility

648,7

57,88

8 62

5,611

,965

520,6

00,84

1 39

9,617

,191

358,3

77,95

3 b)

Exp

erien

ce A

djus

tmen

t (G

ain)/L

oss a

djustm

ent o

n Plan

Liab

ilities

(48,2

23,91

3) 31

,933,4

11

70,47

7,048

19

,690,8

88

11,60

9,926

(G

ain)/L

oss a

djustm

ent o

n Plan

Ass

ets 2,

305,4

51

3,30

1,530

(6

98,84

4) 1,

839,7

26

(1,14

5,993

) (G

ain)/L

oss a

djustm

ent o

n Plan

Liab

ilities

due t

o cha

nge i

n ass

umpti

on -

- -

- -

(45,9

18,46

2) 35

,234,9

41

69,77

8,204

21

,530,6

14

10,46

3,933

II.

PEN

SION

(FUN

DED)

a) N

et (A

sset

) / L

iabilit

y P

rese

nt Va

lue of

the D

efine

d Ben

efit O

bliga

tion

180,6

84,32

4 19

0,755

,758

175,3

04,90

0 11

8,629

,492

109,9

63,87

3 F

air V

alue o

f Plan

Ass

ets

39,23

1,488

36

,335,5

53

43,65

8,374

42

,949,2

86

49,92

3,258

N

et (A

sset

) / L

iabilit

y 14

1,452

,836

154,4

20,20

5 13

1,646

,526

75,68

0,206

60

,040,6

15

b) E

xper

ience

Adj

ustm

ent

(Gain

)/Los

s adju

stmen

t on P

lan Li

abilit

ies (3

9,580

,359)

(7,26

3,825

) (1

3,962

,643)

4,26

5,721

(4

,141,5

66)

(Gain

)/Los

s adju

stmen

t on P

lan A

ssets

(170

,769)

582,1

80

17,17

4 (1

95,60

2) (1

,101,4

78)

(Gain

)/Los

s adju

stmen

t on P

lan Li

abilit

ies du

e to c

hang

e in a

ssum

ption

- -

- -

- (3

9,751

,128)

(6,68

1,645

) (1

3,945

,469)

4,07

0,119

(5

,243,0

44)

III. L

EAVE

ENC

ASHM

ENT

(UNF

UNDE

D)a)

Net

(Ass

et) /

Liab

ility

Pre

sent

Value

of th

e Defi

ned B

enefi

t Obli

gatio

n 9,

038,1

72

7,72

6,220

7,

160,6

37

6,38

5,983

6,

580,3

45

Fair

Valu

e of P

lan A

ssets

-

- -

- -

Net

(Ass

et) /

Liab

ility

9,03

8,172

7,

726,2

20

7,16

0,637

6,

385,9

83

6,58

0,345

b)

Exp

erien

ce A

djus

tmen

t (G

ain)/L

oss a

djustm

ent o

n Plan

Liab

ilities

(2,02

2,492

) (2

,026,8

11)

(556

,864)

(629

,675)

861,6

72

(Gain

)/Los

s adju

stmen

t on P

lan A

ssets

- -

- -

- (G

ain)/L

oss a

djustm

ent o

n Plan

Liab

ilities

due t

o cha

nge i

n ass

umpti

on -

- -

- -

(2,02

2,492

) (2

,026,8

11)

(556

,864)

(629

,675)

861,6

72

IV. M

EDIC

AL B

ENEF

IT (U

NFUN

DED)

a) N

et (A

sset

) / L

iabilit

y P

rese

nt Va

lue of

the D

efine

d Ben

efit O

bliga

tion

18,08

1,090

17

,597,8

58

16,44

3,285

16

,454,2

39

17,67

8,311

F

air V

alue o

f Plan

Ass

ets

- -

- -

- N

et (A

sset

) / L

iabilit

y 18

,081,0

90

17,59

7,858

16

,443,2

85

16,45

4,239

17

,678,3

11

(Am

ount

in R

s)

Note

: The

estim

ates

of fu

ture

salar

y inc

reas

es co

nside

red i

n the

actu

arial

valua

tion t

akes

into

acco

unt fa

ctors

like i

nflat

ion, fu

ture

salar

y inc

reas

es, s

enior

ity, p

rom

otion

, sup

ply an

d dem

and i

n the

emplo

ymen

t m

arke

t etc.

The

expe

cted r

etur

n on p

lan as

sets

is ba

sed o

n the

actu

arial

expe

ctatio

n of th

e ave

rage

long

term

rate

of re

turn

on in

vestm

ents

of th

e fun

d dur

ing th

e esti

mat

ed tim

e of th

e obli

gatio

ns.



Not

es to

Con

solid

ated

Fin

anci

al S

tate

men

ts fo

r the

yea

r end

ed 3

1st M

arch

, 201

839

Segm

ent I

nfor

mat

ion

A.De

scrip

tion

of s

egm

ents

and

prin

cipa

l act

iviti

esTh

e Co

mpa

ny’s

Exec

utive

Dire

ctor e

xam

ines

the

Com

pany

’s pe

rform

ance

bot

h fro

m a

pro

duct

and

geog

raph

ic pe

rspe

ctive

and

has

iden

tified

thre

e re

porta

ble s

egm

ents

of it

s bu

sines

s:a)

Plan

tatio

n pr

oduc

ts.b)

Oil a

nd G

as A

ctivit

iesc)

SEZ

Segm

ent p

erfo

rman

ce is

eva

luate

d ba

sed

on p

rofit

or lo

ss a

nd is

mea

sure

d co

nsist

ently

with

pro

fit or

loss

in th

e St

anda

lone

Fina

ncial

Sta

tem

ents.

Also

, the

Com

pany

's bo

rrowi

ngs

(inclu

ding

finan

ce co

sts a

nd in

tere

st inc

ome)

, inco

me

taxe

s, inv

estm

ents

and

deriv

ative

instr

umen

ts ar

e m

anag

ed a

t Hea

d Of

fice

and

are

not a

lloca

ted

to o

pera

ting

segm

ents.

The

segm

ent r

even

ue is

mea

sure

d in

the

sam

e wa

y as i

n th

e St

atem

ent o

f Pro

fit an

d Lo

ss.

Segm

ent a

sset

s and

liabil

ities a

re m

easu

red

in th

e sa

me

way a

s in

the

finan

cial s

tate

men

ts. T

hese

ass

ets a

nd lia

bilitie

s are

allo

cate

d ba

sed

on th

e op

erat

ions o

f the

segm

ent a

nd

the

phys

ical lo

catio

n of

the

asse

ts.

B.Se

gmen

t Rev

enue

s, S

egm

ent E

arni

ngs

and

Othe

r Inf

orm

atio

n as

at/f

or th

e ye

ar e

nded

:-(A

mou

nt in

Rs.

)Pl

anta

tion

Oil a

nd G

asSE

ZUn

alloc

able

Tota

l20

17-1

820

16-1

720

17-1

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16-1

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17-1

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17-1

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16-1

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17-1

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venu

e fro

m O

pera

tions

Exte

rnal

Sales

1,5

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2,10

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- -

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- 1,

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37,82

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ther

Ope

ratin

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668,2

75

- -

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In

ter S

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- -

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Tota

l Rev

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2,215

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Se

gmen

t Res

ults

(329

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304,

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to P

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ax:

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men

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inatio

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ir Va

lue G

ains o

n Fi

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s at

fair

value

thro

ugh

profi

t or l

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(1,27

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rest

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136,8

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Fina

nce

Costs

(299

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299,

405,

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(108

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(6,7

19,4

30)

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(14,3

26,42

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9,19

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45,3

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ax(6

29,50

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8) (5

3,686

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(4,4

00)(

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42)

1,5

98,9

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(8,19

4,891

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(630

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gmen

t Ass

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Reco

ncilia

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to To

tal A

sset

s:

Inve

stmen

ts -

- 29

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00

29,

776,

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787,9

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30,

492,

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Othe

r ass

ets

2,868

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88 2,

777,

106,

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6,04

7,642

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6,7

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46 3,

475,6

21,59

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1,54

2,768

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To

tal A

sset

s2,8

68,97

8,788

2,77

7,10

6,61

4 6,

077,4

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3,47

5,621

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56,93

0 3,5

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13,96

5,575

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16,5

67,9

00,0

14

Segm

ent L

iabilit

iesRe

conc

iliatio

n to

Tota

l Liab

ilities

:Bo

rrowi

ngs

1,299

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92 1,

287,

561,

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725,0

86,33

1 1

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3,91

6,347

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40

4,839

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6,

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34,46

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Cu

rrent

Tax L

iabilit

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et)

