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A D I T YA B I R L A N U V O L I M I T E D
ANNUAL REPORT 2014 -2015

NUVO
Aditya Birla Nuvo Limited
Corporate Finance Division
A-4, Aditya Birla Centre, S.K. Ahire Marg, Worli, Mumbai 400 030.
Telephone +91 22 66525000, 24995000 Fax +91 22 66525821, 24995821
E-mail : nuvo.cfd@adityabirla.com, nuvo-investors@adityabirla.com
Registered Office & Investor Service Centre
Indian Rayon Compound, Veraval 362 266, Gujarat
Telephone +91 2876 245711, 248629/248495 Fax +91 2876 243220
Thomson Press

E-mail : abnlsecretarial@adityabirla.com
Website : www.adityabirlanuvo.com, www.adityabirla.com
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NUVO
ADITYA BIRLA NUVO LIMITED & ITS SUBSIDIARIES / JOINT VENTURES*

ADITYA BIRLA NUVO LIMITED : Fashion & Lifestyle, Manufacturing (Agri, Caustic Soda
and Allied Chemicals, Insulators, Viscose Filament
Yarn) Textile.
I) FINANCIAL SERVICES
Subsidiaries
I
Birla Sun Life Insurance Company Limited : Life Insurance
[JV with Sun Life Financial Inc of Canada]
G
Birla Sun Life Pension Management Limited : Management of Pension Fund under NPS Scheme
I
Aditya Birla Financial Services Limited (ABFSL)
(formerly Aditya Birla Financial Services Private Limited) : Core Investment Company
G
Aditya Birla Capital Advisors Private Limited : Private Equity Investment, Advisory & Management
Services
G Aditya Birla Customer Services Limited : Financial & IT enabled services
(formerly Aditya Birla Customer Services Private Limited)
G
Aditya Birla Finance Limited : NBFC/ Fund Based Lending
G
Aditya Birla Financial Shared Services Limited : Financial & IT enabled services
G
Aditya Birla Housing Finance Limited : Housing Finance
G Aditya Birla Insurance Brokers Limited : Composite Non-life Insurance Advisory & Broking
G Aditya Birla Money Limited : Equity Broking
 Aditya Birla Commodities Broking Limited : Commodities Broking
G Aditya Birla Trustee Company Private Limited : Trustee of Private Equity Fund
G Aditya Birla Money Mart Limited : Wealth Management & Distribution
 Aditya Birla Money Insurance Advisory Services Limited : Life Insurance Advisory- Corporate Agent

}
G Birla Sun Life Asset Management Company Limited
[JV with Sun Life Financial Inc of Canada]
 Birla Sun Life AMC (Mauritius) Limited
 Aditya Birla Sun Life AMC Limited, Dubai : Asset Management
 Aditya Birla Sun Life AMC Pte. Limited, Singapore
!
International Opportunities Fund - SPC
(formerly known as Aditya Birla Sun Life - SPC :
 India Advantage Fund Limited
G Birla Sun Life Trustee Company Private Limited : Trustee of Birla Sun Life Mutual Fund
[JV with Sun Life Financial Inc of Canada]
I
Aditya Birla Health Insurance Limited : Health Insurance (Proposed)
(Proposed JV with MMI Holdings Limited, South Africa)

II) GARMENTS & OTHERS SUBSIDIARIES


I
Madura Garments Lifestyle Retail Company Limited : Branded Apparel and Accessories
I
Indigold Trade & Services Limited
G
Pantaloons Fashion and Retail Limited
I
Shaktiman Mega Food Park Pvt. Limited
I
ABNL IT & ITES Limited
G Aditya Birla Minacs BPO Private Limited
I
ABNL Investment Limited

IV) TELECOM (JOINT VENTURE)


I
Idea Cellular Ltd. : Telecommunication Services
th
* As on 14 May, 2015
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THE CHAIRMANS LETTER TO SHAREHOLDERS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Dear Shareholder,

The global scenario

The year 2014-15 continued to be


a challenging year. The global
economy growth was 3.4%,
unchanged over the previous year.
The worlds largest economy, the US
saw better growth, while the
countries in the Euro zone
registered marginal growth. There
was a marked slowdown in China,
and Japan witnessed near
stagnation.
The key factors that affected the
global economy included a steep
decline in oil and commodity prices,
and monetary easing by central
banks in the US, EU and Japan.
The global financial markets
experienced heightened volatility,
largely due to expectations of a
tightening of monetary policy by the
US Federal Reserve. The impasse
on resolving the debt crisis in
Greece added to the uncertainty.
Geopolitical risks compounded the
situation.
The IMF has projected economic
growth at 3.3% in 2015, marginally
lower than the growth recorded
in 2014.

The domestic scenario


Among all the developing
economies, India was a notable
exception, with growth increasing to
7.3% in 2014. Agriculture recorded
a growth of only 0.2%, given the
subnormal monsoon. This was
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 THE CHAIRMANS LETTER TO SHAREHOLDERS

compensated by a more vigorous manufacturing sector,


which grew at 7.1% in FY2014-15, compared to 5.3% in
FY2013-14. Headline inflation fell sharply to 5%.
On the external front, Indias vulnerability has reduced with
the current account deficit contained at below 2% of GDP
and a relatively stable currency. The monetary policy through
the year was largely accommodative.
A slew of initiatives reinforced the positive macro factors. One
must particularly mention the deregulation of diesel prices,
reforms in the coal and mineral sectors, measures to boost
FDI, and faster environmental clearances. The buoyant
investor sentiment was manifest in capital inflows of
$73 billion. As infrastructure projects get off the ground, the
prospects for a revival of the capital investment cycle seem
very strong.

Your Companys performance

Your Company attained a consolidated turnover of


$ 4.4 billion (` 26,516 Crore) and an EBITDA of $ 966 million
(` 5,798 Crore) a surge of 18%.

I am pleased to inform you that your Company enjoys the


edge in practically all of its businesses.

Financial Services

Today, with a diversified portfolio of 10 businesses, our Aditya


Birla Financial Services Group (ABFSG) is truly a significant
non-bank financial services player. It is among the top 5 fund
managers in India (excluding LIC) and one of the largest
participants in the debt market. Financial Services have
delivered solid results across businesses. Today, with a diversified
portfolio of 10 businesses,
Its Assets Under Management grew to $ 27.5 billion
(` 165,000 Crore), representing a year-on-year growth of
our Aditya Birla Financial
35%. Its lending book extended year-on-year by 52% and Services Group (ABFSG)
closed at $ 3 billion approximately (` 17,550 Crore). is truly a significant non-
Its revenues stand at $ 1.3 billion (` 7,926 Crore), bank financial services
representing a year-on-year growth of 19%, while EBIDTA
recorded a growth of 17%, to reach USD 141 million
player.
(` 849 Crore).
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THE CHAIRMANS LETTER TO SHAREHOLDERS Aditya Birla Nuvo Limited - Annual Report 2014-2015

A slew of initiatives launched focus on


A major development Commencing the housing finance business
was our corporate
Entering the Health insurance and Wellness business
restructuring plan towards which the business has signed a definitive Joint
merging Madura with Venture agreement with MMI Holdings Ltd., a leading
Pantaloons. This has South African insurance based financial services group
spawned Indias single Obtaining PFRDA approval for managing pension assets
largest pure play under the NPS scheme

fashion apparel entity Roping in IFC, Washington as its strategic investment


partner in MyUniverse
Aditya Birla Fashion
and Retail Limited. Completing the acquisition of the mutual fund schemes
and portfolio accounts of ING investment management.

Fashion & Lifestyle

Our Companys apparel retail businesses Madura Fashion


& Lifestyle (MFL), and Pantaloons Fashion & Retail Ltd.
(PFRL) together have catapulted your Company to the
number one branded apparel retail player in the country.

A major development was our corporate restructuring plan


merging Madura with Pantaloons. This has spawned Indias
single largest pure play fashion apparel entity Aditya Birla
Fashion and Retail Limited.

Moving on to the business performance, MFL stayed well


ahead of the industry in terms of revenue growth of 16% to
USD 622 million (` 3,735 Crore) with EBITDA up by 19% to
USD 77 million (` 463 Crore). MFLs largest brand, Louis
Philippe crossed the ` 10 billion revenue mark, the first
apparel brand in the country to reach this level.

The business transformation begun at Pantaloons, after it


came into our fold, has been completed. Pantaloons attained
revenues of USD 308 million (` 1,851 Crore), up by 11%
and its EBITDA soared by 96% on a year-on-year basis. The
launch of six new brands bolstered Pantaloons portfolio of
own brands. Collectively these account for 52% of the overall
revenue and helped drive margin improvement. The setting-
up of 25 new stores accelerated its customer access, with
the store count now at 104.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 THE CHAIRMANS LETTER TO SHAREHOLDERS

Telecom
In the telecom sector, Idea continues to make waves. It has
maintained its enviable track record as the fastest growing
Indian mobile operator. Its performance has been splendid.
It delivered a 19% revenue growth at $ 5.3 billion
(` 31,527 Crore) with a 32% rise in EBIDTA at $ 1.9 billion
(` 11,281 Crore).
As many of you know, India is on the cusp of a digital
revolution. Internet is expected to pervade the lives of a billion
Indians in the next decade from a current low penetration of
20% online. From commerce to banking to entertainment to
health everything will go online. I believe, the mobile industry
has the onerous task to build the Indian Internet infrastructure
backbone. Idea is well poised to take advantage of this
megatrend to further accelerate its profitable growth. During
the last two spectrum auctions, Idea committed $ 6.8 billion
(` 41,000 Crore) increasing its spectrum portfolio to 270.7
MHz. Today, Idea has the ability to offer 3G services to 80%
of its own subscribers and 4G services to 60% of its
161 million subscribers base, besides offering Pan India
2G services.

Divisions: Agri, Rayon, Linen and Insulators


The divisions of your Company, comprising of the Agri,
Rayon, Linen and Insulators businesses, have done well.
These clocked a collective revenue of $ 901 million
(` 5,405 Crore) and an EBIDTA at $ 102 million (` 615 Crore),
a year-on-year growth of 9% and 11% respectively.

In a year when the country was highly rain deficient in most


regions, your Companys Agri business registered a healthy
growth of 90% over the last financial year, which is indeed
applaudable. The business is now a Total Agri Solutions
Provider, offering a bouquet of products from fertilisers to
Idea is well poised to
seeds to agrochemicals to specialities that fulfil every need
of the farmer, from sowing to harvesting. take advantage of this
megatrend to further
The VFY business performed in the face of poor demand
from the textile sector, reaping the benefits from incremental accelerate its
revenue through the ENKA acquisition. It is today the largest profitable growth.
player in the premium superfine denier market in India.
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THE CHAIRMANS LETTER TO SHAREHOLDERS Aditya Birla Nuvo Limited - Annual Report 2014-2015

In the Textiles sector, the linen business continues to be on


We have had a good top of the league. It has created its own line of linen apparel
and launched these under the brand name of Linen Club.
year at the Group
In the four Southern states where it has set-up flagship stores,
level. Our Groups the response has been overwhelmingly positive. We will soon
consolidated revenue be doubling its linen yarn capacity to reach 6,200 tpa from
crossed the ` 2.5 current 3,400 tpa.
trillion mark, setting On the Insulator business radar is an unrelenting focus on
yield improvement and increasing its export sales.
a new milestone.
Outlook
All of your Companys businesses are poised for higher
growth, given the upturn in the economy. Your Companys
balance sheet is strong. It will continue to play the role of a
business incubator, nurture new businesses in sectors that
offer promise, and alongside leverage opportunities across
its current portfolio.

To our teams
I would like to acknowledge the contribution of our teams in
India and across the world. I believe, it is our people, who
underpin everything else. They are the ultimate reason why
we meet with success, in the face of all odds, year after
year. Their commitment and dedication is beyond words.

The Aditya Birla Group: In perspective


We have had a good year at the Group level. Our Groups
consolidated revenue crossed the ` 2.5 trillion mark, setting
a new milestone. We are up 9% over the last year. In dollar
terms as well, regardless of the ups and downs in foreign
currency, we reported revenues of $ 41 billion, an 8% rise.
Over 50% of our Groups revenues flow in from our global
operations.
I believe, that the bottom line and the cash in the till is a
greater parameter to gauge performance rather than simply
revenues. On this score too, we have done well.
Our EBIDTA in Rupee terms is an impressive ` 322 billion,
again over 9% vis--vis FY14. In dollar terms, we achieved
an EBIDTA of $ 5.25 billion, reflecting an 8% rise over that of
the last year.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 THE CHAIRMANS LETTER TO SHAREHOLDERS

I deeply believe that building our future can only be possible


by building more leaders and through people development
processes. Towards this, our endeavours continue to deliver
results. Two of our programmes deserve a special mention.
Cutting Edge our leadership programme targeted at
developing P&L leaders and Turning Point aimed at
building cost centre leaders and unit heads, have proved
very promising. Over 70 talented managers have graduated
from these programmes and have taken on leadership roles
at senior levels.
At the same time our senior leaders are being actively
encouraged to take on cross business roles to gain multi-
sectoral experience.
We have a bench strength of over 250 youngsters who joined
us 5 years ago as Group Management Trainees, and
Leadership Associate Programme (Lead) and Leadership
Programme for Experienced (Leap) members have
demonstrated great potential and grown significantly. Some
of them are already in key positions. I hope to see many of
them occupy positions of critical importance in our businesses
in the near future. As part of our globalisation agenda, we
have also been recruiting both interns and Lead and Leap
participants from renowned International Business Schools.
Similarly, our GMLP Global Manufacturing Leadership
Programme, aimed at reinforcing our technical and
manufacturing strength, is paying a rich dividend. The Aditya Our focus on gender
Birla Group is being increasingly viewed as the most
aspirational place for manufacturing professionals in India.
diversity and creating
enabling policies
Our focus on gender diversity and creating enabling policies
and programmes to
and programmes to ensure that we provide a conducive,
encouraging and an equitable place for women to thrive ensure that we
and excel is gaining momentum. We have launched Spring provide a conducive,
Board, the accelerated womens leadership development encouraging and an
programme, designed for high calibre women managers.
equitable place for
Currently, we have more than 150 women positioned at
middle management and senior management levels. women to thrive and
excel is gaining
Gyanodaya, our in-house world-class university, has aligned
with the best-in-class global business schools, professors momentum.
and consultants among others. Many of our best talent is
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THE CHAIRMANS LETTER TO SHAREHOLDERS Aditya Birla Nuvo Limited - Annual Report 2014-2015

also enlisted for short-term courses at these institutions. Such


We are humbled that a cross pollination and stoking of the intellect enables us
for the third year move with the times and are continuously learning.
running, our Group Ranked No. 1 in the Nielsen Corporate Image Monitor
has been ranked No.1 We are humbled that for the third year running, our Group
in the Nielsen has been ranked No.1 in the Nielsen Corporate Image
Corporate Image Monitor 2014-15. We have emerged as Best in Class across
most of the pillars. This is a remarkable vote of confidence
Monitor 2014-15. We
by the stakeholder constituency in our leadership teams.
have emerged as It is a testament to our Group brand, governance standards,
Best in Class across transparency, customer primacy and CSR engagement. The
most of the pillars. six pillars of Corporate Image, on which organisations are
engaged, comprise of Vision and Leadership, Product &
Service quality, Workplace Management, Financial
Performance, Operating style and Social responsibility.
Nielsens Corporate Image Monitor measures the reputation
of the 42 leading companies in India across sectors
(based on the Bombay Stock Exchange list and the
Economic Times Ranked Top 50 Companies) and the
findings serve as an important indicator of the strength of
the corporate brand.

In sum
We are gearing to ensure that we have the right talent at the
right time and at the right place for each of our businesses.
Additionally, enhancing customer centricity and excellence
capability by developing customer value propositions that are
unmatched, stepping up the focus on R&D to increase the
share of value-added products across businesses are our
focus areas. The thrust on digitisation across our business
processes and using analytics and big data continue. These
are our steps towards accelerating top-line and bottom-line
growth and enhancing stakeholder value.

Yours sincerely,

Kumar Mangalam Birla


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BOARD OF DIRECTORS Aditya Birla Nuvo Limited - Annual Report 2014-2015

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Aditya Birla Nuvo Limited - Annual Report 2014-2015 CORPORATE INFORMATION

KEY MANAGERIAL PERSONNEL/


SENIOR MANAGEMENT TEAM

MANAGING DIRECTOR TELECOM


Mr. Lalit Naik Mr. Himanshu Kapania Business Head

MANUFACTURING: AGRI & INSULATORS


WHOLE-TIME DIRECTOR &
Mr. Lalit Naik Business Director
CHIEF FINANCIAL OFFICER
Mr. Raj Narayanan Chief Executive Officer
Mr. Sushil Agarwal [upto 30th June, 2015]

RAYON
CHIEF FINANCIAL OFFICER Mr. Lalit Naik Business Director
Mrs. Pinky Mehta [w.e.f 1st July, 2015] Dr. Bir Kapoor President

COMPANY SECRETARY FASHION & LIFESTYLE


Mr. Ashok Malu [w.e.f. 1st March, 2015] Mr. Pranab Barua Business Head
(Branded Apparels)

ADITYA BIRLA FINANCIAL SERVICES Mr. Thomas Varghese Business Head (Textiles)
Mr. Ajay Srinivasan Chief Executive Officer Mr. Ashish Dikshit Business Head
(Madura Fashion & Lifestyle)
Mr. Pankaj Razdan Dy. Chief Executive Officer
MD & CEO, Birla Sun Life Mr. Shital Mehta Chief Executive Officer
Insurance Co. Ltd. (Pantaloons Fashion)
Mr. S. Krishnamoorthy President - Jaya Shree Textiles

CORPORATE FINANCE DIVISION


Mr. Shriram Jagetiya President

AUDITORS SOLICITORS
Khimji Kunverji & Co. Cyril Amarchand Mangaldas, Advocates & Solicitors
S R B C & Co. LLP Mulla & Mulla and Craigie, Blunt & Caroe

OTHER BRANCH AUDITORS


K. S. Aiyar & Co.
Deloitte Haskins & Sells

Contents

Aditya Birla Nuvo : A Snapshot ............................ 2 Shareholders Information ................................. 112


Financial Highlights ............................................... 8 Social Report Towards Inclusive Growth ...... 120
Management Discussion and Analysis .............. 10 Environment Report
Directors Report .................................................. 43 Sustainable Development ................................. 123

Business Responsibility Report .......................... 88 Standalone Financial Statements ..................... 125

Corporate Governance Report ........................... 97 Consolidated Financial Statements .................. 187

Registered Office:
Indian Rayon Compound, Veraval - 362 266, Gujarat, India
Telephone + 91 2876 245711, 248629/248495 E-mail : abnlsecretarial@adityabirla.com
CIN: L17199GJ1956PLC001107
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A SNAPSHOT Aditya Birla Nuvo Limited - Annual Report 2014-2015

VISION & MISSION


A SNAPSHOT

Vision
To be a premium conglomerate building leadership in businesses
and creating value for all the stakeholders

Mission
Investing in the promising sectors
Building leadership in businesses
A platform to drive synergy of resources
Delivering best value to all the stakeholders
To be a responsible corporate citizen

A USD 4.4 BILLION PREMIUM CONGLOMERATE

Financial Telecom$ # Fashion & Divisions


services (23.28%) Lifestyle

Life Insurance^ Madura* Jaya Shree*


(74%)@
Pantaloons^ #
Asset Management^ Agri*
(72.62%)
(51%)@

Rayon*
NBFC (100%)^
Housing Finance (100%)^

Private Equity (100%)^ Insulators*


Broking (75%)^ #
Wealth Management (100%)^
General Insurance Advisory (50.01%)^
Online Money Management (100%)^

Leadership position in India Leader Top 3 Top 6

^ $ @ #
*Represent Divisions Represent Subsidiaries Represent Joint Ventures JV with Sun Life Financial, Canada Listed
Note 1 : Percentage figures indicated above represent ABNLs shareholding in its Subsidiaries / JVs
Note 2 : Madura Fashion (A division of ABNL) and Madura Lifestyle (A branded apparel retailing division of Madura Garments Lifestyle
Retail Co. Ltd., a subsidiary of ABNL) are being demerged into Pantaloons Fashion & Retail Ltd., a listed subsidiary of ABNL, w.e.f.
1st April 2015, subject to statutory approvals. Refer page 30 for transaction details.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 A SNAPSHOT

CONSOLIDATED FINANCIAL SNAPSHOT

A SNAPSHOT
Revenue EBITDA
(` Crore) (` Crore)

11%
GR
CA
%
25,490 25,892 26,516 37
GR 5,798
21,840
CA
4,927
18,188 4,137
15,523
14,331 3,247
2,687

1,686
867

2008-09 2009-10 2010-11 2011-12 2012-13 2013-14 2014-15 2008-09 2009-10 2010-11 2011-12 2012-13 2013-14 2014-15

Net Profit
(` Crore)

56% ) 1,416
AGR FY15
C 10-
(FY 1,143
1,059
890
822

155
-436

2008-09 2009-10 2010-11 2011-12 2012-13 2013-14 2014-15

CONSOLIDATED EARNINGS MIX - 2014-15

Segment Revenue1 Segment EBIT1

Divisions
Divisions Financial Services
Financial Services 17%
21% 28%
30% Fashion & Lifestyle2
9%
Fashion & Lifestyle2
21% Telecom Telecom
28% 46%

Note1 : Revenue and EBIT Mix are excluding IT-ITeS business which was divested w.e.f. 9th May 2014
Note2 : Madura Fashion (A division of ABNL) and Madura Lifestyle (A branded apparel retailing division of Madura Garments Lifestyle Retail Co.
Ltd., a subsidiary of ABNL) are being demerged into Pantaloons Fashion & Retail Ltd., a listed subsidiary of ABNL, w.e.f. 1st April 2015,
subject to statutory approvals. Refer page 30 for transaction details.
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A SNAPSHOT Aditya Birla Nuvo Limited - Annual Report 2014-2015

INVESTING IN THE PROMISING SECTORS


A SNAPSHOT

Entered Fashion business Enhanced strategic stake in Telecom through Idea


through acquisition of Madura
Expanded Financial Services portfolio by merger of
Forayed in Life Insurance business Asset Management & NBFC businesses and entry
through JV with Sun Life, Canada in broking & private equity.
Entry into IT-ITeS business Augmented Fashion offerings through acquisition of
Pantaloons, a top 3 big box apparel retailer

 2015
 2014
 2013
 2012

 2005-2011
 2005/06
 2000  2001  2003

Created Indias largest online money management portal MyUniverse


Added New Superfine Yarn capacity in Rayon
Expanded Linen Yarn and Fabric Capacities
Commenced Housing Finance business
Applied for Payments Bank license in a 51:49 Joint Venture with Idea
Signed MOU with MMI Holdings Ltd. to enter health insurance sector

Invested about USD 2 billion over past 15 years

BUILDING LEADERSHIP POSITION ACROSS ITS BUSINESSES


Financial Services Telecom Fashion & Lifestyle Divisions

Among the top 5 fund 6 th largest cellular Madura Fashion & Indias largest linen yarn
managers in India operator in the world in Lifestyle is the # 1 & fabric player.
terms of subscriber branded menswear
Diversified portfolio with base in a single country player in India 8 th largest Urea
10 lines of businesses manufacturer in India
3 rd largest telecom Pantaloons is the # 1
Managing assets worth service provider in India branded womenswear Among the top 2 VFY
USD 27.5 billion in terms of revenue retailer in India manufacturers in India
Lending book of USD 3 market share Indias largest & worlds
A large 10.8 million
billion Customer base of 157.8 loyalty customers base 4th largest manufacturer
million subscribers of insulators
Trusted by over 6 million Widest retail network in
customers the fashion space
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 A SNAPSHOT

A PLATFORM TO DRIVE SYNERGY OF RESOURCES

A SNAPSHOT
Standalone Net Debt Standalone Ratios
(` Crore)
Net Debt/Equity Net Debt/EBITDA
5.8
3,854
3,591 3,460 3,630 3,584
3,142 3,196
4.1
0.87 3.7
3.3 3.3
0.74 3.0
0.68 2.6
0.58
0.53
0.39 0.42

2008-09 2009-10 2010-11 2011-12 2012-13 2013-14 2014-15 2008-09 2009-10 2010-11 2011-12 2012-13 2013-14 2014-15

 Standalone balance sheet has been the growth engine for ABNL & a platform to drive synergy of capital resources
 Invested USD 1 billion to fund the growth capital requirements of its businesses over past six years
 Driving strong growth across businesses while sustaining debt levels
 Healthy financial position : Net Debt to EBITDA at 3.0x & Net Debt to Equity at 0.42x as on 31st March 2015
 Contributed by strong cash flow from operations, dividend income, release of capital from divestment of
sub-scale businesses and funding support from the promoters.

DELIVERING BEST VALUE TO ALL THE STAKEHOLDERS


Exit from sub scale businesses to achieve greater focus on other businesses

Business Divested Effective Date Enterprise Value Outcome


Carbon Black 1st April 2013 USD 240 million Strengthening of ABNLs
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balance sheet & greater focus
IT-ITeS 9 May 2014 USD 260 million
on core businesses

Consolidation of Branded Apparels Businesses to unlock value for the shareholders

Aditya Birla
Fashion & Retail
#1 Menswear player #1 Womenswear retailer

Creating Indias largest pure-play fashion & lifestyle company


Presence across entire spectrum of fashion through Indias leading fashion brands
Unlocking value for shareholders by giving them direct holding in a best-in-class fashion powerhouse
Largest retail network in fashion space in India
Sound Balance sheet to act as a strong enabler for growth
Refer page 30 for transaction details
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A SNAPSHOT Aditya Birla Nuvo Limited - Annual Report 2014-2015

ROBUST REVENUE GROWTH ACROSS THE BUSINESSES


A SNAPSHOT

Revenue
(` Crore)

1
Financial Services Telecom2
31,527

26,432
7,926
6,637 22,407
6,542
6,304 6,378
19,489

15,438

2010-11 2011-12 2012-13 2013-14 2014-15 2010-11 2011-12 2012-13 2013-14 2014-15

3
Fashion & Lifestyle 4
Divisions
5,450

4,759 5,405
5,300
4,979
3,802
4,301

2,243 3,101

1,811

2010-11 2011-12 2012-13 2013-14 2014-15 2010-11 2011-12 2012-13 2013-14 2014-15

Note1 : Including full figures of Asset Management business. As per AS-27, Asset Management business has been proportionately consolidated
at 50% in ABNL's financials, being a 50:50 Joint Venture till 9th October 2012. Thereafter, it is consolidated as a subsidiary since Aditya
Birla Financial Services holds 51% w.e.f. 10th October 2012.
Note2 : Full financial numbers of Idea Cellular. Being a Joint Venture, Idea Cellular has been consolidated at 27.02% from 12th August 2008 upto
1st March 2010, at ~ 25.3% till 10th June 2014, at 23.63% till 23rd July 2014 and at ~ 23.3% thereafter, as per AS-27.
Note3 : Represents Branded Apparels & Accessories (Madura Fashion & Lifestyle and Pantaloons Fashion & Retail Ltd.). In 2012-13, nine months
financials of Pantaloons are included pursuant to its acquisition, w.e.f. the appointed date 1st July 2012.
Note4 : Represents Jaya Shree, Agri, Rayon and Insulators businesses.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 A SNAPSHOT

SOUND GROWTH IN PROFITABILITY ACROSS THE BUSINESSES

A SNAPSHOT
EBITDA
(` Crore)

1 2
Financial Services Telecom
11,281

8,519

911
6,071
819 799
661 5,085
544
3,910

2010-11 2011-12 2012-13 2013-14 2014-15 2010-11 2011-12 2012-13 2013-14 2014-15

Fashion & Lifestyle3 Divisions4

532
615
401 600
554
547
3125
519
196
136

2010-11 2011-12 2012-13 2013-14 2014-15 2010-11 2011-12 2012-13 2013-14 2014-15

Note1 : Including full figures of Asset Management business. As per AS27, Asset Management business has been proportionately consolidated at 50% in
ABNL's financials, being a 50:50 Joint Venture till 9th October 2012. Thereafter, it is consolidated as a subsidiary since Aditya Birla Financial Services
holds 51% w.e.f. 10th October 2012. Interest cost of NBFC business, being an operating expense as per AS17, is deducted from EBITDA.
Note2 : Full financial numbers of Idea Cellular. Being a Joint Venture, Idea Cellular has been consolidated at 27.02% from 12th August 2008 upto
1st March 2010, at ~ 25.3% till 10th June 2014, at 23.63% till 23rd July 2014 and at ~ 23.3% thereafter, as per AS-27.
Note3 : Represents Branded Apparels & Accessories (Madura Fashion & Lifestyle and Pantaloons Fashion & Retail Ltd.). In 2012-13, nine months
financials of Pantaloons are included pursuant to its acquisition, w.e.f. the appointed date 1st July 2012.
Note4 : Represents Jaya Shree, Agri, Rayon and Insulators businesses.
Note5 : Excluding one time investment income.
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FINANCIAL HIGHLIGHTS - CONSOLIDATED Aditya Birla Nuvo Limited - Annual Report 2014-2015

PROFIT AND LOSS ACCOUNT 2014-15 2013-14 2012-13 2011-12 2010-11


USD Million14 ` Crore ` Crore ` Crore ` Crore ` Crore
Financial Services1 1,321 7,926 6,637 6,283 6,384 6,121
Fashion & Lifestyle2 908 5,450 4,759 3,802 2,243 1,811
FINANCIAL HIGHLIGHTS

Telecom3 1,245 7,467 6,669 5,662 4,933 3,918


IT-ITeS4 47 283 2,898 2,466 2,082 1,692
Divisions5 901 5,405 4,979 5,300 4,301 3,101
Carbon Black5 2,036 1,943 1,588
Inter-segment elimination (3) (16) (50) (58) (46) (43)
Revenue 4,419 26,516 25,892 25,490 21,840 18,188
EBITDA 966 5,798 4,927 4,137 3,247 2,687
Less : Depreciation & Amortisation 284 1,703 1,609 1,295 1,092 941
EBIT 683 4,095 3,318 2,842 2,154 1,746
Less: Finance Costs related to NBFC 184 1,105 742 456 202 112
Less : Other Finance Costs 109 652 809 860 623 440
Earnings before Tax & Exceptional Items 390 2,338 1,767 1,526 1,330 1,195
Add: Exceptional Gain / (Loss)6 (2) (13) 5 (104) (104)
Less : Tax Expenses 139 833 550 342 216 183
Net Profit / (Loss) before Minority Interest 249 1,491 1,222 1,184 1,010 908
Less : Minority Interest & share in (Profit) / Loss of associates 13 76 79 125 120 86
Net Profit / (Loss) 236 1,416 1,143 1,059 890 822

BALANCE SHEET 2014-15 2013-14 2012-13 2011-12 2010-11


USD Million14 ` Crore ` Crore ` Crore ` Crore ` Crore
Net Fixed Assets (Including Capital Advances and CWIP) 2,057 12,342 13,045 10,677 9,354 8,840
Goodwill 662 3,973 4,982 4,825 3,177 3,042
Life Insurance Investments 5,025 30,147 24,764 22,929 21,110 19,760
Long term Investments 68 408 410 354 319 289
NBFC Lending Book (including Housing Finance) 2,950 17,700 11,550 8,000 3,425 1,850
Cash Surplus & Current Investments7 708 4,246 1,089 2,415 1,518 1,261
Net Working Capital 28 165 730 1,773 1,497 451
Total Funds Utilised 11,497 68,981 56,569 50,974 40,399 35,493
Net Worth 2,145 12,871 11,189 9,384 7,517 6,678
Life Insurance Policyholders Fund8 4,806 28,839 23,557 21,576 19,964 18,977
Total Debt 1,883 11,299 10,893 11,778 9,328 7,763
NBFC borrowings (including Housing Finance) 2,448 14,686 9,647 6,867 2,973 1,538
Minority Interest 134 802 778 940 301 278
Deferred Tax Liabilities (Net) 81 485 504 428 317 259
Total Funds Employed 11,497 68,981 56,569 50,974 40,399 35,493

RATIOS AND STATISTICS Unit 2014-15 2013-14 2012-13 2011-12 2010-11


Interest Cover (EBITDA9 / Finance Costs10) x 7.2 5.2 4.3 4.9 5.9
Net Debt to Equity (Net Debt11 / Net Worth) x 0.5 0.9 1.0 1.0 1.0
Net Debt to EBITDA (Net Debt11 / EBITDA9) x 1.5 2.3 2.5 2.6 2.5
ROACE (EBIT12 / Average Capital Employed13) % 12.2 11.2 11.9 12.0 11.8
ROAE (Net Profit / Average Net Worth) % 11.8 11.1 12.5 12.5 13.5
Basic Earnings Per Share (Weighted Average) ` 108.8 (USD 1.8) 92.1 93.2 78.4 77.6
Book Value per Equity share ` 989 (USD 16.5) 860 781 662 586
No. of Equity Shareholders Numbers 132,505 142,260 146,139 146,636 153,896
Closing Price as on 31st March (NSE) ` 1,664 (USD 27.7) 1,091 976 945 814
Market Capitalisation (NSE) ` Crore 21,654 (USD 3.6 billion) 14,196 11,727 10,723 9,244

Note1: Financial Services include NBFC, Life Insurance, Asset Management, Housing Finance, Private Equity, Broking, Wealth Management, Online Money Management &
th
General Insurance Broking businesses. Asset Management business has been proportionately consolidated at 50% till 9 October 2012, being a 50:50 Joint Venture and
th
thereafter consolidated as subsidiary since Aditya Birla Financial Services holds 51% w.e.f. 10 October 2012.
Note2: Represents Branded Apparels & Accessories business (Madura Fashion & Lifestyle and Pantaloons Fashion & Retail Limited).
Note3 : Represents ABNLs share. Being a joint venture, Idea has been consolidated at 27.02% from 12th August 2008 upto 1st March 2010, at ~ 25.3% till 10th June 2014, at 23.63%
till 23rd July 2014 and at ~ 23.3% thereafter as per AS 27.
Note4 : ABNL IT & ITES Ltd., a wholly owned subsidiary of ABNL, divested Aditya Birla Minacs w.e.f. 9th May 2014
Note5 : Divisions include Jaya Shree, Agri, Rayon and Insulators. The Carbon Black division has been divested through slump sale w.e.f. 1st April 2013
Note6 : Exceptional Gain / (Loss) in 2014-15 represents loss of ` 13 Crore pertaining to the divestment of Minacs
Note7 : Cash Surplus & Current Investments include cash & bank balances and fertilisers bonds Note8 : Including Fund for Future Appropriations
Note9 : EBITDA less finance costs related to NBFC Note10 : Excluding finance costs related to NBFC
Note11 : Total Debt (excluding NBFC borrowings) less Cash Surplus & Current Investments Note12 : EBIT less finance costs related to NBFC
Note13 : Capital Employed excluding Life Insurance Policyholders Fund and NBFC borrowings Note14 : 1 USD = ` 60; 10 Million = 1 Crore
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 FINANCIAL HIGHLIGHTS - STANDALONE

PROFIT AND LOSS ACCOUNT 2014-15 2013-14 2012-13 2011-12 2010-11


USD Million6 ` Crore ` Crore ` Crore ` Crore ` Crore
Revenue 1,490 8,938 8,021 9,754 8,433 6,447

FINANCIAL HIGHLIGHTS
EBITDA 198 1,186 1,246 1,116 1,050 960
Less : Finance Costs 44 263 267 360 313 271
Earnings before Depreciation and Tax 154 922 979 756 737 689
Less : Depreciation and Amortisation 32 189 199 219 203 194
Earnings before Tax and Exceptional Items 122 733 780 537 534 495
1
Add: Exceptional Gain/ (Loss) 24 (104)
Earnings before Tax 122 733 804 537 430 495
Less : Tax Expenses 34 205 130 114 85 115
Net Profit2 88 528 674 423 345 380
Less : Dividend (Including Corporate Tax on Dividend) 18 110 98 78 68 73
Retained Profit 70 418 576 345 277 307

BALANCE SHEET 2014-15 2013-14 2012-13 2011-12 2010-11


USD Million6 ` Crore ` Crore ` Crore ` Crore ` Crore
Net Fixed Assets (Including Capital Advances and CWIP) 313 1,879 1,866 2,226 1,976 1,858
Long term Investments 1,449 8,695 7,952 5,857 5,598 5,424
Cash Surplus & Current Investments3 17 105 557 353 707 146
Net Working Capital 272 1,635 1,574 2,556 2,117 1,433

Capital Employed 2,052 12,314 11,949 10,992 10,398 8,862

Share Capital 22 130 130 120 114 114


Share Warrants 224
Reserves and Surplus 1,398 8,389 7,978 6,510 5,565 5,287
Net Worth 1,420 8,519 8,108 6,854 5,679 5,401
Total Debt 615 3,688 3,753 3,983 4,561 3,287
Deferred Tax Liabilities (Net) 18 106 88 155 158 174

Capital Employed 2,052 12,314 11,949 10,992 10,398 8,862

RATIOS AND STATISTICS Unit 2014-15 2013-14 2012-13 2011-12 2010-11


Interest Cover (EBITDA / Finance Costs) x 4.5 4.7 3.1 3.4 3.5
ROACE (EBIT/ Average Capital Employed) % 8.2 9.1 8.4 8.8 8.8
4
ROACE (Excluding Long Term Investments) % 23.8 17.1 15.0 18.7 23.5
ROAE (Net Profit/ Average Net Worth) % 6.3 9.0 6.8 6.2 7.5
Net Debt to Equity (Net Debt 5 / Net Worth) x 0.42 0.39 0.53 0.68 0.58
Net Debt to EBITDA (Net Debt5 / EBITDA) x 3.0 2.6 3.3 3.7 3.3
Dividend per Equity Share ` 7.0 (12 Cents) 7.0 6.5 6.0 5.5
Dividend Payout Including Tax (as % to Net Profit) % 20.8 14.5 18.5 19.7 19.1
Basic Earnings Per Share (EPS) (Weighted Average) ` 40.6 (68 Cents) 54.3 37.2 30.4 35.8
Cash EPS (Weighted Average) ` 57.0 (USD 1.0) 64.9 56.3 47.0 53.7
Book Value per Equity share ` 655 (USD 10.9) 623 570 500 476
Capital Expenditure (Net) ` Crore 223 (USD 37 million) 401 449 304 240

Note1 : Book gain of ` 24 Crore has been recognized in 2013-14 w.r.t. the slump sale of the Carbon Black business w.e.f. 1st April 2013
Note2 : Net Profit in 2013-14 is higher by ` 209 Crore on account of one-off items being (a) book gain of ` 24 Crore and net tax credit of ` 41 Crore on
divestment of the Carbon Black business and (b) gain of ` 144 Crore on buyback of equity shares by Life Insurance subsidiary.
Note3 : Cash Surplus & Current Investments include cash & bank balances, fertilisers bonds and short term ICDs
Note4 : (EBIT excluding Dividend Income) / (Average Capital Employed less Long Term Investments)
Note5 : Total Debt less Cash Surplus & Current Investments
Note6 : 1 USD = ` 60; 10 Million = 1 Crore
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Indian Economy: Promising Outlook Aditya Birla Nuvo Limited: Progressing in line
with its vision and mission
Indias GDP is estimated to grow at 7.4% in fiscal
2014-15 vis--vis 6.9% recorded in the previous Aditya Birla Nuvo Limited (ABNL or the
year. There was a noteworthy improvement across Company), is a USD 4.4 billion conglomerate
various parameters. Control on price rise continued having a leadership position across its Financial
MANAGEMENT DISCUSSION AND ANALYSIS

and remarkable downfall in inflation was noted led Services, Fashion & Lifestyle, Telecom, Linen and
by benign global commodity prices. WPI inflation, Manufacturing businesses.
at -2.33% in March 2015, touched its lowest level
since past nine years. CPI inflation eased to 5.17% Guided by its vision To be a premium
in March 2015 after starting the year with 8.6% in conglomerate building leadership in businesses
April 2014. Year-on-year growth in Index of and creating value for all the stakeholders, ABNL
Industrial Production (IIP) was encouraging at 2.8% has transformed itself from a small manufacturing
compared to negative growth in the previous year. company in 2000 to become one of the largest
The moderation in inflation prompted the RBI to conglomerates in India today. During this
cut interest rates to spur economic growth. transformational journey, ABNL identified growth
The Consumer confidence index reported by opportunities in the promising sectors and invested
Nielson touched its 4-year high level. It rose from close to USD 2 billion to build and sustain its
121 in the fourth quarter of 2013-14 to 129 in the leadership position in these sectors.
third quarter of 2014-2015. Well recognised for its market leadership and cost
Structural reforms to boost investments remained management in the industrial businesses till late
high on the Governments agenda. It started with nineties, the Aditya Birla Group today has a
increasing FDI cap to 49% in defence production, successful and marked presence in the consumer
to 100% in railway infrastructure and then raising centric service sector space through ABNL. Having
FDI cap in insurance sector from 26% to 49%. The promoted and created more than 20 marquee
Government is expected to beat its fiscal deficit brands, ABNL, touches the lives of more than 160
target of 4.1% of GDP, supported by the coal and million Indians and meets their needs for life
spectrum auctions. The Indian Rupee remained assurance, investment, financing, fashion, digital
relatively stable and the Current Account Deficit communication and agri products.
(CAD) contracted.
During fiscal 2014-15, the Company continued to
With all the above positive indicators, the Indian
progress in line with its mission:
economy is becoming a favourable destination for
investment. Though the capex cycle and consumer Investing in the promising sectors
spend on the ground is yet to pick up, the Building leadership position in businesses
prospects of a stable macro-economic
environment has boosted foreign equity inflows in A platform to drive synergy of resources
the Country. Net equity inflows from Foreign Delivering best value to all the stakeholders
Institutional Investors (FIIs) grew by 33% to USD
To be a responsible corporate citizen
18 billion. Net equity inflows from mutual funds were
USD 6.9 billion as compared to net outflow of Investing in the promising sectors
USD 3.5 billion in the previous year.
ABNL augmented its bouquet of offerings in the
The World Bank and the International Monetary
Financial Services business with commencement
Fund forecast Indias GDP to grow at 7.5% in 2015
of Housing Finance business operations in October
to become the worlds fastest growing economy,
ahead of China. A stable government, RBIs 2014 under Aditya Birla Housing Finance Limited.
inflation focus and benign global commodity prices It has also signed an MoU in October 2014 with
are expected to be the key contributing factors. MMI Holdings Ltd., a leading South African
Furthermore, new initiatives viz. Make in India, Insurance based Financial Services Group, to enter
Digital India along with a host of financial inclusion the Health Insurance sector in India.
measures are expected to help accelerate Indias ABNL has also made an application to the RBI for
economic development. obtaining license for setting-up a Payments Bank,

Note: USD 1 = ` 60; 1 billion = 100 Crore


Note: The financials in the Management Discussion and Analysis have been rounded off to the nearest ` 1 Crore
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

in accordance with the Guidelines for Licensing Madura is the # 1 branded menswear
of Payments Bank issued by RBI on November player in India and Pantaloons is the # 1
27, 2014. As per the proposed structure, ABNL branded womenswear retailer in India.
will be the Promoter of the Payments Bank, holding
Trusted by a large 10.8 million loyalty
51% of its equity capital. Idea Cellular Limited
(Idea), an Aditya Birla Group Company, where customer base.

MANAGEMENT DISCUSSION AND ANALYSIS


ABNL is the largest promoter shareholder, will be Revenue at USD 910 million (` 5,450
holding the balance 49% of equity capital in the Crore) grew year-on-year by 15% and
proposed Payments Bank. The equity participation EBITDA at USD 89 million (` 532 Crore)
of Idea in the proposed Payments Bank may be soared by 32%.
increased up to 60%, subject to regulatory
approvals, as applicable. Largest retail network in the fashion space
with 1,869 exclusive brand outlets / stores
Building leadership position in businesses spanning 4.8 million square feet and
The Company continued to invest in its businesses 6,000+ additional points of sale.
to fortify its leadership position. The business-wise Expanding market presence with addition
highlights are as follows: of retail stores as well as scaling its own
 Aditya Birla Financial Services (ABFS) online presence through Trendin.com.
A significant non-bank financial services
player having a diversified portfolio with  Telecom (Idea Cellular)
10 lines of businesses, including planned Idea is the 6 th largest mobile
foray in the health insurance sector. telecommunications company in the world
Ranks among the top 5 fund managers (based on operations in a single country)
in India, excluding LIC. in terms of the number of subscribers
Funds under management at USD 27.5 (Source : GSMA, December 2014)
billion1 (` 164,940 Crore), grew year-on- It ranks 3rd in India in terms of revenue
year by 35%. market share which grew from 16.1% to
Lending book in the NBFC business 17.5%2 in the previous year.
reached USD 3 billion (` 17,550 Crore) Largest revenue market share gainer in
mark registering a 52% year-on-year India between 2009 and 2014
growth.
A large customer base of 157.8 million
Revenue at USD 1.3 billion (` 7,926 Crore)
subscribers as on 31st March 2015.
rose year-on-year by 19% and Earnings
before Tax at USD 141 million (` 849 Idea is a USD 11 billion company by
Crore) surged by 17%. market cap (` 66,200 Crore as on
Trusted by over 6 million customers and 31st March 2015)
anchored by 11,000 committed Its consolidated revenue at USD 5.3
employees, ABFS has a strong nation- billion (` 31,527 Crore) grew year-on-year
wide presence through more than 1,350 by 19% and EBITDA at USD 1.9 billion
branches / touch points and over 140,000 (` 11,281 Crore) surged by 32%.
agents / channel partners.
Strong cash profit generation3 at USD 1.4
 Fashion & Lifestyle (Madura and billion (` 8,482 Crore), 32% up
Pantaloons) year-on-year.
ABNLs Fashion & Lifestyle business is the Idea has a strong balance sheet to
largest branded apparel player in India support its growth plans, with standalone3
selling two branded apparels every Net Debt to EBITDA at 1.31 times as on
second. 31st March 2015.
Note 1 : Includes AUM of Life Insurance, Private Equity and quarterly average AUM of Asset Management business
Note 2: Based on gross revenue for UAS & Mobile licenses only, for OctoberDecember 2014 as released by Telecom Regulatory Authority of India (TRAI).
Note 3: Standalone Idea = Idea and its 100% subsidiaries
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

 Divisions (Jaya Shree, Agri, Rayon and Delivering best value to all the stakeholders
Insulators):
As a conglomerate, ABNL constantly evaluates its
Combined revenue at USD 901 million capital allocation strategy and reviews its business
(` 5,405 Crore) grew year-on-year by 9% portfolio, with the objective of delivering the best
and EBITDA at USD 102 million (` 615 value to all the stakeholders over the long run.
MANAGEMENT DISCUSSION AND ANALYSIS

Crore) increased by 11%.


Jaya Shree is a leading Linen Yarn and Exit from sub-scale businesses to ensure
Fabric player in India. To tap sector greater focus on other businesses
growth opportunities, Jaya Shree is
targeting to double its linen yarn capacity.  Given the multiple growth opportunities and
th
Indo-Gulf is the 8 largest and one of the ensuing capital commitment of ABNL towards
most energy efficient urea plants in India. other businesses, your Company divested the
Indian Rayon is among the top two IT-ITeS business with effect from 9th May 2014
manufacturers and the largest exporter at an Enterprise Value of USD 260 million
of VFY. subject to working capital adjustments.
Aditya Birla Insulators is Indias largest
 Earlier in the previous year 2013-14, the
and worlds 4th largest manufacturer of
Company had divested the Carbon Black
insulators.
business with effect from 1st April 2013 at an
A platform to drive synergy of resources enterprise value of ` 1,451 Crore subject to
 The standalone balance sheet has been the working capital adjustments.
growth engine for ABNL and a platform to
drive synergy of capital resources.
 The divestment proceeds have supported the
growth plans of the Company, strengthened
 ABNL has invested about USD 1 billion to fund
its balance sheet and enabled greater focus
the growth capital requirements of its
on the core businesses.
businesses over the past six years. Long term
strategic investments account for more
than 70% of ABNLs standalone capital Consolidation of branded apparels businesses
employed as on 31st March 2015. to unlock value for the shareholders
 Despite this, ABNL continues to command a
 To capitalise on its large market presence in
healthy financial position, with standalone Net
the branded fashion space in India, your
Debt to EBITDA at 3 times and Net Debt to
Company has announced consolidation of its
Equity at 0.42 times as on 31st March 2015,
branded apparels businesses under its listed
led by steady cash flow from operations,
dividend income and release of capital from subsidiary Pantaloons Fashion & Retail Ltd.
divestment of sub-scale businesses. (PFRL), through a composite scheme of
arrangement (Scheme). As part of the
 For fiscal 2015-16, the standalone balance
Scheme, Madura Fashion, the branded
sheet will support investments to the tune of
` 600 Crore in the Financial Services apparel retailing division of ABNL and Madura
businesses, largely to fund the growth capital Lifestyle, the luxury branded apparel retailing
requirements of the NBFC and Housing division of Madura Garments Lifestyle Retail
Finance businesses. The capital expenditure Company Limited (MGLRCL) a subsidiary
guidance for the standalone businesses of ABNL, will be demerged from respective
stands at around ` 300 Crore. companies into PFRL. Pursuant to demerger,
 While fulfilling these capital requirements, the new shares will be issued by PFRL to the
Company is committed to keeping this growth respective shareholders of the transferor
engine healthy and future-ready. companies directly.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

This consolidation will create Indias


largest pure play branded apparels
Company by bringing Madura Indias
Our values provide us
#1 branded menswear player and with our roots and they
Pantaloons Indias #1 branded
provide us with our

MANAGEMENT DISCUSSION AND ANALYSIS


womenswear retailer, together.

The move will unlock value for the wings


shareholders by giving them an
Chairman, Kumar Mangalam Birla
opportunity to participate in the promising
fashion space directly.

The transaction is subject to the Driven by Power of Five Values


necessary statutory and regulatory
approvals including approvals of the Integrity
respective High Courts, the Stock Acting and taking decisions in a manner that is
Exchanges, SEBI, the respective fair and honest. Following the highest standards
Shareholders and lenders / creditors of of professionalism and being recognised for doing
each of the companies. so. Integrity for us means not only financial and
intellectual integrity, but encompasses all other
The appointed date of the Scheme will forms as are generally understood.
be 1st April 2015.
Commitment
The combined entity will have the largest
On the foundation of Integrity, doing all that is
retail network in fashion space in the
needed to deliver value to all the stakeholders. In
Country.
the process, being accountable for our own actions
The consolidation will also enable tapping and decisions, those of our team and those in the
part of the organisation for which we are
of operational synergies on various fronts
responsible.
such as sourcing, real estate and
technology platforms. Passion
The sound Balance Sheet of the An energetic, intuitive zeal that arises from
combined entity will act as a strong emotional engagement with the organisation that
enabler for future growth. makes work joyful and inspires each one to give
his or her best. A voluntary, spontaneous and
relentless pursuit of goals and objectives with the
Refer page 30 for transaction details.
highest level of energy and enthusiasm.
To be a responsible corporate citizen Seamlessness
As a responsible corporate citizen, the vision of Thinking and working together across functional
the Company is to contribute actively to the social groups, hierarchies, businesses and geographies.
and economic development of the communities, Leveraging diverse competencies and
to build a better and sustainable way of life for the perspectives to garner the benefits of synergy
weaker sections of the society and to adopt best while promoting organisational unity through
business practices for sustainable development; sharing and collaborative efforts.
thereby balancing its economic growth with
Speed
environmental and societal interests.
Responding to internal and external customers with
The initiatives taken by the Company in these areas a sense of urgency. Continuously striving to finish
are spelt out in detail in the Social and Environment before deadlines and choosing the best rhythm to
Report Section of the Annual Report. optimise organisational efficiencies.
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Consolidated Earnings

Revenue (USD 4.4 billion) EBITDA (USD 966 million)


(` Crore)
(` Crore)
5,798

25,490 25,892 26,516 4,927


MANAGEMENT DISCUSSION AND ANALYSIS

4,137

18%

2%

2012-13 2013-14 2014-15 2012-13 2013-14 2014-15

Net Profit (USD 236 million)


(` Crore)

1,416

1,143
1,059

24%

2012-13 2013-14 2014-15

Sound earnings growth like basis, i.e., excluding IT-ITeS business


The Company posted a strong growth in earnings which was divested w.e.f. 9 th May 2014,
during 2014-15. Most of the businesses are revenue and EBITDA growth was 14% and
competitively well placed and are contributing to 25% respectively.
the earnings growth. Consolidated Net Profit surged year-on-year
Posted consolidated revenue at ` 26,516 by 24% to ` 1,416 Crore. Excluding IT-ITeS
Crore (2%  y-o-y) and consolidated EBITDA business and before one-off items, like-to-like
at ` 5,798 Crore (18%  y-o-y). On a like-to- growth in net profit was 39%.

Consolidated Profit and Loss Account (` Crore)


2013-14 2014-15
Revenue 25,892 26,516
EBITDA 4,927 5,798
Less: Depreciation and Amortisation 1,609 1,703
Earnings Before Interest and Tax (EBIT) 3,318 4,095
Less: Finance Costs related to NBFC 742 1,105
Less: Other Finance Costs 809 652
Earnings Before Tax and Exceptional Items 1,767 2,338
Add: Exceptional Gain/(Loss)1 5 (13)
Earnings Before Tax 1,772 2,325
Less: Tax Expenses 550 833
Less: Minority Interest and Share of (Profit)/Loss of associates 79 76
Consolidated Net Profit 1,143 1,416
Note1 : In 2014-15, Exceptional loss of ` 13 Crore pertains to the divestment of Minacs, the IT-ITeS business, w.e.f. 9th May 2014. Exceptional
items in 2013-14 include loss of ` 19 Crore on impairment of goodwill relating to investments in the broking & wealth management
businesses and gain of ` 24 Crore on the divestment of the Carbon Black business
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

Consolidated Revenue - Segmental (` Crore)


2013-14 2014-15
1
Financial Services 6,637 7,926
2
Fashion & Lifestyle 4,759 5,450
3
Telecom 6,669 7,467

MANAGEMENT DISCUSSION AND ANALYSIS


4
IT-ITeS 2,898 283
5
Divisions 4,979 5,405
Inter-segment Elimination (50) (16)
Consolidated Revenue 25,892 26,516

Consolidated revenue of ABNL grew year-on-year Revenue of Asset Management business


to ` 26,516 Crore despite divestment of IT-ITeS increased by 19% to ` 596 Crore on the
business w.e.f. 9th May 2014. back of growth in AUM.
Revenue of the Financial Services business Fashion & Lifestyle business posted 15%
surged by 19% to ` 7,926 Crore led by the growth in revenue at ` 5,450 Crore. Led by
NBFC and the Life Insurance businesses. retail stores expansion and a 20% revenue
Revenue of NBFC business soared by 48% growth in wholesale channel, Maduras total
to ` 1,776 Crore driven by 52% year-on- revenue rose by 16% to ` 3,735 Crore.
year growth in its lending book. Revenue Revenue of Pantaloons Fashion & Retail Ltd.
of Life Insurance business grew by 12% to grew by 11% to ` 1,851 Crore. Retail stores
` 5,267 Crore led by the group new expansion and like-to-like growth of
business and renewal premium growth. 5.5% contributed.

Consolidated EBIT - Segmental (` Crore)


Segment EBIT as per Accounting Standard (AS)-17 2013-14 2014-15
1
Financial Services 725 814
2
Fashion & Lifestyle 199 261
3
Telecom 952 1,305
4
IT-ITeS 181 (16)
5
Divisions 430 494
Segment EBIT as per AS - 17 2,487 2,857
Add: Unallocated Income / (Expenses) (Net) 19 78
6
Add: Finance Costs related to NBFC 742 1,105
6
Add: Consolidated Interest Income (Excluding Interest Income of NBFC) 70 55
Consolidated EBIT 3,318 4,095
1
Note : Financial Services include NBFC, Life Insurance, Asset Management, Housing Finance, Private Equity, Broking, Wealth Management,
Online Money Management & General Insurance Broking businesses. In accordance with AS-17 on Segment Reporting, finance cost of
NBFC business is reduced from Segment EBIT.
2
Note : Represents Branded Apparels & Accessories business (Madura Fashion & Lifestyle and Pantaloons Fashion & Retail Limited).
3
Note : Represents ABNLs share in Idea Cellulars earnings. Being a joint venture, Idea has been consolidated at ~25.3% till 10th June 2014, at
23.63% till 23rd July 2014 and at ~23.3% thereafter as per AS - 27.
4
Note : Divested w.e.f 9th May 2014
5
Note : Divisions include Jaya Shree, Agri, Rayon and Insulators.
6
Note : In accordance with AS-17 on Segment Reporting, finance cost of NBFC business is reduced from segment EBIT, hence, added back to
arrive at Consolidated EBIT. In accordance with AS-17, interest income (excluding interest income of NBFC business) is not included in
segment EBIT, hence, added back-to-arrive at Consolidated EBIT.
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

In the Telecom business, Idea Cellular share: ` 1,305 Crore) led by robust growth in
registered a 19% growth in the top-line at voice and data usage, scale benefits and cost
` 31,527 Crore (ABNLs share: ` 7,467 Crore). efficiency.
A strong 16% rise in total minutes of use, more
than 100% growth in data volumes and a Segment EBIT of Divisions, combined
3% higher average realisation per together, rose by 15% to ` 494 Crore. The
MANAGEMENT DISCUSSION AND ANALYSIS

minute contributed. linen segment of Jaya Shree Textiles posted


higher profitability led by expansion. At Indo-
The combined revenue of the divisions grew Gulf, improved energy efficiency, higher fixed
by 9% to ` 5,405 Crore led by volume and cost reimbursement as per the Government
realisation growth in the linen and the policy and increased sales of pesticides
insulators businesses coupled with pass augmented earnings. At Indian Rayon,
through of rise in natural gas prices in the profitable growth in the VFY segment was
Agri business. offset by lower Caustic Soda volumes owing
to maintenance shutdown in the power plant
Consolidated EBITDA rose by 18% from ` 4,927
and the softening of ECU realisation. At
Crore to ` 5,798 Crore. The Financial Services,
Aditya Birla Insulators, higher volumes and
Telecom and Fashion & Lifestyle businesses were
an increase in realisation, mainly to pass on
the major contributors.
the rise in operating costs, contributed to the
Consolidated depreciation grew by 6% to earnings growth.
` 1,703 Crore, largely in Idea Cellular and
Pantaloons. Ideas depreciation was higher on Finance costs related to the NBFC business
account of network expansion and reduction in increased by 49% in line with the growth in the
estimated useful life of core network NBFC lending book.
equipments. Depreciation in Pantaloons was up
by 68% due to accelerated depreciation Other finance costs declined from ` 809 Crore to
charged on account of stores renovation and ` 652 Crore mainly due to divestment of the IT-
planned stores closures. ITeS business.

In the previous year 2013-14, one-time interest cost


Consolidated EBIT surged by 23% from ` 3,318
of ` 88 Crore [mainly relating to earlier years and
Crore to ` 4,095 Crore.
pertaining to compulsory convertible debentures
Segment EBIT of Financial Services business (CCDs) issued by Minacs, the IT-ITeS Subsidiary,
grew by 12% to ` 814 Crore driven by the in 2010] was charged to the Consolidated Profit &
expansion of the lending book in the NBFC Loss Account on account of the redemption of the
business and AUM growth in the Asset CCDs owing to the divestment of IT-ITeS business.
Management business.
Tax expenses increased mainly on account of
Fashion & Lifestyle business registered a 31% improved profitability in the Telecom and the NBFC
rise in segment EBIT at ` 261 Crore. Madura businesses. In the previous year 2013-14, tax
posted 26% growth in EBIT led by top-line expenses were net of ` 41 Crore tax credit
growth and margin expansion. Pantaloons recognized pursuant to the divestment of the
recorded 180 basis points expansion in Carbon Black business w.e.f. 1st April 2013.
EBITDA margin, however, being in the
investment phase, it reported a loss at ABNLs consolidated Net Profit expanded by 24%
segment EBIT level owing to accelerated from ` 1,143 Crore to ` 1,416 Crore.
depreciation.
On a normalised basis, consolidated Net Profit
In the Telecom business, segment EBIT (excluding IT-ITeS business and before one-off
surged by 46% to ` 5,508 Crore (ABNLs items) surged by 39%.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

Consolidated balance sheet Lending book of the NBFC and Housing Finance
businesses, combined together, has grown to
Net worth increased by ` 1,682 Crore to ` 12,871 Crore
` 17,700 Crore. Housing Finance business, which
mainly on account of profit earned during the year.
commenced its operations in October 2014, has a
Total debt (excluding borrowings related to NBFC lending book of ` 142 Crore as on 31st March 2015.
and Housing Finance businesses) increased from

MANAGEMENT DISCUSSION AND ANALYSIS


` 10,893 Crore to ` 11,299 Crore mainly due to Cash Surplus and Current Investments are higher
Pantaloons which raised debt during the year to on account of surplus funds with Idea Cellular.
fund its losses, capex and working capital Idea raised debt funds for payment of upfront
requirements. Borrowings related to the NBFC and spectrum fee towards spectrum won in March
Housing Finance businesses grew to ` 14,686 2015 auctions, however, major part of fee was
Crore in line with the growth in lending book. paid in April 2015.
Net fixed assets, Goodwill and Net Working Capital A report on Business-wise performance and
are lower year-on-year owing to the divestment of outlook follows.
the IT-ITeS business.
Consolidated Balance Sheet (` Crore)
March March
2014 2015
Net Worth 11,189 12,871
Total Debt 10,893 11,299
NBFC Borrowings (including Housing Finance) 9,647 14,686
Minority Interest 778 802
Deferred Tax Liabilities (Net) 504 485
Capital Employed 33,012 40,142
Life Insurance Policyholders Funds
(Including Funds for Future Appropriation) 23,557 28,839
Total Funds Employed 56,569 68,981
Net Fixed Assets (including Capital Advances & CWIP) 13,045 12,342
Goodwill 4,982 3,973
Long term Investments 410 408
Life Insurance Investments 24,764 30,147
Policyholders Investments 23,435 28,595
Shareholders Investments 1,329 1,552
NBFC Lending Book (including Housing Finance) 11,550 17,700
Net Working Capital 730 165
Cash Surplus & Current Investments1 1,089 4,246
Total Funds Utilised 56,569 68,981
Book Value per Equity Share (`) 860 989
2
Net Debt /EBITDA (x) 2.3 1.5
Net Debt2/Equity (x) 0.9 0.5

Note1: Include cash, cheques in hand, remittances in transit, balances with banks, fertilisers bonds and current investments.
Note2: Total Debt (excluding NBFC borrowings) less Cash Surplus & Current Investments.
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

FINANCIAL SERVICES for financial services. The Government of India has


introduced reforms to liberalise, regulate and
Sector Overview
enhance the financial services sector. Financial
India has a diversified financial services sector, inclusion drive from RBI has expanded the target
which is undergoing rapid expansion. The sector market to semi-urban and rural areas. Credit,
comprises commercial banks, insurance insurance and investment penetration is rising in
MANAGEMENT DISCUSSION AND ANALYSIS

companies, non-banking financial companies, co- rural areas. Jan Dhan Yojana launched by Prime
operatives, pension funds, mutual funds and other Minister will be helpful in increasing the penetration
smaller financial entities. The financial sector in of financial services in country. Besides this,
India is predominantly a banking sector with favourable demographics viz., a large and
commercial banks accounting for more than 60% growing youth population, an expanding middle
of the total assets held by the financial system. class and rising per capita income, signal robust
Indias services sector has always served the long term growth prospects for Indias financial
countrys economy well, accounting for about 57% services sector.
of the gross domestic product (GDP).
Aditya Birla Financial Services (ABFS)
At close to 30%, India has the 2nd highest savings
rate as percentage of GDP among the top 10 In line with its vision, To be a leader and role model
largest economies in the world (Source: World in a broad based and integrated financial services
Bank). However, over 95% per cent of household business, Aditya Birla Financial Services has
savings are invested in bank deposits and only transformed itself into a significant non-bank
5% in other financial asset classes. Innovative and financial services player in India. ABFS has built a
customised products are expected to shift bank diversified portfolio with 10 lines of businesses
deposits to these asset classes. Two-thirds of including the planned foray in the health insurance
Indias population lives in rural areas where business. ABFS, through its wide ranging bouquet
financial services have made few inroads so far. of financial products and services, caters to the
Rural India, however, has seen steady rise in life assurance, investment, savings and financing
incomes creating an increasingly significant market needs of its customers across their lifecycles.

Aditya Birla Financial Services: Progressing as envisioned

Diversified with 10 lines


of business
AUM at USD 27.5 billion
Lending book reaches
Launched Indias USD 3 billion
#1 online money
management portal
......................

Foray in Life Insurance MyUniverse


business through JV
...................................

with Sun Life, Canada Entered retail 2015


...............................................

broking business
through acquisition
Foray in the Acquisition of of Apollo Sindhoori 2014
............................

NBFC business
.....................

schemes of Apple
2011-12
..........................

mutual fund
....................

2010-11
..........................

2008
2005
2001
..................

1991 1994 1999 Foray in Housing Finance business


..................

Acquired mutual fund schemes & portfolio


Launched Private accounts from ING Investment Management
Consolidation of
financial services Equity Fund IFC became strategic financial investor in
Foray in Mutual MyUniverse
Fund business business under
Aditya Birla Nuvo Signed MoU with MMI Holdings Ltd. to enter
Acquisition of health insurance business in India
Alliance mutual fund
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

ABFS ranks among the top 5 fund managers in and investing in new lines of businesses. Major
India, excluding LIC, having USD 27.5 billion initiatives taken during 2014-15 are listed below:
worth of funds under management. It ranks among Foray into Housing Finance business in
the top 6 private life insurers in India in terms of October 2014.
AUM and new business market share. Its Asset
Acquisition of mutual fund schemes and
Management business is the 4th largest player in

MANAGEMENT DISCUSSION AND ANALYSIS


portfolio accounts from ING Investment
the country. It is a large player in the NBFC space
Management in September 2014.
having lending book of about USD 3 billion and
growing at a fast pace. Anchored by about 11,000 IFC became strategic financial investor in
employees and trusted by more than 6 million MyUniverse in December 2014.
customers, ABFS has a nation-wide reach through Signed MoU with MMI Holdings Ltd. (a leading
more than 1,350 points of presence and South African insurance-based financial
over140,000 agents / channel partners. services group) in October 2014 to enter into
the health insurance and wellness business
In fiscal 2014-15, the funds under management of in India.
ABFS surged by 35% to ` 164,940 Crore. Its
Backed by a large customer base, strong
consolidated revenue rose by 19% to ` 7,926 Crore
parentage brand equity, a talented human
led by the NBFC and the Life Insurance
resource pool, proven track record of product
businesses. Earnings before tax soared by 17%
innovation, an integrated business operations
from ` 727 Crore to ` 849 Crore driven by the NBFC
model, customer centric approach and superior
and the Asset Management businesses.
investment performance, Aditya Birla Financial
To fortify its market positioning and augment its Services is set to tap the huge growth opportunity
portfolio, ABFS is entering into strategic offered by the highly under-penetrated Indian
partnerships, strengthening its existing businesses financial services sector.

(` Crore)
1
Aditya Birla Financial Services 2013-14 2014-15
Revenue
Aditya Birla Finance (NBFC) 1,201 1,776
Birla Sun Life Insurance 4,702 5,267
Birla Sun Life Asset Management 502 596
Aditya Birla Insurance Brokers 82 73
Aditya Birla Money (Broking) 75 119
Aditya Birla Money Mart (Wealth Management) 66 86
Aditya Birla Capital Advisors (Private Equity) 23 21
Others / (Elimination) (14) (13)
Total Revenue 6,637 7,926
2
EBITDA 799 911
Earnings Before Tax 727 849
Net Profit 584 638
Note 1 : Above financials include full financial figures of partly owned subsidiaries, viz., Life Insurance, Asset Management, Broking and General
Insurance Advisory.
Note 2 : Finance cost of NBFC business, being an operating expense as per AS-17, is deducted from EBITDA.
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

NBFC (Aditya Birla Finance Limited) (` Crore)


Industry Overview Aditya Birla Finance 2013-14 2014-15
Non-Banking Financial Companies (NBFC) have Revenue 1,201 1,776
evolved as an important segment of the Indian Earnings before Tax 251 411
financial system. The role of NBFCs as effective Net Profit 166 271
MANAGEMENT DISCUSSION AND ANALYSIS

financial intermediaries has been well recognized Net Worth 1,769 2,585
owing to inherent ability to take quicker decisions, Borrowings 9,647 14,594
provide customised products and better services Leverage (times) 5.5 5.6
according to the needs of the clients. The share of
NBFCs has steadily grown from 10.7% of banking Performance Review
assets in 2009 to 14.3% in 2014, thus gaining Aditya Birla Finance Limited (ABFL) is one of Indias
systemic importance. On the assets side, the share pioneers and most reputed NBFCs. ABFL offers
of NBFCs assets as a proportion of GDP at current specialized solutions in areas of Mortgages,
market prices has increased steadily from 8.4% in Corporate Finance, Capital Market, Infrastructure
2006 to 12.5% in 2013.
Finance and Debt Syndication.
Due to subdued economic environment, the last two The lending book of ABFL grew year-on-year by
years have been challenging for the NBFC sector 52% to reach USD 3 billion (` 17,550 Crore) mark
with moderation in rate of asset growth and rising
as on 31 st March 2015. The Mortgages and
delinquencies resulting in higher provisioning,
Infrastructure segments were the largest
thereby impacting profitability. During the year, the
contributors to the growth, followed by Corporate
Reserve Bank of India (RBI) has tightened rules for
Finance and Capital market segments.
NBFCs, by raising capital adequacy requirement
Mortgages book crossed ` 5,000 Crore,
and net owned fund limit, among other regulatory
changes. attaining a growth of 71% over the previous year.
Lending book in Infrastructure Finance, Corporate
In a major positive development for the industry, finance and Capital market segments surged by
NBFC with the assets of ` 500 Crore and above 59%, 48% and 30% respectively to cross
have been allowed to use the Securitisation and ` 4,000 Crore each.
Reconstruction of Financial Assets and
Enforcement of Security Interest Act, 2002 ABFL has built a well diversified portfolio for
(SARFAESI) to recover their NPAs without court sustainable growth. The loan book has
intervention. SARFAESI would go a long way expanded at a robust CAGR of 75% over past
towards creating a level playing field for NBFCs. 4 years. Revenue has grown by 74%, Net Profit
Reduction in lending rate by RBI will also be helpful by 64% and Net Worth by 51% during
for the industry. this period.