- -

- -

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200,6

78,23

3 2

00,6

78,2

33

200,6

78,23

3 2

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78,2

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Defe

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ax L

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et)

- -

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Othe

r Fina

ncial

Liab

ilities

3,875

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18 3,

943,

293,

178

6,87

9,483

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3,4

23,9

96,1

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176,6

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1 2

02,7

66,6

19

2,583

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50

90,

822,

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13,51

5,033

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7,6

60,8

78,11

7 Eq

uity

- -

- -

- -

(6,09

5,770

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1,98

0,02

5,12

5 (6

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70,57

7) 1

,980

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To

tal L

iabilit

ies5,1

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3,610

5,23

0,85

4,85

0 7,

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4,09

3,033

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16,5

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Depr

eciat

ion a

nd a

mor

tisat

ion 86

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31

124,

261,

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8,743

2

1,46

3,14

0 -

- 2,

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00

123,5

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89



otes

to C

onso

lidat

ed F

inan

cial

Sta

tem

ents

for t

he y

ear e

nded

31s

t Mar

ch, 2

018

(Am

ount

in R

s.)Pl

anta

tion

Oil a

nd G

asSE

ZUn

alloc

able

Tota

l

2017

-18

2016

-17

2017

-18

2016

-17

2017

-18

2016

-17

2017

-18

2016

-17

2017

-18

2016

-17

Non-

cash

Exp

ense

s oth

er th

an

Depr

eciat

ion a

nd A

mor

tisat

ion 36

,393,9

78

3,6

74,1

70

2,58

3,991

,871

1,1

34,6

64

53,59

7,687

-

4,51

5,343

,073

14,

191

7,18

9,326

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4,8

23,0

25

Addit

ions t

o No

n-cu

rrent

Ass

ets

26,41

3,942

5

1,19

0,51

5 60

6,552

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370

,503

,177

-

- -

149

,412

63

2,966

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421

,843

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(o

ther

than

Fina

ncial

Ass

ets)

C.En

tity-

wide

disc

losu

res:

-20

17-1

820

16-1

7(i)

The

Com

pany

is d

omici

led in

India

. The

am

ount

of it

s rev

enue

from

ex

tern

al cu

stom

ers

brok

en d

own

by lo

catio

n of

the

custo

mer

s is

show

n be

low:

India

1,63

4,396

,588

1,9

95,1

29,0

84

Rest

of th

e wo

rld -

121

,454

,673

1,

634,3

96,58

8 2

,116,

583,

757

(ii)No

n-cu

rrent

ass

ets (

Prop

erty,

plan

t and

equ

ipmen

t, Ca

pital

Wor

k-in-

prog

ress

Inta

ngibl

e as

sets

and

othe

r non

-cur

rent

ass

ets)

by l

ocat

ion

of a

sset

s is s

hown

belo

w:

India

11,08

1,107

,428

13,28

9,756

,751

Rest

of th

e wo

rld 33

,120,8

27

270

,432

,046

11

,114,2

28,25

5 13

,560,1

88,79

7



40 Related Party Disclosures:

(i) Related Parties -Name Relationship

Mr. A.K.Jajodia, Managing Director Key Management Personnel (KMP)Mr. Sanjay Sharma, Chief Financial Officer Key Management Personnel (KMP)Ms. Sreya Mitra, Company Secretary Key Management Personnel (KMP)

Mrs. Anjali Devi Jajodia Relatives of KMPMrs. Anita Sharma Relatives of KMPMr. Jay Prakash Sharma Relatives of KMP

Mr. Amit Halder Non-executive Directors (NED)Mr. Sanjay Khandelwal Non-executive Directors (NED)

Management Staff Gratuity Fund Post Employment Benefit plans (PEBP)Management Staff Pension Fund Post Employment Benefit plans (PEBP)Employees Provident Fund Post Employment Benefit plans (PEBP)

1 Transactions with Key Managerial Personnel :

1a Key Management Personnel Compensation

Short Term Employment Benefits 31.03.18 31.03.17A K Jajodia 2,400,000.00 2,400,000.00 Sanjay Sharma 5,743,770.00 4,147,439.00 Sreya Mitra 498,752.00 463,481.00

Total 8,642,522.00 7,010,920.00

Post Employement Benefits 31.03.18 31.03.17 **A K Jajodia 1,102,970.00 648,000.00 Sanjay Sharma 844,825.00 531,964.00 Sreya Mitra 71,168.00 63,504.00

** Gratuity Figures of 2016-17 of KMP are not ascertainable

Total 2,018,963.00 1,243,468.00

Recoveries / (Reimbursement) of Expenses 31.03.18 31.03.17 A K Jajodia 689,675.00 1,817,882.00 Sanjay Sharma 300,000.00 292,134.00 Sreya Mitra 30,000.00 80,350.00

Total 1,019,675.00 2,190,366.00

Total Compensation 11,681,160.00 10,444,754.00


(Amount in Rs)



1b Outstanding Balances 31.03.18 31.03.17A K Jajodia 520,000.00 160,705.00 Sanjay Sharma 263,763.00 1,608,919.00 Sreya Mitra 70,382.00 77,594.00

Total 854,145.00 1,847,218.00

2 Transactions with relatives of Key Management Personnel 31.03.18 31.03.17

2a Rent / Service Charge ExpensesAnjali Devi Jajodia 1,200,000.00 1,200,000.00 Anita Sharma 505,350.00 1,471,650.00 Jaiprakash Sharma - 67,500.00

Total 1,705,350.00 2,739,150.00

2b Outstanding Balances 31.03.18 31.03.17 Other Current LiabilitiesAnjali Devi Jajodia 500,000.00 300,000.00 Anita Sharma - 252,675.00 Jaiprakash Sharma - 16,875.00

Total 500,000.00 569,550.00

2c Outstanding Corporate Guarantees 31.03.18 31.03.17 Duncan Macneill Power India Limited - 249,530,000.00 Duncan Macneill Natural Resources Ltd - 1,945,158,000.00 Gujarat Hydrocarbons and Power SEZ Ltd - 1,000,000,000.00

Total - 3,194,688,000.00

2c(i) The Holding Company had provided Corporate Guarantee to third party against the loan of certain Subsidiaries which had been classified as Contingent Liability in the previous year under the Indian GAAP. Pursuant to the invocation of such Corporate Guarantee and its admission as Financial Liability by the IRP/RP under CIRP, all such Contingent Liability amounting to Rs. 3,194,688,000/- have been provided as Financial Liability during the year ended 31.03.2018.

2c(ii) The Holding Company had provided Corporate Guarantee to third party against the loan of Duncan Macneill Power India Limited amounting to Rs. 249,530,000/- as referred to in the Note 2c(i) above. Pursuant to the invocation of such Corporate Guarantee the Holding Company has admitted and provided the liability of the Principal Loan and Interest of Rs. 85,846,730/- aggregating to Rs. 335,376,730/- in the accounts.

2c(iii) Due to non availability of sufficient evidence regarding recovery of the Debtors of the Subsidiary of Duncan Macneill Power India Linited, namely Mexia Resources Limited amounting to Rs. 249,600,049/-, has been provided for.

2c(iv) Duncan Macneill Power India Limited, a subsidiary of the Holding Company, has received a Notice dated 17.05.2018 under Section of Securitization and Reconstruction of financial Assets and Enforcement of Security Interest Act, 2002, for handing over property at Plot no.3, Bhagwan Das Road, New Delhi - 110 001, mortgaged by a third party, in the disputed matter with ICICI Bank with respect to Order dated 09.05.2018, passed by the Court of Sh. Deepak Sarswat, Chief Metropolitan Magistrate, Patiala House Courts, New Delhi.

Notes to Consolidated Financial Statements for the year ended 31st March, 2018 (Amount in Rs)



3 Transactions with Non Executive Directors 31.03.18 31.03.17

3a Sitting FeesAmit Halder 189,000.00 173,500.00 Sanjay Khandelwal 189,000.00 173,500.00

Total 378,000.00 347,000.00

3b Outstanding Balances - Sitting Fees 31.03.18 31.03.17 Other Current LiabilitiesAmit Halder 40,000.00 20,000.00 Sanjay Khandelwal 40,000.00 20,000.00

Total 80,000.00 40,000.00

4 Transactions with Post Employment Benefit Plan - Contributions : 31.03.18 31.03.17

4a Providend FundEPFO 5,450,809.00 6,242,843.00

Gratuity FundThe Assam Company (India) Ltd Management Staff Gratuity Fund 3,131,000.00 2,933,075.00

Superannuation FundThe Assam Company (India) Ltd Management Staff Pension Fund 5,637,179.00 6,632,048.00

Total 14,218,988.00 15,807,966.00

4b Outstanding Balances with Post Employment Benefit Plan 31.03.18 31.03.17 Other Current LiabilitiesProvidend FundEPFO 8,131,829.00 4,379,349.00

Gratuity FundThe Assam Company (India) Ltd Management Staff Gratuity Fund 18,436,393.00 21,040,949.00

Superannuation FundThe Assam Company (India) Ltd Management Staff Pension Fund 3,851,823.00 7,860,863.00

Total 30,420,045.00 33,281,161.00



ASSAM COMPANY INDIA LIMITED41

Fair

Valu

e M

easu

rem

ents

Fina

ncia

l Ins

trum

ents

by

cate

gory

(Am

ount

in R

s.)

Note

s 3

1st M

arch

, 201

8 3

1st M

arch

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7 1

st A

pril,

201

6 FV

PLFV

OCI

Amor

tised

Co

stTo

tal

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FVOC

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ortis

ed

Cost

Tota

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tised

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stTo

tal

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ncial

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ets

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stmen

ts6

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ity In

strum

ents

532,

077

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1 3

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30,

500,

800

30,

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29,

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s to

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Inte

r Cor

pora

te D

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its -

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curit

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Trad

e Re

ceiva

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sh a

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ash

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alent

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Fina

ncial

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ilities

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wing

s (inc

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mat

urity

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Inte

rest

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17 -

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her F

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Tota

l Fin

ancia

l Li

abilit

ies -

- 18

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41,30

0 18

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03,08

8 -

- 12

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7

(i)Fa

ir Va

lue

Hier

arch

yTh

is se

ctio

n ex

plai

ns th

e ju

dgem

ents

and

est

imat

es m

ade

in d

eter

min

ing

the

fair

valu

es o

f the

fina

ncia

l ins

trum

ents

that

are

(a) r

ecog

nise

d an

d m

easu

red

at fa

ir va

lue

and

(b) m

easu

red

at a

mor

tised

cos

t and

for w

hich

fair

valu

es a

re d

isclo

sed

in th

e fin

ancia

l sta

tem

ents

. To

prov

ide

an in

dica

tion

abou

t the

relia

bility

of t

he in

puts

us

ed in

det

erm

inin

g fa

ir va

lue,

the

Com

pany

has

cla

ssifie

d its

fina

ncia

l ins

trum

ents

into

the

thre

e le

vels

pres

crib

ed u

nder

the

acco

untin

g st

anda

rd. A

n ex

plan

atio

n of

eac

h le

vel f

ollo

ws b

elow

.Le

vel 1

: Lev

el 1

hie

rarc

hy in

clude

s fin

ancia

l ins

trum

ents

mea

sure

d us

ing

quot

ed p

rices

. Thi

s in

clude

s lis

ted

equi

ty in

stru

men

ts, t

rade

d bo

nds

and

mut

ual f

unds

th

at h

ave

quot

ed p

rice.

The

fair

valu

e of

all e

quity

inst

rum

ents

(inc

ludi

ng b

onds

) whi

ch a

re tr

aded

in th

e st

ock

exch

ange

s is

valu

ed u

sing

the

closin

g pr

ice a

s at

the

repo

rting

per

iod.

The

mut

ual f

unds

are

val

ued

usin

g th

e clo

sing

Net A

sset

Val

ue.

Leve

l 2: T

he fa

ir va

lue

of fi

nanc

ial in

stru

men

ts th

at a

re n

ot tr

aded

in a

n ac

tive

mar

ket (

for e

xam

ple,

trad

ed b

onds

, ove

r-the

cou

nter

der

ivativ

es) i

s de

term

ined

usin

g va

luat

ion

tech

niqu

es w

hich

max

imise

the

use

of o

bser

vabl

e m

arke

t dat

a an

d re

ly as

little

as

poss

ible

on

entit

y-sp

ecific

est

imat

es. I

f all s

igni

fican

t inp

uts

requ

ired

to

fair

valu

e an

inst

rum

ent a

re o

bser

vabl

e, th

e in

stru

men

t is

inclu

ded

in le

vel 2

.Le

vel 3

: If o

ne o

r mor

e of

the

signi

fican

t inp

uts

is no

t bas

ed o

n ob

serv

able

mar

ket d

ata,

the

inst

rum

ent i

s in

clude

d in

leve

l 3. T

his

is th

e ca

se fo

r unl

isted

equ

ity

secu

ritie

s in

clude

d in

leve

l 3.

The

Com

pany

's po

licy

is to

reco

gnise

tran

sfer

s in

to a

nd tr

ansf

ers

out o

f fai

r val

ue h

iera

rchy

leve

ls as

at t

he e

nd o

f the

repo

rting

per

iod.

The

re a

re n

o tra

nsfe

rs

betw

een

leve

ls 1

and

2 du

ring

the

curre

nt y

ear a

nd p

revio

us y

ear.

(Am

ount

in R

s.)

Not

es to

Con

solid

ated

Fin

anci

al S

tate

men

ts fo

r the

yea

r end

ed 3

1st M

arch

, 201

8



31s

t Mar

ch, 2

018

31s

t Mar

ch, 2

017

1st

Apr

il, 2

016

Note

sLe

vel 1

Le

vel

2Le

vel 3

Tota

lLe

vel 1

Le

vel

2Le

vel 3

Tota

lLe

vel 1

Le

vel

2Le

vel 3

Tota

l

(a)

Reco

gnise

d an

d m

easu

red

at fa

ir va

lue -

Rec

urrin

g m

easu

rem

ents

Inve

stm

ents

6-Q

uote

d eq

uity

inves

tmen

ts 5

32,0

77

- -

532

,077

491,

537

- -

491

,537

2,07

9,54

2 -

- 2

,079

,542

-Unq

uote

d eq

uity

inves

tmen

ts -

- 3

0,03

2,11

1 3

0,03

2,11

1 -

- 3

0,50

0,80

0 3

0,50

0,80

0 -

- 2

9,97

6,30

0 2

9,97

6,30

0

-Mut

ual fu

nds -

Gro

wth

plan

- -

- -

- -

500

,000

5

00,0

00

1,

343,

938

- -

1,3

43,9

38

Tota

l 53

2,077

-

30,03

2,111

30

,564,1

87

491,5

37

- 31

,000,8

00

31,49

2,337

3,42

3,480

-

29,97

6,300

33

,399,7

80

31st

Mar

ch, 2

018

31st

Mar

ch, 2

017

1st A

pril,

2016

Le

vel 1

Le

vel 2

Leve

l 3To

tal

Leve

l 1 L

evel

2Le

vel 3

Tota

lLe

vel 1

Le

vel 2

Leve

l 3To

tal

(b)

Amor

tised

cost

for

which

fair

valu

es ar

e di

sclo

sed

Fina

ncial

Ass

ets

Loan

s to

Emplo

yees

- -

5,11

9,70

0 5

,119,

700

- -

5,9

62,0

88

5,9

62,0

88

- -

5,1

29,7

65

5,1

29,7

65

Loan

s to

Subs

idiar

ies -

- 2

,504

,956

,865

2,

504,

956,

865

- -

2,7

37,5

90,0

89

2,73

7,59

0,08

9 -

- 2

,542

,975

,403

2

,542

,975

,403

In

ter C

orpo

rate

Dep

osits

- -

- -

- -

4,6

00,0

00

4,6

00,0

00

- -

7,9

80,0

00

7,9

80,0

00

Secu

rity a

nd O

ther

De

posit

s -

- 2

9,21

3,43

1 2

9,21

3,43

1 -

- 2

9,00

5,99

3 2

9,00

5,99

3 -

- 2

8,58

5,32

2 2

8,58

5,32

2

Othe

r Fina

ncial

Ass

ets

- -

142

,868

,312

1

42,8

68,3

12

- -

206

,602

,499

2

06,6

02,4

99

- -

219

,408

,275

2

19,4

08,2

75

Tota

l Fin

ancia

l Ass

ets

- -

2,68

2,158

,308

2,68

2,158

,308

- -

2,98

3,760

,669

2,98

3,760

,669

- -

2,80

4,078

,765

2,80

4,078

,765

Fina

ncial

Liab

ilities

Borro

wing

s (inc

luding

curre

nt

mat

urity

) -

- 10

,622

,872

,034

10,

622,

872,

034

- -

9,9

49,0

77,5

36

9,94

9,07

7,53

6 -

- 9

,848

,039

,964

9

,848

,039

,964

Tota

l Fin

ancia

l Liab

ilities

- -

10,62

2,872

,034

10,62

2,872

,034

- -

9,94

9,077

,536

9,94

9,077

,536

- -

9,84

8,039

,964

9,84

8,039

,964

Not

es to

Con

solid

ated

Fin

anci

al S

tate

men

ts fo

r the

yea

r end

ed 3

1st M

arch

, 201

8

(Am

ount

in R

s.)