Aditya Birla Finance : Book Size Break-up of Lending book as on 31st March 2015
(` Crore)
~17,550

Infra
Financing Mortgages
% ~11,550 23% 29%
5
G R7
CA
~8,000
Others
Corporate 1%
Finance
~3,425
23% Capital Market
~1,850 24%

March 2011 March 2012 March 2013 March 2014 March 2015
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

ABFL : Key business Metrics

Opex to Net Interest Income Return on average Assets (ROA)


(%) (%)
2.19%
39% 2.11%

MANAGEMENT DISCUSSION AND ANALYSIS


2.00%
36% 1.92%
35% 1.85%

31%
29%

2010-11 2011-12 2012-13 2013-14 2014-15 2010-11 2011-12 2012-13 2013-14 2014-15

Return on average Equity (ROAE) Gross NPA Net NPA


(%)
1.23% 1.29%
1.16%
14.3% 14.6% 0.90%
13.1%
11.4%
10.2% 0.84% 0.83%
0.58%
0.32%
2010-11 2011-12 2012-13 2013-14 2014-15 2011-12 2012-13 2013-14 2014-15

The sound growth in loan book has been Corporate Finance solutions cater to the needs of
accompanied by strong credit appraisal and risk SMEs, mid and large corporates through Term
management practices. As on 31st March 2015, Loans (51%), Working Capital Demand Loans
ABFL had a healthy loan book with Gross NPA (23%), Vendor Financing (22%) and Bill
(Non-Performing Asset) ratio of 0.90% (Previous Discounting (4%). The number of accounts in this
Year: 1.29%) and Net NPA ratio of 0.32% (Previous segment has grown more than 4 times over the
Year: 0.58%). NPA provisioning norms at ABFL are past four years.
more stringent than RBI norms for NBFCs.
As on 31st March 2015, provision made by ABFL Infrastructure Finance provides project and
in excess of RBI norms was ` 49 Crore. structured funding to infrastructure and other
emerging sectors. Commenced in 2011, the
The Mortgages book comprises of loan against
lending book in this segment has grown multi-fold
property (43%), lease rental discounting (34%),
into a well diversified portfolio across products and
construction finance (16%) and commercial
sectors; with project finance and corporate loans
purchases (7%). Commenced in 2011, it has
accounting for 50% and 28% of the segment loan
become the largest component of ABFLs loan book.
book respectively.
Almost 100% of the loan book is secured with Nil
NPA. ABFL is focusing on expanding its retail During 2014-15, revenue of ABFL soared by 48%
footprint to support future growth in this segment. from ` 1,201 Crore to ` 1,776 Crore, driven by
Currently 30% of mortgage loan book is retail. strong growth in the lending book and fee based
The Capital Market book comprises of Promoter income. Its earnings before tax rose by 63% from
Funding (35%), Loan against Bonds (11%), Broker ` 251 Crore to ` 411 Crore. Growth in lending book
Funding (21%) and Retail Lending (33%). and improved opex ratio contributed. Net profit
Securities based lending market size has doubled surged by 63% from ` 166 Crore to ` 271 Crore.
in 4 years. ABFL has improved its market ranking Return on average Equity expanded by 150 basis
in this segment from #6 in 2011 to #1 in 2014 and points to 14.6% and Return on average Assets
has doubled its market share during this period. enhanced by 15 basis points to 2%.
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

With a focus on retail footprint expansion, ABFL A sum of ` 40 Crore was infused during the year
has expanded its branch network from 18 cities to to fund the growth capital requirement.
21 cities. ABFL is targeting to expand its reach to ABHFLs lending book as on 31st March 2015
30 cities in next two years and deepen its was ` 142 Crore with 109 customers on board.
penetration in current and new geographies with
Having footprint across 15 cities currently,
MANAGEMENT DISCUSSION AND ANALYSIS

multi- locations. To create greater brand


awareness, the business is planning balanced mix ABHFL plans to extend its presence to 30 cities
of tactical and above the line marketing. by next year.

ABHFL has invested significantly in setting up key


ABFL received a capital infusion of ` 545 Crore
systems and processes for loan origination till on-
during the year (Previous Year: ` 525 Crore). This
boarding and servicing.
supported the growth while keeping leverage at
optimum levels. Its net worth expanded year-on- It also understands the importance of digital
year by 46% from ` 1,769 Crore to ` 2,585 Crore presence in this highly competitive market. An
led by capital infusion and internal accruals. The online customer acquisition platform has been
business is growing at a good pace and will require setup to cater to this need.
further capital for future growth.
Outlook
ABFLs borrowing profile continues to remain Domestic credit provided by the financial sector
healthy with 73% of total borrowings being long as a percentage of GDP in India at 75% is very
term. During the year, the long term debt rating low compared to 170% to 375% in large
was upgraded to AA+. Its short term debt economies like China, United Kingdom, Hong
programme carries highest A1+ rating. Kong, United States and Japan. This is lower
compared to even few emerging markets like
Housing Finance (Aditya Birla Housing Finance Brazil and Indonesia. (Source: The World Bank).
Limited)
Backed by the lower credit penetration and huge
capital formation requirement of the country, the
Industry Overview
long term outlook for the NBFC sector remains
The housing finance market has crossed ` 10 attractive.
trillion mark, as of 31st December 2014. Banking
sector accounts for 63% of the housing finance The sector is expected to benefit from lowering of
loan book and the balance 37% is contributed by interest rates, growing capital markets,
housing finance companies (HFCs) and non- infrastructure and affordable housing focus of the
banking financial companies (NBFCs). While the government and projects like Make in India and
non-banking housing finance space continues to Digital India.
be dominated by HDFC, there has been an An investment to the tune of USD 2 trillion is
emergence of new entrants in the niche expected in the housing sector over the next
segments like affordable housing and self- decade, to achieve the Governments vision of
employed segment. Housing for All by 2022 and Development of
100 smart cities.
Performance Review
ABFL aims at scaling up its book size in the existing
To expand its presence in the retail housing finance segments and through an extension of its portfolio,
segment, ABFS forayed into Housing Finance while keeping risk under control. The strong parent
business through a wholly owned subsidiary Aditya brand and an experienced team, that has seen
Birla Housing Finance Limited (ABHFL), which more than two decades of business cycles, will
commenced operations in October 2014. help ABFL progress towards its goal.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

Life Insurance (Birla Sun Life Insurance Life new business1, private life insurers grew by
Company Limited) 16%, while LIC declined by 26%. (Source: IRDAI,
www.irda.gov.in).
Industry Overview
The Indian Life insurance industry currently The private sectors new business growth was
mainly driven by players having large private banks
comprises 23 private life insurers and one

MANAGEMENT DISCUSSION AND ANALYSIS


as bancassurance partners. Other factors leading
public sector life insurer LIC. The top 7 out of 23
to private sector growth were improvement in the
private players contributed to 75.4% of the
economic environment leading to revival of
private sectors total new business premium 1
appetite for savings in financial products, shift in
in 2014-15.
product mix towards ULIPs leading to higher
In 2014-15, the life insurance industrys new premium per policy, focus on productivity of sales
business premium1 declined by 9% to ` 53,593 force, increasing penetration of digital channels.
Crore. While LIC declined by 24%, private sector However, the private sector continued to show
players grew by 16%. Consequently, the share of decline in customer acquisition and growth in new
private players in total new business increased business premium was largely driven through
significantly from 37% to 47%. In terms of Individual higher average premium per policy.
Birla Sun Life Insurance: Healthy Growth in AUM Birla Sun Life Insurance: Premium Income
(` Crore) (` Crore)
30,185

24,775
22,929 5,885
Non 5,677
21,110 62% 5,216 5,233
19,760 Equity 4,833
1926
2,080
1837 1938 New Business
1697
Premium

47% 45% 41% 42% 38% 3959


Equity 3,597 3380 3295 Renewal
3136
Premium

March 2011 March 2012 March 2013 March 2014 March 2015 2010-11 2011-12 2012-13 2013-14 2014-15

( ` Crore)
Birla Sun Life Insurance 2013-14 2014-15
Individual First Year Premium 879 761
Group First Year Premium 818 1,177
First Year Premium 1,697 1,938
Renewal Premium 3,136 3,295
Premium Income (Gross) 4,833 5,233
Less: Reinsurance Ceded and Service Tax (307) (267)
Premium Income (Net) 4,526 4,966
Other Operating Income 176 301
Revenue 4,702 5,267
Earnings Before Tax 371 285
Net Profit 371 285
Assets Under Management (AUM) 24,775 30,185
Net Worth 1,257 1,542
Note1: Weighted new business premium = 100% of regular first year premium + 10% of single premium (Source: IRDAI, www.irda.gov.in)
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

In a major positive development for the insurance 2013-14 @ 3.7% of paid up share capital. ABNL
industry, the Government of India has increased received ` 52 Crore for its 74% shareholding.
FDI limit in the insurance sector from 26% to 49%. BSLI has a balanced mix of ULIP, Non Par
This is expected to strengthen the financial Traditional and Par Traditional Products to meet
standing of the industry and help in bringing foreign multiple customer needs across different
capital and global best-practices. segments. During the year under review, BSLI
MANAGEMENT DISCUSSION AND ANALYSIS

Performance Review launched several new products to complete its


product suite and capture new customer
Birla Sun Life Insurance (BSLI) ranks 6th among segments. Share of traditional non-ULIP products
private players with 7.6% market share in terms of in individual new business sales grew from 60%
new business premium1 for 2014-15 [Source: IRDAI, to 62%. Within non-ULIPs, share of participating
www.irda.gov.in]. As of 31st March 2015, BSLIs products grew from 31% to 42%.
nationwide reach encompassed 488 branches, an
BSLI continues to follow a multi-channel strategy
agency force of over 90,000 empanelled agents,
for its Individual Life Business. While the Agency
tie-ups with around 150 non-bank corporate agents
channel continues to hold the major share, the
and brokers and 4 bancassurance partners.
other channels like Banacassurance, Corporate
BSLI recorded gross premium income at ` 5,233 Agents & Brokers and Direct Marketing contributed
Crore, registering a growth of 8% over previous year. more than 30% of Individual Life sales in 2014-15.
New business premium income was up by 14% at BSLI continues to review its portfolio of distribution
` 1,938 Crore. While new business premium income partners on an ongoing basis to drive long term
from Group segment surged by 44%, individual life quality business.
segment declined by 13%. Renewal premium at
` 3,295 Crore grew year-on-year by 5%. Outlook
Net Profit decreased from ` 371 Crore to ` 285 Life Insurance density in 2014 measured in terms
Crore primarily due to decline in the individual new of premium per capita is meagre USD 44 in India
business and lower in-force book. compared to global average of USD 368. Besides
BSLI continued to be # 1 amongst private players in huge under-penetration levels, India has several
terms of Group new business premium1 with 23% structural advantages in terms of favourable
market share up from 18% share in the previous year. demographics and high rate of financial savings
Assets under Management increased by 22% to which signals bright prospects for the life insurance
` 30,185 Crore. Equity and non-equity assets industry in the long run.
contributed to 38% and 62% of the total AUM Greater certainty of regulations, improving macro-
respectively. BSLI continued to deliver superior economic environment, increasing product
investment returns to its policyholders, consistently offerings and evolving distribution channels
beating benchmarks. will help to enhance growth and profitability of
BSLI has been focusing on disciplined expense the industry.
management as a result of which other expenses Birla Sun Life Insurance has identified the following
and overheads reduced year-on-year by 5%. The key areas to strengthen its competitive and
Opex to Gross Premium ratio at 16.6% in 2014-15
financial position going forward.
has reduced year-on-year by 240 basis points.
Strengthening of distribution channels and
BSLI has taken number of initiatives for customer improving productivity.
retention and for managing underwriting and
Gaining market share through quality sales
claims effectively. The conservation ratio of the
individual life segment improved from 70% to 82%. and maintaining leadership in Group business.
Surrenders as a percentage of average AUM Enhancing profitability with focus on balanced
reduced year-on-year by 165 basis points. product and channel mix and efficient
No capital infusion has been required since past expense management.
five years as the business is generating adequate Thrust on quality of business and customer
internal accruals to fund its requirements. BSLI service including persistency, investment
distributed final dividend of ` 70 Crore for fiscal returns and claims management.
Note1: Weighted new business premium = 100% of regular first year premium + 10% of single premium (Source: IRDAI, www.irda.gov.in)
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

Asset Management (Birla Sun Life Asset offering wealth creation solutions to its customers.
Management Company Limited) During the year, BSAMC outperformed the industry
and registered 35% year-on-year growth in domestic
Industry Overview
AAUM1 third highest among the top 10 players.
The Indian mutual fund industry comprises 43 BSAMC maintained its market positioning in India
asset management companies. The top 10 asset as the 4th largest asset management company,

MANAGEMENT DISCUSSION AND ANALYSIS


management companies continued their touching its highest ever market share at 10.09%
dominance, capturing 79% of the industrys up from 9.85% a year ago.
domestic average AUM (AAUM1). The AAUM1 of Total AAUM 1 of BSAMC, including domestic
mutual fund industry grew year-on-year by 31% to assets, offshore AUM, real estate fund and PMS
reach its highest ever ` 1,195,000 Crore (USD 199 AUM, surged year-on-year by 39% to reach
billion) mark. The growth was largely driven by ` 133,634 Crore (USD 22.3 billion). Equity and
equity assets which grew by 89% to USD 62 billion. offshore assets more than doubled year-on-year
Debt assets grew by 16% to USD 88 billion and to USD 4.3 billion and USD 2 billion respectively.
Liquid assets by 13% to USD 47 billion. Share of BSAMC is consistently gaining market share in
equity AAUM in industrys AAUM surged from 22% industrys equity assets as well. It ranks # 5 in the
to 32%. [Source: Association of Mutual Funds in industry in terms of equity AAUM with equity market
India (AMFI), www.amfiindia.com]. share rising from 5.78% to 6.92%.
Besides scaling up its equity and offshore assets,
Performance Review BSAMC is also focusing on expanding its retail
Birla Sun Life Asset Management Company investor base. Monthly SIP book size expanded
(BSAMC) completed 20 years of its journey towards year-on-year by 84%.

Market Share in terms of quarterly average AUM Growth in BSAMCs Total AAUM1
(Q4 FY 2014-15) (` Crore) 133,634

DSP Kotak 23% Equity


IDFC Franklin
Others 3.2% 3.5%
4.4% 5.9%
21.2% SBI 96,429
6.3%
83,451
UTI 67,668
7.8% 66,082
Non-
77%
Equity
HDFC
13.6% Birla Sun Life
ICICI Reliance 10.1%
12.5% 11.5%
Q4 FY10-11 Q4 FY11-12 Q4 FY12-13 Q4 FY13-14 Q4 FY14-15
Source: AMFI www.amfiindia.com
(` Crore)
Birla Sun Life Asset Management 2013-14 2014-15
Average Assets under Management1
Equity 11,550 25,904
Debt and Liquid 77,586 94,128
Domestic 89,136 120,032
Offshore 5,921 12,006
Real Estate Onshore Fund 1,061 999
PMS 312 597
Total 96,429 133,634
Revenue 502 596
Earnings Before Tax 140 182
Net Profit 95 123
Net Worth 453 576
Note1: Average AUM for the quarter ended 31st March of the respective year.
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

In October 2014, BSAMC acquired the mutual fund Performance Review


schemes and portfolio accounts from ING
Aditya Birla Insurance Brokers Ltd. (ABIBL) is one
Investment Management. This acquisition added
of the leading general insurance brokers in India.
` 659 Crore to its mutual fund assets and ` 172
Crore to the PMS assets. Outperforming the industry average, ABIBLs
premium placement surged by 26% from ` 898
MANAGEMENT DISCUSSION AND ANALYSIS

Led by strong growth in assets under


Crore to ` 1,132 Crore driven by 31%, 23% and
management, BSAMC posted sound earnings
14% growth in Motor, Fire and Health Insurance
growth. Revenue grew by 19% to ` 596 Crore.
Segments. Its market share in non-life industry
Earnings before tax rose by 29% to ` 182 Crore.
premium enhanced from 1.16% to 1.33%.
Net profit surged by 30% to ` 123 Crore.
In line with growth in its premium placement,
BSAMC is serving its large investor base through
ABIBLs earnings before tax rose by 26% to ` 27
a strong distribution network of 109 branches and
Crore and net profit surged by 26% to ` 18 Crore.
over 41,000 financial advisors.
The fund performance of BSAMC remained strong Outlook
across the asset classes. As an acknowledgement Non-Life Insurance density in 2014 measured in
of its investment performance, following awards terms of premium per capita is meagre USD 11 in
and recognitions were conferred on BSAMC at India compared to global average of USD 294.
various forums: The low general insurance penetration in India is
Asset Management House of the Year by likely to boost growth of general insurance industry.
Money Today - FPCIL Awards 2015. ABIBL will focus on reaching a larger customer
Best Fund House Debt by Morningstar base in a cost-effective way to grow the business.
Awards 2015
Private Equity (Aditya Birla Private Equity)
Birla Sun Life MNC fund won Best Small/Mid
Cap Equity Fund Morningstar 2014 Industry Overview
Outlook The Private Equity (PE) industry after being lack-
Despite the renewed interest from retail investors, lustre for a couple of years showed renewed
mutual fund penetration in India is abysmally interest in Calendar year (CY) 2014. After plunging
low at 7-8% of GDP compared to the global to a four year low of USD 7.4 billion in 2013, PE
investments in India (excluding real estate
average of 37%. In urban India, just 9% of the
investments) bounced back in CY 2014 to touch
households invest in mutual funds. This under-
USD 10.9 billion (across 436 deals), registering a
penetration signifies a huge growth opportunity for
year-on-year growth of 47%. The PE investments
the mutual fund industry.
in CY 2014 are the second highest ever
With a focus on profitable growth, BSAMC will investments during any calendar year, behind only
continue to augment relationships across channels CY 2007. The surge was led by the e-commerce
besides launching innovative products, optimising sector, which mopped up USD 4.1 billion or 38%
costs, building a strong retail customer franchise share in total PE investments in CY 2014,
and enhancing brand loyalty through consistent compared to 11% in CY 2013. [Source: Venture
returns as well as superior customer service. Intelligence].

General Insurance Advisory (Aditya Birla Performance Review


Insurance Brokers Limited) Aditya Birla Private Equity (ABPE) is managing
Industry Overview ` 1,121 Crore of net corpus under two sector-
Gross premium underwritten by the non-life agnostic funds, i.e. Aditya Birla Private Equity
insurers in India has grown by 9% from USD 12.9 Fund I (providing growth capital to the established
billion (` 77,525 Crore) to USD 14.1 billion (` 84,802 companies across sectors) and Aditya Birla Private
Crore) (Source: GIC Council). Motor Insurance, Equity Sunrise Fund (providing growth capital to
emerging companies in sunrise sectors).
Health Insurance and Fire Insurance remained the
top 3 contributors to the industry premium with ABPE-Fund I, is managing ` 831 Crore of net
around 44%, 27% and 10% share. corpus and has deployed 99% of its deployable
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

corpus in Anupam Industries, Bombay Stock The product mix in equities market continued to
Exchange, Credit Analysis and Research Ltd., GEI favour the low yielding derivative segment. The
Industrial Systems, Alphion India Pvt. Ltd., Trimax share of derivatives in fiscal 2014-15 stood at
IT Infrastructure & Services Ltd., Ratnakar Bank around 91%. The daily cash volumes grew by 59%
Ltd., Coffee Day Resorts Pvt. Ltd., City Union Bank to ` 21,343 Crore, while the daily derivatives
Ltd., Indian Energy Exchange Ltd., CIBIL and volumes grew by 48% to ` 229,077 Crore. The daily

MANAGEMENT DISCUSSION AND ANALYSIS


Monte Carlo Fashions Ltd. volumes in the cash segment stood at merely 9%
ABPE-Sunrise Fund, is managing ` 291 Crore of of the total market volumes. This continuing trend
net corpus and has deployed 69% of its deployable also indicates speculative activities taking
corpus in SMS Paryavaran Ltd., Olive Bar and precedence over investment led activities in the
Kitchen Pvt. Ltd., Tree House Education and capital market. The structural shift (from high yield
Accessories Ltd., Wonderla Holidays Ltd., City cash delivery to low yield derivatives market) has
Union Bank, Manpasand Beverages Pvt. Ltd. and resulted in prolonged earnings pressure on the
Monte Carlo Fashions Ltd. broking industry.

Aditya Birla Capital Advisors Private Limited Performance Review


(ABCAP) provides investment management and
advisory services to Aditya Birla Private Equity Aditya Birla Money Ltd. (ABML) continued to focus
Trust, a venture capital fund registered with SEBI. on the retail investor segment, cost reduction and
During 2014-15, ABCAP reported revenue of ` 21 improving market share. Its market share grew from
Crore and posted net profit of ` 4 Crore. 1.37% to 2.48% in retail equity F&O segment, from
0.54% to 0.64% in the commodity broking segment
Outlook and from 0.29% to 0.50% in the currency segment.
However, in the retail cash equity segment, market
According to a study by Venture Intelligence, a
share of ABML declined from 1.43% to 1.34%.
leading research firm focused on Private Equity
and Merger and Acquisition activities in India, PE Average daily brokerage of ABML surged year-
and Venture Capital backed companies are on-year by 67%, thereby, driving earnings growth.
growing significantly faster compared to non- Revenue of ABML rose by 58% to ` 119 Crore.
backed peers as well as market indices. PE ABML posted net profit of ` 6 Crore vis--vis net
backed funds have been observed to deliver much loss of ` 12 Crore reported last year.
higher rates of revenue and operating profit
growth in the years immediately following the Outlook
funding compared to the non-backed peers.
This underscores the importance and growth India is on the cusp of a structural bull market after
potential of PE industry in India. a prolonged slowdown of three years. With the
Backed by its strong investment management foundations for an economic recovery viz., lower
team and salient parentage brand, Aditya Birla commodity prices, reform oriented government,
Private Equity is well positioned to tap the low inflation and low interest rates, in place,
opportunity offered by the private equity space. participation in the financial markets is likely to
increase. Moreover, given the focus of the
Broking (Aditya Birla Money Limited) government in shifting savings into productive
financial assets rather than unproductive physical
Industry Overview
assets, the equity broking industry is set for
The equity markets saw a significant surge in increased volumes in the coming years.
2014-15, posting the highest year-on-year growth
in equity market volume during past five years. ABMLs thrust is on increasing its market share
Growth was observed across investor classes and by creating product and service differentiators
product mix. Total equity market volumes rose across all the segments. ABML will continue
year-on-year by 49%. Retail participation in total to focus on technology (internet trading), driving
equity market volumes increased from 38% to 39%. client acquisition, increasing its business partner
In the cash equity segment, retail participation has network, and providing efficient trading tools and
moved up from 46% to 50%. value added research advice to its clients.
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Wealth Management (Aditya Birla Money Mart Online Money Management (MyUniverse)
Limited)
Within three years of its launch in June 2012, Aditya
Industry Overview Birla Money MyUniverse has become Indias
largest online personal finance management portal
While there are a few large wealth management
enjoying the trust of over 1.5 million registered
MANAGEMENT DISCUSSION AND ANALYSIS

players in India; the mutual fund distribution


users and is helping customers manage more than
industry is very fragmented. Advisory asset
` 15,400 Crore on its platform.
management and tax planning has one of the
highest demand among wealth management MyUniverse is an innovative and unique brand
services by High Net Worth Individuals (HNIs), agnostic online money management portal that
followed by financial planning. Direct plans for enables customers to aggregate their various
investment in mutual funds introduced last year financial relationships in a highly secured
continued to impact assets under advisory across environment.
the industry during 2014-15.
It provides customised and automated advice
Performance Review based on the financial management and helps
Aditya Birla Money Mart Limited (ABMM) is one customer managing all the four aspects of money
of the largest corporate distributors in terms of i.e., income, expense, asset and liability, in a
assets under advisor y. The Assets under holistic manner.
Advisory (AUA) of ABMM stood at ` 9,000 Crore MyUniverse has several industry firsts to its credit:
in March 2015. Average equity assets under
advisory expanded year-on-year by 34%. In line Personal Financial Management player with
with the increase in AUA, revenue of ABMM grew mobile apps on both Android and iOS
year-on-year by 30% from ` 66 Crore to ` 86 platforms,
Crore. It posted a net profit of ` 5 Crore against State-of-the-art Learning Centre, which hosts
a net loss of ` 6 Crore last year. numerous articles on financial education and
investment management, and
Outlook
Paperless Investing
The capping of upfront commission at 1% on
distribution of mutual funds w.e.f. 1st April 2015 This unique digital platform has earned the title of
will be a dampener in the short run. However, the Product of the Year 2012 and Finnoviti 2012 for
long term outlook for the financial products and path-breaking innovation in financial services.
services distribution sector remains strong. HNIs
Continuing its trend of innovation in offerings,
population in India is expected to double and total
MyUniverse has launched ZipSip in 2015 the
holdings by HNIs is estimated to reach USD 3
smarter, easier and quicker way of doing SIP.
trillion by 2020. This coupled with increasing
preference towards financial investment with the In December 2014, International Finance
help of professional advisors presents a Corporation (IFC) became a strategic financial
considerable growth opportunity for the wealth investor in MyUniverse.
management players. Besides providing long term capital to the venture,
ABMMs thrust will be on asset growth and quality partnership with IFC can also help MyUniverse to
customer addition by providing value added wealth connect with financial markets as well as global
management solutions to its client through product level clients to evaluate further expansion of
innovation and technology support. business opportunity.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

Fashion & Lifestyle (Branded Apparels & division of Madura Coats Limited, a subsidiary
Accessories) of Coats Viyella PLC, UK. Post acquisition, the
business transitioned from a wholesale player
ABNLs Fashion & Lifestyle business is the largest
branded apparel player in India, selling two to a retail player and started expanding its retail
branded apparels every second. It comprises of channel through opening up of exclusive brand
outlets. Led by the retail expansion and

MANAGEMENT DISCUSSION AND ANALYSIS


Madura Fashion (A division of ABNL), Madura
Garments Lifestyle Retail Company Ltd. (A popularity of its brands viz., Louis Philippe, Van
subsidiary of ABNL) and Pantaloons Fashion & Heusen, Allen Solly and Peter England, Madura
Retail Ltd. (A listed subsidiary of ABNL). became the leading branded menswear player
in India.
Trusted by a large 10.8 million loyalty customers
base, it has the largest retail presence in the Expansion and Growth Phase (2007 2013):
Fashion space through 1,869 exclusive brand
outlets / stores spanning 4.8 million square feet. To fill the gaps in its branded offerings, Madura
augmented its portfolio through organic and
It has a bouquet of market leading brands across inorganic route. In 2007, it launched The Collective
entire spectrum of Fashion space and includes
Indias first luxury lifestyle concept store, through
product lines that range from affordable and mass-
Madura Garments Lifestyle Retail Co. Ltd.
market to luxurious, high-end style and cater to
(MGLRCL), a subsidiary of ABNL. It retails super
every age group, from children and youth to men
and women. premium and luxury international brands like
Armani Collezioni, Hugo Boss, Versace Collection
It reported a combined turnover of ` 5,450 Crore and many more under one roof. Madura also
in 2014-15, registering a 15% year-on-year growth. launched People a family store offering
Its EBITDA at ` 532 Crore surged by 32%. international and fusion styles for men, women and
Journey of the Fashion & Lifestyle business of kids. It has also launched British mens luxury
ABNL can be summed up in three phases: clothing and accessories brand Hackett. To make
Entry Phase (2000 2006): an entry in the online space, Madura launched
Trendin.com, a one-stop shopping destination for
ABNL (erstwhile Indian Rayon & Industries Ltd.) the style conscious.
acquired Madura, the readymade garments
In 2012, ABNL acquired Pantaloons to expand its
(` Crore)
operating market size in the fashion space through
Fashion & Lifestyle Revenue EBITDA extension into womenswear and kidswear
2013-14 2014-15 2013-14 2014-15 categories and fast fashion segment. Pantaloons
Madura 3,226 3,735 388 463 started investing extensively in people, processes,
expansion of customer reach, productivity of
Pantaloons 1,661 1,851 39 75
the existing stores and strengthening of the
Total (net of elimination) 4,759 5,450 401 532 brand portfolio.

Brand Positioning
Fashion & Lifestyle : Retail Stores Network
EBOs / Stores Carpet Area
Luxury (Million Sq Ft)

4.8
Super
4.2
Premium 3.6 1,869
1.6
1.3
Premium 1,648
1,367
1,129
Sub 895
Premium

Fast
Fashion
March 2011 March 2012 March 2013 March 2014 March 2015
Mass
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Unlocking full potential (2014 onwards): 2 Madura Lifestyle, a luxury branded apparel
retailing division of MGLRCL.
The business transformation begun at Pantaloons,
after it came into the Aditya Birla Groups fold, has The Boards have approved the following swap ratio
nearly completed. Today Pantaloons is Indias #1 recommended by the independent valuers:-
branded womenswear retailer and Madura is #1
MANAGEMENT DISCUSSION AND ANALYSIS

branded menswear player. Shareholders of ABNL will get 26 new equity


shares of PFRL for every 5 equity shares held
In a bid to capitalise on its large market presence in ABNL pursuant to the demerger of its
in the branded fashion space in India, ABNL on division Madura Fashion,
3rd May, 2015, announced consolidation of its
branded apparels businesses under its listed Shareholders of MGLRCL will get 7 new equity
subsidiary - Pantaloons Fashion & Retail Limited shares of PFRL for every 500 equity shares
(PFRL) through a composite scheme of held in MGLRCL pursuant to the demerger of
arrangement (Scheme). To reflect the enhanced its division Madura Lifestyle,
scope of the operations post consolidation, PFRL
Preference shareholder of MGLRCL will get 1
will be renamed as Aditya Birla Fashion & Retail
new equity share of PFRL.
Limited (ABFRL)
On completion of the transaction and issuance of
This consolidation will create Indias largest pure
new shares, the existing base of 9.28 Crore equity
play Fashion & Lifestyle Company, with a strong
shares of PFRL will go up to 77.28 Crore equity
bouquet of leading fashion brands and retail
shares. The new shares will be issued directly to
formats, bringing Indias #1 branded menswear
the respective shareholders of the transferor
and womenswear players together.
companies. An existing shareholder holding 100
The consolidation will unlock value for the equity shares in ABNL will continue to hold 100
shareholders by giving them an opportunity to equity shares of ABNL and in addition, will get 520
participate in the promising fashion space directly equity shares of PFRL.
through ABFRL. The consolidation will also enable
tapping of operational synergies on various fronts The transaction is subject to the necessary
such as sourcing, real estate and technology statutory and regulatory approvals including
platforms. approvals of the respective High Courts, the Stock
Exchanges, SEBI, the respective Shareholders
Following businesses will be demerged from the and lenders / creditors of each of the companies.
respective companies into PFRL: The appointed date of the Scheme will be
1 Madura Fashion, a branded apparel retailing 1st April 2015. The transaction is expected to be
division of ABNL, and completed in the next 6 to 9 months.

Pre Transaction Post Transaction

Public

58.3% 41.7% 58.3% 51.1%


ABNL 1
ABNL PFRL/ABFRL

9.06%$
100%$ 72.62%$ 27.38%

MGLRCL 2 PFRL Madura Lifestyle

Madura Lifestyle 39.84%


41.7%
Public
$ Including indirect holding
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

Industry Overview Madura Fashion & Lifestyle: Retail Channel


Clothing and fashion retailing is the second largest Number of EBOs Carpet Area
(Million Sq Ft)
contributor to the Indian retail market with a share
2.5
of just under 10%. In the organized retailing market, 2.2
1.9 1,735
clothing and fashion retailing is the largest and the 1.6

MANAGEMENT DISCUSSION AND ANALYSIS


1.3
most penetrated segment. It accounts for roughly 1,541
1,272
one-third of the organized retailing market. 1,129
895
Within the organized apparel market, the mens
category continues to be largest with about
52% share. Menswear will continue to dominate March 2011 March 2012 March 2013 March 2014 March 2015
the market in the years to come. However,
womenswear and kidswear segments are best selling apparel brands in India, with Louis
expected to grow faster and increase their Philippe being the only brand in the country to
share in the overall pie. (Source Industry cross ` 1,000 Crore in Net Sales Value. Madura
Research Reports) also retails international luxury brands under
The competitive landscape of organised retail in The Collective and British mens luxury brand
India has been further intensified with entry of large Hackett through its mono brand stores. Its online
number of E-Commerce players with deep pockets shopping portal www.TRENDIN.com, is a one
and several global retailers. The other significant stop online shopping destination for Madura
change is notification of Goods and Service Tax in as well as Pantaloons brands catering to both
the next financial year. It is expected to reduce the Men and Women.
complexities of doing business in India. Its retail channel, which comprises of 1,735
The first half of 2014-15, witnessed a positive Exclusive Brand Outlets (EBOs) spanning 2.5
change in consumer spending after nearly 18 million square feet, accounts for 44% of Maduras
months of slow growth. However, in the latter half revenue and reaches out to 6.3 million loyalty
of the fiscal year, consumer spending witnessed a customers base. Besides these EBOs, Madura is
sharp downturn, particularly in the festive period. reaching customers through 6,000+ additional
This period also coincided with a large scale points of sales including Multi Brand Outlets
disruption by the E-Commerce players through (MBOs) and Department Stores.
unprecedented discounts and heavy promotions. Madura posted all round growth in top-line and
profitability despite weak customer footfalls and
Performance Review higher promotions/ discounting across the industry.
Madura Fashion & Lifestyle1 Its revenue surged by 16% to ` 3,735 Crore. Its retail
channel posted a 14% sales growth driven by stores
Madura Fashion & Lifestyle (Madura) is the expansion. Its like-to-like stores sales growth was
largest premium branded menswear player in India flat. Sales from the wholesale channel (MBOs and
and powerhouse of Indias leading fashion brands Department Stores) grew by 20%. During the year,
Louis Philippe, Van Heusen, Allen Solly and Peter Madura added 194 EBOs on a net basis.
England. Louis Philippe and Van Heusen are the
Driven by the strong sales growth across the
brands and channels, EBITDA rose by 19% from
(` Crore)
` 388 Crore to ` 463 Crore and EBITDA margin
Madura Fashion & Lifestyle 2013-14 2014-15 expanded by 40 basis points to 12.4%. Led by
Revenue 3,226 3,735 sound profitable growth and improved working
EBITDA 388 463 capital management, return on capital employed
surged from 64% to 72%.
Segment EBIT 299 377
Capex guidance for 2015-16 stands at `160 Crore
Capital Employed 457 591
for new store launches and renovation of
ROACE (%) 64% 72% existing stores.
Note 1 : Includes Madura Fashion, a division of ABNL and Madura Garments Lifestyle Retail Company Ltd., a subsidiary of ABNL. Madura Fashion owns and retails
Indias leading apparel brands such as Louis Philippe, Van Heusen, Allen Solly, Peter England & People. Madura Garments Lifestyle Retail Company Ltd.
retails international luxury brands under the retail format The Collective and also retails Madura Fashion brands under the retail format Planet Fashion.
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Pantaloons Fashion & Retail Limited (PFRL)


Pantaloons: Customer Reach
Following the acquisition of the Pantaloons Number of Stores Carpet Area
Fashion business in 2012, significant investments (including factory (Million Sq Ft)
outlets)
were made focused on stores expansion,
portfolio enrichment, brand building and 2.3
MANAGEMENT DISCUSSION AND ANALYSIS

organisation processes to lay the foundation for 2.0


134
1.7
growth in the future. 1.6
107
Pantaloons launched 39 new stores (25 in 2014-15) 95
during past two years on a base of 69 stores. With 90

an objective of improving customer footfalls, in the


existing stores, Pantaloons renovated 43 stores (22 June 2012 March 2013 March 2014 March 2015
in 2014-15) and accomplished 100% store re-
layouts. To strengthen the high margin private 11% to `1,851 Crore. Led by portfolio enrichment,
labels portfolio, Pantaloons launched 7 new gross margin has increased by 340 basis points
exclusive brands (Four in 2014-15) viz., SF Jeans to 45%. PFRL nearly doubled its EBITDA from
and Byford in menswear, Candies and Jamini in ` 39 Crore to ` 75 Crore. EBITDA margin improved
womenswear, Alto Moda in plus-size category, from 2.3% to 4.1%. Higher accelerated
Poppers for kids and Chirpie Pie for infants. It also depreciation on account of stores renovation and
started retailing 15 new external brands including planned stores closures impacted the bottom-line.
Maduras brands.
Capex guidance for 2015-16 stands at `125 Crore
These strategic initiatives taken since acquisition for launch of new 30-35 stores and renovation of
are yielding results. Customer reach has been existing stores.
scaled to 104 Stores and 30 factory outlets
spanning 2.3 million square feet. Share of Outlook
exclusive brands has enhanced year-on-year Indian apparel industry is in the midst of a major
from 48% to 52%. Pantaloons was voted transition as it will soon comprise of large global
amongst Indias topmost trusted retailer brands brands, big Indian business houses and a few
in Brand Equity Survey 2014. The average E-Commerce players. It is going to witness a
interest cost of the debt portfolio has been substantially higher scale of investments and
reduced from 10.4% to 10.17%. competition, fuelling faster growth in the industry.
Pantaloons has a diversified customer base with Men, With inflation projected to stabilise at lower levels
Women, Kids and Non-Apparels contributing to 35%, and an expected improvement in GDP growth
42%, 9% and 14% share respectively. going forward, consumer spending is set to
Driven by stores expansion and like-to-like stores improve over the medium term. The long term
sales growth of 5.5%, revenue of PFRL grew by outlook for the domestic apparel industry
remains positive on the back of favourable
(` Crore) demographics viz., rising disposable incomes,
Pantaloons Fashion & 2013-14 2014-15 a large young and working population and shift
Retail Ltd. towards branded apparels.
Revenue 1,661 1,851 Going forward, the thrust of Fashion & Lifestyle
EBITDA 39 75 business will be on driving profitable expansion
Segment EBIT (75) (110) by tapping emerging markets in tier 2 / 3 cities,
entering new product categories, enriching
Goodwill 1,168 1,168 product portfolio and focusing on omni-channel
Net Fixed Assets 496 422 strategy to fortify its leadership position. Post
Cash & Current Investments 17 7 consolidation, the strengthening of PFRLs
Net Working Capital (50) 60 balance sheet, driven by free cash flows of
Capital Employed 1,630 1,656 Madura, will accelerate the growth of these
businesses and will help exploit emerging
Net Worth 579 346
opportunities presented by the rapidly growing
Debt 1,050 1,311 Indian apparel market.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

Telecom (Idea Cellular Limited) top 3 operators in India. Ideas Pan India revenue
market share 1 during the quarter ended
Industry Overview 31st December rose year-on-year from 16.1% in
The mobile telecommunications industry in India 2013 to 17.5% in 2014. Idea Cellular has been the
is divided into 22 Service Areas. Total wireless biggest revenue market share gainer in India
between 2009 and 2014.