ASSAM COMPANY INDIA LIMITED(ii

)Fa

ir va

lue

of F

inan

cial

Ass

ets

and

liabi

litie

s m

easu

red

at a

mor

tised

cos

t31

st M

arch

, 201

831

st M

arch

, 201

71s

t Apr

il, 20

16Ca

rryin

g Am

ount

Fair

Valu

eCa

rryin

g Am

ount

Fair

Valu

eCa

rryin

g Am

ount

Fair

Valu

e

Fina

ncial

Ass

ets

Loan

s to

Emplo

yees

5,11

9,70

0 5

,119,

700

5,9

62,0

88

5,9

62,0

88

5,1

29,7

65

5,1

29,7

65

Loan

s to

Subs

idiar

ies 2

,504

,956

,865

2

,504

,956

,865

2

,737

,590

,089

2,

737,

590,

089

2,5

42,9

75,4

03

2,5

42,9

75,4

03

Inte

r Cor

pora

te D

epos

its -

- 4

,600

,000

4

,600

,000

7

,980

,000

7

,980

,000

Se

curit

y and

Oth

er D

epos

its 2

9,21

3,43

1 2

9,21

3,43

1 2

9,00

5,99

3 2

9,00

5,99

3 2

8,58

5,32

2 2

8,58

5,32

2 Ot

her F

inanc

ial A

sset

s 1

42,8

68,3

12

142

,868

,312

2

06,6

02,4

99

206

,602

,499

2

19,4

08,2

75

219

,408

,275

To

tal F

inan

cial A

sset

s 2,

682,1

58,30

8 2,

682,1

58,30

8 2,

983,7

60,66

9 2,

983,7

60,66

9 2,

804,0

78,76

5 2,

804,0

78,76

5 Fi

nanc

ial L

iabilit

ies

Borro

wing

s (inc

luding

curre

nt

mat

urity

) 1

0,62

2,87

2,03

4 10

,622

,872

,034

9

,949

,077

,536

9,

949,

077,

536

9,8

48,0

39,9

64

9,8

48,0

39,9

64

Tota

l Fin

ancia

l Liab

ilities

10,62

2,872

,034

10,62

2,872

,034

9,94

9,077

,536

9,94

9,077

,536

9,84

8,039

,964

9,84

8,039

,964

The

man

agem

ent a

sses

sed

that

fair

valu

es o

f tra

de re

ceiva

bles

, cas

h an

d ca

sh e

quiva

lent

s, o

ther

ban

k ba

lanc

es, o

ther

Fin

ancia

l Ass

ets

(cur

rent

), tra

de p

ayab

les

and

othe

r fina

ncia

l liab

ilitie

s (c

urre

nt) a

ppro

ximat

e th

eir c

arry

ing

amou

nts

larg

ely

due

to th

e sh

ort-t

erm

mat

uritie

s of

thes

e in

stru

men

ts.

For F

inan

cial A

sset

s an

d lia

biliti

es th

at a

re m

easu

red

at fa

ir va

lue,

the

carry

ing

amou

nts

are

equa

l to

the

fair

valu

es.

(iii)

Valu

atio

n te

chni

que

used

to d

eter

min

e fa

ir va

lue

Spec

ific v

alua

tion

tech

niqu

es u

sed

to v

alue

fina

ncia

l inst

rum

ents

inclu

de:

the

use

of q

uote

d m

arke

t pric

es o

r dea

ler q

uote

s fo

r sim

ilar i

nstru

men

ts

In re

spec

t of i

nves

tmen

ts in

mut

ual f

unds

, the

fair

valu

es re

pres

ent n

et a

sset

val

ue a

s st

ated

by

the

issue

rs o

f the

se m

utua

l fun

d un

its in

the

publ

ished

sta

tem

ents

. Ne

t ass

et v

alue

s re

pres

ent t

he p

rice

at w

hich

the

issue

r will

issue

furth

er u

nits

in th

e m

utua

l fun

d an

d th

e pr

ice a

t whi

ch is

suer

s wi

ll re

deem

suc

h un

its fr

om th

e in

vest

ors.

Acc

ordi

ngly,

suc

h ne

t ass

et v

alue

s ar

e an

alog

ous

to fa

ir m

arke

t val

ue w

ith re

spec

t to

thes

e in

vest

men

ts, a

s tra

nsac

tions

of t

hese

mut

ual f

unds

are

car

ried

out a

t suc

h pr

ices

betw

een

inve

stor

s an

d th

e iss

uers

of t

hese

uni

ts o

f mut

ual f

unds

.Al

l of t

he re

sultin

g fa

ir va

lue

estim

ates

are

inclu

ded

in le

vel 2

exc

ept f

or u

nlist

ed e

quity

sec

uritie

s, w

here

the

fair

valu

es h

ave

been

det

erm

ined

bas

ed o

n pr

esen

t va

lues

and

the

disc

ount

rate

s us

ed w

ere

adju

sted

for c

ount

erpa

rty o

r own

cre

dit r

isk.

The

man

agem

ent c

onsid

er th

at th

e ca

rryin

g am

ount

s of

fina

nacia

l ass

ets

(oth

er th

an th

ose

mea

sure

d at

fair

valu

e) a

nd li

abilit

ies

reco

gnise

d in

the

finan

cial

stat

emen

ts a

ppro

ximat

e th

eir f

air v

alue

as

on 3

1.03

.201

8, 3

1.03

.201

7 an

d 01

.04.

2016

.

(iv)V

alua

tion

proc

esse

sTh

e fin

ance

dep

artm

ent o

f the

Com

pany

inclu

des

a te

am th

at p

erfo

rms

the

valu

atio

ns o

f Fin

ancia

l Ass

ets

and

liabi

lities

requ

ired

for fi

nanc

ial r

epor

ting

purp

oses

, in

cludi

ng le

vel 3

fair

valu

es. T

his

team

repo

rts d

irect

ly to

the

Chie

f Fin

ancia

l Offi

cer (

CFO

) and

the

Audi

t Com

mitt

ee (A

C).

The

mai

n le

vel 3

inpu

ts fo

r unl

isted

equ

ity s

ecur

ities

used

by

the

Com

pany

are

der

ived

and

eval

uate

d as

follo

ws:

· Disc

ount

rate

s ar

e de

term

ined

usin

g a

capi

tal a

sset

pric

ing

mod

el to

cal

cula

te a

pre

-tax

rate

that

refle

cts

curre

nt m

arke

t ass

essm

ents

of t

he ti

me

valu

e of

mon

ey

and

the

risk

spec

ific to

the

asse

t.· R

isk a

djus

tmen

ts s

pecifi

c to

the

coun

terp

artie

s (in

cludi

ng a

ssum

ptio

ns a

bout

cre

dit d

efau

lt ra

tes)

are

der

ived

from

cre

dit r

isk g

radi

ng d

eter

min

ed b

y th

e Co

mpa

ny's

inte

rnal

cre

dit r

isk m

anag

emen

t Com

pany

.· E

arni

ngs

grow

th fa

ctor

for u

nlist

ed e

quity

sec

uritie

s ar

e es

timat

ed b

ased

on

mar

ket i

nfor

mat

ion

for s

imila

r typ

es o

f com

pani

es.

Chan

ges i

n le

vel 2

and

3 fa

ir va

lues

are

ana

lysed

at t

he e

nd o

f eac

h re

porti

ng p

erio

d du

ring

the

quar

terly

valu

atio

n di

scus

sion

betw

een

the

CFO

, AC

and

the

valu

atio

n te

am. A

s pa

rt of

this

disc

ussio

n th

e te

am p

rese

nts

a re

port

that

exp

lain

s th

e re

ason

for t

he fa

ir va

lue

mov

emen

ts.

Not

es to

Con

solid

ated

Fin

anci

al S

tate

men

ts fo

r the

yea

r end

ed 3

1st M

arch

, 201

8(A

mou

nt in

Rs.

)



42 Financial Risk ManagementThe Company's activities expose it to market risk, liquidity risk and credit risk. In order to minimise any adverse effects on the financial performance of the Company, derivative financial instruments, such as foreign exchange forward contracts are entered to hedge certain foreign currency risk exposures and interest rate swaps to hedge variable interest rate exposures. Derivatives are used exclusively for hedging purposes and not as trading or speculative instruments.This Note explains the sources of risk which the entity is exposed to and how the entity manages the risk. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below:

Risk Exposure arising from Measurement ManagementCredit risk Cash and cash

equivalents, trade receivables, derivative financial instruments, Financial Assets measured at amortised cost.