MANAGEMENT DISCUSSION AND ANALYSIS


subscribers base in India increased year-on-year
by 7% from 905 million to 970 million as of Mirroring the brand popularity and quality service
31st March, 2015. While urban wireless subscribers experience of its customers, Ideas active
grew by 4%, rural subscribers attained 11% subscribers ratio at 102.3% (Industry average
growth. About 65% of new wireless subscribers 88.9%) as on 31st March 2015, is the highest in the
came from rural areas. Rural wireless subscribers industry.
account for 43% of the total wireless subscribers Idea is the leading net subscribers gainer in the
with tele-density at 48% compared to 77% and Mobile Number Portability program, a strong
143% tele-density for total and urban wireless indicator of the popularity of Ideas mobile services.
subscribers respectively, signaling large growth
opportunity in rural India. Having a market capitalisation of USD 11 billion
(` 66,200 Crore as on 31st March, 2015), Idea is
During calendar year (CY) 2014, gross revenue1 listed on NSE and BSE.
of Indian wireless sector grew year-on-year by
In the recent spectrum auction, which was
10.6% to USD 29.8 billion. Idea Cellular
concluded in March 2015, Idea won 79.4 MHz
outperformed the industry by registering 19%
spectrum across 14 circles for a total bid value of
growth, garnered 28% incremental revenue market
` 30,138 Crore. Idea has successfully secured
share1 (RMS) and improved its RMS from 16.0% in
spectrum for the nine licenses which are due to
CY 2013 to 17.1% in CY 2014 (Source: TRAI).
expire in December 2015 / April 2016. It has opted
Performance Review for DoTs deferred payment option and made
Idea Cellular is the 6th largest cellular operator in upfront spectrum fee payment of ` 7,734 Crore in
the world in terms of number of subscribers and
based on operations in a single country (Source: Idea Cellular: Growth Trend
GSMA, December 2014). Carrying 2.06 billion Minutes on Network (billion) Subscribes (million)
minutes of usage every day, Idea is serving a large 157.8

customer base of 157.8 million subscribers spread 135.8


across about 7,500 census towns and more than 121.6
112.7
357,000 villages as on 31st March 2015. This large 89.5

base of subscribers provides a great platform to 683


Idea for upgrading the pure voice customers, to 588
532
wireless data services in future. 453
363
In the past few years Idea has consolidated its
position from being a # 3 operator to Among the 2010-11 2011-12 2012-13 2013-14 2014-15

Indian Wireless Sector: Revenue Market Share1 Idea Cellular: Revenue Market Share1
(January-December 2014)
Airtel
30.7% 17.5%
Others
Vodafone 16.1%
3.7%
23.3% 14.8%
Aircel 14.4%
5.6% 13.3%

BSNL
& MTNL
5.8%
Tata
7.0% Reliance Idea Cellular
6.7% 17.1% Q3 FY2010-11 Q3 FY2011-12 Q3 FY2012-13 Q3 FY2013-14 Q3 FY2014-15
(Source: TRAI, www.trai.gov.in) Source: TRAI, www.trai.gov.in

Note1: Based on gross revenue for UAS & Mobile licenses only, as released by Telecom Regulatory Authority of India (TRAI)
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

March-April 2015. Idea has built a competitive Led by capital infusion and strong cash profit
spectrum profile laying strong foundation for generation, Ideas standalone1 Net Debt to EBITDA
business growth for the next 20 years. Post stands comfortable at 1.31 times and well
allocation of spectrum won in March 2015 auction, positioned to support its growth plans.
Idea will have 87.6% of total spectrum holding of
270.7 MHz as spectrum acquired through auction Idea has proposed a equity dividend at 6% of share
MANAGEMENT DISCUSSION AND ANALYSIS

which provides flexibility to offer any service (2G, capital. Overall payout including dividend
3G or 4G), based on the consumer demand and distribution tax will be ` 260 Crore.
development of eco-system.
Outlook
In 2014-15, Idea generated 683 billion minutes of
usage (MoU), registering a strong 16% year-on- The regulatory environment continues to remain
year growth. Average realisation per minute uncertain. Some of the recent changes in
(ARPM) rose by 3%. Data volumes more than regulations like reduction in IUC charges and
doubled to 172.5 billion megabytes. roaming charges cap are impacting the revenue
Led by strong growth in MoU and data volumes, of the industry. The auctions have resulted in large
top-line of Idea rose by 19% to ` 31,527 Crore spectrum commitments, adversely impacting the
growing at 1.8 times the wireless industry growth financial health of most of the operators. This
rate in the calendar year 2014. EBITDA surged by should lead towards consolidation in the Industry.
32% to ` 11,281 Crore. EBITDA margin improved The competition in the sector remains intense. Any
by about 350 bps. Net profit rose by 62% from irrational competition in the sector in future may
` 1,968 Crore to ` 3,193 Crore. Idea generated a impact the Industry health. Further, with the
strong post tax standalone1 cash profit of ` 8,482 proliferation of number of OTT operators, the voice
Crore recording a 32% growth over the previous revenue cannibalization through data remains a
year. ROACE improved from 11.7% per annum to large risk for the sector.
14.3% per annum.
But, as in the past, whenever the Industry has
During the year, Idea raised equity capital of witnessed large periods of irrational competition,
` 3,000 Crore through QIP and ` 750 Crore through Idea Cellular has emerged competitively stronger.
preferential allotment to its telecom partner Axiata In the last two spectrum auctions, Idea has
Investments 2 (India) Limited, an affiliate of Axiata expanded its spectrum profile covering more than
Group. Post the capital raising, ABNLs 87% of revenues with either 3G or 4G spectrum
shareholding in Idea has reduced from 25.23% in and also renewed some of its licenses for a period
March 2014 to 23.28% in March 2015. of next 20 years.

In 2014-15, Idea incurred a capex of ` 40.5 billion. As mobility market services expand, Indian
telecom sector will offer exciting growth
(` Crore) opportunities in mobile broadband and rural voice
telephony. The data subscribers penetration in
Idea Cellular 2013-14 2014-15
India is at around 26%. The wireless broadband
Revenue 26,432 31,527 services (3G) penetration is still at 6.8%. The
EBITDA 8,519 11,281 Digital India drive, data network expansion by
Segment EBIT 3,773 5,508 strong operators and developments towards 4G
LTE technology will certainly change the data
Net Profit 1,968 3,193
growth outlook as envisaged today. Further less
Cash Surplus 404 13,080 than 50% penetration in rural India indicates the
Net Worth 16,527 23,029 growth opportunity for the voice business going
Total Debt 20,635 26,859 forward.
Capital Employed 37,162 49,888 Brand Idea with increasing consumer affinity,
ABNLs Investment 2,356 2,356 strong cash flows, Pan India 2G presence,
ABNLs shareholding in expanding 3G network footprint and planned 4G
Idea at the year end (%) 25.23% 23.28% network launch is gearing itself to strengthen its
market position and improve standing across
Note1: Standalone = Idea Cellular and its wholly owned subsidiaries existing and emerging opportunities.
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CMYK

Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

DIVISIONS (` Crore)
Aditya Birla Nuvo has a strong market positioning Jaya Shree 2013-14 2014-15
in Linen, Urea, VFY and Insulators sectors through
its divisions, viz. Jaya Shree, Indo-Gulf, Indian Revenue 1,300 1,435
Rayon and Aditya Birla Insulators. All the divisions Linen Segment 614 765

MANAGEMENT DISCUSSION AND ANALYSIS


are among the leaders in their respective sectors Wool Segment 687 671
in terms of size as well as profitability.
EBITDA 172 175
Jaya Shree Textiles is the largest linen yarn
and linen fabric player in India. Segment EBIT 141 146
Indo Gulf is the 8th largest manufacturer of Capital Employed 317 237
Urea and amongst the most energy efficient ROACE (%) 57% 53%
urea plants in India.
Indian Rayon is among the top 2 producers expansion. Jaya Shree expanded its Linen Yarn
and the largest exporter of Viscose Filament capacity from 2,300 tons per annum (TPA) to 3,400
Yarn in India. TPA and Linen Fabric Processing Capacity from
Aditya Birla Insulators is Indias largest and 7.3 million meters per annum to 10.1 million meters
the worlds fourth largest manufacturer of per annum in 2013-14. It is further targeting an
Insulators. expansion of linen yarn capacity from 3,400 MTPA
Combined together, the Divisions generated to 6,200 MTPA in order to tap sector growth.
revenue of ` 5,405 Crore and EBITDA of ` 615 During 2014-15, revenue of Jaya Shree grew by
Crore in 2014-15, registering year-on-year growth 10% to ` 1,435 Crore. Revenue from Linen segment
of 9% and 11%, respectively. surged by 25%, driven by expansion. Revenue from
Wool segment declined due to poor wool grease
Jaya Shree Textiles demand. EBITDA improved marginally from ` 172
Industry Overview Crore to `175 Crore as higher profitability in the
linen segment was offset by lower wool combing
Jaya Shree operates in two business segments
volumes.
viz., Linen and Wool. The Linen industry registered
strong growth in demand, prompting many Indian Driven by a strong focus on efficient working capital
business houses to actively consider setting up of management, Jaya Shree is operating at a sound
capacities in Linen across both Fabric and Yarn. ROACE of 53% per annum.
However, the wool industry witnessed sluggish
Jaya Shree is focusing on retail expansion and
demand worldwide due to highly volatile wool
brand promotion to fortify Linen Club fabric brand.
prices and currency rates coupled with the
Jaya Shree launched its own apparel line through
slowdown in Europe, which is one of the largest
Linen Club Studio. It added 19 new Linen Club
wool consumers.
Fabrics EBOs during the year taking the total to
Performance Review 115. Linen Club is also being retailed through more
A market leader in the domestic linen yarn and than 3,500 MBOs.
fabric segments, Jaya Shree has revolutionised the
Outlook
Indian textile market by popularising linen in India
across a wide customer base. It has driven the Led by the rising popularity of Linen as a comfort
journey of linen from a commodity to a lifestyle and style fabric, its demand is expected to grow
symbol in India and expanded its market size by at a CAGR of 10% over next few years. Currently
creating product / brand awareness and entering about 70% of linen yarn demand in India is met
into new segments viz. blends, womenswear etc. through imports reflecting expansion opportunity
It is also a leading manufacturer of wool tops and for domestic players.
worsted yarn in India with a capacity of 8 carding Being a leader, Jaya Shree will continue to invest in
machines and 26,356 spindles respectively. its strengths and capabilities. Jaya Shree is
Share of linen segment in total revenue has jumped expanding its linen yarn capacity to fortify its market
from 39% in 2010-11 to 53% in 2014-15 led by positioning and tap sector growth opportunity.
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Agri (Indo-Gulf Fertilisers) to improve plant efficiency and reduce subsidy


Industry Overview outgo.

Urea consumption in India grew marginally from Performance Review


30.4 million metric tons (MT) in 2013-14 to
30.8 million MT in 2014-15. India is heavily Indo Gulf Fertilisers is the 8 th largest urea
MANAGEMENT DISCUSSION AND ANALYSIS

dependent on urea imports for meeting domestic manufacturer in India. The goal of the business is
consumption requirements. Urea imports have to serve as a total agri solutions provider offering
surged in past few years leading to a rising subsidy a full range of agri inputs fertilizers, seeds, agro-
burden on the exchequer. In 2014-15, urea imports chemicals and specialties from sowing to
at about 8.7 million MT accounted for 28% of total harvesting.
demand in India. No new urea capacity has come
up in past 15 years and the gap between Birla Shaktiman Urea Neem coated and Gold
indigenous production and demand continues to continued to remain the farmers product of first
widen. To reduce the mounting urea subsidy bill, choice, in the core markets of Uttar Pradesh, Bihar,
the Government of India notified the New Jharkhand and West Bengal, through excellent
Investment Policy (NIP) for Urea on 2nd January, product quality and customer servicing. Even in
2013. The objective of the policy is to reduce urea the states of Punjab, Haryana and Uttarakhand,
imports by promoting indigenous capacity the farmer and trade response has been very
expansion. The industry is awaiting approval from encouraging.
the Department of Fertilisers for brown field
projects under the new investment policy. Indo-Gulfs customized fertiliser Birla Shaktiman
Vardaan - which was launched in 201314 in Uttar
During 2014-15, the industry witnessed slower Pradesh, has been well received by the farmers.
recovery of fertiliser subsidy from the Government
Sales of manufactured urea at 1.02 million MT was
due to inadequate budgetary provision. This
flat year-on-year. Indo-Gulf had to take urea plant
affected the profitability of the industry due to a
shutdown for 35 days starting 27th February 2015,
steep rise in working capital.
thereby, pulling down earnings from normalised
Due to government policy for urea production level. The plant resumed operations on 2nd April
beyond 100% quantity as permissible under 2015. During previous year too, urea plant
Pricing mechanism, few urea manufacturers had shutdown was taken for 41 days.
to take urea plant shutdown during the last quarter
Revenue grew year-on-year by 11% to ` 2,558
of 2014-15.
Crore. Revenue from manufacturing operations
In a welcome move, the government has allowed grew by 13% to ` 2,248 Crore due to pass through
100% production of neem coated urea of the rise in natural gas prices. Trading revenue
and announced gas price pooling policy aiming declined marginally.

(` Crore)
Agri 2013-14 2014-15
Revamped Capacity (MTPA) 1,072,500 1,072,500
Urea Production (MT) 1,033,184 1,021,447
Manufactured Urea Sales (MT) 1,034,135 1,024,970
Revenue 2,313 2,558
Manufacturing (Urea, Customised Fertilisers) 1,995 2,248
Trading (Fertilisers, Seeds, Agro-Chemicals) 318 310
EBITDA 77 148
Segment EBIT 56 116
Capital Employed 1,616 1,641
ROACE (%) 3% 7%
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

Post implementation of energy savings scheme of recent capacity additions. Due to stagnant
towards the end of the previous year, energy demand and buyers becoming cautious of
efficiency has improved notably. Led by improved falling commodity prices, imports from China
energy efficiency, higher fixed cost reimbursement have decreased.
as per Government policy and higher sales of Chlor alkali market is broadly categorized into three
pesticides, EBITDA surged by 90% from ` 77 Crore products, namely Caustic Soda, Chlorine and Soda

MANAGEMENT DISCUSSION AND ANALYSIS


to ` 148 Crore. Ash. Caustic Soda finds major application in diverse
Outstanding subsidy and receivables stood at industries, such as soap & detergents, pulp & paper
` 1,207 Crore compared to ` 1,176 Crore in the and textile processing among others. Chlorine is
previous year. produced as a by-product during caustic soda
production and is widely used in PVC
Outlook manufacturing, drinking water disinfection and
The Government continues to give a huge thrust pharmaceutical production. Chlor-alkali Industry is
on inclusive growth, agriculture and self-sufficiency concentrated in Western part of India with more than
in food production. The focus is on enhancing 50% of production coming from the state of Gujarat
farmer income through improved agricultural due to good demand of chlor-alkali products and
practices to give a sustainable growth in availability of raw material like salt and power.
productivity. This can be achieved with the
Performance Review
adoption of new technology in farming in soil
science, irrigation, plant breeding and genetics Indian Rayon is among the top 2 manufacturers of
and crop protection. This is opening up new VFY in India with a 43% production share. It
business opportunities for value added products remained the largest Indian exporter of VFY for the
and services. tenth consecutive year with a 55% share in VFY
exports from India.
The proposed gas price pooling policy will be
beneficial for the sector as it aims to improve the In 2014-15, Indian Rayons revenue from the VFY
efficiency of plants and thus reduce subsidy outgo. segment grew by 6% to ` 699 Crore despite an
Indo Gulf Fertilisers, with its strong farmer connect industry slowdown. Higher VFY volumes driven by
and customer centric approach is well positioned the new superfine yarn capacity contributed to this
to take advantage of these opportunities. Its growth. Revenue from the Chemicals segment
location at Jagdishpur in the middle of the declined by 18% to ` 166 Crore owing to softening
agricultural heartland of the Indo-Gangetic plains, of ECU realisation and lower caustic volumes due
gives it access to a large and growing market. to a maintenance shutdown in power plant.
(` Crore)
Rayon (Indian Rayon) Rayon 2013-14 2014-15
Industry Overview VFY
Indian Rayon, a unit of ABNL, manufactures and Capacity (MTPA) 19,800 19,800
sells viscose filament yarn, caustic soda and allied Production (MT) 17,962 19,182
chemicals. Viscose filament yarn (VFY) is a man- Manufactured VFY Sales (MT) 17,423 18,839
made natural filament yarn having comfort of cotton Revenue (Including allied chemicals) 659 699
and the lustre of silk. It is used in georgette and
crepe fabrics, home textiles, embroidery etc. Chemicals
During 2014-15, domestic consumption of VFY Caustic Soda Capacity (MTPA) 91,250 91,250
declined by 5% to 54,014 MT. As a result, domestic Caustic Soda Production (MT) 86,771 79,687
VFY production remained almost stagnant at Caustic Soda Sales (MT) 86,758 80,162
44,348 MT, while imports declined by 21%. VFY Chemicals Revenue 202 166
exports at 5,810 MT were marginally lower
Total Revenue 860 865
year-on-year.
EBITDA 222 197
The VFY Yarn production in the Indian market
Segment EBIT 172 156
continues to move towards fine / superfine denier
for realisation improvement. Wood pulp prices Capital Employed 759 757
remained soft due to oversupply on account ROACE (%) 24% 21%
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CMYK

MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Total revenue remained flat at ` 865 Crore and imposed an interim anti-dumping duty on imports
EBITDA at ` 197 Crore was lower by 11% as of insulators from China and on 11th April 2015,
profitable growth in the VFY segment was offset extended the duty for 5 years till 15th September
by lower caustic volumes and ECU realisation. 2019 to create a level playing field for the domestic
The business is operating at an ROACE of 21% manufacturers.
MANAGEMENT DISCUSSION AND ANALYSIS

per annum
While the current government is working to implement
Outlook reforms in the power sector, it will take some time
before ground improvement materializes and gives
Growth in the superfine and finer deniers in the
a fillip to demand. The challenge of improving
domestic VFY market is likely to remain stable. With
financial health of State Electricity Boards continues.
the ramp up of the superfine yarn unit and the
leveraging of the Enka Trade Mark, Indian Rayon Imports from China reduced year-on-year by
is well positioned to improve its market share and 15% from 46,973 MT to 39,976 MT post imposition
earnings. However declining domestic demand of anti-dumping duty. However, it still constituted
and exchange rates volatility may adversely affect 31% of the total domestic demand in the
the yarn prices in India. year 2014-2015.
According to Chlor Alkali Market Forecast, the During April 2014 January 2015, the domestic
market for chlor alkali in India is projected to exhibit sales volume of the insulators industry declined
a CAGR of around 7% during 2014-19. Chlorine by 12% owing to accelerated imports in the
demand is also expected to remain firm subject to previous year in anticipation of duty.
increase in Chlorine production in the west which
may affect the demand and supply balance. Performance Review
Aditya Birla Insulators is Indias largest and the
Insulators (Aditya Birla Insulators)
worlds fourth largest manufacturer of porcelain
Industry Overview insulators (Source : IEEMA).

The power generation, transmission and Sales volume of Aditya Birla Insulators grew year-
distribution sector is the key growth driver for the on-year by 5%. Revenue is up by 8% at
insulators industry. Over the past few years, Indias ` 548 Crore. Volumes and earnings growth could
power sector has been affected by several factors, have been higher but were contained due to
viz., liquidity crunch, environment clearances and 42 days disruption / suspension of Rishra plant
fuel linkages resulting in lack of new projects and operations due to labour unrest, pending long
delay in execution of ongoing projects. Cheaper term wage settlement.
Chinese imports have also adversely impacted
EBITDA rose by 14% to ` 95 Crore. Higher volumes
domestic manufacturers, both on market size and
and an increase in realisation in the substation
pricing pressures.
segment, mainly due to pass on the rise
The industry had appealed for anti-dumping duty. in operating costs, contributed to the earnings
The Ministry of Finance, on 16th September 2014, growth.
(` Crore) ROACE improved from 15% to 17% per annum.
Insulators 2013-14 2014-15
Outlook
Capacity (MTPA) 45,260 45,260
Production (MT) 36,317 38,401 With mission of Power for All by 2019 and Make
in India campaign, power sector is expected to
Sales Volumes (MT) 36,913 38,581
witness encouraging medium to long term growth
Revenue 505 548 opportunities.
EBITDA 83 95
Aditya Birla Insulators will continue to focus on yield
Segment EBIT 61 76 improvement and cost rationalisation to enhance
Capital Employed 430 455 its cost competitiveness besides exploring new
ROACE (%) 15% 17% geographies in the exports market.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

Financial Review and Analysis Standalone Standalone Net profit de-grew by 22% from ` 674
Financials Crore to ` 528 Crore. Excluding exceptional gain /
(loss) and one-off items, Standalone Net Profit grew
Standalone revenue grew year-on-year by 11% to by 10%. Net Profit in 2013-14 was higher by ` 209
` 8,938 Crore, while Standalone EBITDA de-grew by
Crore on account of one-off items being (a) book
5% to ` 1,186 Crore. Excluding dividend and other
gain of ` 24 Crore and net tax credit of ` 41 Crore

MANAGEMENT DISCUSSION AND ANALYSIS


income, operating EBITDA has grown by 16%. The
on divestment of the Carbon Black business and
Fashion & Lifestyle and Agri businesses were the
(b) gain of ` 144 Crore on buyback of equity shares
largest contributors to the earnings growth.
by Life Insurance Subsidiary.
Finance costs remained almost flat at ` 263 Crore.
The Board of Directors of the Company has
Depreciation reduced from ` 199 Crore to ` 189 recommended a final equity dividend of
Crore owing to the change in the useful lives of 70% (` 7 per equity share) for the financial year
fixed assets as provided in Schedule II to the 2014-15 entailing a total outgo of ` 109.6 Crore
Companies Act, 2013 or as re-assessed by the including dividend distribution tax.
Company. Had there been no such change,
depreciation for 2014-15 would have been higher The standalone balance sheet supported an
by ` 19 Crore. investment and capex outlay of about ` 950 Crore
Standalone tax at ` 205 Crore was higher as in the during the year. Led by strong cash flow from
previous year net tax credit of ` 41 Crore was operations, standalone Net Debt to EBITDA at 3
recognised w.r.t. the slump sale of the Carbon times and Net Debt to Equity at 0.42 times
Black business. remained healthy.
(` Crore)
Standalone Profit and Loss Account 2013-14 2014-15
Revenue 8,021 8,938
EBITDA 1,246 1,186
Less: Finance Costs 267 263
Earnings before Depreciation and Tax 979 922
Less: Depreciation and Amortisation 199 189
Earnings before Tax and Exceptional Items 780 733
Add: Exceptional Gain/(Loss)1 24
Less: Tax Expenses 130 205
Net Profit 674 528

Standalone Balance Sheet March 2014 March 2015


Net Worth 8,108 8,519
Total Debt 3,753 3,688
Deferred Tax Liabilities (Net) 88 106
Capital Employed 11,949 12,314
Net Fixed Assets (Including Capital Advances & CWIP) 1,866 1,879
Long-term Investments 7,952 8,695
Net Working Capital 1,574 1,635
Cash Surplus & Current Investments2 557 105
Book Value per Equity Share (`) 623 655
Net Debt3/EBITDA (x) 2.6 3.0
Net Debt3/Equity (x) 0.39 0.42
Note1: Exceptional Gain during 2013-14 represents gain of ` 24 Crore w.r.t. the slump sale of Carbon Black business.
Note2: Include cash, cheques in hand, remittances in transit, balances with banks, fertilisers bonds, short term ICDs and current investments.
Note3: Total Debt less Cash Surplus & Current Investments.
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Standalone Cash Flow Analysis Investments


Net Cash from Operating Activities ABNL invested a sum of ` 681 Crore in its wholly
owned subsidiary Aditya Birla Financial Services
Cash Flow from Operations
Ltd. to fund the growth capital requirement of the
Net cash flow from operations stood at ` 877 Crore. NBFC business (including Housing Finance
The Fashion & Lifestyle business was the largest
MANAGEMENT DISCUSSION AND ANALYSIS

business) and online money management portal -


contributor followed by the Rayon and Textiles MyUniverse.
businesses.
ABNL also invested ` 62 Crore in Indigold Trade
Working Capital
and Services Ltd., mainly towards acquisition of
Net working capital increased by ` 89 Crore. additional 4.67% stake in Pantaloons Fashion &
Inventory has increased by ` 143 Crore and Retail Ltd.
receivables are higher by ` 213 Crore mainly in
Fashion & Lifestyle business in line with business Net Cash from / (used in) Financing Activities
growth. Trade Payables are higher by ` 202 Crore Proceeds from / Repayment of borrowings
largely in the Textiles business.
ABNL raised term loans aggregating to ` 37 Crore
Net Cash from/(used in) Investing Activities by way of Rupee Term Loans towards capital
Capital Expenditure expenditure commitments. ABNL also raised Non
Convertible Debentures (NCDs) worth ` 300 Crore.
Capex of ` 223 Crore was spent during the year.
Commercial paper and other short term debt of
Project capex includes scaling up of retail channel
` 178 Crore (net) were repaid during the year.
in the Fashion & Lifestyle business through opening
up of exclusive brand outlets and energy savings Term Loans aggregating to ` 228 Crore were repaid
and de-bottlenecking project in the Agri business. during the year. Pursuant to demerger of Madura
The balance capital expenditure was incurred on Fashion (A division of ABNL) into Pantaloons
upgradation, modernisation and maintenance of Fashion & Retail Ltd. (PFRL), debt amounting to
plants across the manufacturing businesses. ` 456 Crore will be transferred to PFRL.

(` Crore)
Standalone Cash Flow 2014-15
Cash Flow from Operations (Net of Tax) 877
(Increase)/Decrease in Net Working Capital (89)
Net Cash from Operating Activities 788
Capital Expenditure (Net) (223)
Investments in Subsidiaries / Joint Ventures / Associates (Net) (724)
(Increase) / Decrease in Inter-Corporate Deposits to Subsidiaries (Net) 5
Interest / Dividend Received and Profit on Sale of Current Investments 128
Net Cash from / (used in) Investing Activities (815)
Proceeds from / (Repayment of) Borrowings (Net) (68)
Proceeds from Issue of Shares 3
Dividend Paid (98)
Interest Paid (263)
Net Cash from / (Used in) Financing Activities (426)
Increase / (Decrease) in Cash Surplus & Current Investments (453)
1
Add : Opening Cash Surplus & Current Investments 557
Closing Cash Surplus & Current Investments1 105
1
Note : Include cash, cheques in hand, remittances in transit, balances with banks, fertilisers bonds, current investments and short term ICDs
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 MANAGEMENT DISCUSSION AND ANALYSIS

Risk Management Business Risks


Governance, Risk Management and Compliance Business risks are classified into Strategic,
processes form an integral part of the Companys Operations, Financial and Knowledge risks, which
planning and review mechanism. The Companys are further drilled down to market structure,
risk management framework establishes risk process, systems, legal compliance, corporate

MANAGEMENT DISCUSSION AND ANALYSIS


management processes at each business, helping governance and people culture.
in identifying, assessing and mitigating risks that
could materially impact the Companys External Risks
performance in achieving its stated objectives. The Apart from the internal business risks, the
components of risk management are different for Company is exposed to external risks on account
different businesses and are defined by various of interest rate, foreign exchange, commodity
factors including the business model, business pricing and regulatory changes. The Company has
strategy, organisational structure, risk appetite and well defined policies / mechanism to mitigate
available dedicated resources. foreign exchange and interest rate risks. The
The Companys structured Risk Management Company reviews these policies / mechanism
process provides confidence to the stakeholders periodically to align with the changes in market
that the Companys risks are known and well practices and regulations.
managed. The risk management framework
ensures compliance with the requirements of Environment, Health and Safety (EHS)
amended clause 49 of Listing Agreement. The Company is conscious of its strong corporate
reputation and the positive role it can play by
Since the Company is a diversified conglomerate,
the risk events are identified, assessed, mitigated focusing on EHS issues. Towards this, the
and monitored for each business separately. Company has set very exacting standards in EHS
management. The Company recognises the
The risk management approach comprises three importance of EHS issues in its operations and has
key components: established comprehensive indicators to track
(1) Risk identification: External and internal risk performance in these areas. The Company values
events which could affect the profitability, the safety of its employees and constantly raises
competitiveness, brand value, reputation and/ the bar in ensuring a safe work place.
or image of the Company are identified in the
context of the strategy and specific objectives Internal Control System
of each individual business. The Company has adequate internal control
(2) Risk assessment and mitigation: The systems for business processes across various
indentified risks are further evaluated by the profit and cost centres, with regard to efficiency of
senior management team of the respective operations, financial reporting, compliance with
business to assess the potential severity of applicable laws and regulations, etc. The internal
their impact and the probability of occurrence. control system is supplemented by extensive
Based on the assessment, they develop and audits conducted by the Corporate Audit Cell.
deploy mitigation strategies. Clearly defined roles and responsibilities for all
(3) Risk monitoring and assurance: The Risk managerial positions have been institutionalised.
Management Committee (RMC) is the apex Regular internal audits and checks ensure that
body taking all the decisions regarding risk responsibilities are executed effectively. The Audit
management activities. The overall role of Committee of the Board of Directors actively reviews
RMC is to review risk management process the adequacy and effectiveness of the internal
and implementation and effectiveness of risk control systems and suggests improvements.
mitigation plans. The committee comprises of The Management Information System is the
three independent directors, the whole time backbone of the Companys control mechanism.
directors and the business heads. The All operating parameters are monitored and
proceedings of meetings of RMC are controlled regularly. Any material change in the
discussed at the meetings of the Board of business outlook is reported to the Board of
Directors from time to time. Directors. Material deviations from the annual
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MANAGEMENT DISCUSSION AND ANALYSIS Aditya Birla Nuvo Limited - Annual Report 2014-2015

planning and budgeting, if any, are reported on a To Sum up


quarterly basis to the Board of Directors. An
effective budgetary control on all capital Aditya Birla Nuvo has posted robust earnings
expenditure ensures that actual spending is in line growth and is well positioned in each of its
with the capital budget. businessess. With a leadership position across its
businesses that mirrors the growing sectors of the
MANAGEMENT DISCUSSION AND ANALYSIS

Human Resource Management Indian Economy, ABNL is a uniquely positioned


The Company had about 21,700 employees on its conglomerate. ABNL remains focused to capture
rolls as on 31 st March 2015. Including its opportunities across the businesses to achieve the
subsidiaries and joint ventures, the manpower next level of growth. A strong balance sheet, an
strength is about 54,000 employees. This experienced and focused management team,
intellectual resource is integral to the Companys salient brand equity, leadership positions across
ongoing operations and enables it to deliver businesses and a talented human asset are the
superior performance year after year. Human
key drivers which will support future growth of
Resource processes of the Company have been
covered in depth in the Directors Report. ABNL and create value for all the stakeholders.

Disclaimer
Certain statements in this Management Discussion and Analysis may not be based on historical information
or facts and may be forward looking statements within the meaning of applicable securities laws and regulations,
including, but not limited to, those relating to general business plans & strategy of the Company, its future outlook
& growth prospects, future developments in its businesses, its competitive & regulatory environment and
managements current views & assumptions which may not remain constant due to risks and uncertainties. Actual
results could differ materially from those expressed or implied. Important factors that could make a difference
to the Companys operations include global and Indian demand-supply conditions, finished goods prices, feed
stock availability and prices, cyclical demand and pricing in the Companys principal markets, changes in
Government regulations, tax regimes, competitors actions, economic developments within India and the countries
within which the Company conducts business and other factors such as litigation and labour negotiations. The
Company assumes no responsibility to publicly amend, modify or revise any statement, on the basis of any
subsequent development, information or events, or otherwise. This Management Discussion and Analysis does
not constitute a prospectus, offering circular or offering memorandum or an offer to acquire any shares and
should not be considered as a recommendation that any investor should subscribe for or purchase any of the
Companys shares. The financial figures have been rounded off to the nearest Rupee one Crore. For currency
conversion, one USD is considered to be equal to ` 60.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT TO THE SHAREHOLDERS

Dear Shareholders, having a diversified portfolio with 10 lines of


We are pleased to present the 58 th Annual businesses. Its funds under management
Report together with the Audited Financial grew year-on-year by 35% to ` 164,940
Statements of your Company for the year ended Crore. The Lending book of the NBFC
31st March, 2015. business expanded by 52% to `17,550 Crore.
ABFS is entering into strategic partnerships
MACRO-ECONOMIC SCENARIO and investing in promising sectors to tap
sector growth opportunities. It has
Indias economy made a soft recovery in fiscal
commenced Housing Finance business
2014-15, with an estimated GDP growth at 7.4%
operations in October 2014 and is planning

DIRECTORS REPORT
compared to 6.9% in the previous year. Many
to foray in the health insurance sector
positive developments were witnessed. Among
through a joint venture with MMI holdings, a
them were lowering of fiscal and current
leading South African based financial
account deficits, declining inflation and benign
services group.
global commodity prices. The moderation in
inflation prompted the Reserve Bank of India The Fashion & Lifestyle business of your
(RBI) to cut interest rates to spur economic Company is Indias #1 branded menswear
growth. Structural reforms to boost investments player through Madura Fashion & Lifestyle,
remained high on the Governments agenda. and the # 1 branded womenswear retailer
through Pantaloons. To fortify its market
The World Bank and the International Monetary
leadership, the Fashion & Lifestyle business
Fund have forecast Indias GDP to grow at 7.5%
is scaling up its retail stores as well as its
in 2015, outpacing China to become the worlds
online presence through TRENDIN.com.
fastest growing economy. The Governments
Trusted by 10.8 million loyalty customers,
continued focus on policy reforms for
it has the widest fashion retail presence in
encouraging infrastructure investments,
India, with 1869 exclusive brand outlets /
improving the ease of doing business, financial
stores spanning 4.8 million square feet and
inclusion measures, and initiatives like Make in
6,000 + additional points of sale.
India are expected to be vital contributors
towards achieving economic growth and In the Telecom business, Idea Cellular
advancement going forward. continued its enviable track record of being
amongst the fastest growing large Indian
CONSOLIDATED FINANCIAL PERFORMANCE mobile operators. Its revenue market share
Your Company has posted sound earnings improved year-on-year from 16.1% to
growth and improved performance across most 17.5%. In the spectrum auctions held in
of the businesses. Consolidated revenue grew March 2015, Idea won 79.4 MHz spectrum
by 2% to ` 26,516 Crore. On a like-to-like basis, for about USD 5 billion, laying a solid
i.e., excluding IT-ITeS business, which was foundation and visibility for its business
divested w.e.f. 9 th May, 2014, year-on-year growth for the next 20 years. The strong
revenue growth was 14%. EBITDA surged by cash profit generation as well as funds
18% to ` 5,798 Crore. Net Profit rose by 24% to raised during the year will support Ideas
` 1,416 Crore. Financial Services and Telecom balance sheet and growth plans.
businesses were the major contributors to Amongst the divisions, the Linen segment of
earnings growth, followed by the Fashion & Jaya Shree textiles attained higher
Lifestyle business. profitability, led by recent expansion. The
business is set to further tap the sector
Key Highlights:
growth opportunity with proposed expansion
Aditya Birla Financial Services (ABFS) is a of its Linen yarn Capacity from 3,400 TPA to
significant non-bank financial services player 6,200 MTPA. In the Rayon business, the
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DIRECTORS REPORT TO THE SHAREHOLDERS Aditya Birla Nuvo Limited - Annual Report 2014-2015

profitability of the VFY segment was off-set This consolidation will create Indias largest pure
by softening of ECU realisation and play branded apparels company by bringing
maintenance shut down in the power plant Indias #1 branded menswear players and
in the chemicals segment. Agri business # 1 branded womenswear retailer together. The
earnings improved sharply year-on-year, move will unlock value for the shareholders and
led by enhanced energy efficiency. give them an opportunity to participate directly
However, earnings were lower than the in the promising fashion space.
normalised level due a shutdown of the
urea plant for 35 days. The Insulators The Boards of above companies have approved
DIRECTORS REPORT

business posted healthy earnings growth the following swap ratio which has been
despite 42 days disruption / suspension of recommended by the independent valuers:-
plant operations due to labour unrest.
Shareholders of ABNL will get 26 new equity
STANDALONE FINANCIAL PERFORMANCE shares of PFRL for every 5 equity shares
held in ABNL pursuant to the demerger of
Your Companys standalone revenue grew by 11% Madura Fashion,
to ` 8,938 Crore. In the previous year, net profit
was higher by ` 209 Crore on account of (a) gain Shareholders of MGLRCL will get 7 new
of ` 65 Crore on divestment of Carbon Black equity shares of PFRL for every 500 equity
business (including net tax credit of ` 41 Crore) shares held in MGLRCL pursuant to the
and (b) gain of ` 144 Crore on buyback of equity demerger of Madura Lifestyle, and
shares by Birla Sun Life Insurance to distribute its
surplus funds to the shareholders. As a result, Net Preference shareholder of MGLRCL will get
Profit at ` 528 Crore is lower year-on-year 1 new equity share of PFRL
vis--vis ` 674 Crore reported in the previous year.
The transaction is subject to the necessary
NEW INTIATIVES/MAJOR ACTIVITIES statutory and regulatory approvals including
approvals of the respective High Courts, the
Consolidation of Branded Apparels businesses Stock Exchanges, SEBI, the respective
To capitalise on its large market presence in the Shareholders and lenders / creditors of each of
branded fashion space in India, your Company the companies. The appointed date of the
Aditya Birla Nuvo Ltd. (ABNL) has announced Scheme will be 1st April 2015. The transaction is
consolidation of its branded apparels businesses expected to be completed in the next 6 to 9
under its listed subsidiary - Pantaloons Fashion months period.
& Retail Ltd. (PFRL), through a composite
scheme of arrangement (Scheme) under Application for Payments Bank License
Sections 391 to 394 of the Companies Act, 1956.
Your company has applied for obtaining a
As part of the Scheme, Madura Fashion, the
branded apparel retailing division of ABNL and license to set up a Payments Bank, in
Madura Lifestyle, the luxury branded apparel accordance with the Guidelines for Licensing of
retailing division of Madura Garments Lifestyle Payments Bank issued by RBI. Your Company
Retail Company Limited (MGLRCL) a will be the Promoter of the proposed Payments
subsidiary of ABNL, will be demerged from the Bank, holding 51% of its equity capital. Idea
respective companies into PFRL. Pursuant to the Cellular will hold the balance 49% of equity
demerger, new shares will be issued by PFRL to capital in the proposed Payments Bank, which
the respective shareholders of the transferor may be increased up to 60%, subject to
companies directly. regulatory approvals, as applicable.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT TO THE SHAREHOLDERS

FINANCIAL PERFORMANCE (` in Crore)


Consolidated Standalone
2014-15 2013-14 2014-15 2013-14
Profit Before Depreciation / Amortization,
Interest and Tax 5,798.21 4,926.56 1,185.59 1,245.81
Depreciation and Amortisation Expenses 1,702.75 1,608.86 189.36 199.02
Finance Costs 1,757.57 1,550.82 263.30 266.56
Profit Before Exceptional Items and Tax 2,337.89 1,766.88 732.93 780.23

DIRECTORS REPORT
Exceptional Items (13.33) 5.42 24.06
Profit Before Tax 2,324.56 1,772.30 732.93 804.29
Tax Expenses 833.48 550.50 205.24 130.34
Net Profit Before Minority Interest 1,491.08 1,221.80 527.69 673.95
Minority Interest 75.58 78.92
Profit for the Year 1,415.50 1,142.88 527.69 673.95
Opening Balance as per last audited financial
statement 778.59 312.79 222.56 167.34
Amount Transferred on Stake Change/
Amalgamation of Subsidiaries/ Joint venture (81.57) (0.76)
Transfer from General Reserve 13.45
Transitional Provision of Schedule II Impact
(Net of Deferred Tax) (15.19)
Share of Minority Interest Transitional
Provision of Schedule II impact 3.09
Profit available for Appropriation 2,113.87 1,454.91 750.25 841.29
Appropriations :
Debenture Redemption Reserve 24.91 24.63 22.50 20.98
Special Reserve 54.69 33.53
General Reserve 201.76 501.40 200.00 500.00
Transfer to Capital Redemption Reserve 0.10 0.10
Proposed Dividend on Preference Share 0.01 0.01
Proposed Dividend on Equity Share 91.10 91.06 91.10 91.06
Equity Dividend relating to Previous period 2.60 0.07 0.02 0.01
Interim Dividend on Preference Share
Corporate Tax on Proposed Dividend 30.13 22.03 18.55 6.67
Corporate Tax on Interim Dividend 25.85 3.59
Corporate Tax on Interim Dividend on
Preference Shares
Corporate Tax on Dividend relating to
previous year 0.44
Closing Balance of Surplus in the
Statement of Profit & Loss 1682.29 778.59 417.98 222.56
Note: Figures of ` 50,000 or less have been denoted by .
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DIRECTORS REPORT TO THE SHAREHOLDERS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Redemption of Preference Shares: to be retained in the profit and loss account of the
In accordance with the composite Scheme of Company.
Arrangement between Aditya Birla Nuvo Limited FINANCE
and Madura Garments Exports Limited and MG
During the year 2014-15, your Company has:
Lifestyle Clothing Company Private Limited and
Peter England Fashion and Retail Limited, - Raised long-term loans, aggregating to
5000 - 6% Redeemable Cumulative Preference ` 37.42 Crore by way of Rupee Term Loan
Shares of ` 100 each fully paid were issued to (including Finance Lease Liability) and ` 300
Infocyber India Private Limited and Naman Finance Crore by way of issue of Non Convertible
& Investment Private Limited respectively on Debentures (NCDs);
DIRECTORS REPORT

1st January, 2010. - Repaid term loans (including Foreign


In terms of the issue of the Preference Shares, Currency Borrowings and Finance Lease
these Preference Shares were ordinarily Liability) aggregating to ` 227.88 Crore;
redeemable upon completion of five years from - Refinanced foreign currency borrowings
1st January 2010, at face value. However, the aggregating to ` 702.97 Crore to get the
Company had the right to redeem the Preference benefit of lower interest cost.
Shares at any time before the due date of
PUBLIC DEPOSITS
redemption by giving 30 days notice to the
shareholders, subject to appropriate approvals as During the year under review, your Company has
may be necessary. not accepted any deposits from the public falling
under Section 73 of the Act and the Companies
These Preference Shares were redeemed at face
(Acceptance of Deposits) Rules, 2014 and as such
value on 29th September, 2014, out of the profits of no amount of principal or interest was outstanding
the Company and dividend was paid thereon for as on the balance sheet date.
the said period.
CORPORATE GOVERNANCE
DIVIDEND
Your Company is committed to maintaining the
For the financial year ended on 31st March, 2015, highest standards of Corporate Governance and
your Directors have recommended for your adhering to the Corporate Governance
consideration a dividend of: requirements set out by Securities and Exchange
i. ` 7 per Equity Share of ` 10 each (last year Board of India (SEBI). During the year under review,
` 7 per Equity Share); and your Company was in compliance with the
provisions of Clause 49 of the Listing Agreement
ii. Dividend of ` 2.99 per Preference Share of with the Stock Exchanges pertaining to the
` 100 each paid on 29th September, 2014 corporate governance compliances.
pro-rata (last year ` 6 per Preference Share).
The Report on Corporate Governance as stipulated
The dividend on the equity shares, if approved by under Clause 49 of the Listing Agreement forms
the shareholders, would involve cash outflow of part of the Annual Report. The Statutory Auditors
` 109.65 Crore (including Corporate dividend Tax Certificate confirming compliance with Clause 49
of `18.55 Crore) compared to ` 97.73 Crore of the Listing Agreement with Stock Exchanges is
(including Corporate Dividend Tax of ` 6.67 Crore) given in Annexure I and the same forms part of
paid for the year 2013-14. the Directors Report.
The equity shares as may be allotted upon the MANAGEMENT DISCUSSION AND ANALYSIS
exercise of options granted under the Employees
In terms of the provisions of Clause 49 of the Listing
Stock Option Schemes and out of the Share Capital
Agreement, the Management Discussion and
Suspense before the Book Closure for payment of Analysis is set out in this Annual Report.
dividend will rank paripassu with the existing
shares and shall also be entitled to receive the SUBSIDIARIES, JOINT VENTURES, AND
aforesaid dividend. ASSOCIATE COMPANIES
TRANSFER TO RESERVES Subsidiary Companies

We propose to transfer ` 200 Crore to general During the year,the following changes have taken
reserve. An amount of ` 417.98 Crore is proposed place in the Subsidiary Companies:
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT TO THE SHAREHOLDERS

Aditya Birla Financial Services Private Limited, AVGTHL was liquidated and the entire funds
a holding company for all financial services available were distributed to the shareholders.
business of the Company except Birla Sun Life
Accordingly, the Company has received funds
Insurance Company Limited, which is held available with AVGTHL.
directly by the Company due to regulatory
reasons, has been converted into a Public The Policy of determining material subsidiaries
Limited Company viz. Aditya Birla Financial may be accessed on the Companys website at
Services Limited on 4th December, 2014 for the link below:
business expansion and future growth. http://adityabirlanuvo.com/pdf/policy_material
_subsidiaries.pdf
Birla Sun Life Pension Management Limited,

DIRECTORS REPORT
a wholly owned subsidiary of Birla Sun Life JOINT VENTURE
Insurance Company Limited, has been IDEA Cellular Limited is the Joint Venture of the
incorporated on 9 th January, 2015 for Company and continues to be the Joint Venture,
management of pension fund under National during the year under review.
Pension Scheme (NPS). The company is
registered with Pension Fund Regulatory and ASSOCIATE COMPANIES
Development Authority. During the year, the Company has sold its stake in
Birla Sun Life Asset Management Company Birla Securities Limited, an Associate Company.
Limited has acquired mutual fund schemes A report on the performance and financial position
and portfolio accounts from ING Investment of each of the subsidiaries, associates and joint
Management (India) Pvt. Ltd. in September venture companies as per Section 129(3) of the
2014. Companies Act, 2013 (the Act) and the Rules
Aditya Birla Customer Services Private made there under is provided as Annexure II of
Limited, which runs My Universe, an online the Consolidated Financial Statement and hence
personal finance management portal, has not repeated for the sake of brevity.
been converted into a Public Limited The audited financial statements of your
Company viz. Aditya Birla Customer Services Companys subsidiaries and related information
Limited on 7 th January, 2015 for business have been placed on the website of your Company
expansion and future growth. viz. www.adityabirlanuvo.com. Any Member, who
International Finance Corporation (IFC) has is interested in obtaining a copy of audited financial
entered into an agreement and acquired stake statements of your Companys subsidiaries may
in Aditya Birla Customer Services Limited in write to the Company Secretary at the Registered
December 2014 for strategic financial Office of your Company.
investment in the company.
CONSOLDATED FINANCIAL RESULTS
Aditya Birla Housing Finance Limited The Consolidated Financial Statements have been
commenced its housing finance business in prepared in accordance with the provisions of the
October 2014 and built a book size of ` 142 Section 129(3) of the Act, read with the Companies
Crore as on 31st March 2015. (Accounts) Rules, 2014, applicable Accounting
Aditya Birla Finance Limited, a subsidiary Standards and the provisions of the Listing
of the Company, sold its entire holding in Agreement with the Stock Exchanges and forms
Aditya Birla Securities Private Limited on part of the Annual Report.
10th September, 2014 to a promoter group
HUMAN RESOURCES
Company. Consequently Aditya Birla
Securities Private Limited has ceased to be Your Company believes that human resources will
the subsidiary of the Company. play a critical role in its future growth. With an
unswerving focus on nurturing and retaining talent,
The Company had applied for winding up of
your Company provides avenues for learning and
Aditya Vikram Global Trading House Limited development through functional, behavioural and
(AVGTHL), its overseas subsidiary, registered leadership training programs, knowledge
in Mauritius, and on 30th September, 2014 exchange conferences, and providing
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DIRECTORS REPORT TO THE SHAREHOLDERS Aditya Birla Nuvo Limited - Annual Report 2014-2015

communication channels for information sharing, Administration) Rules, 2014, an extract of the
to name a few of the initiatives. Annual Return of your Company for the financial
year ended 31st March, 2015 in Form MGT-9 is
DISCLOSURE UNDER THE SEXUAL given in Annexure IV to this report.
HARASSMENT OF WOMEN AT WORK-
PLACE PREVENTION, PROHIBITION AND BUSINESS RESPONSIBILITY REPORT
REDRESSAL) ACT, 2013 As per Clause 55 of the Listing Agreement with
During the year under review, your Company has the Stock Exchanges, a separate section on
not received any complaint under the Sexual Business Responsibility Reporting forms part of
Harassment of Women at Workplace (Prevention, this Annual Report.
Prohibition and Redressal) Act, 2013.
DIRECTORS REPORT

RELATED PARTY TRANSACTIONS


VIGIL MECHANISM/ WHISTLE BLOWER POLICY During the financial year, your Company has
In compliance with the provisions of Section 177 entered into related party transactions which were
(10) of the Act and Clause 49 of the Listing on an arms length basis and in the ordinary course
Agreement, your Company has in place a vigil of business. The Company has not entered into
mechanism for the directors and employees to any transaction with any related party which could
report concerns about unethical behaviour, and be considered material in accordance with the
actual or suspected fraud or violation of your Listing Agreement and the Policy of the Company
Companys Code of Conduct. Adequate on materiality of related party transactions. All
safeguards are provided against victimization to related party transactions have been approved by
those who avail of the mechanism and access to the Audit Committee of the Board of Directors of
the Chairman of the Audit Committee in exceptional your Company and the same are being reviewed
cases is provided to them. The vigil mechanism is by it on a periodic basis. The Policy on the Related
posted on the Companys website at Party Transactions as approved by the Audit
www.adityabirlanuvo.com. Committee and the Board of your Company is
PARTICULARS OF EMPLOYEES AND posted on the Companys website viz.
RELATED DISCLOSURES www.adityabirlanuvo.com.
In accordance with the provisions of Section The details of contracts and arrangement with
197(12) of the Act read with the Companies related parties of your Company for the financial
(Appointment and Remuneration of Managerial year ended 31st March, 2015 is given in Note No.
Personnel) Rules, 2014, the names and other 42 to the financial statements.
particulars of employees are to be set out in the RISK MANAGEMENT
Directors Report, as an addendum thereto.
Your Directors have constituted a Risk
However, having regard to the provisions of Section
Management Committee which has been entrusted
136(1) of the Act, the Annual Report excluding the
with the responsibility to review the risk
aforesaid information about the employees, is
management plan / process of your Company. This
being sent to the Members of the Company. The
Committee identifies the potential risks, assesses
said information is available for inspection at the
their potential impact and takes timely actions to
Registered Office of your Company during the
mitigate the same. The Risk Management
working hours. Any Member interested in obtaining
framework and the Risk Management approach
such particulars may write to the Company
are covered in the Management Discussion and
Secretary at the Registered Office of the Company
Analysis forming part of this Annual Report.
and the same will be furnished on request.
Disclosures pertaining to remuneration and other INTERNAL FINANCIAL CONTROL AND THEIR
details as required under Section 197(12) of the ADEQUACY
Act read with Rule 5(1) of the Companies Your Company has in place adequate internal
(Appointment and Remuneration of Managerial control systems commensurate with the size of its
Personnel) Rules, 2014 are appended as Annexure operations. The internal control systems,
to the Boards Report as Annexure III. comprising of policies and procedures, are
designed to ensure sound management of your
EXTRACT OF ANNUAL RETURN
Companys operations, safekeeping of its assets,
In terms of the provisions of Section 92 (3) of the optimal utilization of resources, reliability of its
Act read with the Companies (Management and financial information and compliance. Clearly
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT TO THE SHAREHOLDERS

defined roles and responsibilities have been its Powers) Rules, 2014 are given in the Note No.
institutionalized. Systems and procedures are 42 to the financial statements.
periodically reviewed to keep pace with the
growing size and complexity of your Companys EMPLOYEE STOCK OPTION SCHEMES 2006
operations. and 2013 (ESOS 2006 & ESOS 2013)
ESOS 2006
DIRECTORS RESPONSIBILITY STATEMENT
During the year 5,430 Stock Options have vested
The audited accounts for the year under review
are in conformity with the requirements of the Act in eligible employees. The Nomination and
and the Accounting Standards. The financial Remuneration Committee (the Committee)
statements reflect fairly the form and substance of allotted 52,221 equity shares of ` 10 each of your

DIRECTORS REPORT
transactions carried out during the year under Company upon exercise of Stock Options by the
review and reasonably present your Companys employees.
financial condition and results of operations. ESOS 2013
Based on the information and explanations During the year, the Committee granted 35,060
obtained by your Directors from the management Stock Options and 12,630 Restricted Stock Units
of your Company, your Directors state that: to eligible employees of your Company subject to
i) in the preparation of the Annual Accounts for the provisions of the Companys Employee Stock
the financial year ended 31st March, 2015, the Option Scheme (Scheme 2013). 12,559 Stock
applicable accounting standards have been Options have vested in the option grantees in terms
followed along with proper explanations of the provisions of the Scheme 2013. However,
relating to material departures, if any; no Restricted Stock Units have vested in the
ii) the Directors have selected such accounting option grantees in terms of the provisions of
policies and applied them consistently and Scheme 2013.
made judgments and estimates that are The summary information on Options and
reasonable and prudent so as to give a true Restricted Stock Units granted under the above
and fair view of the state of affairs of the mentioned schemes are provided in Annexure V
Company as at 31st March, 2015 and of the to this Report.
profit of the Company for the year ended on
that date; A certificate received from the Statutory Auditors
on the implementation of your Companys
iii) the Directors have taken proper and sufficient
Employees Stock Option Scheme 2006 and
care for the maintenance of adequate
Employees Stock Option Scheme 2013 will be
accounting records in accordance with the
placed at the ensuing Annual General Meeting for
provisions of the Act for safeguarding the
inspection by the Members.
assets of the Company and for preventing and
detecting frauds and other irregularities; ENERGY CONSERVATION, TECHNOLOGY
iv) the Directors have prepared the Annual Accounts ABSORPTION AND FOREIGN EXCHANGE
of the Company on a going concern basis; EARNINGS AND OUTGO
v) the Directors have laid down internal financial Information on conservation of energy, technology
controls and that such internal financial control absorption, foreign exchange earnings and out go,
are adequate and are operating effectively; required to be disclosed pursuant to provision of
and Section 134 of the Act read with the Companies
vi) the Directors have devised proper systems to (Accounts) Rules, 2014 is given in Annexure VI to
ensure compliance with the provisions of all this Report.
applicable laws and that such systems are CORPORATE SOCIAL RESPONSIBILITY
adequate and operating effectively.
In terms of the provisions Section 135 of the Act
PARTICULARS OF LOAN, GUARANTEE AND read with Companies (Corporate Social
INVESTMENT Responsibility Policy) Rules, 2014, the Board of
Details of Loans, Guarantees and Investments Directors of your Company has constituted a
covered under the provisions of Section 186 of the Corporate Social Responsibility (CSR) Committee
Act read with Companies (Meetings of Board and which is chaired by Mrs. Rajashree Birla. The other
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DIRECTORS REPORT TO THE SHAREHOLDERS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Members of the Committee are Ms. Tarjani Vakil, Further details on the Board of Directors are
an Independent Director and Mr. Lalit Naik, provided in the Corporate Governance Report
the Managing Director of your Company. forming part of this Annual Report.
Dr. (Mrs.) Pragnya Ram, Group Executive
Meetings of the Board
President, Corporate Communications & CSR, is
a Permanent Invitee to the Committee. Your During the year, the Board of Directors of your
Company also has in place a CSR Policy and the Company met 5 times to deliberate on various
same is available on the website of the Company matters. The details of Board Meetings and the
at www.adityabirlanuvo.com.The Committee meeting of Independent Directors held are given
places before the Board the details of the activities in the Corporate Governance Report.
to be undertaken during the year.
DIRECTORS REPORT

Composition of the Audit Committee


Your Company is a caring corporate citizen and
lays significant emphasis on the development of The Board has constituted the Audit Committee
the host communities around which it operates. which comprises of Ms. Tarjani Vakil, Mr. B. R. Gupta,
With this intent, the Company has identified several Mr. G. P. Gupta, and Mr. P. Murari as the members.
projects relating to Social Empowerment & Welfare, Other details of the Audit Committee are listed in
Infrastructure Developments, Sustainable the Corporate Governance Report. The Audit
Livelihood, Health Care and Education during the Committee met 7 times during the year under review.
year and initiated various activities in neighbouring
Independent Directors Statement
villages around the plant locations.
The Independent Directors on your Companys
The work on several CSR initiatives has gained
Board have given their respective declarations that
momentum during the year, resulting in a spend
they meet the criteria of Independence as provided
of ` 9.61 Crore (the same being 2.04% of the
in Section 149(6) of the Act and Clause 49 of the
average net profits of the last 3 years as defined
Listing Agreement.
for the purposes of CSR). A detailed report is
attached as Annexure VII forming part of this Policy on Appointment and Remuneration of
report. Directors and Key Managerial Personnel
DIRECTORS The appointment and remuneration of Directors
and KMPs is as per policy of your Company.
Changes in Board constitution
Mr. B. L. Shah, the Non-Executive Director of your Annual Evaluation
Company, resigned from the Board of your Pursuant to the provisions of the Act and Clause
Company with effect from 25th September, 2014. 49 of the Listing Agreement, the Board assessed
Dr. Rakesh Jain stepped down as the Company's and evaluated the effectiveness of its functioning
Managing Director and as Director from the close and that of the Committees and of the individual
of business hours on 30th June, 2014 due to his Directors by seeking their inputs on various
personal commitments. The Board places on aspects of the Board/Committee Governance. The
record its deep appreciation for the services Nomination and Remuneration Committee (NRC)
rendered by them during their tenure as the and the Board have reviewed the performance of
Members of the Board. Mr. Lalit Naik, the Deputy the individual directors and the Chairman on the
Managing Director has been appointed as the
basis of criteria such as contributions at the
Managing Director w.e.f. 1st July, 2014.
meetings, their preparedness, inputs, etc., on the
Mr. Kumar Mangalam Birla and Mr. T. issues to be discussed.
Chattopadhyay retire from office by rotation and
being eligible, have offered themselves for re- The details of programme for familiarisation of the
appointment. The Directors recommend the said Independent Directors of your Company is
re-appointments. Items seeking your approval on available on the Companys website viz.
the above re-appointments are included in the www.adityabirlanuvo.com.
Notice convening the Annual General Meeting.
Remuneration Policy -
Brief resumes of the Directors seeking re-
appointments form part of the Notice of the ensuing The NRC has formulated the Remuneration policy of
Annual General Meeting. your Company which is attached as Annexure VIII
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT TO THE SHAREHOLDERS

to this report. Details of policy are available on the iii) M/s. R. Chakraborty & Associates, Cost
Companys website viz.www.adityabirlanuvo.com. Accountants Firm Registration Number -
100481 - for Jaya Shree Textiles, Rishra for
KEY MANAGERIAL PERSONNEL Textiles, and
During the year, Mrs. Hutokshi Wadia, Company iv) M/s. S. S. Puranik & Associates, Cost
Secretary and Compliance Officer, resigned from Accountants Firm Registration Number -
the services of the Company, w.e.f. 1st March, 2015, 100133 - for Insulators Halol & Rishra.
consequent to her movement to another group As required under the Act, the remuneration
company. Your Board has appointed Mr. Ashok payable to the cost auditor is required to be placed
Malu as the Company Secretary and Compliance before the Members at the general meeting for their

DIRECTORS REPORT
Officer of the Company effective 1st March, 2015. ratification. Accordingly, a Resolution seeking
Members ratification for the remuneration payable
AUDITORS to Cost Auditors is included in the notice convening
STATUTORY AUDITORS AND THEIR REPORT the Annual General Meeting. The members are
M/s. Khimji Kunverji & Co., and S R B C & Co. LLP, requested to ratify the remuneration payable to the
Joint Statutory Auditors of the Company, retire at Cost Auditors for 2015-16.
the ensuing Annual General Meeting and are eligible Your Compay has filed the Cost Audit and
for re-appointment. The Auditors have given their Compliance Report for Financial Year 2014 with
consent in writing and have furnished a certificate the Government.
to the effect that their re-appointment, if made, would SECRETARIAL AUDITORS
be in accordance with the provisions of Section 139
In terms of the provision of the Section 204 of the
(1) of the Act and that they meet with the criteria Act read with Companies (Appointment and
prescribed under Section 141 of the Act. Your Remuneration of Managerial Personnel) Rules,
Directors recommend their re-appointment at the 2014, your Board has appointed M/s. BNP &
ensuing Annual General Meeting. Associates, Company Secretaries, Mumbai as the
The Notes on financial statement referred to in the Secretarial Auditor for conducting a Secretarial
Auditors Report are self-explanatory and do not Audit of your Company for the financial year ended
call for any further comments. The Auditors Report 31st March, 2015. The report of the Secretarial
does not contain any qualification, reservation or Auditors is attached as Annexure IX. The
adverse remark. Secretarial Audit Report does not contain any
qualification, reservation or adverse remark.
COST AUDITOR AND COST AUDIT REPORT
AWARDS AND RECOGNITION
In terms of the provisions of the Section 148 of the
Indo Gulf Fertlisers:
Act read with the Companies (Cost Records and
i) Global CSR Excellence & Leadership
Audit) Amendment Rules, 2014, the Board of
Award for best use of CSR Practice in
Directors of your Company have, on the
Manufacturing awarded by World CSR
recommendation of the Audit Committee,
Congress, World CSR Day & World CSR
appointed the following Cost Auditors for
Federation on 17th February, 2015
conducting the audit of the cost records of the
Company for the financial year 2015-16 at the Aditya Birla Insulators Halol Division:
remuneration as mentioned in the Notice i) Greentech foundation GOLD Award for
convening the AGM:- outstanding achievements in Best
Strategy in Human Resource received
i) M/s. Ashwin Solanki & Associates, Cost from Greentech Foundation for Best
Accountants Firm Registration Number - Strategy in Human Resource, on
100392 - for Indian Rayon, Veraval for 27th June, 2014
Viscose Filament Yarn and Chemicals
ii) Certificate of recognition for Occupational
ii) M/s. K. G. Goyal & Associates, Cost Health & Safety Management System,
Accountants Firm Registration Number - received from the British Standards
000024 - for Indo Gulf Fertilisers, Jagdishpur- Institution (BSI)for maintaining ISO
for Fertilisers Certifications.
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DIRECTORS REPORT TO THE SHAREHOLDERS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Madura Fashion & Lifestyle: There were no material changes and


Van Heusen commitments affecting the financial position
of your Company between end of the financial
i) Marketing Campaign of the Year - Global
year and the date of this report.
Marketing Excellence Awards
ii) Retail Marketing Campaign of the Year - There was no revision in the financial
Asia Retail Congress statements.
iii) Impactful Retail Design - Asia Retail APPRECIATION
Congress
Your Directors take this opportunity to express their
iv) Social Media Campaign of the Year - Asia sincere appreciation for the excellent support and
Retail Congress
DIRECTORS REPORT

co-operation extended by the shareholders,


v) Best use of LinkedIn - Asia Retail Congress customers, suppliers, bankers and other business
vi) Best use of Twitter - Asia Retail Congress associates. Your Directors gratefully acknowledge
the ongoing cooperation and support provided by
vii) Best Loyalty program of the year - AIMIA Central and State Governments and all Regulatory
loyalty awards bodies.
viii) Best Design concept of the year - Images
Your Directors place on record their deep
Fashion Awards
appreciation for the exemplary contribution made
ix) Most Valuable Brand in the clothing by the employees of the Company at all levels.
category - WCRC Their dedicated efforts and enthusiasm have been
Allen Solly pivotal to your Companys growth.
i) Social Media Awards (Best Use of
Twitter Award) - Youth Marketing Forum
For and on behalf of the Board
ii) Best Menswear Brand (Western wear)
Images Fashion Awards
OTHER DISCLOSURES
Your Company has not issued:-
- any shares with differential voting;
- any sweat equity shares Kumar Mangalam Birla
There are no significant and material orders Chairman
passed by the regulators or courts or tribunals
(DIN: 00012813)
impacting the going concern status and
th
Companys operations in future. Mumbai, 14 May, 2015
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE I

AUDITORS CERTIFICATE
To,
The Members of
Aditya Birla Nuvo Limited

We have examined the compliance of conditions of Corporate Governance by Aditya Birla Nuvo Limited,
for the year ended on March 31, 2015, as stipulated in clause 49 of the Listing Agreement of the said
Company with stock exchanges.

The compliance of conditions of corporate governance is the responsibility of the management. Our

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

In our opinion and to the best of our information and according to the explanations given to us, we certify
that the Company has complied with the conditions of Corporate Governance as stipulated in the above
mentioned Listing Agreement.

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

For and of behalf of For and of behalf of


Khimji Kunverji & Co. S R B C & CO LLP
Chartered Accountants Chartered Accountants
ICAI Firm Registration Number: 105146W ICAI Firm Registration Number: 324982E

per Shivji Vikamsey per Vijay Maniar


Partner Partner
Membership Number: 2242 Membership Number: 36738

Mumbai Mumbai
Date: May 14, 2015 Date: May 14, 2015

53
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DIRECTORS REPORT

AOC-1
L
Statement pursuant to first proviso to sub-section (3) of section 129 of the Companies Act 2013, read with rule 5 of Companies (Accounts)

54
Rules, 2014 in the prescribed Form AOC-1 relating to subsidiary companies

Part - A - Subsidiary Companies

Particulars Aditya Aditya Aditya Aditya Aditya Aditya Aditya Aditya Aditya Aditya Aditya
Birla Birla Birla Birla Birla Birla Birla Birla Birla Birla Birla
Financial Capital Customer Trustee Money Commodities Financial Finance Miancs Insurance Money
Services Advisors Services Company Limited Broking Shared Limited BPO Brokers Mart
Limited Private Limited Private Limited Services Pvt. Limited Limited Limited
Limited Limited Limited
` in Crore ` in Crore ` in Crore ` in Crore ` in Crore ` in Crore ` in Crore ` in Crore ` in Crore ` in Crore ` in Crore
Share Capital (Equity and Preference) 1,914.62 3.50 21.86 0.05 15.54 5.25 0.05 1,050.36 0.76 2.70 120.00
Reserves and Surplus 245.58 22.94 (19.18) 0.18 20.43 (4.37) 0.15 1,534.47 (0.20) 29.57 (131.46)
Total Assets
(Non-Current Assets + Current Assets) 2,191.90 30.43 32.34 0.23 212.46 21.14 8.98 17,956.86 0.59 62.74 46.14
DIRECTORS REPORT - ANNEXURE II

Total Liabilities
(Non-Current Liabilities + Current Liabilities) 31.70 3.99 29.66 176.49 20.26 8.78 15,372.03 0.03 30.47 57.60
Investments 2,158.76 26.81 17.49 0.23 5.26 0.00 0.01 507.52 0.51 4.77 4.27
Revenue from Operations 4.41 20.91 2.65 0.07 112.01 7.07 - 1,776.17 - 73.01 83.43
Profit/(Loss) before Tax (48.56) 6.15 (61.35) 0.05 6.79 (1.18) 0.08 410.85 (0.25) 26.71 11.89
Tax Expenses - 1.71 - 0.01 (0.29) - 0.01 140.17 - 9.12 1.13
Profit/(Loss) for the Year (48.56) 4.44 (61.35) 0.04 7.08 (1.18) 0.07 270.68 (0.25) 17.59 10.76
Proposed/Interim Dividend
(including Dividend Tax)
(including on Preference Share) - - - - - - - 0.07 - 15.82 -
st
Percentage Holding as on 31 March 2015 100.00% 100.00% 100.00% 100.00% 75.00% 75.00% 100.00% 100.00% 100.00% 50.01% 100.00%
st
Exchange Rate as on 31 March 2015 N.A N.A N.A N.A N.A N.A N.A N.A N.A N.A N.A
Aditya Birla Nuvo Limited - Annual Report 2014-2015
CMYK

Part - A - Subsidiary Companies


(` in Crore)
Particulars Aditya Aditya Birla Sun Aditya Birla Aditya Birla Birla Sun Life India
Birla Birla Life Asset Sun Life AMC Sun Life AMC AMC Advantage
Money Housing Management Pte. Limited, Limited, Dubai (Mauritius) Limited Fund Limited
Insurance Finance Company Singapore
Advisory Limited Limited
Services
Limited
` in Crore ` in Crore ` in Crore SGD in Mn ` in Crore US $ in Mn. ` in Crore US $ in Mn. ` in Crore US$ in Lakh ` in Crore
(31.12.2014)
Share Capital (Equity and Preference) 0.49 50.05 18.00 10.20 46.41 3.13 19.56 0.05 0.28 0.01 0.01
Reserves and Surplus (24.50) (4.27) 602.67 (9.53) (43.34) (2.19) (13.71) 0.62 3.86 - -
Total Assets
(Non-Current Assets + Current Assets) 3.07 145.96 735.33 2.01 9.17 1.12 6.98 0.69 4.33 0.01 0.01
Total Liabilities
(Non-Current Liabilities + Current Liabilities) 27.08 100.18 114.66 1.34 6.10 0.18 1.13 0.02 0.19 - -
Investments - - 491.45 0.00 0.00 - - - - - -
Revenue from Operations 2.51 2.67 574.35 3.50 16.60 0.62 3.81 0.98 5.98 - -
Aditya Birla Nuvo Limited - Annual Report 2014-2015

Profit/(Loss) before Tax (5.98) (5.15) 184.50 (1.15) (5.46) (0.06) (0.36) 0.84 5.15 - -
Tax Expenses - (0.02) 58.16 - - - - 0.02 0.15 - -
Profit/(Loss) for the Year (5.98) (5.13) 126.34 (1.15) (5.46) (0.06) (0.36) 0.82 5.00 - -
Proposed/Interim Dividend
(including Dividend Tax)
(including on Preference Share) - - - - - - - 0.38 2.29 - -
st
Percentage Holding as on 31 March, 2015 100.00% 100.00% 51.00% 51.00% 51.00% 51.00% 51.00%
Exchange Rate as on 31st March, 2015 N.A N.A N.A SGD = ` 45.50 USD = ` 62.59 USD = ` 62.59 USD = ` 63.33
DIRECTORS REPORT - ANNEXURE II

55
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DIRECTORS REPORT
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DIRECTORS REPORT

Part - A - Subsidiary Companies


L
(` in Crore)

56
Particulars International Birla ABNL Shaktiman Birla Birla Indigold ABNL IT & Madura Pantaloons
Opportunities Sun Life Investment Mega Food Sun Life Sun Life Trade and ITES Garments Fashions
Fund SPC Trustee Limited Park Insurance Pension Services Limited Lifestyle and
Company Private Company Management limited and Retail Retail
Private Limited Limited Company Limited
Limited Limited
US $ ` in Crore ` in Crore ` in Crore ` in Crore ` in Crore ` in Crore ` in Crore ` in Crore ` in Crore ` in Crore
(31.12.2014)
Share Capital (Equity and Preference) 0.01 0.02 21.00 0.43 1,901.21 0.05 73.14 26.03 108.89 93.30
Reserves and Surplus - - 0.44 19.30 (0.43) (359.32) (0.37) 1,077.54 389.35 (30.95) 252.27
Total Assets
(Non-Current Assets + Current Assets) 0.01 0.47 41.86 0.01 31,090.50 0.05 1,150.74 419.93 557.19 2,138.85
Total Liabilities
(Non-Current Liabilities + Current Liabilities) - - 0.01 1.56 0.01 29,548.61 0.37 0.06 4.55 479.25 1,793.28
Investments - - 0.46 21.68 - 5,683.49 - 1,150.68 389.64 425.00 -
Revenue from Operations - - 0.05 1.29 - 5,267.28 - - - 323.62 1,850.73
DIRECTORS REPORT - ANNEXURE II

Profit/(Loss) before Tax - - 0.10 3.01 (0.35) 285.40 (0.37) (2.56) (21.62) (25.98) (228.14)
Tax Expenses - - 0.02 0.54 - - - (0.00) 8.03 - -
Profit/(Loss) for the Year - - 0.08 2.47 (0.35) 285.40 (0.37) (2.56) (29.65) (25.98) (228.14)
Proposed/Interim Dividend
(including Dividend Tax)
(including on Preference Share) - - - - - - - - - - -
st
Percentage Holding as on 31 March 2015 51.00% 50.85% 100.00% 100.00% 74.00% 74.00% 100.00% 100.00% 100.00% 72.62%
st
Exchange Rate as on 31 March 2015 USD = Rs. 63.33 N.A. N.A N.A N.A N.A N.A N.A N.A N.A

Notes:
During the year, following entities have ceased to be subsidiaries
Name of Subsidiaries
Aditya Birla Minacs Worldwide Limited* Aditya Birla Minacs Philippines Inc.*
AV TransWorks Limited* Aditya Birla Minacs Worldwide Inc.*
Aditya Birla Minacs BPO Limited* Minacs Worldwide SA de CV*
The Minacs Group (USA) Inc. * Bureau of Collection Recovery, LLC*
Bureau of Collections Recovery (ceased w.e.f. 9th May 2014) Minacs Limited*
Minacs Worldwide GmbH* Minacs Kft.*
Aditya Birla Nuvo Limited - Annual Report 2014-2015

Aditya Birla Securities Private Limited (w.e.f. 10th September 2014) Aditya Vikram Global Trading House Limited (w.e.f 29th September 2014)

*w.e.f. 9th May 2014


CMYK

Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE II

Statement pursuant to Section 129 (3) of the Companies Act, 2013 read with Rule 5 of Companies
(Accounts) Rules, 2014 related to Associate Companies and Joint Ventures in the prescribed
Form AOC-1

Part B : Joint venture


Sr.No. Name of the Joint Venture Idea Cellular Limited

1 Latest audited balance sheet date 31st March, 2015


2 Shares of Joint Ventures held by the Company on the year end
i) Number 83,75,26,221

DIRECTORS REPORT
ii) Amount of Investment in Joint Venture (` Crore) 2,355.81
iii) Extend of Holding % 23.28%
3 Description of how there is significant influence N.A.
4 Reason why the joint venture is not consolidated N.A.
5 Net worth attributable to shareholding as per latest audited Balance Sheet (` Crore) 4,928.17
6 Profit for the year
i) Considered in Consolidation 755.68
ii) Not considered in Consolidation N.A.