Aging analysis Credit ratings

Diversification of bank deposits, credit limits and letters of credit

Liquidity risk Borrowings and other liabilities

Rolling cash flow forecasts

Availability of committed credit lines and borrowing facilities

Market risk — foreign exchange Future commercial transactionsRecognised Financial Assets and liabilities not denominated in Indian rupee (INR)

Cash flow forecasting

Sensitivity analysis

Forward foreign exchange contracts

Market risk — interest rate Long-term borrowings at variable rates

Sensitivity analysis Interest rate swaps

Market risk — security prices Investments in equity securities

Sensitivity analysis Portfolio diversification

The Company's Risk Management is carried out by a central treasury department (Company treasury) under policies approved by the Board of Directors. Company treasury identifies, evaluates and hedges financial risks in close co¬operation with the Company's operating units. The Board provides principles for overall risk management, as well as policies covering specific areas, such as foreign exchange risk, interest rate risk, credit risk and investment of excess liquidity.

(A) Credit RiskCredit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to Rs.157,705,369, Rs. 7,285,123 and Rs. 15,774,854 as at 31st March, 2018, 31st March, 2017 and 1st April, 2016 respectively. Trade receivables are typically unsecured and are derived from revenue earned from customers. Credit risk has always been managed by the Company 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. Outstanding customer receivables are regularly monitored. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain. The Company uses a provision matrix to compute the expected credit loss allowance for trade receivables. The provision matrix takes into account available external and internal credit risk factors such as credit ratings and the Company's historical experience for customers.

Financial instruments and cash depositsCredit risk on cash and cash equivalents is limited as the Company generally invest in deposits with banks with good credit ratings. Investments primarily include investment in liquid mutual fund units. The Company does not expect any losses from non-performance by these counter-parties, and does not have any significant concentration of exposures to specific industry sectors or specific country risks.




Financial assets that are neither past due nor impaired

None of the Company’s cash equivalents with banks and current investments were past due or impaired as at 31st March, 2018. The Company’s credit period for customers generally ranges from 0 - 180 days. Of the total trade receivables, Rs. 24,163,491 as at 31st March, 2018, Rs. 6,865,861 as at 31st March, 2017 and Rs. 13,787,631 as at 1st April, 2016 consisted of customer balances that were neither past due nor impaired.

Financial assets that are past due but not impaired

Based on the aging of trade and other receivables that are past due but not impaired (net of allowances for credit losses) is given below:

(Amount in Rs.)Period (in days) 31st March,

201831st March,

20171st April,

2016more than 6 months 133,541,878 419,262 1,987,223

133,541,878 419,262 1,987,223

Receivables are deemed to be past due or impaired with reference to the Company’s normal terms and conditions of business. These terms and conditions are determined on a case to case basis with reference to the customer’s credit quality and prevailing market conditions. Receivables that are classified as ‘past due’ in the above tables are those that have not been settled within the terms and conditions that have been agreed with that customer.

Other than trade and other receivables, the Company has no significant class of Financial Assets that is past due but not impaired.

Reconciliation of loss allowance provision — Trade receivables (Amount in Rs.)

Loss allowance as at 1st April, 2016 4,793,840.00 Allowance for credit losses made during the year (2016-17) - Written off during the year and exchange differences (2016-17) - Loss allowance as at 31st March, 2017 4,793,840.00 Allowance for credit losses made during the year (2017-18) 131,236.00 Written off during the year and exchange differences (2017-18)Loss allowance as at 31st March, 2018 4,925,076.00

During the period, the Company made no write-offs of trade receivables. It does not expect to receive future cash flows or recoveries from collection of cash flows previously written off.

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

(B) Liquidity Risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. Due to the dynamic nature of the underlying businesses, Company's treasury maintains flexibility in funding by maintaining availability under committed credit lines.

Management monitors rolling forecasts of the Company's liquidity position (comprising the undrawn borrowing facilities below) and cash and cash equivalents on the basis of expected cash flows. This is generally carried out by the central treasury department (company treasury) in close co-ordination with operating units and in accordance with practice and limits set by the Company. These limits vary by location to take into account the liquidity of the market in which the unit operates. In addition, the Company's liquidity management policy involves projecting cash flows in major currencies and considering the level of liquid assets necessary to meet these, monitoring Balance Sheet liquidity ratios against internal and external regulatory requirements and maintaining debt financing plans.




As at 31st March, 2018, the Company had working capital of Rs.3,452,199,338 and cash and cash equivalents of Rs. 70,380,618 and current investments of Rs. Nil. As at 31st March, 2017, the Company had working capital of Rs. 2,868,186,629 and cash and cash equivalents of Rs. 11,158,133 and current investments of Rs. 500,000.As at 1st April, 2016, the Company had working capital of Rs. 2,640,078,680 and cash and cash equivalents of Rs. 27,284,886 and current investments of Rs. 1,343,938.

(i) Financing arrangements

The Company had access to the following undrawn borrowing facilities at the end of the reporting period:(Amount in Rs.)

31st March, 2018

31st March, 2017

1st April, 2016

Floating Rate-Expiring within one year (Cash credits) - - 115,600,082.00

- - 115,600,082.00

The bank overdraft and other facilities may be drawn at any time and may be terminated by the bank without notice.

(ii) Maturities of financial liabilities

The tables below analyse the Company's financial liabilities into relevant maturity groupings based on their contractual maturities.The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.

(Amount in Rs.)Contractual maturities of

financial liabilities On demand Less than 1 year

Beyond 1 year Total

31st March, 2018Borrowings - 2,045,915,279 4,299,719,183 6,345,634,462 Trade payables - 8,991,781 171,989,668 180,981,449 Other financial liabilities 1,103,215 11,608,561,371 150,000 11,609,814,586 Financial guarantee contracts* - 261,395,480 - 261,395,480 Other Current Liabilities - 723,800,970 158,522,950 882,323,920 Provisions - 91,524,784 728,575,742 820,100,526 Current Tax Liabilities 200,678,233 934 - 200,679,167 Total 201,781,448 14,740,190,599 5,358,957,543 20,300,929,590

31st March, 2017Borrowings 1,415,290,250 2,599,353,968 2,711,674,321 6,726,318,539 Trade payables - 92,246,524 109,985,339 202,231,863 Other financial liabilities 5,447,904,781 383,277,606 150,000 5,831,332,387 Financial guarantee contracts* 3,194,688,000 - - 3,194,688,000 Other Current Liabilities - 574,780,512 162,914,871 737,695,383 Provisions - 131,492,867 710,198,798 841,691,665 Current Tax Liabilities 200,678,233 - 2,052 200,680,285 Total 10,258,561,264 3,781,151,477 3,694,925,381 17,734,638,121

1st April, 2016Borrowings 1,225,017,287 2,805,006,236 2,554,640,410 6,584,663,933 Trade payables - 79,811,412 132,216,938 212,028,350 Other financial liabilities 5,049,969,037 262,855,461 42,336,794 5,355,161,292 Financial guarantee contracts* 3,249,530,000 - - 3,249,530,000 Other Current Liabilities - 266,516,295 154,761,059 421,277,354 Provisions - 91,902,214 586,762,665 678,664,879 Current Tax Liabilities 202,478,233 - - 202,478,233 Total 9,726,994,557 3,506,091,618 3,470,717,866 16,703,804,041

*Based on the maximum amount that can be called for under the financial guarantee contract.




Notes to Consolidated Financial Statements for the year ended 31st March, 2018(C) Market risk(i) Foreign currency

risk

The Company operates internationally and is exposed to foreign exchange risk arising from foreign currency transactions, primarily with respect to the US$, EUR and GBP. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the company's functional currency (INR). Exposures on foreign currency loans are managed through the Company's hedging policy, which is reviewed periodically to ensure that the results from fluctuating currency exchange rates are appropriately managed. The Company strives to achieve asset liability offset of foreign currency exposures and only the net position is hedged.The Company uses forward exchange contracts to hedge the effects of movements in exchange rates on foreign currency denominated assets and liabilities. The sources of foreign exchange risk are outstanding amounts payable as financing transactions and loans denominated in foreign currencies. The Company is also exposed to foreign exchange risk on its exports and foreign exchange risk on its net investment in foreign operations. Most of these transactions are denominated in US$, GBP and Euro. The policy of the Company is to determine on a regular basis what portion of the foreign exchange risk on financing transactions and loans are to be hedged through forward exchange contracts and other instruments.

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

(Amount in Rs.) 31st March, 2018 31st March, 2017 1st April, 2016

USD Euro GBP USD Euro GBP USD Euro GBPFinancial AssetsTrade Receivables - - - - - - - 1,364,861 - Bank Balance 3,344,627 - - 3,349,821 - - 3,435,381 - - Other Financial Assets 1,995,257,232 - 84,071,271 255,886,572 - 73,681,407 71,337,916 - 86,625,350.20 Net exposure to foreign currency risk (assets)

1,998,601,859 - 84,071,271 259,236,394 - 73,681,407 74,773,297 1,364,861 86,625,350.20

Financial LiabilitiesBorrowings (including current maturity & Interest payable)

1,058,387,123 - - 1,000,717,980 - - 1,010,942,848 - -

Other Financial Liabilities 405,340,391 854,434 5,413,968 404,059,761 733,886 4,744,969 414,458,373 492,777 3,586,917Net exposure to foreign currency risk (liabilities)

1,463,727,515 854,434 5,413,968 1,404,777,741 733,886 4,744,969 1,425,401,221 492,777 3,586,917

(b) Sensitivity10% appreciation/depreciation of the respective foreign currencies with respect to functional currency (holding all other variables constant) of the Company would result in increase/decrease in the Company's profit by INR 20.82 crs for Financial Assets and decrease/increase in the Company's profit before tax by approximately INR 14.70 crs.



(ii) Cash flow and fair value interest rate riskThe Company's main interest rate risk arises from long-term borrowings with variable rates, which expose the Company to cash flow interest rate risk. During the years under review, the Company's borrowings at variable rate were mainly denominated in INR and USD.The Company manages its cash flow interest rate risk by using interest rate swap.(a) Interest rate risk exposure The exposure of the Company's borrowing to interest rate changes at the end of the reporting period are as follows:

(Amount in Rs.)31st March, 2018 31st March, 2017 1st April, 2016

Variable rate borrowings 12,917,188,825 11,682,675,731 11,120,035,681 Fixed rate borrowings 257,000,000 71,423,861 55,117,369 Total borrowings 13,174,188,825 11,754,099,592 11,175,153,050 As at the end of the reporting period, the Company had the following variable rate borrowings outstanding:

(Amount in Rs.) 31st March, 2018 31st March, 2017 1st April, 2016







Term Loans / Working

Capital Loans

13.37 12,917,188,825 98% 13.14 11,682,675,731 99% 12.54 11,120,035,681 100%

An analysis by maturities is provided in Note 42(B)(ii) above. The percentage of total loans shows the proportion of loans that are currently at variable rates in relation to the total amount of borrowings.(b) SensitivityIncrease/decrease of 50 basis point (holding all other variables constant) in interest rates at the balance sheet date would result in an impact (decrease/increase) of INR 6.46 crs, INR 5.84 crs and INR 5.56 crs on profit before tax for the year ended 31st March, 2018, 31st March, 2017 and 1st April, 2016 respectively.

(iii) Securities Price risk(a) ExposureThe Company's exposure to equity securities price risk arises from investments held by the Company and classified in the Balance Sheet as fair value through profit or loss (Note 41).To manage its price risk arising from investments in equity securities, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.The majority of the Company's equity investments are publicly traded.

(b) SensitivityIncrease/decrease of 1000 basis point of index would result in an impact (increase/decrease) by INR 0.50 lakhs and INR 1.34 lakhs on other comprehensive income for the year ended 31st March, 2017 and 1st April, 2016, respectively.

Notes to Consolidated Financial Statements for the year ended 31st March, 2018Notes to Consolidated Financial Statements for the year ended 31st March, 2018

43 Capital Management

(a) Risk Management

The Company's objectives when managing capital are to :• safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders, and• Maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

The Company monitors capital on the basis of the net debt to equity ratio. The Company is not subject to any externally imposed capital requirements.Net debt are long term and short term debts as reduced by cash and cash equivalents and current investments. Equity comprises all components excluding other components of equity (representing other comprehensive income).



Notes to Consolidated Financial Statements for the year ended 31st March, 2018Notes to Consolidated Financial Statements for the year ended 31st March, 2018The following table summarises the capital of the Company:


Total Borrowings 13,174,188,825 11,754,099,592 11,175,153,050 Less: Cash and cash equivalents (70,380,618) (11,158,133) (27,284,886)Less: Current Investments - (500,000) (1,343,938)Net debt 13,103,808,207.08 11,742,441,459.68 11,146,524,225.65

Equity (6,073,958,482.00) 2,027,949,892.00 2,732,073,406

Total capital (equity+net debt) 7,029,849,725.08 13,770,391,351.68 13,878,597,632 (2.16) 5.79 4.08

Net debt to equity ratio

No changes were made to the objectives, policies or processes for managing capital during the years ended 31st March, 2018, 31st March, 2017 and 1st April, 2016.

Loan covenantsUnder the terms of a specific borrowing facility, the Company is required to comply with the following financial covenants:· the ratio of net borrowing to tangible networth must be not more than 3.50:1, and· the ratio of EBITDA less current tax to net interest expense and scheduled repayment of long term loan must be not be less than 1.20:1.The Company has not complied with these covenants throughout the reporting period.

44 Assets pledged as securityThe carrying amounts of assets pledged as security for current and non-current borrowings are:


CurrentFinancial AssetsFirst ChargeInvestments - 500,000 1,343,938 Trade Receivables 157,629,889 7,080,323 15,574,412 Cash and cash equivalents 69,749,329 9,469,110 26,811,922 Other Bank balances 4,447,842 110,035,045 44,247,420 Loans 2,506,516,610 2,740,456,675 2,545,550,520 Other Financial Assets - 9,071,695 5,507,672 Inventories 65,735,318 94,744,569 204,414,011 Other current assets 45,536,738 33,178,407 28,939,224

Total current assets pledged as security 2,849,615,726 3,004,535,824 2,872,389,119

Non-currentFirst ChargeBearer Plants (Mature tea bushes) 2,250,627,197 2,305,829,398 2,368,591,732 Oil and Gas Producing Properties 449,851,630 483,850,373 505,313,513 Buildings 101,032,011 110,936,694 140,059,241 Plant and Equipment 92,582,661 102,415,802 119,632,202 Furniture and Fixtures 2,329,805 3,109,228 4,146,689 Vehicles 19,532,181 23,826,499 26,224,988 Capitalised exploration and evaluation expenditure

3,939,696,983 5,917,490,755 5,546,987,578

Bearer Plants (Immature tea bushes) 64,117,251 61,803,195 30,842,782 Capital Work-in-Progress (Others) 2,701,053 2,629,053 5,415,965 Intangible asset (other than goodwill) 1,558,676 1,583,738 1,608,800 Land 635,166,865 635,166,865 635,166,865 Total non-current assets pledged as security 7,559,196,313 9,648,641,600 9,383,990,355

Total assets pledged as security 10,408,812,039 12,653,177,424 12,256,379,474



45 (a) The Company has two Oil and Gas Fields/Blocks in Assam Arakan Basin – Amguri (Discovered Field) and AA-ON/7 (Exploration Block) having Participating Interest (PI) of 100% and 35% respectively.

(b) Amguri Oil Field and AA-ON/7 Exploration Block were operated earlier under a consortium with Canoro Resources Limited (CRL), a Canadian based E&P Company where PI of ACIL were 40% and 35% respectively. PI of CRL was 60% in Amguri Oil Field and 65% in AA-ON/7 Exploration Block.

(c) Government of India (GOI) terminated 60% PI and operatorship of Canoro Resources Limited (CRL) with effect from 29th August, 2010 for breach of Production Sharing Contract (PSC). CRL closed the operation of Amguri in December, 2010 and GOI considering its vesting right on 60% PI handed over the Amguri Field to ONGC on 16th March, 2011, to continue the operations till the ownership of 60% PI and operatorship were finalized. The Company had already staked its claim on 60% PI in accordance with the provisions of PSC being the sole non-defaulting contractor. After a prolonged delay, GOI had finally appointed the Company as the operator of Amguri Field vide its letter dated 2nd January, 2013.

(d) Pursuant to the appointment as an operator, the Company has entered into a Bilateral Agreement (BA) on 23rd December, 2014, with ONGC for their investment in the Amguri Field for & on behalf of GOI and to take over the field and to commence operation. The said BA was approved by GOI on 31st March, 2016.

(e) The Company’s rightful claim on 60% PI earlier held by CRL was contested by the Company before an Arbitral Tribunal Board, where GOI was a party. The Arbitral Tribunal Board has on 25.02.2017 pronounced the Award on the Arbitral proceedings of ACIL with GOI in respect of Amguri Field. ACIL is declared the owner of 60% of the PI currently held by GOI and thereby has now become the owner of 100% of PI of the Amguri Field. The contract period of the PSC of the Amguri Field shall stand extended by five years beyond its original term. A sum of US$ 3.54 Million is granted to ACIL as compensation alongwith interest at 6% per annum from March, 2011, till the date of payment. The cost of Arbitral proceedings amounting to INR 1.25 Crore shall also accrue to ACIL.