Notes:
1 During the year, Birla Securities Limited, has ceased to be an associate

57
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DIRECTORS REPORT - ANNEXURE III Aditya Birla Nuvo Limited - Annual Report 2014-2015

The information required under Section 197 of the Companies, 2013 read with Rule 5(1) of
Companies (Appointment and Remuneration) Rules, 2014 are given below:

i) The ratio of the remuneration to each Director to the median remuneration of the employees of the
Company for the financial year:
Sr. Name of Director/ Designation Remuneration % increase in Ratio of Comparison of the
No. Key Managerial for the financial Remuneration remuneration of remuneration of
Personnel (KMP) year 2014-15 in the financial each Director to the KMP against
(` in Lakh) year 2014-15 median of the the performance
Company
remuneration
DIRECTORS REPORT

of employees
1 Mr. Kumar Mangalam Birla Chairman & Non-
Executive Director 410.60 1.38% 190.10 Not Applicable
2 Mrs. Rajashree Birla Non-Executive Director 15.25 -5.22% 7.06 Not Applicable
3 Mr. B. L. Shah1 Non-Executive Director 1.40 -35.19% 0.65 Not Applicable
4 Mr. P. Murari Independent Director 2.70 8.00% 1.25 Not Applicable
5 Mr. B. R. Gupta Independent Director 4.70 -17.83% 2.18 Not Applicable
6 Ms. Tarjani Vakil Independent Director 5.55 -6.72% 2.57 Not Applicable
7 Mr. S. C. Bhargava Independent Director 4.80 54.84% 2.22 Not Applicable
8 Mr. G. P. Gupta Independent Director 3.15 -60.53% 1.46 Not Applicable
9 Mr. T. Chattopadhyay Non-Executive Director 1.85 22.52% 0.86 Not Applicable
10 Dr. Rakesh Jain2 Managing Director 672.42 Not Applicable Not Applicable Standalone
Operating Profit
3
11 Mr. Lalit Naik # Managing Director 330.39 2.55% 152.97 before Interest,
Depreciation and
12 Mr. Sushil Agarwal# Whole- time Director 249.77 16.61% 115.44
Tax (excluding
13 Ms. Hutokshi Wadia4 Company Secretary 47.11 - Not Applicable Other Income) has
increased by 16%
14 Mr Ashok Malu5 Company Secretary 7.30 - Not Applicable in FY 2014-15

Notes:
Remuneration includes commission payable to Non Executive and Independent Directors for the financial year ended 31st
March, 2015 which is within the overall ceiling approved by the Members of the Company.
Sitting fees paid to Non-Executive and Independent Directors are excluded.
Stock options exercised by Managing Director(s) and Whole-time Director are excluded.
The remuneration paid to the Key Managerial Personnel includes variable pay for the financial year ended
31st March, 2014 which were paid during the financial year 2014-15.
# One time incentive payment made in financial year 2014-15 to Mr Lalit Naik (` 190.10 Lakh) and Mr Sushil Agarwal ( ` 50.00
Lakh) has been excluded for calculation of increase in remuneration.
1. Mr. B L Shah ceased to be the Director of the Company with effect from 25th September, 2014 and hence remuneration paid
is not comparable.
2. Remuneration paid to Dr. Rakesh Jain during the financial year under review 2014-15 was not for full financial year since he
was Managing Director upto 30th June, 2014 and hence is not comparable. Details of % increase in remuneration and Ratio of
median to median employees remuneration are not provided since he was a Director only for part of the financial year 2014-
15.
3. Mr Lalit Naik who was appointed as a Managing Director with effect from 1st July, 2014 and the remuneration paid to him
during the previous financial year 2013-14 and the financial year under review 2014-15 is not comparable.
4. Remuneration paid to Ms. Hutokshi Wadia during the previous financial year 2013-14 and the financial year under review
2014-15 was/were not for full financial year (1st August 2013 being her date of appointment and 28th February 2015 being date
of cessation as a Company Secretary) and hence remuneration is not comparable.
5. Mr. Ashok Malu was appointed as a Company Secretary with effect from 1st March, 2015 and remuneration paid was not for
full financial year and hence remuneration is not comparable.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE III

ii. The median remuneration of employees of the Company for the financial year 2014-15 was ` 2.16 lakh.
iii.During the financial year under review, there was an increase of 10.02% in the median remuneration
of employees. The calculation of percentage increase in median remuneration is done based on
comparable employees.
iv. There were 18,052 permanent employees on the rolls of Company as on 31st March, 2015.
v. Relationship between average increase in remuneration and Company performance:-
Standalone Operating Profit before Interest, Depreciation and Tax (excluding other income) for the
financial year ended 31st March, 2015 increased by 16%.
The average increase made in the salaries of employees other than the managerial personnel in the

DIRECTORS REPORT
last financial year i.e. 2014-15 was 12.69%. The increase in average remuneration of the employees
of the Company was in line with the Human Resource Philosophy & Performance of the Company
and was in line with the market trends.
vi. Comparison of the Remuneration of the Key Managerial Personnel(s) against the performance
of the Company: The details of the same is provided in point no. (i) above.
vii a. Variations in the market capitalisation of the Company, price earnings ratio as at the closing
date of the current financial year and previous financial year:
Particulars 31st March 2015 31st March 2014 % Change
Market Capitalisation (` in Crore) 21,654 14,196 52.50%
Price Earnings Ratio based on
consolidated earnings 15.29 11.85 29.03%
b. Percent increase over/decrease in the market quotations of the shares of the Company as
compared to the rate at which the Company came out with the last public offer.
The last offer of shares to the public was made in 2006-2007 which was Rights Issue of 98,26,638
Equity shares of `10 each at a premium of `783 per equity share as against this, the closing
price of the Companys equity shares on the National Stock Exchange of India Limited (NSE) as
at 31st March, 2015 was ` 1663.90, an increase of 109.82%.
viii. During the financial year under review, the average percentage increase made in the salaries of
employees other than the managerial personnel was 12.69% and the increase in the managerial
remuneration was 8.16%, based on the performance of the Company for the financial year ended
31st March, 2014.
ix The key parameters for the variable component of remuneration availed by the directors: Based on
the recommendations of the Nomination, and Remuneration Committee as per the Remuneration
Philosophy / Policy of the Company.
x. During the year none of the employees of the Company received remuneration higher than the
Directors of the Company.
xi. It is hereby affirmed that the remuneration paid is as per the Remuneration Philosophy/Policy of the
Company.
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DIRECTORS REPORT - ANNEXURE IV Aditya Birla Nuvo Limited - Annual Report 2014-2015

Form No. MGT 9


EXTRACT OF ANNUAL RETURN
as on the financial year ended on 31st March, 2015
Pursuant to section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies
(Management and Administration) Rules, 2014

I. REGISTRATION AND OTHER DETAILS

i) CIN L17199GJ1956PLC001107
ii) Registration Date 26-09-1956
DIRECTORS REPORT

iii) Name of the Company Aditya Birla Nuvo Limited


iv) Category / Sub-Category of the Company Public Limited Company / Limited by Shares
v) Address of the Registered office Indian Rayon Compound, Veraval - 362 266,
and contact details Gujarat. Tel No. - 91-2876-245711
Fax No. - 91-2876-243220
vi) Whether Listed company Yes
vii) Name, Address and Contact details In-House RTA Activity
of Registrar and Transfer Agent, if any.

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY


All the business activities contributing 10 % or more of the total turnover of the company are given
below:
Sl. Name and Description of main NIC Code of the % to total turnover
No. products/services Product/ service of the Company
1 Branded Apparels and Accessories 1410 39.63%
2 Textiles 1311 16.03%
3 Agri - business (Fertilisers,
Agro-Chemicals and Seeds) 201 & 202 28.57%

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES


Sl. Name of the Address of the CIN /GLN Holding/ % of shares Applicable
No. Subsidiary Company Company Subsidiary/ held Section
Associate
1 Aditya Birla Financial Services Indian Rayon U67120GJ2007PLC058890 Subsidiary 100.00% 2(87)(ii)
Limited (ABFSL) (Formerly known Compound, Veraval,
as Aditya Birla Financial Services Gujarat-362266
Private Limited)
2 Aditya Birla Capital Advisors One Indiabulls Centre, U74140MH2008PTC179360 Subsidiary 100.00% 2(87)(ii)
Private Limited (ABCAPL) Tower 1, 18th Floor,
(Subsidiary of ABFSL) Jupiter,Mill Compound,
841, S. B. Marg,
Elphinstone Rd.
Mumbai-400013
3 Aditya Birla Customer Services Aditya Birla Centre, U93000MH2008PLC186669 Subsidiary 100.00% 2(87)(ii)
Limited (ABCSL) (Formerly S.K. Ahire Marg, Worli,
known as Aditya Birla Customer Mumbai-400030
Services Private Limited)
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE IV

Sl. Name of the Address of the CIN /GLN Holding/ % of shares Applicable
No. Subsidiary Company Company Subsidiary/ held Section
Associate
4 Aditya Birla Trustee Company Aditya Birla Centre, U74999MH2008PTC186670 Subsidiary 100.00% 2(87)(ii)
Private Limited (ABTCPL) S.K. Ahire Marg, Worli,
(Subsidiary of ABFSL) Mumbai-400030
5 Aditya Birla Money Limited Indian Rayon Compound L65993GJ1995PLC064810 Subsidiary 75.00% 2(87)(ii)
(ABML) (Subsidiary of ABFSL) Veraval, Gujarat-362266
6 Aditya Birla Commodities Broking Indian Rayon Compound, U51501GJ2003PLC065196 Subsidiary 75.00% 2(87)(ii)
Limited (ABCBL) (100% Subsidiary Veraval, Gujarat-362266
of ABML)

DIRECTORS REPORT
7 Aditya Birla Financial Shared One Indiabulls Centre, U65999MH2008PLC183695 Subsidiary 100.00% 2(87)(ii)
Services Limited (ABFSSL) Tower 1, 18th Floor,
(Subsidiary of ABFSL) Jupiter, Mill Compound,
841, S. B. Marg,
Elphinstone Rd.
Mumbai-400013
8 Aditya Birla Finance Limited (ABFL) Indian Rayon Compound, U65990GJ1991PLC064603 Subsidiary 100.00% 2(87)(ii)
(Subsidiary of ABFSL) Veraval, Gujarat-362266
9 Aditya Birla Securities Private Aditya Birla Centre, U67190MH2008PTC179283 Subsidiary 100.00% 2(87)(ii)
Limited (ABSPL) (Subsidiary of S.K. Ahire Marg, Worli,
ABFL) (ceased to be subsidiary Mumbai-400030
w.e.f. 10th September 2014)
10 Aditya Birla Insurance Brokers Indian Rayon Compound, U99999GJ2001PLC062239 Subsidiary 50.01% 2(87)(ii)
Limited (ABIBL) (Subsidiary of Veraval, Gujarat-362266
ABFSL)
11 Aditya Birla Money Mart Limited Indian Rayon Compound, U61190GJ1997PLC062406 Subsidiary 100.00% 2(87)(ii)
(ABMML) (Subsidiary of ABFSL) Veraval, Gujarat-362266
12 Aditya Birla Money Insurance Indian Rayon Compound, U66030GJ2001PLC062240 Subsidiary 100.00% 2(87)(ii)
Advisory Services Limited Veraval, Gujarat-362266
(Subsidiary of ABMML)
13 Birla Sun Life Asset Management One Indiabulls ,Tower 1, U65991MH1994PLC080811 Subsidiary 51.00% 2(87)(ii)
Company Limited (BSAMC) 17th Floor, Jupiter, Mill,
(Subsidiary of ABFSL) 841, S. B. Marg,
Elphinstone Rd.
Mumbai-400013
14 Birla Sun Life AMC (Mauritius) Ltd. IFS Court, Twenty Eight, Foreign Company Subsidiary 51.00% 2(87)(ii)
(100% Subsidiary of BSAMC) Cybercity Ebene Mauritius
15 Aditya Birla Sun Life AMC Ltd., Unit 05, Floor-7, Currency Foreign Company Subsidiary 51.00% 2(87)(ii)
Dubai (100% Subsidiary of BSAMC) House - Building 1,
Dubai International
Financial Centre,
Dubai, 482027,
United Arab Emirates
16 Aditya Birla Sun Life AMC Pte. Ltd., 1 Marina Boulevard Foreign Company Subsidiary 51.00% 2(87)(ii)
Singapore (100% Subsidiary of #28-00, One Marina
BSAMC) Boulevard, 018989,
Singapore
17 India Advantage Fund Limited IFS Court, Twenty Eight Foreign Company Subsidiary 51.00% 2(87)(ii)
(Subsidiary of BSAMC) Cybercity Ebene Mauritius
18 International Opportunities Fund 3rd Floor, Queens gate Foreign Company Subsidiary 51.00% 2(87)(ii)
SPC(IOF) (Subsidiary of BSAMC) House, 113 South Church
Street, Grand Cayman,
KY 1-1002
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DIRECTORS REPORT - ANNEXURE IV Aditya Birla Nuvo Limited - Annual Report 2014-2015

Sl. Name of the Address of the CIN /GLN Holding/ % of shares Applicable
No. Subsidiary Company Company Subsidiary/ held Section
Associate
19 Birla Sun Life Trustee Company One Indiabulls ,Tower 1, U74899MH1994PTC166755 Subsidiary 50.85% 2(87)(ii)
Private Limited (BSTPL) 17th Floor, Jupiter,Mill,
(Subsidiary of ABFSL) 841, S. B. Marg,
Elphinstone Rd.
Mumbai-400013
20 Aditya Birla Housing Finance Limited Aditya Birla Centre, U65922MH2009PLC194378 Subsidiary 100.00% 2(87)(ii)
(Subsidiary of ABFSL) S.K. Ahire Marg, Worli,
Mumbai-400030
DIRECTORS REPORT

21 ABNL IT & ITES Ltd. (ABNLIT) Aditya Birla Centre, U72300MH2013PLC240678 Subsidiary 100.00% 2(87)(ii)
S.K. Ahire Marg, Worli,
Mumbai-400030
22 Aditya Birla Minacs Worldwide 3rd Floor, Foreign Company Subsidiary 99.85% 2(87)(ii)
Limited (ABMWL) (Subsidiary Millennium Towers,
of ABNLIT)* ITPL Road, Brookefields,
Bangalore 560 037
23 Aditya Birla Minacs Philippines Inc. 1800 Eastwood Ave Foreign Company Subsidiary 99.85% 2(87)(ii)
(ABMPI) (100 % Subsidiary of Building, 10/F East Wood
ABMWL)* City, Cyber Park 188E
Rodrguez JR Ave,
Bagumbaya,
QC Philippines
24 AV TransWorks Limited (AVTL) 1189 Colonel Sam Drive, Foreign Company Subsidiary 99.85% 2(87)(ii)
(100 % Subsidiary of ABMWL)* Oshawa ON L1H 8W8
25 Aditya Birla Minacs Worldwide Inc. 1189 Colonel Sam Drive, Foreign Company Subsidiary 99.85% 2(87)(ii)
(ABMWI) (100% Subsidiary of AVTL)* Oshawa ON L1H 8W8
26 Aditya Birla Minacs BPO Ltd, U.K. Fairfax House, Foreign Company Subsidiary 99.85% 2(87)(ii)
(ABMBL) (100 % Subsidiary of 15 Fulwood Place,
ABMWI)* London, WCIV 6AY
27 Aditya Birla Minacs BPO Private Unit no. 801, 802, U72400MH1998PTC117241 Subsidiary 100.00% 2(87)(ii)
Limited (ABMBPL) (Subsidiary of 8th Floor, Symphony IT
ABNLIT w.e.f. January 24, 2014, Park,Chandivali
earlier subsidiary of ABMWL) Farm Road, Andheri
(East), Mumbai-400072
28 Minacs Worldwide SA de CV Avenida Moctezuma Foreign Company Subsidiary 99.85% 2(87)(ii)
(MWSC) (100 % Subsidiary of 3515, Esq. Lpez Mateos
ABMWI)* Sur Edificio Astral Plaza,
Guadalajara, Mexico
29 The Minacs Group (USA) Inc.(MGI) 34115 Twelve Mile Road, Foreign Company Subsidiary 99.85% 2(87)(ii)
(100% Subsidiary of ABMWI)* Farmington Hills,
Michigan 48331
30 Bureau of Collection Recovery, 7575 ,Corporate Way, Foreign Company Subsidiary 99.85% 2(87)(ii)
LLC (BCR) (100% Subsidiary of Eden Prairie,
MGI)* Minnesota 55344
31 Minacs Limited, U.K. (ML) (100% Chartered House, 75 Foreign Company Subsidiary 99.85% 2(87)(ii)
Subsidiary of ABMWI)* London Road,Headington,
Oxford, OX3 9BB
32 Minacs Worldwide GmbH (MWGH), Im Eichsfeld 6, 65428 Foreign Company Subsidiary 99.85% 2(87)(ii)
Germany (100 % Subsidiary of ML)* Rsselsheim
33 Minacs Kft., Hungary (100% 1114 Budapest, Foreign Company Subsidiary 99.85% 2(87)(ii)
Subsidiary of MWGH)* Ulszl street 27,
Hungary
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE IV

Sl. Name of the Address of the CIN /GLN Holding/ % of shares Applicable
No. Subsidiary Company Company Subsidiary/ held Section
Associate
34 Aditya Vikram Global Trading House IFS Court, Foreign Company Subsidiary 100.00% 2(87)(ii)
Limited (AVGTHL) (ceased to be Twetny Eight
subsidiary w.e.f. Cybercity, EBENE
29th September 2014)
35 Birla Sun Life Insurance One Indiabulls Centre, U99999MH2000PLC128110 Subsidiary 74.00% 2(87)(ii)
Company Limited (BSLICL) Tower 1, 16th Floor,
Jupiter, Mill Compound,
841, S. B. Marg,

DIRECTORS REPORT
Elphinstone Rd.
Mumbai-400013
36 Birla Sun Life Pension Management One Indiabulls Centre, U66000MH2015PLC260801 Subsidiary 74.00% 2(87)(ii)
Limited (Subsidiary Tower 1, 16th Floor,
of BSLICL) (BSLPML) Jupiter,Mill Compound,
841, S. B. Marg,
Elphinstone Rd.
Mumbai-400013
37 ABNL Investment Limited Indian Rayon Compound, U65910GJ1994PLC022685 Subsidiary 100.00% 2(87)(ii)
(ABNLIL) Junagadh Veraval Road,
Gujarat-362266
38 Shaktiman Mega Food Park Private Survey No. 1507,Indian U45209GJ2010PTC063113 Subsidiary 100.00% 2(87)(ii)
Limited (SMFP) (Ownership interest Rayon Compound,
upto 15th January, 2015, 94.00%) Junagadh Veraval Road,
Gujarat-362266
39 Madura Garments Lifestyle Retail Indian Rayon Compound, U18101GJ2007PLC058604 Subsidiary 100.00% 2(87)(ii)
Company Limited (MGLRCL) Junagadh Veraval Road,
Gujarat-362266
40 Indigold Trade and Services Limited Indian Rayon Compound, U18101GJ2007PLC078595 Subsidiary 100.00% 2(87)(ii)
(ITSL) Junagadh Veraval Road,
Gujarat-362266
41 Pantaloons Fashions and Retail 701-704, 7TH FLOOR, L18101MH2007PLC233901 Subsidiary 72.62% 2(87)(ii)
Limited. (PFRL) (Subsidiary of ITSL) SKYLINE ICON BUSINESS
(Ownership interest upto PARK, 86-92 OFF
29th September 2014, 67.95%) A. K. ROAD,
MAROL VILLAGE,
ANDHERI EAST,MUMBAI,
Maharashtra-400059
JOINT VENTURES
1 IDEA Cellular Limited SUMAN TOWER, L32100GJ1996PLC030976 Joint Venture 23.28% 2(6)
PLOT NO.18, SECTOR-11,
GANDHINAGAR,
Gujarat- 382011
ASSOCIATES
1 Birla Securities Limited. (BSL) Apeejay, 2nd Floor, U65990MH1994PLC078597 Associate 50.00% 2(6)
(ceased to be an associate w.e.f. Shahid Bhagat Singh
15th November 2014) Road, Fort,
Mumbai - 400 001
* (ceased to be subsidiary w.e.f. 9th May, 2014)
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DIRECTORS REPORT - ANNEXURE IV Aditya Birla Nuvo Limited - Annual Report 2014-2015

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
(i) Category-wise Share Holding
Category of No. of Shares held at the beginning of the year No. of Shares held at the end of the year
shareholders (As on 01.04.2014) (As on 31.03.2015) % Change
Demat Physical Total % of Total Demat Physical Total % of Total during the
shares shares year
A. Promoters
1 Indian
(a) Individual/HUF 136,203 - 136,203 0.10 136,203 - 136,203 0.10 -
(b) Central Govt - - - - - - - - -
DIRECTORS REPORT

(c) State Govt (s) - - - - - - - - -


(d) Bodies Corporate 74,308,494 - 74,308,494 57.12 74,308,494 - 74,308,494 57.10 -0.03
(e) Banks/Financial
Institution - - - - - - - - -
(f) Any Other. - - - - - - - - -
Sub-total (A)(1) 74,444,697 - 74,444,697 57.23 74,444,697 - 74,444,697 57.20 -0.03
2 Foreign
(a) NRIs- Individuals - - - - - - - - -
(b) Other-Individuals - - - - - - - - -
(c) Bodies corp - - - - - - - - -
(d) Banks/Financial
Institution - - - - - - - - -
(e) Any Other- - - - - - - - - -
Sub-total (A)(2): - - - - - - - - -
Total holding of
Promoter and
Promoter Group
(A)=(A)(1)+(A)(2) 74,444,697 - 74,444,697 57.23 74,444,697 - 74,444,697 57.20 -0.03
B. Public Shareholding
I. Institutions
(a) Mutual Funds 5,731,662 26,282 5,757,944 4.43 5,592,805 26,059 5,618,864 4.32 -0.11
(b) Banks/FI 8,361,561 12,977 8,374,538 6.44 7,445,695 12,767 7,458,462 5.73 -0.71
(c) Central Govt - - - - - - - - -
(d) State Govt(s) - - - - - - - - -
(e) Venture Capital
Funds - - - - - - - - -
(f) Insurance
Companies 1,503,006 25 1,503,031 1.16 1,469,147 25 1,469,172 1.13 -0.03
(g) FIIs 20,051,176 3,761 20,054,937 15.42 20,381,529 3,695 20,385,224 15.66 0.25
(h) Foreign Venture
Capital Funds - - - - - - - - -
(i) Others (specify) - - - - - - - - -
Sub-total (B)(1): 35,647,405 43,045 35,690,450 27.44 34,889,176 42,546 34,931,722 26.84 -0.59
2 Non-Institutions
(a) Bodies Corp.
(i) Indian 3,168,995 71,200 3,240,195 2.49 3,754,729 67,243 3,821,972 2.94 0.45
(ii) Overseas - - - - - - - - -
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE IV

i) Category-wise Share Holding (Continued)


Category of No. of Shares held at the beginning of the year No. of Shares held at the end of the year
shareholders (As on 01.04.2014) (As on 31.03.2015) % Change
Demat Physical Total % of Total Demat Physical Total % of Total during the
shares shares year
(b) Individuals
i) Individual
shareholders
holding nominal
share capital
upto Rs. 1 lakh 9,726,966 2,313,464 12,040,430 9.26 9,666,871 2,028,526 11,695,397 8.99 -0.27

DIRECTORS REPORT
ii) Individual
shareholders
holding nominal
share capital in
excess of Rs.1lakh 394,996 24,144 419,140 0.32 1,053,406 34,990 1,088,396 0.84 0.51
Qualified Foreign
Investor - - - - - - - - -
c) Others (specify)
Non-Resident
(REP) 486,473 369,461 855,934 0.66 465,851 309,063 774,914 0.60 -0.06
Non-Resident
(Non-REP) 151,647 30,647 182,294 0.14 170,966 18,235 189,201 0.15 0.01
Non-Domestic
Cos/OCB - 8,767 8,767 0.01 - 1,441 1,441 - -0.01
Foreign National 14,737 - 14,737 0.01 14,737 - 14,737 0.01 -
Foreign Financial
Banks 2,465 3,811 6,276 - 2,465 3,792 6,257 - -
Sub-total (B)(2): 13,946,279 2,821,494 16,767,773 12.89 15,129,025 2,463,290 17,592,315 13.52 0.63
Total Public
Shareholding
(B)=(B)(1)+(B)(2) 49,593,684 2,864,539 52,458,223 40.33 50,018,201 2,505,836 52,524,037 40.36 0.03
TOTAL (A)+(B) 124,038,381 2,864,539 126,902,920 97.55 124,462,898 2,505,836 126,968,734 97.57 0.01
C. Shares held by
Custodian for
GDRs & ADRs
Promoter and
Promoter Group 1,425,000 - 1,425,000 1.10 1,425,000 - 1,425,000 1.09 -
Public 1,756,381 671 1,757,052 1.35 1,742,788 671 1,743,459 1.34 -0.01
Grand Total
(A+B+C) 127,219,762 2,865,210 130,084,972 100.00 127,630,686 2,506,507 130,137,193 100.00 -
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DIRECTORS REPORT - ANNEXURE IV Aditya Birla Nuvo Limited - Annual Report 2014-2015

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
(ii) Shareholding of Promoters
Sr. Shareholders name Shareholding at the beginning of the year Share holding at the end of the year % Change in
No. (As on 01.04.2014) (As on 31.03.2015) shareholding
No. of shares % of total %of Shares No. of shares % of total %of Shares during the
Shares of the Pledged / Shares of the Pledged / year
company encumbered company encumbered
to total to total
shares shares
1 Mr. Aditya Vikram Kumar
Mangalam Birla HUF 150 0.00 0.00 150 0.00 0.00 0.00
DIRECTORS REPORT

2 Mr. Kumar Mangalam Birla 4,609 0.00 0.00 4,609 0.00 0.00 0.00
3 Mrs. Rajashree Birla 127,634 0.10 0.00 127,634 0.10 0.00 0.00
4 Mrs. Neerja Birla 1,975 0.00 0.00 1,975 0.00 0.00 0.00
5 Mrs. Vasavadatta Bajaj 1,835 0.00 0.00 1,835 0.00 0.00 0.00
6 Birla Group Holdings
Pvt.Ltd. 3,610,300 2.78 0.00 3,610,300 2.77 0.00 0.00
7 TGS Investment and Trade
Pvt. Ltd. 13,506,736 10.38 0.00 13,506,736 10.38 0.00 0.00
8 Trapti Trading &
Investments Pvt. Ltd. 9,423,935 7.24 0.00 9,423,935 7.24 0.00 0.00
9 Turquoise Investments &
Finance Pvt. Ltd. 6,441,092 4.95 0.00 6,441,092 4.95 0.00 0.00
10 Birla Consultants Ltd. 28,655 0.02 0.00 28,655 0.02 0.00 0.00
11 Birla Industrial Finance
(India) Ltd. 27,790 0.02 0.00 27,790 0.02 0.00 0.00
12 Birla Industrial Investments
(India) Ltd. 5,955 0.00 0.00 5,955 0.00 0.00 0.00
13 ECE Industries Limited 119,163 0.09 0.00 119,163 0.09 0.00 0.00
14 Grasim Industries Limited 3,345,816 2.57 0.00 3,345,816 2.57 0.00 0.00
15 Hindalco Industries Limited 8,650,412 6.65 0.00 8,650,412 6.65 0.00 0.00
16 IGH Holdings Private
Limited 16,352,102 12.57 0.00 16,352,102 12.57 0.00 -0.01
17 Manav Investment &
Trading Co. Ltd. 114,675 0.09 0.00 114,675 0.09 0.00 0.00
18 Pilani Investment &
Industries Corporation Ltd. 187,098 0.14 0.00 187,098 0.14 0.00 0.00
19 Umang Commercial
Company Limited 12,494,765 9.61 0.00 12,494,765 9.60 0.00 0.00
TOTAL 74,444,697 57.23 0.00 74,444,697 57.20 0.00 -0.02
IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
(iii) Change in Promoters Shareholding (please specify, if there is no change)
Particulars Shareholding at the beginning Cumulative Shareholding
of the year (as on 01.04.2014) during the year
No. of shares % of total No. of shares % of total
shares of the shares of the
company company
At the beginning of the year 74,444,697 57.23 74,444,697 57.23
Date wise Increase / Decrease in Promoters Share holding
during the year specifying the reasons for increase / decrease
(e.g. allotment / transfer / bonus/ sweat equity etc): 0 -0.03 0 -0.03
At the end of the year (as on 31.03.2015) 74,444,697 57.20 74,444,697 57.20
Note: (i) There is no change in total shareholding of promoters during 01.04.2014 and 31.03.2015.
(ii) The decrease in % of total promoter holding in the Company from 57.23% to 57.20% is due to increase in total no. of shares of the Company pursuant to allotment of 52,221 shares
against exercise of Options.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE IV

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
iv. Shareholding pattern of top ten shareholders (other than Directors, Promoters and Holders of GDRs and ADRs)
Sl. Name of the Shareholder Shareholding at the beginning Date Increase / Reason Cumultive Shareholding
No. of the year (as on 01.04.2014) Decrease in during the year
shareholding
No. of shares % of total No. of % of total
at the beginning shares of the shares shares of the
(01.04.2014) / end company company
of the year
(31.03.2015)
1 LIFE INSURANCE 8,286,305 6.37 01.04.2014 - - 8,286,305 6.37
CORPORATION OF INDIA 04.04.2014 50,000 Purchase 8,336,305 6.41

DIRECTORS REPORT
(INCLUDING SHARES HELD 30.04.2014 -42,460 Sell 8,293,845 6.38
UNDER VARIOUS 31.07.2014 85,702 Purchase 8,379,547 6.44
SCHEMES/FUNDS) 14.08.2014 63,934 Purchase 8,443,481 6.49
19.09.2014 -20,000 Sell 8,423,481 6.47
30.09.2014 -5,935 Sell 8,417,546 6.47
17.10.2014 -104,095 Sell 8,313,451 6.39
24.10.2014 -53,016 Sell 8,260,435 6.35
31.10.2014 -148,396 Sell 8,112,039 6.23
07.11.2014 -390,756 Sell 7,721,283 5.93
14.11.2014 -117,545 Sell 7,603,738 5.84
21.11.2014 -31,920 Sell 7,571,818 5.82
28.11.2014 -52,475 Sell 7,519,343 5.78
05.12.2014 -43,394 Sell 7,475,949 5.75
12.12.2014 -27,462 Sell 7,448,487 5.72
19.12.2014 84,669 Purchase 7,533,156 5.79
30.01.2015 -45,141 Sell 7,488,015 5.75
07.02.2015 -44,701 Sell 7,443,314 5.72
13.02.2015 -5,477 Sell 7,437,837 5.72
20.02.2015 -77,391 Sell 7,360,446 5.66
27.02.2015 -5,141 Sell 7,355,305 5.65
13.03.2015 -20,000 Sell 7,335,305 5.64
20.03.2015 -10,000 Sell 7,325,305 5.63
7,276,236 5.59 31.03.2015 -49,069 Sell 7,276,236 5.59
2 HSBC GLOBAL INVESTMENT 2,221,276 1.71 01.04.2014 - - 2,221,276 1.71
FUNDS A/C HSBC GIF 13.06.2014 -18,021 Sell 2,203,255 1.69
MAURITIUS LTD. 20.06.2014 -66,148 Sell 2,137,107 1.64
04.07.2014 -4,066 Sell 2,133,041 1.64
04.07.2014 -31,559 Sell 2,101,482 1.61
29.08.2014 -1,710 Sell 2,099,772 1.61
12.09.2014 -11,931 Sell 2,087,841 1.60
19.09.2014 -26,894 Sell 2,060,947 1.58
30.09.2014 -28,748 Sell 2,032,199 1.56
28.11.2014 -35,280 Sell 1,996,919 1.53
1,996,919 1.53 31.03.2015 - 1,996,919 1.53
3 RELIANCE CAPITAL TRUSTEE CO. 1,442,366 1.11 01.04.2014 - No change 1,442,366 1.11
LTD. A/C RELIANCE GROWTH FUND 1,442,366 1.11 31.03.2015 1,442,366 1.11
4 MORGAN STANLEY ASIA 989,158 0.76 01.04.2014 - - 989,158 0.76
(SINGAPORE) PTE. 18.04.2014 -9,500 Sell 979,658 0.75
25.04.2014 -7,750 Sell 971,908 0.75
02.05.2014 -68,626 Sell 903,282 0.69
09.05.2014 -2,000 Sell 901,282 0.69
23.05.2014 -20,251 Sell 881,031 0.68
31.05.2014 -44,035 Sell 836,996 0.64
20.06.2014 -1,500 Sell 835,496 0.64
30.06.2014 -890 Sell 834,606 0.64
11.07.2014 -57,750 Sell 776,856 0.60
18.07.2014 -3,750 Sell 773,106 0.59
25.07.2014 250 Purchase 773,356 0.59
08.08.2014 25,000 Purchase 798,356 0.61
29.09.2014 31,421 Purchase 829,777 0.64
17.10.2014 92,595 Purchase 922,372 0.71
07.11.2014 17,500 Purchase 939,872 0.72
14.11.2014 376 Purchase 940,248 0.72
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DIRECTORS REPORT - ANNEXURE IV Aditya Birla Nuvo Limited - Annual Report 2014-2015

iv. Shareholding pattern of top ten shareholders (other than Directors, Promoters and Holders of GDRs and ADRs) (continued)
Sl. Name of the Shareholder Shareholding at the beginning Date Increase / Reason Cumultive Shareholding
No. of the year (as on 01.04.2014) Decrease in during the year
shareholding
No. of shares % of total No. of % of total
at the beginning shares of the shares shares of the
(01.04.2014) / end company company
of the year
(31.03.2015)
21.11.2014 1,750 Purchase 941,998 0.72
28.11.2014 25,311 Purchase 967,309 0.74
05.12.2014 -376 Sell 966,933 0.74
31.12.2014 46,418 Purchase 1,013,351 0.78
DIRECTORS REPORT

09.01.2015 -2,250 Sell 1,011,101 0.78


16.01.2015 6,250 Purchase 1,017,351 0.78
23.01.2015 -250 Sell 1,017,101 0.78
30.01.2015 -9,750 Sell 1,007,351 0.77
06.02.2015 23,000 Purchase 1,030,351 0.79
13.02.2015 -4,000 Sell 1,026,351 0.79
20.02.2015 -1,692 Sell 1,024,659 0.79
28.02.2015 5,223 Purchase 1,029,882 0.79
06.03.2015 31,750 Purchase 1,061,632 0.82
13.03.2015 -65,357 Sell 996,275 0.77
20.03.2015 -11,399 Sell 984,876 0.76
950,381 0.73 31.03.2015 -34,495 Sell 950,381 0.73
5 GENERAL INSURANCE 953,880 0.73 01.04.2014 - - 953,880 0.73
CORPORATION OF INDIA 05.12.2014 -20,785 Sell 933,095 0.72
12.12.2014 -4,215 Sell 928,880 0.71
19.12.2014 1,141 Purchase 930,021 0.71
930,021 0.71 31.03.2015 - - 930,021 0.71
6 T. ROWE PRICE NEW ASIA FUND 950,976 0.73 01.04.2014 - - 950,976 0.73
18.04.2014 13,579 Purchase 964,555 0.74
23.05.2014 52,993 Purchase 1,017,548 0.78
31.05.2014 16,794 Purchase 1,034,342 0.80
29.08.2014 -362,520 Sell 671,822 0.52
05.09.2014 -281,916 Sell 389,906 0.30
12.09.2014 -389,906 Sell - 0.00
- 0.00 31.03.2015 - - - 0.00
7 ICICI PRUDENTIAL FOCUSED 875,907 0.67 01.04.2014 - - 875,907 0.67
BLUECHIP EQUITY FUND 04.04.2014 -139,719 Sell 736,188 0.57
11.04.2014 -54,805 Sell 681,383 0.52
20.06.2014 -28,282 Sell 653,101 0.50
30.06.2014 -987 Sell 652,114 0.50
25.07.2014 -163,876 Sell 488,238 0.38
31.07.2014 -488,238 Sell - 0.00
- 0.00 31.03.2015 - - - 0.00
8 GOVERNMENT PENSION 860,857 0.66 01.04.2014 - - 860,857 0.66
FUND GLOBAL 11.04.2014 -30,481 Sell 830,376 0.64
18.04.2014 -25,014 Sell 805,362 0.62
25.04.2014 -33,365 Sell 771,997 0.59
02.05.2014 -33,717 Sell 738,280 0.57
09.05.2014 -34,974 Sell 703,306 0.54
23.05.2014 -6,702 Sell 696,604 0.54
31.05.2014 -13,254 Sell 683,350 0.53
06.06.2014 -58,761 Sell 624,589 0.48
13.06.2014 -47,595 Sell 576,994 0.44
20.06.2014 -52,781 Sell 524,213 0.40
30.06.2014 -52,244 Sell 471,969 0.36
25.07.2014 -152,740 Sell 319,229 0.25
25.07.2014 -60,949 Sell 258,280 0.20
258,280 0.20 31.03.2015 - - 258,280 0.20
9 DSP BLACKROCK TOP 100 751,639 0.58 01.04.2014 - - 751,639 0.58
EQUITY FUND 23.05.2014 -539,443 Sell 212,196 0.16
06.06.2014 -69,785 Sell 142,411 0.11
13.06.2014 -142,411 Sell - 0.00
- 0.00 31.03.2015 - - - 0.00
L

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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE IV

iv. Shareholding pattern of top ten shareholders (other than Directors, Promoters and Holders of GDRs and ADRs) (continued)
Sl. Name of the Shareholder Shareholding at the beginning Date Increase / Reason Cumultive Shareholding
No. of the year (as on 01.04.2014) Decrease in during the year
shareholding
No. of shares % of total No. of % of total
at the beginning shares of the shares shares of the
(01.04.2014) / end company company
of the year
(31.03.2015)
10 GOVERNMENT OF SINGAPORE 711,025 0.55 01.04.2014 - - 711,025 0.55
04.04.2014 20,417 Purchase 731,442 0.56
11.04.2014 -13,108 Sell 718,334 0.55
18.04.2014 -13,520 Sell 704,814 0.54

DIRECTORS REPORT
31.05.2014 -10,762 Sell 694,052 0.53
06.06.2014 -10,553 Sell 683,499 0.53
20.06.2014 -1,872 Sell 681,627 0.52
30.06.2014 -3,856 Sell 677,771 0.52
04.07.2014 -1,355 Sell 676,416 0.52
11.07.2014 -373 Sell 676,043 0.52
31.07.2014 -18,092 Sell 657,951 0.51
29.08.2014 32,551 Purchase 690,502 0.53
05.09.2014 -5,030 Sell 685,472 0.53
12.09.2014 26,971 Purchase 712,443 0.55
19.09.2014 135,890 Purchase 848,333 0.65
17.10.2014 7,080 Purchase 855,413 0.66
24.10.2014 -304 Sell 855,109 0.66
31.10.2014 8,224 Purchase 863,333 0.66
07.11.2014 16,351 Purchase 879,684 0.68
21.11.2014 -499 Sell 879,185 0.68
28.11.2014 -1,226 Sell 877,959 0.67
05.12.2014 -2,636 Sell 875,323 0.67
12.12.2014 1,236 Purchase 876,559 0.67
19.12.2014 -175,723 Sell 700,836 0.54
31.12.2014 -3,378 Sell 697,458 0.54
16.01.2015 11,651 Purchase 709,109 0.54
13.02.2015 10,660 Purchase 719,769 0.55
20.02.2015 -501 Sell 719,268 0.55
06.03.2015 641 Purchase 719,909 0.55
722,715 0.56 31.03.2015 2,806 Purchase 722,715 0.56
11 DIMENSIONAL EMERGING 620,942 0.48 01.04.2014 - - 620,942 0.48
MARKETS VALUE FUND 09.05.2014 4,033 Purchase 624,975 0.48
(w.e.f. 13/06/2014) 23.05.2014 16,141 Purchase 641,116 0.49
31.05.2014 2,052 Purchase 643,168 0.49
06.06.2014 5,509 Purchase 648,677 0.50
13.06.2014 5,040 Purchase 653,717 0.50
20.06.2014 6,771 Purchase 660,488 0.51
30.06.2014 2,239 Purchase 662,727 0.51
04.07.2014 3,201 Purchase 665,928 0.51
11.07.2014 1,531 Purchase 667,459 0.51
18.07.2014 1,985 Purchase 669,444 0.51
31.07.2014 624 Purchase 670,068 0.52
14.08.2014 2,760 Purchase 672,828 0.52
22.08.2014 4,379 Purchase 677,207 0.52
29.08.2014 13,173 Purchase 690,380 0.53
05.09.2014 18,148 Purchase 708,528 0.54
12.09.2014 9,278 Purchase 717,806 0.55
19.09.2014 11,681 Purchase 729,487 0.56
30.09.2014 7,547 Purchase 737,034 0.57
17.10.2014 2,084 Purchase 739,118 0.57
28.02.2015 6,605 Purchase 745,723 0.57
06.03.2015 22,508 Purchase 768,231 0.59
13.03.2015 10,918 Purchase 779,149 0.60
20.03.2015 12,429 Purchase 791,578 0.61
802,697 0.62 31.03.2015 11,119 Purchase 802,697 0.62
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DIRECTORS REPORT - ANNEXURE IV Aditya Birla Nuvo Limited - Annual Report 2014-2015

iv. Shareholding pattern of top ten shareholders (other than Directors, Promoters and Holders of GDRs and ADRs) (continued)
Sl. Name of the Shareholder Shareholding at the beginning Date Increase / Reason Cumultive Shareholding
No. of the year (as on 01.04.2014) Decrease in during the year
shareholding
No. of shares % of total No. of % of total
at the beginning shares of the shares shares of the
(01.04.2014) / end company company
of the year
(31.03.2015)
12 FRANKLIN TEMPLETON - - 02.05.2014 98,870 Purchase 98,870 0.08
INVESTMENT FUNDS 09.05.2014 301,130 Purchase 400,000 0.31
(w.e.f. 13/06/2014) 23.05.2014 170,000 Purchase 570,000 0.44
DIRECTORS REPORT

13.06.2014 170,000 Purchase 740,000 0.57


29.09.2014 110,000 Purchase 850,000 0.65
14.11.2014 170,000 Purchase 1,020,000 0.78
19.12.2014 180,000 Purchase 1,200,000 0.92
23.01.2015 72,470 Purchase 1,272,470 0.98
06.03.2015 -200,000 Sell 1,072,470 0.82
1,072,470 0.82 31.03.2015 - - 1,072,470 0.82
13 ROBECO CAPITAL GROWTH 525,308 0.40 01.04.2014 - - 568,000 0.44
FUNDS (w.e.f. 05/09/2014) 05.09.2014 93,000 Purchase 661,000 0.51
20.02.2015 25,000 Purchase 686,000 0.53
28.02.2015 47,485 Purchase 733,485 0.56
739,022 0.57 31.03.2015 5,537 Purchase 739,022 0.57
14 EASTSPRING INVESTMENTS - - 22.08.2014 72,250 Purchase 72,250 0.06
INDIA EQUITY OPEN LIMITED 29.08.2014 319,052 Purchase 391,302 0.30
(w.e.f. 05/12/2014) 05.09.2014 89,566 Purchase 480,868 0.37
12.09.2014 94,660 Purchase 575,528 0.44
19.09.2014 47,225 Purchase 622,753 0.48
17.10.2014 38,061 Purchase 660,814 0.51
05.12.2014 32,838 Purchase 693,652 0.53
12.12.2014 57,106 Purchase 750,758 0.58
750,758 0.58 31.03.2015 - - 750,758 0.58

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
v. Shareholding of Directors and Key Managerial Personnel
Sl. For Each of the Directors Shareholding at the beginning Date Increase / Reason Cumultive Shareholding
No. and KMP of the year (as on 01.04.2014) Decrease in during the year
shareholding
Name No. of shares % of total No. of % of total
at the beginning shares of the shares shares of the
(01.04.2014) / end company company
of the year
(31.03.2015)
1 Mr. Kumar Mangalam Birla 4,609 - 01.04.2014 - No Change
4,609 - 31.03.2015 4,609 -
2 Mrs. Rajashree Birla 127,634 0.10 01.04.2014 - No Change
127,634 0.10 31.03.2015 127,634 0.10
3 Ms. Tarjani Vakil 177 - 01.04.2014 - No Change
177 - 31.03.2015 177 -
4 Mr. G.P. Gupta 339 - 01.04.2014 - No Change
339 - 31.03.2015 339 -
5 Mr. Sushil Agarwal 1,657 - 01.04.2014 Allotment of
12.08.2015 1010 Shares against
exercise of 2,667 -
2,667 - 31.03.2015 Options 2,667 -
6 Mr. S C Bhargava 233 - 01.04.2014 - No Change
233 - 31.03.2015 233 -
7 Dr. Rakesh Jain (upto 30.06.2014) 3,368 - 01.04.2014 - Allotment of -
- 12.08.2015 15149 Shares against -
exercise of
18,517 31.03.2015 Options 18,517 0.01
8 Mr. Ashok Malu (Joined as a
Jt. President & Company
Secretary w.e.f. : 01.03.2015) 468 - No Change 468 -
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE IV

V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment. (Rs. in Crore)
Secured Unsecured Deposits Total
Loans Loans
excluding
deposits
Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount 1,779 1,974 - 3,753
ii) Interest due but not paid - - - -

DIRECTORS REPORT
iii) Interest accrued but not due 7 25 - 32
Total (i+ii+iii) 1,787 1,999 - 3,785
Change in Indebtedness during the financial year
Addition 37 635 -
Reduction 620 118 -
Net Change -582 517 - 65
Indebtedness at the end of the financial year
i) Principal Amount 1,197 2,492 - 3,688
ii) Interest due but not paid - - -
iii) Interest accrued but not due 6 26 - 32
Total (i+ii+iii) 1,203 2,518 - 3,720

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL


A. Remuneration to Managing Director, Whole-time Directors and/or Manager: (Rs. in Lakh)
Sl Name of MD/WTD/ Gross salary Stock Sweat Commission Others, Total in Ceiling as
no. Manager Option Equity please (A) per the
specify Act*
(a) Salary (b) Value of (c) Profits in As % of Others,
as per perquisites lieu of salary profit specify
provisions u/s 17(2) under
contained Income-tax section 17(3)
in section Act, 1961 Income-tax
17(1) of the Act, 1961
Income-tax
Act, 1961
1 Dr. Rakesh Jain -
Managing Director
(Upto 30.06.2014) 614.75 57.67 - - - - - - 672.42 *
2 Mr. Lalit Naik - w.e.f
01.07.2014
Managing Director 517.15 3.34 - 28.15 - - - - 548.64 *
3 Mr. Sushil Agarwal -
Wholetime Director
and CFO 292.74 7.03 - 94.64 - - - - 394.41 *
TOTAL 1424.64 68.04 - 122.79 - - - - 1615.47
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DIRECTORS REPORT - ANNEXURE IV Aditya Birla Nuvo Limited - Annual Report 2014-2015

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL


B. Remuneration to other Directors: (Rs. in Lakh)
Particulars of Remuneration (Rs.) Total (B) Total Overall
= (1+2) Manag- ceiling
(1) Independent Directors (2) Other Non-Executive Directors erial as per
Name of Directors Fee for Commission Others, Total Fee for Commission Others, Total Remun- the
attending please (1) attending please (2) eration Act
board/ specify board/ specify ** ***
Committee Committee
Meetings Meetings
DIRECTORS REPORT

1 Mr. Kumar
Mangalam Birla NA - - - 0.80 410.60 - 411.40 411.40 ** ***
2 Mrs. Rajashree Birla NA - - - 1.80 15.25 - 17.05 17.05 ** ***
3 Mr. Bihari Lal Shah
(ceased to be a
Director
w.e.f. 25.09.2014) NA - - - 0.60 1.40 - 2.00 2.00 ** ***
4 Mr. Pejavar Murari 2.10 2.70 - 4.80 - - - - 4.80 ** ***
5 Mr. Baldev Raj
Gupta 3.70 4.70 - 8.40 - - - - 8.40 ** ***
6 Ms. Tarjani Vakil 4.70 5.55 - 10.25 - - - - 10.25 ** ***
7 Mr. Gian Prakash
Gupta 2.30 4.80 - 7.10 - - - - 7.10 ** ***
8 Mr. Subhash
Chandra Bhargava 2.40 3.15 - 5.55 - - - - 5.55 ** ***
9 Mr. Tapasendra
Chattopadhyay
(Nominee Director) - - - - 1,10 1.85 - 2.95 2.95 ** ***
Total 15.20 20.90 - 36.10 4.30 429.10 - 433.40 469.50 ** ***
* Overall ceiling as per the Act (being 10% of the net profit as worked out as per Section 198 of the Companies Act, 2013) is Rs. 7,262 lakh.
** Total Managerial Remuneration A + B = Rs. 2,084.97 Lakh
*** Overall ceiling as per the Act (being 11% of the net profit as worked out as per Section 198 of the Companies Act, 2013) is Rs. 7,994 lakh.

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL


C. Remuneration to Key Managerial Personnel other than MD /Manager/ WTD (Rs. in Lakh)
Sl Name of Key Managerial Personnel Gross salary* Stock Sweat Commission Others, Total
no. other than MD/Manager/ WTD (Rs.) Option Equity As % of please
profit specify
Others,
specify.
1 Mr. Ashok Malu, Company Secretary (w.e.f. 01.03.2015) 7.30 NIL NIL NIL NIL 7.30
2 Mrs. Hutokshi Wadia, Company Secretary (upto 28.02.2015) 47.11 NIL NIL NIL NIL 47.11
* (a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961
(c) Profits in lieu of salary under section 17(3) Income-tax Act, 1961

VII. THERE WERE NO PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES FOR YEAR ENDED 31ST


MARCH, 2015
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CMYK

Disclosure in compliance with the SEBI (Share Based Employee Benefits) Regulations, 2014 read with erstwhile SEBI (Employees Stock Options Scheme and Employees Stock
Purchase Scheme) Guidelines, 1999
ESOS - 2006 ESOS - 2013
Particulars Details of Employee Stock Options as on March 31, 2015 Details of Employee Stock Options as on March 31, 2015 Details of Restricted Stock Units as on March 31, 2015
Tranche 1 Trance 2 Tranche 3 Tranche 4 Tranche 5 Tranche 1 Tranche 2 Tranche 3 Tranche 1 Tranche 2 Tranche 3
rd th th th th th th th
(23 August, 2007) (25 January, 2008) (20 August, 2010) (8 September, 2010) (7 June, 2011) (7 December, 2013) (29 January, 2014) (12 November, 2014) (7th December, 2013) (29th January, 2014) (12th November, 2014)
a) Number of Stock Options Granted 1,63,280 1,66,093 17,174 11,952 3,370 1,04,272 16,239 35,060 1,01,731 9,567 12,630
b) The pricing formula The exercise price was The exercise price was the The exercise price was The exercise price was The exercise price was The exercise price was the The exercise price was the The exercise price was the RSUs be granted at an RSUs be granted at an RSUs be granted at an
determined by averaging the closing market price,prior to determined by averaging the determined by averaging the determined by averaging the closing market price of the closing market price of the closing market price of the exercise price of ` 10/- each exercise price of ` 10/- each exercise price of ` 10/- each
daily closing price of the the date of grant.In closing price of the closing price of the closing price of the equity shares of the Company equity shares of the equity shares of the (i.e. at the face value of the (i.e. at the face value of the (i.e. at the face value of the
companies equity shares accordance with the approval Companys equity shares, for Companys equity shares, for Companys equity shares, for 1 day prior to the date of Company 1 day prior to the Company 1 day prior to the Equity Shares of the Equity Shares of the Equity Shares of the
during 7 days immediately of the Board of Directors and the immediately preceding the immediately preceding the immediately preceding grant.(on 6 th Dec, 13) (at date of grant. (on 28th Jan, date of grant. (on 11th Nov, Company on the date of Company on the date of Company on the date of Grant
preceding the date of grant the Shareholders of the 7 days from the date of issue, 7 days from the date of issue 7 days from the date of issue N.S.E.) being ` 1239.80 per 14) (at N.S.E.) being 14) (at N.S.E.) being Grant of RSUs) (the RSU Grant of RSUs) (the RSU of RSUs) (the RSU Exercise
and discounting it by 10%. In Company, the ESOS and discounting it by 15%. and discounting it by 15%. and discounting it by 15%. option. ` 1053.85 per option. ` 1726.95 per option. Exercise Price). Exercise Price). Price).
accordance with the approval Compensation Committee Exercise Price: ` 687 per Exercise Price: ` 697 per Exercise Price: ` 748 per
of the Board of Directors and had re-priced the options option. option. option
the Shareholders of the from ` 1,802 to ` 687 per
Company, the ESOS option on 20th August, 2010
Compensation Committee
had re-priced the options from
` 1,180 to ` 687 per option on
20th August, 2010
c) Options Vested 1,20,111 54,355 14,141 10,269 2,527 8,498 4,061 NIL NIL NIL NIL
d) Options Exercised 87,454 26,290 7,071 5,047 NIL NIL NIL NIL NIL NIL NIL
e) The total number of shares arising as a
result of exercise of options 87,454 26,290 7,071 5,047 NIL 8,498 4,061 NIL NIL NIL NIL
f) Options forfeited/cancelled/lapse 57,222 111,738 3,033 1,683 NIL 56,916 NIL NIL 18,887 NIL NIL
g) Variation in terms of options NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL
h) Money raised by exercise of options 60,080,898 18,061,230 4,857,777 3,517,759 NIL NIL NIL NIL NIL NIL NIL
Aditya Birla Nuvo Limited - Annual Report 2014-2015

i) Total number of options in force 18,604 28,065 7,070 5,222 3,370 47,356 16,239 35,060 82,844 9,567 12,630
j) Employee-wise details of options granted Mr. K.K. Maheshwari*: 20,200 Mr. Vikram Rao*: 43,400 NIL Dr. Rakesh Jain*: 6,730 NIL Mr. Sushil Agarwal : 26,230 NIL Mr. Lalit Naik : 32,766 Mr. Sushil Agarwal : 9,443 Dr. Bir Kapoor : 1,790 Mr. Lalit Naik : 11,804
Dr. Bharat K. Singh*: 20,200 Mr. K.K.Maheshwari*: 43,400 Mr. Sushil Agarwal: 5,222 Dr. Rakesh Jain*: 52,459 Dr. Rakesh Jain* : 18,887
Mr. Adesh Gupta*: 8,420
Mr. Vikram Rao*: 20,200 Mr. Raj Narayanan : 10,944 Mr. Pranab Barua : 16,997
Dr. Rakesh Jain*: 13,470 Mr. Ashish Dikshit : 7,012
Mr. Sushil Agarwal: 4,040
ii) Any other employee who received a grant in NIL Mr. Ashish Dikshit: 23,861 Mr. Rahul Mohnot: 4,044 NIL Dr. Bir Kapoor: 3,370 NIL Mr. Shriram Jagetiya : 3,460 NIL NIL Mr. Shriram Jagetiya : 1,247 Mr. Sanjeev Sachdev : 2,294
any one year of option amounting to 5% or Mr. Vishak Kumar*: 17,354 Mr. J. C. Laddha: 5,050 Mr. Rajesh Shah : 2,883 Mr. Rajesh Shah : 1,039
more of options granted during that year. Mr. Satyajit R.: 17,354 Mr. S. Visvanathan: 4,040 Ms. Meena Jagtiyani : 6,226 Ms. Meena Jagtiyani : 2,243
Mr. Shital Mehta:17,354 Mr. Surendra Goyal: 4,040
Mr. Vardharjan Venkatesan : 1,835 Mr. Vardharjan Venkatesan : 661
Mr. Jasvinder Kataria : 1,835 Mr. Jasvinder Kataria : 661
Mr. Shashank Pareek : 642
Mr. Yogendra Raghuvanshi : 642
Mr. Shailendra Pandey : 642
iii) Identified employees who were granted options NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL
during any one year, equal to or exceeding 1%
of the issued capital (excluding outstanding
warrants and conversions) of the Company
at the time of grant.
k) i) Weighted-average exercise prices and weighted-
average fair values of options whose exercise NA
price equals the market price of the stock.
ii) Weighted-average exercise prices and Weighted-average exercise Weighted-average exercise Weighted-average exercise Weighted-average exercise Weighted-average exercise Weighted-average exercise Weighted-average exercise Weighted-average exercise Weighted-average exercise Weighted-average exercise Weighted-average exercise
weighted-average fair values of options price: ` 687 price: ` 687 price: ` 687 price: ` 697 price: ` 748 price: ` 1,239.80 price: ` 1,053.85 price: ` 1,726.95 price: ` 10 price: ` 10 price: ` 10
whose exercise price is less than the Weighted-average fair value Weighted-average fair value Weighted-average fair value Weighted-average fair value Weighted-average fair value Weighted-average fair value Weighted-average fair value Weighted-average fair value Weighted-average fair value Weighted-average fair value Weighted-average fair value
market price of the stock. per option : ` 355.12 per option : ` 366.54 per option : ` 471.44 per option : ` 486.82 per option : ` 443.49 of options: ` 509.65 of options : ` 428.05 of options : ` 694.22 of RSUs: ` 1,195.33 of RSUs: ` 1,008.87 of RSUs: ` 1,684.01
iii) Weighted-average exercise prices and weighted-
DIRECTORS REPORT - ANNEXURE V

average fair values of options whose exercise price NA


exceeds the market price of the stock.

73
l) A description of the method and significant
assumptions used during the year to estimate Black - Scholes Merton Formula
the fair values of options, including
L

DIRECTORS REPORT
CMYK

DIRECTORS REPORT

Disclosure in compliance with the SEBI (Share Based Employee Benefits) Regulations, 2014 read with erstwhile SEBI (Employees Stock Options Scheme and Employees Stock
L
Purchase Scheme) Guidelines, 1999

74
ESOS - 2006 ESOS - 2013
Particulars Details of Employee Stock Options as on March 31, 2015 Details of Employee Stock Options as on March 31, 2015 Details of Restricted Stock Units as on March 31, 2015
Tranche 1 Trance 2 Tranche 3 Tranche 4 Tranche 5 Tranche 1 Tranche 2 Tranche 3 Tranche 1 Tranche 2 Tranche 3
rd th th th th th th th
(23 August, 2007) (25 January, 2008) (20 August, 2010) (8 September, 2010) (7 June, 2011) (7 December, 2013) (29 January, 2014) (12 November, 2014) (7th December, 2013) (29th January, 2014) (12th November, 2014)
On the Date of Grant
(i) Risk Free Interest Rate (%) 7.78 7.78 8.09 8.09 8.09 8.88 8.87 7.91 8.88 8.87 7.91
(ii) Expected Life (No of years) 5 5 5 5 5 5 5 5 5.50 5.50 5.50
(iii) Expected Volatility (%) 38 38 54.04 53.88 34.05 30.02 29.97 30.45 30.02 29.97 30.45
(iv) Dividend Yield (%) 0.52 0.52 0.86 0.86 0.57 0.61 0.73 0.42 0.62 1.23 0.70
(v) The price of the underlying share in market 1,283 1,948.70 816.85 839.80 905.10 1,239.80 1,053.85 1,726.95 1239.80 1053.85 1726.95
at the time of grant of options
On the Date of Re-pricing
(i) Risk-Free Interest Rate (%) 8.09 8.09
(ii) Expected Life (No. of Years) 5 5
(iii) Expected Volatility (%) 54.04 54.04
(iv) Dividend Yield (%) 0.36 0.50
(v) The Price of the underlying share in market 816.85 816.85
at the time of Re-pricing of options (`)
* Ceased to be in employment of the Company
Diluted earnings per share ` 40.49
Differences between the employee compensation cost, computed using intrinsic value of the stock options,
and the employee compensation cost that shall have been recognized if the fair value of the options was used. ` 2.59 Crore
The impact of this difference on profits and on EPS of the Company The effect of adopting the fair value on the net income and earnings per share for 2014-15 is as presented below:
DIRECTORS REPORT - ANNEXURE V

Particulars 2014-15 (` in Crs)


Net Profit 527.69
Add: Compensation cost as per Intrinsic Value 5.26
Less: Compensation cost as per Fair Value 7.85
Adjusted Net Income 525.10
Earning per Share (`) Basic Diluted
As reported 40.56 40.49
As adjusted 40.36 40.29
Aditya Birla Nuvo Limited - Annual Report 2014-2015
CMYK

Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE VI

DISCLOSURE OF PARTICULARS WITH RESPECT TO CONSERVATION OF ENERGY, TECHNOLOGY


ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO AS PRESCRIBED UNDER
RULE 8(3) OF THE COMPANIES (ACCOUNTS) RULES, 2014.

A. CONSERVATION OF ENERGY: Remembraning of Electrolyzer G


i Steps taken or impact on conservation of (6.0 KWH/ T of Caustic)
energy Reduced Power consumption by
In line with the Companys declared Replacement of Old Low efficiency
Motors by Latest available IE-3 motors for
commitment towards conservation of natural
various application (160 KWH/Day)
resources, all business divisions have

DIRECTORS REPORT
continued with their efforts to improve energy Reduced power consumption for
usage efficiencies. instrument air by stopping one padding
air compressor. (750 KWH/Day) (270000
The Company is engaged in the continuous KWH/Annum)
process of energy conservation through
Reduced power consumption by
improved operational and maintenance
Replacing Electrolyzer D with Generation
practices.
Vb-40 (40 KWH/T) (3480840 KWH/Annum)
Steps taken by various divisions of the
Reduced power consumption by
Company in the direction are as under: Remembraning of Electrolyzer F (5.0 kWh/
I. RAYON DIVISION T of Caustic (204892 KWH/Annum)
Installation of energy efficient pumps in Reduced power consumption by
Engineer Room Cooling Tower Unit saving Remembraning of Electrolyzer G (6.0 kWh/
65670 KWH/Annum. T of Caustic (288876 KWH/Annum)
Installations of Variable frequency drive Reduced Power consumption by
on Strong caustic transferring pump 128/ Replacement of Old Low efficiency
5 Unit saving 14326 KWH/Annum. Motors by Latest available IE-3 motors for
various application (160 KWH/Day,)
Installation of China filter/CSY 2 return line (57600 KWH/Annum)
in Spin bath Unit saving 36500 KWH/
Annum. The energy conservations measures
taken in Rayon Division have resulted/will
Label Print applicator on Corrugated result in energy saving and consequent
Boxes in place of 2 nos. 0.5 HP Motors 2 decrease in the cost of production
Nos. 0.5 HP MOTORS bath Unit saving
The energy saved in terms of
2072 KWH/ Annum.
Number of units - 145277 KWH/Annum.
Power saving by using control system on
ETP pump in CSY Unit saving 11793 Rupees 7,26,385
KWH/Annum. As a percentage of total energy

Power saving through Gule tank agitator consumed by the Unit- 2.16%
stop in CSY 3 (7 Machine) Unit saving 900 II. MADURA DIVISION
KWH/Annum. Demand reduction by migrating to energy
Additional Ripening inverter room AHU efficient lighting in factories, warehouses
stopped Unit saving 14016 KWH/ Annum. and offices
Reduced power consumption for This was implemented in FY 14-15.
instrument air by stopping one padding Remaining facilities are lined up for this
air compressor. (750 KWH/Day) transformation in FY 16-17
Reduced power consumption by Adapting LED lighting with lesser wattage
Replacing Electrolyzer D with Generation requirement & higher lumen output has
Vb-40 (40 KWH/T) enabled us to reduce the total power
Reduced power consumption by consumption
Remembraning of Electrolyzer F (5.0 The energy saved in terms of
KWH/ T of Caustic) The annualized savings so far stands
Reduced power consumption by at 8.57 lakh units KWH/Annum.
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DIRECTORS REPORT - ANNEXURE VI Aditya Birla Nuvo Limited - Annual Report 2014-2015

This has resulted in an annualized wastage of heat. It reduced the electricity


cost saving of Rupees 86 lakh consumption in heaters which are being
The savings accrued so far is 3% of operated to heat the air for the heating of
total energy consumed by the cement after metal cap assembly of solid
business core insulators.
III. FERTILIZERS DIVISION Kiln cycles are modified in terms of cycle
The Unit has a strong technical team to time which reduced the Electricity
continuously monitor & conserve energy consumption of the air blower motors in kilns.
in the Complex. The energy saved in terms of Power &
Performance evaluations for Turbines, Fuel are as follows:-
DIRECTORS REPORT

Compressor, Heat Exchangers, Boilers (in Crore)


etc. are carried out to ensure optimum No. of Units Savings Percentage (%)
utilization of energy. Power 6,30,560 ` 0.47 Crore 3.3% of Total
The Unit implemented energy saving KWH per annum Thermopac
Consumption
schemes which are techno
economically viable in FY 2014-15. Fuel 2,40,000 ` 0.89 Crore 3% of Total
SCM/annum per month Thermopac
Energy Saving Scheme (ESS) Project in consumption
Ammonia Plant is implemented in FY
2014-15, which reduced the energy b. Rishra
consumption significantly. The key Use of PD blower of gas mixing has been
contributors are reduction of steam stopped
consumption by upgradation of Synthesis SK oil saving is being done by cycle
Gas compressor with modified internals adjustment.
and up gradation of CO2 removal section. Gas mixing process has been eliminated
Further implementation of this resulted in as a result of LPG saving(K-5).
additional reduction of CO2 emission by New channel dryer gas burner has been
about 30,000 Te/ Annum. eliminated.
Replacement of 250 watt HPSV lights with The energy saved in terms of
90 Watt LED Light fittings in Plant area.
Number of units - 4373078 KWH
Replacement of 2X40 watt Tube lights with Rupees 1,83,20,601
20 Watt LED Light fittings in Plant area.
As a percentage of total energy
Replacement of 250 Watts Flood Light consumed by the Unit - 0.12%
Fittings with LED Flood Light Fittings of ii. Steps taken by the Company for utilizing
90 Watts in Town ship and Farm house. alternate sources of energy
New capacitor banks with detune filters
Madura Division
to reduce the power loses in distribution
Our Unit at Madura is attempting to power
system in phase manner.
up the facilities in Bangalore as a pilot to
Installation of Power Factor improvement start with. The Karnataka Govt. policies are
panel at 11KV substation of UPPCL power suited for offsite generation and wheeling.
supply. Both Capex & Opex models are being
The impact of above Energy savings verified for feasibility. There is an intervention
scheme will be as below: required at the policy level to treat our
Number of units saved-153647 MKCL facilities as a single business user due to
Rupees 45,26,85,594 the small, granular & fragmented way our
As a percentage of total energy
facilities are spread within the same city due
consumed by the Unit-3% to the nature of our retail business.
This will not save energy but will reduce
IV. INSULATOR DIVISION our dependency on grid power.
a. Halol The projected advantages with renewable
Insulation of Assembly booths & hot air energy for Bangalore is around 150 lakh
ducts has been done to minimize the units (KWH) and can be sourced through
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE VI

RE thus reducing the dependency on grid The savings projected is 3% of total


power. energy consumed by the business. We
iii.The capital investment on energy project a cumulative savings of 6% by
conservation equipments the end of FY 2016 with the addition of
a. Rayon Division the proposed initiatives for FY 2016.
Installation of 50 KW Solar Power III. FERTILIZERS DIVISION
plant as Roof Top Solar Power Plant. Replacement of Tube Lights with LED
Sun Light harvesting through Pipe lights in Plant Area (all control rooms &
Technology for Sun Light Harvesting other Area)
through Sun Pipe (Lighting)

DIRECTORS REPORT
Replacement of existing cooling tower
These projects will be implemented in
fans with energy efficient fans based of
FY 2016
CFD analysis of fan blades
The total cost of implementation of the
proposal is ` 52 Lakh Replacement of tube lights with LED light
The energy saved in terms of Rupees in Township (Hospital, Guest House, Co-
57,300 (Rate Difference Grid/ Solar) operative, School, Club, CVR & Yamuna
House)
b. Madura Division
An amount of ` 1.5 Crore is proposed for Replacement of underwater light in
FY 16 as transformation Capex for energy Township Central park Fountain by LED
efficient lighting which result in Energy light.
Efficient Lighting with higher lumen output The cost of implementation of above
and that will reduce the power proposals will be ` 98 lakh.
consumption by 45% and it is proven from The impact of above Energy savings
past experience that the Capex spent is scheme will be as below:
with a ROI of maximum 2.5 years.
Number of units saved-3675 MKCL
` 1.17 Crore to install capacitor banks in
retail stores to improve power factor that Rupees- 1,28,94,324
resulted in Improving power factor As a percentage of total energy
wherever found low during the Pan India consumed by the Unit-0.06%
survey and that will reduce the
IV. INSULATORS DIVISION
consumption and the penalty that we
currently pay to power distribution a. Halol
companies for lower PF. An amount of ` 1.11 Crore is proposed
` 2 Crore to install remote energy for Thermopac which will be used for
monitoring in all facilities that resulted in generating Steam in Assembly & Curing
setting up of centralized remote energy chamber has been stopped and replaced
monitoring system which will bring with water spraying process, thereby
accuracy to the data and the analytical saving in energy.
tools will spot operational efficiency These projects will be implemented in 6
opportunities. This will enable a further months.
reduction of 3% of the consumption. The water Spray system ensured the
These projects will be implemented in required product quality instead of Steam
FY 2016.
curing process, which enabled the
The total cost of implementation of the stopping of the Thermopac unless there
proposal is ` 4.67 Crore.
is emergency.
The energy saved in terms of
The energy saved in terms of
The projected savings on consumption
with these three initiatives is 9 lakh units Number of units 21600 KWH for 6
(KWH) Annum. months
The projected savings on power Rupees - 21.21 lakh for 6 months.
costs with these three initiatives is As a percentage of total energy
` 91 lakh Annum. consumed by the Unit by 3%.
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DIRECTORS REPORT - ANNEXURE VI Aditya Birla Nuvo Limited - Annual Report 2014-2015