(f) Pursuant to the Arbitral Tribunal's Award dated 25th February, 2017, ACIL has proposed GOI for an amicable settlement and submitted an unconditional undertaking to withdraw all its existing claim. GOI vide its letter dated 25th May, 2017, has approved ACIL's ownership of 100% PI in the Amguri Field. Pursuant to such approval an amendment to PSC was executed on 7th June, 2017 where ACIL and the Ministry of Petroleum & Natural Gas, GOI are the parties.

(g) Based on the internal assessment of the valuation of Amguri Oil Field the Management has decided to impair the Capital Investment amounting INR 221.96 Cr. included under the head "Property, Plant & Equipment" in line with IND-AS 36.

(h) As per the Award of the Arbitral Tribunal against CRL dated 21st November, 2011, the Company has got a damage claim of US$ 39.12 Million (Rs. 253.64 Crores) against CRL. The Tribunal had assigned a value of US$ 4.16 Million (Rs. 26.97 Crores) for 60% PI in Amguri and US$ 2.2071 Million (Rs. 14.31 Crores) for 52.9% shares of CRL, thereby awarding a net damage claim of US$ 32.75 Million (Rs. 212.34 Crores) against CRL.

(i) For enforcement of the Arbitral Tribunal Award before Canadian Court, the Company had initiated legal steps by filing execution petition on 9th November, 2012, before the Supreme Court of British Columbia. The Hon'ble Court has recognised the Arbitral Award vide its Order dated 07.03.2014 as legally enforceable in British Columbia.The Company has taken legal steps for execution and realisation of the damaged claim as recognised by the Hon'ble Court.

(j) In view of the prolonged uncertainity in execution of new PSC and steps taken by the Nagaland Government towards formulating their own exploration policy, the Management has decided to impair the entire capital investment of INR 36.47 Crore in AA-ON/7 Block included under the head "Property, Plant & Equipment" in line with IND-AS 36.

(k) Cost Record Order is applicable for Oil and Gas. There was no production of oil & gas during the year.

(l) Disclosure of Company's Participating Interest ( P I ) in the Oil and Gas project :

Sl. No. Name of the Field Percentage of P I1. Amguri 100 (40)2. AA-ON/7 35 (35)

[ Note : Figures in brackets represent previous year's percentage of P I ]




(m) Net quantities of Company's interest in proved reserves and proved developed reserve within India:

Proved Reserves MT Proved Developed Reserves MTOil: 31st March,

201831st March,

201731st March,

201831st March,

2017Beginning of the year 39,763 39,763 36,913 36,913 Additions - - - - Deletion - - - - Production - - - - Closing Balance for the year 39,763 39,763 36,913 36,913

Proved Reserves M3 Proved Developed Reserves M3

Gas: 31st March, 2018

31st March, 2017

31st March, 2018

31st March, 2017

Beginning of the year 814 814 766 766 Additions - - - - Deletion - - - - Production - - - - Closing Balance for the year 814 814 766 766

46 The Company had issued Zero Per Cent Foreign Currency Convertible Bonds (“FCCB”) in 2006 aggregating to USD 48 Million (INR 2,109,120,000/-) to finance capital expenditure for modernisation, expansion and acquisitions. The Bond holders have an option of converting these Bonds into Equity Shares at a conversion price of Rs. 28.75 per share, at any time on or after 28th November, 2006, subject to compliance with certain conditions stated in the Offer Circular dated 23rd November, 2006. The Bonds were redeemable on 30th November, 2011 at 150.019 per cent of their principal amount, unless previously converted or redeemed.The proceeds of above issue has been utilised till date on an overall basis as set out below:

(Amount in Rs.)31st March, 2018 31st March, 2017

Expenditure in respect of oil and gas exploration and development 1,344,290,305 1,344,290,305Loan to overseas subsidiary (net) 453,849,047 453,849,047Modernisation/expansion of existing production units 62,915,595 62,915,595FCCB issue expenses/other incidental expenses 286,562,035 286,562,035Others (net) 94,868,682 94,634,832

Unutilised FCCB proceeds amounting to Rs.692,467/- (31.03.2017 - Rs. 692,467/-) have been invested in securities and the balance Rs. Nil (31.03.2017 - Rs. 233,850/-) is lying with banks at the year end.As at the year end the total outstanding of FCCBs. Including redemption premium is USD 5.70 mio.

47 The Company is under Corporate Insolvency Resolution Process (CIRP) where the entire Management is vested with the Resolution Professional (RP). A Resolution Plan is needed to be approved by the Committee of Creditors (COC) and the Insolvency Bankruptcy Board (IBB) to keep the Company as a going concern. As the Resolution Plan of the Company is under process and the normal operations are continuing, its Financial Statements are prepared on a Going Concern basis.

48 National Company Law Tribunal (NCLT), Guwahati Branch, has by its Order dated 26.10.2017, initiated Corporate Insolvency Resolution Proceedings (CIRP) against the Company and has appointed Mr. Vinod Kothari, Interim Resolution Professional (IRP). Subsequently, vide its Order dated 12.01.2018, the NCLT has appointed Mr. Kannan Tiruvengadam as the Resolution Professional (RP) of the Company.




Notes to Consolidated Financial Statements for the year ended 31st March, 201849 First-time adoption of Ind AS

These are the Company's first Consolidated Financial Statements prepared in accordance with Ind AS.

The accounting policies set out in Note 2 have been applied in preparing the Financial Statements for the year ended 31st March, 2018, the comparative information presented in these Financial Statements for the year ended 31st March, 2017 and in the preparation of an opening Ind AS Balance Sheet at 1st April, 2016 (the Company's date of transition). In preparing its opening Ind AS Balance Sheet, the Company has adjusted the amounts reported previously in Financial Statements prepared in accordance with the accounting standards notified under Companies (Accounting Standards) Rules, 2006 (as amended) and other relevant provisions of the Act (previous GAAP or Indian GAAP). An explanation of how the transition from previous GAAP to Ind AS has affected the Company's financial position, financial performance and cash flows is set out in the following tables and notes.

A Exemptions and exceptions availedSet out below are the applicable Ind AS 101 optional exemptions and mandatory exceptions applied in the transition from previous GAAP to Ind AS.

A.1 Ind AS optional exemptions

A.1.1 Business combinationsInd AS 101 provides 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.

A.1.2 Prospective application of Ind AS 21 to business combinationsInd AS 101 allows a first-time adopter not to apply Ind AS 21 Effects of changes in Foreign Exchange Rates retrospectively for business combinations that occurred before the date of transition to Ind AS. In such cases, where the entity does not apply Ind AS 21 retrospectively to fair value adjustments and goodwill, the entity treats them as assets and liabilities of the acquirer entity and not as the acquiree.

The Company has elected to apply this exemption.

A.1.3 Deemed costInd AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognised in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition after making necessary adjustments for de-commissioning liabilities, if applicable. This exemption can also be used for intangible assets covered by Ind AS 38 Intangible Assets.

Accordingly, the Company has elected to measure all of its property, plant and equipment and intangible assets at their previous GAAP carrying value.

A.1.4 Investments in subsidiariesInd AS 101 permits a first-time adopter to elect to measure its investments in subsidiaries at fair value of such investments at the Company’s date of transition to Ind AS or previous GAAP carrying amount at that date and use that as its deemed cost as at the date of transition.

Accordingly, the Company has elected to measure all of its investments in subsidiaries at their previous GAAP carrying value.

A.1.5 Exchange differences on long-term foreign currency monetary itemsUnder previous GAAP, an alternative accounting treatment was provided to companies with respect to exchange differences arising on restatement of long-term foreign currency monetary items. Exchange differences on account of depreciable assets could be added/deducted from the cost of the depreciable asset, which would then be depreciated over the balance life of the asset. In other cases, the exchange difference could be accumulated in a foreign currency monetary item translation difference account, and amortised over the balance period of such long term asset/ liability. Ind AS 101 includes an optional exemption that allows a first-time adopter to continue the above accounting treatment in respect of the long-term foreign currency monetary items recognised in the financial statements for the period ending immediately before the beginning of the first Ind AS financial reporting period.The Company has elected to apply this exemption for such items recognised in the financial statements up to 31st March, 2017.



Notes to Consolidated Financial Statements for the year ended 31st March, 2018A.1.6 Designation of previously recognised financial instruments

Ind AS 101 allows an entity to designate investments in equity instruments at FVOCI on the basis of the facts and circumstances at the date of transition to Ind AS.

The Company has elected to apply this exemption for its investment in equity investments.

A.2 Ind AS mandatory exceptions

A.2.1 EstimatesAn entity's estimates in accordance with Ind AS at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.

Ind AS estimates as at 1st April, 2016 are consistent with the estimates as at the same date made in conformity with previous GAAP. The Company made estimates for following items in accordance with Ind AS at the date of transition as these were not required under previous GAAP:· Investment in equity instruments carried at FVPL;· Impairment of Financial Assets based on expected credit loss model.

A.2.2 De-recognition of Financial Assets and liabilitiesInd AS 101 requires a first-time adopter to apply the de-recognition provisions of Ind AS 109 prospectively for transactions occurring on or after the date of transition to Ind AS. However, Ind AS 101 allows a first-time adopter to apply the de-recognition requirements in Ind AS 109 retrospectively from a date of the entity's choosing, provided that the information needed to apply Ind AS 109 to Financial Assets and financial liabilities derecognised as a result of past transactions was obtained at the time of initially accounting for those transactions.

The Company has elected to apply the de-recognition provisions of Ind AS 109 prospectively from the date of transition to Ind AS.

A.2.3 Classification and measurement of Financial AssetsInd AS 101 requires an entity to assess classification and measurement of Financial Assets (investment in debt instruments) on the basis of the facts and circumstances that exist at the date of transition to Ind AS.

Reconciliation of total equity as at 31st March, 2017 and 1st April, 2016 (Amount in Rs) 31st March,

2017 1st April,

2016 Total equity (shareholders' funds) as per previous GAAP 34,254,708 770,722,302

Adjustments:Impact of Changes in fair value of Loans, advances etc. (Net) 2,572,248 754,598 Impact of Changes in Depreciation on Bearer Plants (16,463,585) - Additional Provisions for Loans advances (etc) (149,250,264) (149,313,426)Provision for MSME Interest (502,687) (502,687)Additional Provisions for Investments and Loans in Subsidiaries (1,464,913) - Provision for Sterling Tax written back 539,414 539,414 Fair value of investments 1,105,704 (2,228,809)Recognition of Interest cost in CWIP 1,184,864,429 1,184,864,429 For Changes in value of Finished Goods, Agricultural Produce and Biological Assets 506,933 (2,029,866)For Foreign Currency Monetary Item Translaction (FCMIT) difference (73,247,861) (73,247,861)For Transaction cost and FCMIT 27,951,983 - Adjustment for Replanting Subsidy (3,407,957) - Remeasurement on post employment Defined Benefit Plans (33,520,949) - Recognition of Exchange Fluctuations 41,555,225 8,429,502 For Expected credit loss in one of the subsidiary (6,250,920) (6,250,920)Borrowings - Transaction Cost adjustment 12,444,587 12,444,587 Adjustment of Minority Interest 113,164 113,164 For Revaluation Reserve 660,122,552 660,122,552 Recognition of Capital Reserve on consolidation (11,657,649) 11,657,649 Adjustment Income Tax for earlier years - (41,734,637)Total adjustments 1,636,009,454 1,603,617,689

Total equity as per Ind AS 1,670,264,162 2,374,339,991



Reconciliation of total comprehensive income for the year ended 31st March, 2017Notes 31st March,

2017Profit after tax as per previous GAAP (736,469,973)

Adjustments:Fair valuation of investments 1 3,334,513 Impact of Changes in value of Finished Goods, Agricultural Produce and Biological Assets

2 1,662,783

Impact of Changes in Depreciation on Bearer Plants 3 (16,463,585)Impact of transaction cost and FCMIT adjustment 27,955,044 Impact of Changes in fair value of Loans, advances etc. (Net) 1,336,991 Impact of Recognition of Exchange fluctuation in one Subsidiary 49,984,727 Impact of recognition of Minority Interest 113,164 Reclassification of Replanting Subsidy (3,407,957)Other adjustments - Tax effects of adjustments 41,734,637 Total adjustments 106,250,317

Profit after tax as per Ind AS (630,219,656)Other comprehensive income (33,520,949)Total comprehensive income as per Ind AS (663,740,605)

Impact of Ind AS adoption on the statement of cash flows for the year ended 31st March, 2017

(Amount in Rs)

Notes Previous GAAP* Adjustments Ind ASNet cash flow from operating activities 719,846,151 374,959,180 344,886,971 Net cash flow from investing activities (218,467,035) (172,900,486) (45,566,549)Net cash flow from financing activities (471,014,277) (155,567,101) (315,447,176)Net increase/(decrease) in cash and cash equivalents

30,364,839 46,491,593 (16,126,754)

Cash and cash equivalents as at 1st April, 2016 89,185,525 61,900,639 27,284,886 Cash and cash equivalents as at 31st March, 2017 119,550,364 108,392,232 11,158,132

B Notes to First-time Adoption1 Fair valuation of investments

Under the previous GAAP, investments in equity instruments and mutual funds were classified as long-term investments or current investments based on the intended holding period and realisability. Long-term investments were carried at cost less provision for other than temporary decline in the value of such investments. Current investments were carried at lower of cost and fair value. Under Ind AS, these investments (other than investments in subsidiaries) are required to be measured at fair value. The resulting fair value changes of these investments (other than equity instruments designated as at FVOCI) have been recognised in retained earnings as at the date of transition and subsequently in the profit or loss for the year ended 31st March, 2017.

2 Inventoriesa) Under previous GAAP, no valuation was done for period end harvested tea leaf. Under Ind AS, harvested leaf is measured at its fair value less cost to sell and is classifed as Agricultural produce under work in progress.The impact of the same is reflected in Statement of Profit and Loss.b) Under previous GAAP, biological assets (unharvested leaf on tea bushes) neither valued nor recognised in the accounts. Under Ind AS, Unharvested leaf is measured at its fair value less cost to sell.and is classifed as Biological assets under work in progress.The impact of the same is reflected in Statement of Profit and Loss.c) Under previous GAAP, stock of tea is valued at cost comprising of the cost of production (including costs for plucked green leaf) for the full year. Under Ind AS, cost is comprises of fair value of green leaf plucked from the Company's estates less cost to sell at the point of harvest and cost of production for the full year.The impact of the same is reflected in Statement of Profit and Loss.




Notes to Consolidated Financial Statements for the year ended 31st March, 20183 Depreciation on Bearer Plants

Under Ind AS tea bushes representing bearer plants have been recognised as depreciable item of PPE, fair valued on the date of transition in accordance with exemption available in Ind AS 101 and recognised as deemed cost. The consequent impact on depreciation is reflected in Statement of Profit and Loss.

4 BorrowingsInd AS 109 requires transaction costs incurred towards origination of borrowings to be deducted from the carrying amount of borrowings on initial recognition. These costs are recognised in the profit or loss over the tenure of the borrowing as part of the interest expense by applying the effective interest rate method.

Under previous GAAP, these transaction costs were charged to profit or loss as and when incurred. Accordingly, borrowings as at 31st March, 2017 have been reduced by Rs.9,954,042/- (1st April, 2016- Rs.12,444,587/-) with a corresponding adjustment to retained earnings. The total equity increased by an equivalent amount. The loss for the year ended 31st March, 2017 increased by Rs.2,490,545/-. to as a result of the additional interest expense.

5 Remeasurements of post-employment benefit obligationsUnder Ind AS, remeasurements i.e. actuarial gains and losses and the return on plan assets, excluding amounts included in the net interest expense on the net defined benefit liability are recognised in other comprehensive income instead of profit or loss. Under the previous GAAP, these remeasurements were forming part of the profit or loss for the year. As a result of this change, the profit for the year ended 31st March, 2017 decreased by Rs. 33,520,949/-. There is no impact on the total equity as at 31st March, 2017.

6 Retained earningsRetained earnings as at 1st April, 2016, has been adjusted consequent to the above Ind AS transition adjustments.

7 Other comprehensive incomeUnder Ind AS, all items of income and expense recognised in a period should be included in profit or loss for the period, unless a standard requires or permits otherwise. Items of income and expense that are not recognised in profit or loss but are shown in the statement of profit and loss as 'other comprehensive income' includes remeasurements of defined benefit plans. The concept of other comprehensive income did not exist under previous GAAP.

50 Figure for the previous years have been regrouped / rearranged wherever necessary.



For De Chakraborty & Sen For and on behalf of the BoardChartered AccountantsFirm Registration No. 303029E(S Chakraborty) CA. Kannan Tiruvengadam Membership No. 055317 (Resolution Professional) PartnerPlace : KolkataDate : 30th May, 2018

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ASSAM COMPANY INDIA LIMITEDAssam Tea House52, Chowringhee Road, Kolkata – 700 071

a n n u a l r e p o r t 2017 - 18 · prajit vasudevan maroli (holding din : 08249109), appointed as...

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