B. TECHNOLOGY ABSORPTION: to check on the actual performance


i. Efforts made towards technology against design. These measures have
absorption. helped in increasing the productivity and
a. Rayon Division reduction in overall energy consumption.
Developed an In-house the spool Efforts are being made along with
technology Spinning machine technology suppliers and technological
institutes etc. for exploring the possibility
Joint projects with ABSTCL carried out for
of recovering low grade heat. This would
improving yarn quality.
lead to reduction in energy consumption
Various other initiatives taken by the Unit and consequently reduction in CO2 gas
are as follows: emissions, a green house gas, thus
DIRECTORS REPORT

a) Increase in productivity by increasing abating global warming.


spinning m/c speed in super fine denier The thrust areas for R&D are in new
b) Successful in establishing Beam product and process improvement.
sizing at Surat unit Development of process and product for
c) Establishment of Mist condensers in customized fertilizers and specialty
Spin bath area fertilizers and Organic Zyme.
d) Installation of china filter in spin bath III. Insulator Division
area a. Halol
e) Establishment of linear speed SSM For energy conservation in kilns and
make winding machine in textile dryers, consultancy has been engaged
department for uniform winding from Germany and a study has been
tension and pressure carried out.
f) Twisters has been developed for 1.8 Consultant from USA has been engaged
kg and 2.7 kg SSY packages for process improvement and reduction
g) Installation of premix (Japan) for of technical rejections at drying and firing
better dyed yarn quality stages which resulted in:
Development of new shades for Innovation: 100% reuse of ETP
customers in premium segment. sludge in-house for natural resource
Joint projects with customers carried out conservation
for CSY yarn operational efficiency Technology: storage and
improvement. conditioning of filter cakes
Outsource coning activities relocated at Shuttle kilns automation for fuel
one place near customer location to conservation.
reduce the cost. Effluent Treatment Plant (ETP): The output
Developed specialty yarn for sizing of ETP is ceramic sludge and treated
segment (60/24 SHG) in CSY. water. The sludge comes under
Enhance dye yarn quality by adopting Hazardous waste class as per GPCB.
dye mixer from Japan Extensive R & D has been carried out to
Develop the alternate soft finish to recycle and re-use 100%, incorporated
improve the BI, WI & YI of PSY yarn the sludge in our body formulation and
pilot trial carried and compared the results
Strengthen the washing process to
and found encouraging and now rolled
capture the Jari yarn segment for Japan
out in commercial production.
customer
ETP treated water is discharged after
Benchmarking studies carried out with confirming the GPCB norms is being
key competitors yarn to identify the recycled and used in the plant for
improving area washing and gardening thereby reduction
Optimize the glue recipe in CSY super fine in input water consumption by about 20%.
denier. It is observed more green and fired
b. Fertilisers Division rejection in high end 765 KV solid core
Continuous efforts are made to prepare insulators, based on the R & D efforts,
steam, power and material balances and the drying and firing cycle profiles have
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE VI

been reviewed and modified and found commercial benefits in near future. In the
significant reduction in rejections which year 2014-15, Company achieved
has resulted in timely delivery of our production of 0.15 Lakh MT.
product to Powergrid. ii. Insulator Division
New products for high end segments a. Halol
245 KV hollow insulators have been Due to the reuse and consumption of ETP
developed for Alstom, ABB and Siemens sludge, the consumption of fresh material
to meet new requirements for Circuit has come down and there by the cost
breakers, CT and CVT. impact is about ` 1.75 Crore per annum.
b. Rishra Due to re-use of treated water, the

DIRECTORS REPORT
Development of Faster curing Cement to consumption of normal water has come
reduce Assembly cycle time and Improve down by 20%.
productivity. Due to the development of new product
LAPP-USA product development. designs for ABB, Alstom and Siemens the
Development of 210 KN and 420 KN market segment has been increased for
HVDC product. hollow insulators.
ii. Benefits derived as a result of above efforts b. Rishra
a. Rayon Division Reduction of curing time from 5 days to 1
day.
Improvement in process and productive
Simultaneously assembling of Pins and
capacity.
Caps.
There has been value addition in existing
Reduction in curing time and man power.
product.
Creation of space.
There has been significant improvement
resulted in dyed yarn quality. Reduction in handling rejection.
Better quality and marketability of Creation of new market and new business
product. opportunities.
There has been improvement in the iv. In case of imported technology (imported
customer operational efficiency. during the last three years reckoned from
Enhancement of Product Range the beginning of the Financial year)
b. Fertilizers Division Technology imported: a) Spool Spun yarn
Technology from
In the year 2014-15, Unit produced 4.55
ENKA,
Lacs MT of value added product Neem
Germany
Coated Urea for the farmers under the
- 2011-12;
brand name KRISHIDEV. The process
patent has been obtained for the in-house b) Cake Dyeing,
developed technology. In a very short Japan-2014-15
time, Unit has established a leadership The year of import : 2011-12 & 2014-15
position in the field of Neem coated Urea
Has technology been fully absorbed: Yes
and it has become the preferred choice
by the farmer. The Ministry of Fertilisers v. Expenditure incurred on on Research &
has allowed the 100% production as Development (R&D)
Neem Coated Urea. The Company spent ` 2.73 crore for
Customized Fertilizer after the initial Research & Development work during the
gestation period has become the year, which was approximately 0.03% of the
preferred choice of the fertilizer. The total revenue.
farmers have experienced 12-15%
enhanced crop yield for Wheat and C. FOREIGN EXCHANGE EARNINGS AND
Paddy and >20% yield for potato and OUTGO:
sugarcane. Thus the foundation for a new The information on foreign exchange earnings
concept and a strong product line has and outgo is contained in Notes to accounts
been established. This will give increasing as Note Nos. 27, 28 and 31.
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DIRECTORS REPORT - ANNEXURE VII Aditya Birla Nuvo Limited - Annual Report 2014-2015

ANNUAL REPORT ON CSR ACTIVITIES FOR THE FINANCIAL YEAR 2014 2015
1 A brief outline of the Companys CSR policy, : To actively contribute to the social and economic
including overview of projects or programs development of the communities in which we
proposed to be undertaken and a reference operate. In so doing build a better, sustainable way
to the web link to the CSR policy and projects of life for the weaker sections of society, to contribute
or programs effectively towards inclusive growth and raise the
countrys human development index.
Our projects focus on education, healthcare,
sustainable livelihood, infrastructure development
and social reform, epitomizing a holistic approach
to inclusive growth.
DIRECTORS REPORT

The Companys CSR Policy can be accessed on:


www.adityabirlanuvo.com
2 Composition of the CSR Committee : Mrs. Rajashree Birla, Chairperson
Ms. Tarjani Vakil, Member
Mr. Lalit Naik, Member
Dr. (Mrs.) Pragnya Ram- Group Executive President
Corporate Communications and CSR as a Permanent
Invitee
3 Average net profit of the company for last : Rs. 470.42 Crore
three financial years
4 Prescribed CSR Expenditure (two percent : Rs. 9.41 Crore
of the amount as in Item 3 above)
5 Details of CSR spent during the financial year:
Total amount to be spent for the financial year : Rs. 9.61 Crore
Amount unspent, if any : NIL
Manner in which the amount spent during the : Details given below
financial year APRIL 2014 March 2015
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE VII

(1) (2) (3) (4) (5) (6) (7) (8)


Sr. CSR Projects/Activity Sector in Project / Programs Amount Amount Cumulative Amount
No identified which Local Area /others Outlay Spent on Expenditure Spent:
project is Specify the State / (Budget) the Project / up to Direct /
covered District where the Project or Programs reporting through
Project undertaken Program Subheads: period implement-
wise (1) Direct (` in Lakh) ation
(` in Lakh) expenditure agency*
on project/
programs
(2) Overheads
(` in Lakh)
1. 1. Preschool education Education Veraval, Dist. Gir 0.12 1.20 223.08 All expenses

DIRECTORS REPORT
Project Somnath, Gujarat; incurred
Balwadies/play schools/ Jagdishpur, Amethi directly by
crches; Strengthening Dist, UP; Rishra, North company
Anganwadis 24 Parganas, WB
2. School Education Program Jamo, Jagdishpur, 93.69 85.69
Enrolment awareness Shukul Bazar,
programmes/events; Formal Singhpur, Tiloi of
schools; Education Material Amethi District, UP;
(Study materials, Uniform, Anekal Takua and
Books etc.); Scholarship Ramnagar District,
(Merit and Need based Bengaluru,
assistance) Karnataka; KGBV
School competitions /Best schools, Krishanagiri
teacher award; Cultural Dist:, Tamil Nadu;
events Veraval City Dist.
Quality of Education Gir Somnath, Gujarat;
(support teachers, Improve Rishra, Barasat, 24
education methods); Parganas, West Bengal
Specialised Coaching;
Exposure visits/awareness
Formal schools inside
campus(Company Schools)
Support to Midday
Meal Project
3. Education support Jamo, Jagdishpur, 47.38 48.03
programs: Shukul Bazar,
Knowledge Centre/Library; Singhpur, Tiloi of Amethi
Adult/Non Formal Education; District, UP; Anekal
Celebration of National days; Takua and Ramnagar
Computer education; District, Bengaluru,
Reducing drop out and KA.; KGBV schools,
Continuing Education; Krishanagiri Dist:, TN
Kastuba Gandhi Balika Adri; Veraval City
Vidyalaya; Career Dist. Gir Somnath,
counselling Gujarat; Rishra,
Barasat, 24 Parganas,
West Bengal
4. Vocational and Technical Anekal, Bengaluru, 21.71 26.31
Education: Karnataka; Rishra &
Strengthening ITIs; Skill Barasat, West Bengal;
Based Individual training Jagdishpur, Amethi
Programmes Dist, UP; Veraval,
Gir Somnath, Gujarat;
5. School Infrastructure: KGBV schools, 92.92 61.85
New School Building Krishanagiri Dist:, TN;
Construction; Renovation Schools from Anekal &
and Maintenance of School Ramnagar Taluk,
buildings; School Sanitation Karnataka; Veraval,
& drinking Water; School Gir Somnath, Gujarat;
Furniture & Fixtures. Jagdishpur, Amethi
Dist, UP
2. 1. Preventive Health Care: Health Jamo, Jagdishpur, 11.68 7.25 518.16 All expenses
Immunization; Pulse Polio Shukul Bazar, incurred
Programme; Health Check Singhpur, Tiloi of directly by
up camps; Mobile Amethi District, UP; company
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DIRECTORS REPORT - ANNEXURE VII Aditya Birla Nuvo Limited - Annual Report 2014-2015

(1) (2) (3) (4) (5) (6) (7) (8)


Sr. CSR Projects/Activity Sector in Project / Programs Amount Amount Cumulative Amount
No identified which Local Area /others Outlay Spent on Expenditure Spent:
project is Specify the State / (Budget) the Project / up to Direct /
covered District where the Project or Programs reporting through
Project undertaken Program Subheads: period implement-
wise (1) Direct (` in Lakh) ation
(` in Lakh) expenditure agency*
on project/
programs
(2) Overheads
(` in Lakh)
Dispensary; Malaria/ Anekal Takua and
DIRECTORS REPORT

Diarrhoea Control Program; Ramnagar District,


School Health Checkups; Bengaluru, Karnataka;
Yoga and fitness classes KGBV schools,
Krishanagiri Dist,
Tamil Nadu; Veraval
City Dist. Gir Somnath,
Gujarat; Rishra,
Barasat, 24 Parganas,
West Bengal
2. Curative Health Care Jagdishpur, Amethi 49.64 40.25
program: District, UP; Anekal
Hospitals/ Dispensaries/ Takua and Ramnagar
Clinics; General Health District, Bengaluru,
Check up camps; KA; Veraval, Dist.
Specialised Health Camps; Gir Somnath, Gujarat;
Eye Camps; Surgical Rishra, Barasat,
Camps; Tuberculosis, Skin 24 Parganas,
care and Leprosy care West Bengal
centre
3. Reproductive and Veraval, Dist. Gir 1.00 1.03
Child Health: Somnath, Gujarat.
Mother and Child Care;
Adolescent Health Care;
Infant and Child Health;
Support to Family Planning
programmes; Nutritional
Programmes for mother
and Child
4. Quality / Support Program: Jagdishpur, Amethi 2.80 1.75
Referral services; Treatment District, UP; Veraval,
of BPL, Old age and Needy Dist. Gir Somnath,
patients; HIV-AIDS Gujarat; Rishra,
Awareness; RTI/STD Barasat, 24 Parganas,
Awareness; Support to West Bengal
differently abled; Ambulance
Services; Blood Donations /
Grouping
5. Health Infrastructure: Jagdishpur, Amethi 949.39 467.88
Renovation of Health centres; District, UP; Veraval,
Village / Community Dist. Gir Somnath,
Sanitations; Individual Gujarat; Rishra,
Toilets; Repair and Barasat, 24 Parganas,
installation of new drinking West Bengal; Marsur,
water sources; Water Anekal taluk,
purifications. Bengaluru, Karnataka
3. 1. Agriculture and Farm Environ- Jamo, Jagdishpur, 13.40 9.09 75.78 All
Based: ment and Shukul Bazar, expenses
Agriculture and Horticulture Livelihood Singhpur, Tiloi of incurred
trainings; Transfer of Amethi District, UP; directly by
technology; Support to Veraval Block Dist. company
Demonstration Plots; Gir Somnath, Gujarat.
Agricultural implements and
inputs; Exposure Visits;
Integrated Agriculture /
Horticulture programmes;
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE VII

(1) (2) (3) (4) (5) (6) (7) (8)


Sr. CSR Projects/Activity Sector in Project / Programs Amount Amount Cumulative Amount
No identified which Local Area /others Outlay Spent on Expenditure Spent:
project is Specify the State / (Budget) the Project / up to Direct /
covered District where the Project or Programs reporting through
Project undertaken Program Subheads: period implement-
wise (1) Direct (` in Lakh) ation
(` in Lakh) expenditure agency*
on project/
programs
(2) Overheads
(` in Lakh)
Soil Health and Organic

DIRECTORS REPORT
farming.
2. Animal Husbandry: Jamo, Jagdishpur, 0.60 2.74
Animal Vaccination and Shukul Bazar,
Treatment; Breed Singhpur, Tiloi of
improvement; Milk Amethi District, UP;
productivity improvement Veraval Block, Dist.
programmes and Trainings Gir Somnath, Gujarat
3. Non-farm & Skills Based Jamo, Jagdishpur, 78.86 61.42
Income generation Shukul Bazar,
Program: Singhpur, Tiloi of
Capacity Building Amethi District, UP;
Programmes; Rural Anekal Talka and
enterprise Development Ramnagar District,
and Income Generation Bengaluru, Karnataka;
programme(IGP) support; Veraval Block Gir
Support to SHGs for IGP Somnath, Gujarat;
Rishra, Barasat, 24
Parganas, West Bengal
4. Natural Resource Jamo, Jagdishpur, 9.74 2.53
conservation programs & Shukul Bazar,
Non-conventional Energy: Singhpur, Tiloi of
Bio gas support Programme; Amethi District, UP;
Solar Energy Support; Other Veraval Block, Dist.
energy efficient supports; Gir Somnath, Gujarat.
Plantations; Soil
Conservation; Land
development; Water
Conservation and harvesting
structures; Development of
Common pasture land;
5. Livelihood Infrastructure: 0.60
Construction of Check
Dams; Lift Irrigation -
4. Rural Infrastructure RuralJagdishpur, Jamo, 23.24 25.64 25.64 All
development: Construction Develop-
Amethi Dist, UP; expenses
and Repair of Health ment Rishra and Barasat, incurred
Education/ livelihood projects
24 Paragna, West directly by
projects: Bengal; Veraval Block, company
Gir Somnath Dist
Gujarat
5. 1. Institutional building & Social Jamo, Jagdishpur, 5.22 20.45 30.15 All
strengthening: Empower- Shukul Bazar, expenses
Strengthening and Formation ment Singhpur, Tiloi of incurred
of Community Based Amethi District, UP; directly by
Organisations/ SHGs Veraval Block, Dist. company
Gir Somnath, Gujarat;
Rishra, Barasat,
24 Parganas,
West Bengal
2. Support to development Anekal Takua and 1.80 2.52
organizations: Ramnagar District,
Support to Old age Homes; Bengaluru, Karnataka;
Orphanages etc. Rishra, Barasat,
24 Parganas,
West Bengal
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DIRECTORS REPORT - ANNEXURE VII Aditya Birla Nuvo Limited - Annual Report 2014-2015

(1) (2) (3) (4) (5) (6) (7) (8)


Sr. CSR Projects/Activity Sector in Project / Programs Amount Amount Cumulative Amount
No identified which Local Area /others Outlay Spent on Expenditure Spent:
project is Specify the State / (Budget) the Project / up to Direct /
covered District where the Project or Programs reporting through
Project undertaken Program Subheads: period implement-
wise (1) Direct (` in Lakh) ation
(` in Lakh) expenditure agency*
on project/
programs
(2) Overheads
(` in Lakh)
DIRECTORS REPORT

3. Awareness programmes: Veraval City Dist. 0.20 0.11


Community Awareness Gir Somnath, Gujarat;
programmes/ Campaign Rishra, Barasat,
against social abuse, 24 Parganas,
early marriages, HIV West Bengal
prevention etc.
4. Social Events to Jamo, Jagdishpur, 2.40 3.63
minimise causes of Shukul Bazar,
poverty: Singhpur, Tiloi of
Support to mass marriages, Amethi District, UP;
widow remarriages; National Anekal Takua and
days celebrations; Support Ramnagar District,
with basic amenities; Bengaluru, KA; KGBV
schools, Krishanagiri
Dist:, TN; Adri,
Veraval City Dist.
Gir Somnath, Gujarat;
Rishra, Barasat,
24 Parganas,
West Bengal
5. Promotion of heritage/ Veraval City Dist. 1.87 1.32 All
culture/Sports: Gir Somnath, Gujarat expenses
Support to rural cultural incurred
programmes, Festivals directly by
& Melas. company
6. Disaster Relief Programs: Jamo, Jagdishpur, 0.20 2.12 All
Shukul Bazar, expenses
Singhpur, Tiloi of incurred
Amethi District, UP; directly by
Veraval City Dist. company
Gir Somnath, Gujarat;
Rishra, Barasat,
24 Parganas,
West Bengal
Overheads 88.45 89.07
Total (Rs. in Lakh) 1496.61 961.88

6. Reason for not spending two percent of the average net profit of the last three financial years on CSR:
In fact, Company has spent more than the 2% average net profit of the last 3 years as it has spent Rs 9.61 Crore as against
prescribed expenditure of Rs 9.41 Crore
RESPONSIBILITY STATEMENT
The Responsibility Statement of the Corporate Social Responsibility Committee of the Board of Directors of the Company is
reproduced below:
The implementation and monitoring of CSR Policy is in compliance with CSR objectives and policy of the Company.

Lalit Naik Rajashree Birla


Managing Director Chairperson, CSR Committee
(DIN: 02943588) (DIN: 00022995)
14th May, 2015
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE VIII

Aditya Birla Group: Executive Remuneration Philosophy/Policy

At the Aditya Birla Group, we expect our executive ensure that pay policies and levels across the
team to foster a culture of growth and entrepreneurial Group are broadly equitable and support the
risk-taking. Our Executive Remuneration Groups global mobility objectives for executive
Philosophy/Policy supports the design of programs talent. Secondary reference points bring to the
that align executive rewards including incentive table, the executive pay practices and pay
programs, retirement benefit programs, promotion levels in other markets and industries, to
and advancement opportunities with the long-term appreciate the differences in levels and

DIRECTORS REPORT
success of our stakeholders. medium of pay and build in as appropriate
Our business and organizational model for decision making.
Our Group is a conglomerate and organized in a IV. Executive Pay Positioning
manner such that there is sharing of resources and We aim to provide competitive remuneration
infrastructure. This results in uniformity of business opportunities to our executives by positioning
processes and systems thereby promoting target total remuneration (including perks
synergies and exemplary customer experiences. and benefits, annual incentive pay-outs,
I. Objectives of the Executive Remuneration long term incentive pay-outs at target
Program performance) and target total cash
compensation (including annual incentive
Our executive remuneration program is
pay-outs) at target performance directionally
designed to attract, retain, and reward talented
between median and top quartile of the
executives who will contribute to our long-term
primary talent market. We recognize the size
success and thereby build value for our
and scope of the role and the market
shareholders.
standing, skills and experience of incumbents
Our executive remuneration program is while positioning our executives.
intended to:
We use secondary market data only as a
1. Provide for monetary and non-monetary reference point for determining the types
remuneration elements to our executives and amount of remuneration while principally
on a holistic basis believing that target total remuneration
2. Emphasize Pay for Performance by packages should reflect the typical cost
aligning incentives with business of comparable executive talent available in
strategies to reward executives who the sector.
achieve or exceed Group, business and
individual goals. V. Executive Pay-Mix
Our executive pay-mix aims to strike the
II. Executives appropriate balance between key
Our Executive Remuneration Philosophy/Policy components: (i) Fixed Cash compensation
applies to the following: (Basic Salary + Allowances) (ii) Annual
1. Directors of the Company Incentive Plan (iii) Long-Term Incentives (iv)
2. Key Managerial Personnel: Chief Executive Perks and Benefits
Officer and equivalent (e.g.: Deputy Annual Incentive Plan:
Managing Director), Chief Financial Officer We tie annual incentive plan pay-outs of our
and Company Secretary. executives to relevant financial and
3. Senior Management operational metrics achievement and their
III. Business and Talent Competitors individual performance. We annually align the
financial and operational metrics with
We benchmark our executive pay practices
and levels against peer companies in similar priorities/ focus areas for the business.
industries, geographies and of similar size. In Long-Term Incentive:
addition, we look at secondary reference Our Long-term incentive plans incentivize
(internal and external) benchmarks in order to stretch performance, link executive
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remuneration to sustained long term growth Other Remuneration Elements


and act as a retention and reward tool. Each of our executives is subject to an
We use stock options as the primary long-term employment agreement. Each such agreement
incentive vehicles for our executives as we generally provides for a total remuneration
believe that they best align executive package for our executives including continuity
incentives with stockholder interests. of service across the Group Companies.
We grant restricted stock units as a secondary We limit other remuneration elements, for e.g.
long term incentive vehicles, to motivate and Change in Control (CIC) agreements, severance
agreements, to instances of compelling
retain our executives.
business need or competitive rationale and
VI. Performance Goal Setting generally do not provide for any tax gross-ups
DIRECTORS REPORT

We aim to ensure that for both annual incentive for our executives.
plans and long term incentive plans, the target Risk and Compliance
performance goals shall be achievable and We aim to ensure that the Groups remuneration
realistic. programs do not encourage excessive risk
Threshold performance (the point at which taking. We review our remuneration programs
incentive plans are paid out at their minimum, for factors such as, remuneration mix overly
but non-zero, level) shall reflect a base-line weighted towards annual incentives, uncapped
level of performance, reflecting an estimated pay-outs, unreasonable goals or thresholds,
90% probability of achievement. steep pay-out cliffs at certain performance
Target performance is the expected level of levels that may encourage short-term decisions
to meet pay-out thresholds.
performance at the beginning of the
performance cycle, taking into account all Claw back Clause:
known relevant facts likely to impact measured In an incident of restatement of financial
performance. statements, due to fraud or non-compliance with
Maximum performance (the point at which the any requirement of the Companies Act 2013 and
maximum plan payout is made) shall be based the rules made thereafter, we shall recover from
on an exceptional level of achievement, our executives, the remuneration received in
reflecting no more than an estimated 10% excess, of what would be payable to him/her as
per restatement of financial statements,
probability of achievement.
pertaining to the relevant performance year.
VII. Executive Benefits and Perquisites
Implementation
Our executives are eligible to participate in
The Group and Business Centre of Expertise
our broad-based retirement, health and teams will assist the Nomination &
welfare, and other employee benefit plans. In Remuneration Committee in adopting,
addition to these broad-based plans, they are interpreting and implementing the Executive
eligible for perquisites and benefits plans Remuneration Philosophy/Policy. These
commensurate with their roles. These benefits services will be established through arms
are designed to encourage long-term careers length, agreements entered into as needs
with the Group. arise in the normal course of business.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 DIRECTORS REPORT - ANNEXURE IX

SECRETARIAL AUDIT REPORT


For the financial year ended 31st March, 2015
[Pursuant to section 204(1) of the Companies Act, 2013 and
Rule No.9 of the Companies (Appointment and Remuneration of Personnel) Rules, 2014]
To (e) The Securities and Exchange Board of India
The Members (Issue and Listing of Debt Securities)
ADITYA BIRLA NUVO LIMITED Regulations, 2008;
INDIAN RAYON COMPOUND, (f) The Securities and Exchange Board of India
VERAVAL - 362266, GUJARAT (Registrars to an Issue and Share Transfer
Agents) Regulations, 1993 regarding the
We have conducted the Secretarial Audit of the
Companies Act and dealing with client;

DIRECTORS REPORT
compliance of applicable statutory provisions and the
adherence to corporate practices by ADITYA BIRLA We have also examined compliance with the applicable
NUVO LIMITED (hereinafter called the Company) for clauses of the Listing Agreements entered into by the
the audit period covering the financial year ended on Company with the Stock Exchanges.
31st March, 2015. Secretarial Audit was conducted in a During the period under review, the Company has
manner that provided us a reasonable basis for generally complied with the provisions of the Act, Rules,
evaluating the corporate conducts / statutory Regulations, Guidelines etc. mentioned above.
compliances and expressing our opinion thereon. During the period under review, provisions of the
Based on our verification of the Companys books, following regulations were not applicable to the
papers, minute books, forms and returns filed and other Company:
records maintained by the Company and also the (i) The Securities and Exchange Board of India
information provided by the Company, its officers, agents (Delisting of Equity Shares) Regulations, 2009;
and authorized representatives during the conduct of (ii) The Securities and Exchange Board of India
Secretarial Audit; we hereby report that in our opinion, (Buyback of Securities) Regulations, 1998
the Company has, during the audit period generally (iii) Secretarial Standards issued by The Institute of
complied with the statutory provisions listed hereunder Company Secretaries of India (since not approved
and also that the Company has proper Board-processes by the Central Government).
and compliance mechanism in place to the extent, in
the manner and subject to the reporting made hereinafter. We further report that -
We have examined the books, papers, minute books, The Board of Directors of the Company is duly constituted
forms and returns filed and other records maintained with proper balance of Executive Directors, Non-
by the Company for the financial year ended on 31st Executive Directors and Independent Directors. The
March, 2015 according to the provisions of: changes in the composition of the Board of Directors
(i) The Companies Act, 2013 (the Act) and the Rules that took place during the period under review were
made thereunder; carried out in compliance with the provisions of the Act.
(ii) The Securities Contracts (Regulation) Act, 1956 Adequate notice is given to all Directors to schedule the
(SCRA) and the Rules made thereunder; Board meetings, agenda and detailed notes on agenda
were sent at least seven days in advance, and a system
(iii) The Depositories Act, 1996 and the Regulations
exists for seeking and obtaining further information and
and Bye-laws framed thereunder;
clarifications on the agenda items before the meeting
(iv) Foreign Exchange Management Act, 1999 and the and for meaningful participation at the meeting.
Rules and Regulations made thereunder to the Decisions at the meetings of the Board of Directors of
extent of Overseas Direct Investment and External the Company were carried through on the basis of
Commercial Borrowings; majority. There were no dissenting views by any member
(v) The following Regulations and Guidelines of the Board of Directors during the period under review.
prescribed under the Securities and Exchange
Board of India Act, 1992 (SEBI Act) : We further report that
(a) The Securities and Exchange Board of India There are adequate systems and processes in the
(Substantial Acquisition of Shares and Company commensurate with the size and operations
Takeovers) Regulations, 2011; of the Company to monitor and ensure compliance with
applicable laws, rules, regulations and guidelines
(b) The Securities and Exchange Board of India referred to above.
(Prohibition of Insider Trading) Regulations, 1992;
We further report that during the audit period there
(c) The Securities and Exchange Board of India was no specific event/action having a major bearing on
(Issue of Capital and Disclosure the Company s affairs in pursuance to the above referred
Requirements) Regulations, 2009; laws, rules, regulations, guidelines, etc referred to above.
(d) The Securities and Exchange Board of India
(Employee Stock Option Scheme and For BNP & Associates
Employee Stock Purchase Scheme) Company Secretaries
Guidelines, 1999; and The Securities and Keyoor Bakshi
Exchange Board of India (Share Based Place: Mumbai Partner
Employee Benefits) Regulations, 2014. Date:14th May, 2015 FCS 1844 / CP No.2720
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BUSINESS RESPONSIBILITY REPORT Aditya Birla Nuvo Limited - Annual Report 2014-2015

Section A: General Information about the Company

1. Corporate Identity Number (CIN) L17199GJ1956PLC001107


of the Company
2. Name of the Company Aditya Birla Nuvo Limited
3. Registered Address Indian Rayon Compound,
Veraval, Gujarat 362 266, India.
4. Website www.adityabirlanuvo.com
5. E-mail ID abnlsecretarial@adityabirla.com
BUSINESS RESPONSIBILITY REPORT

6. Financial Year Reported 1st April, 2014 to 31st March, 2015.


7. Sector(s) that the Company is Name of the Sector Code
engaged in (industrial activity Rayon 540341
code-wise) Textiles 0105
Fertilisers (Agri Business) Urea 31021000
Liquid Argon -
28042100
Liquid Anhydrous
Ammonia
28141000
Customized
Fertilizers
31052000
Organic Manure
31010099
Bentonite Sulphur
25030010
Insulators (Power & Energy) 8546
Garments (Fashion & Lifestyle) 0199
8. List three key products/services that (i) Branded Apparels and Accessories
the Company manufactures/provides (ii) Textiles
(as in the Balance Sheet) (iii)Agri Business (Fertiliser, Agro Chemicals and
Seeds)
9. Total number of locations where i. Number of International Locations
business activity is undertaken (Provide details of major 5): On a standalone
by the Company basis, Aditya Birla Nuvo Limited does not have
any manufacturing Unit outside India.
ii. Number of National Locations: 6
10. Markets Served by the Company National
Section B: Financial Details of the Company
1. Paid-up Capital (INR) ` 13,014 lakhs
2. Total Turnover (INR) ` 8,93,826 lakhs
3. Total Profit After Tax (INR) ` 52,769 lakhs
4. Total Spending on Corporate Social The total spending on Corporate Social
Responsibility (CSR) as percentage Responsibility (CSR) is 2.04% of the average
of Profit After Tax (%) Net Profit of the Company for the previous
three financial years.
5. List of Activities in which expenditure Education, Medical Relief, Rural Development,
in 4 above has been incurred Healthcare, Sustainable Livelihood, Women Empowerment,
Social Causes and Infrastructure Development.
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Section C: Other Details


1. Does the Company have any Subsidiary Company/Companies?
Yes.

2. Do the Subsidiary Company/Companies participate in the BR Initiatives of the parent


company? If yes, then indicate the number of such subsidiary company(s):
The Business Responsibility initiatives of the Parent Company apply to its subsidiaries. The Company
encourages its subsidiary companies to participate in the community projects/programmes carried
out under the aegis of the Aditya Birla Centre for Community Initiatives and Rural Development.

BUSINESS RESPONSIBILITY REPORT


3. Do any other entity/entities (e.g. suppliers, distributors etc.) that the Company does business
with, participate in the BR initiatives of the Company? If yes, then indicate the percentage of
such entity/entities? [Less than 30%, 30-60%, More than 60%]:
The Company does not mandate its suppliers/distributors to participate in the Companys BR
initiatives. However, they are encouraged to adopt such practices and follow the concept of being
a responsible business.

Section D: BR Information
1. Details of Director/Directors responsible for BR
a) Details of the Director/Directors responsible for implementation of the BR Policy/Policies
DIN Number : 02943588
Name : Mr. Lalit Naik
Designation : Managing Director
b) Details of the BR Head
Sr. Particulars Details
No.
1. DIN Number NA
(if applicable)
2. Units Indian Rayon, Veraval Jaya Shree Textiles, Madura Fashion & Insulators (Halol and
Rishra Lifestyle Rishra) & Fertilizers,
Jagdishpur
Name Mr. Bir Kapoor Mr. S. Krishnamoorthy Mr. Ashish Dikshit Mr. Raj Narayanan
3. Designation Unit Head Unit Head Business Head Business Head
4. Telephone 02876-248401 033-26001200 0806-7271600/2600 Fertilizer, Jagdishpur-
number 05361-270032/39
Insulator Halol -
02676-221002
Insulator Rishra -
033-26723535
5. e-mail ID bir.kapoor@ s.krishnamoorthy@ ashish.dikshit@madura. raj.narayanan@
adityabirla.com adityabirla.com adityabirla.com adityabirla.com
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2. Principle-wise (as per NVGs) BR Policy/Policies (Reply in Y/N)


The National Voluntary Guidelines (NVGs) on Social, Environmental and Economic Responsibilities
of Business released by the Ministry of Corporate Affairs has adopted nine areas of Business
Responsibility. These briefly are as follows:
P1 Businesses should conduct and govern themselves with Ethics, Transparency and
Accountability.
P2 Businesses should provide goods and services that are safe and contribute to sustainability
through their life cycle.
BUSINESS RESPONSIBILITY REPORT

P3 Businesses should promote the wellbeing of all employees.


P4 Businesses should respect the interests of and be responsive towards all stakeholders,
especially those who are disadvantaged, vulnerable and marginalized.
P5 Businesses should respect and promote human rights.
P6 Businesses should respect, protect and make efforts to restore the environment.
P7 Businesses, when engaged in influencing public and regulatory policy, should do so in a
responsible manner.
P8 Businesses should support inclusive growth and equitable development.
P9 Businesses should engage with and provide value to their customers and consumers in a
responsible manner.

Sr.No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
1. Do you have policy/policies for Y Y Y Y Y Y Y Y Y
2. Has the policy been formulated
in consultation with the relevant Y Y Y Y Y Y Y Y Y
stakeholders?
3. Does the policy conform to any
National/International Standards? __
If yes, specify? (50 Words).
4. Has the policy been approved by
the Board? If yes, has it been
Yes
signed by MD / Owner / CEO /
Appropriate Board Director?
5. Does the Company have a specified
Committee of the Board/Director/
Official to oversee the Y Y Y Y Y Y Y Y Y
implementation of the policy?
6. Indicate the link for the policy to be www.adityabirlanuvo.com
.
viewed online? View restricted to employees
.
7. Has the policy been formally The policies are communicated to key internal
communicated to all relevant stakeholders and it is an ongoing process.
internal and external stakeholders?
8. Does the Company have in-house
structure to implement the policy/ Y Y Y Y Y Y Y Y Y
policies?
9. Does the Company have a grievance
redressal mechanism related to the
policy/policies to address Y Y Y Y Y Y Y Y Y
stakeholders grievances related
to the policy/policies?
10. Has the Company carried out Y Y Y Y Y Y Y Y Y
independent audit/evaluation of the
working of this policy by an internal Internal Auditors of the Company from time to
or external agency? time review implementation of these Policies.
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2a. If answer to Sr. No.1 against any principle, is No, please explain why: (Tick up to 2 options)
Sr.No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
1. The company has not understood
the Principles
2. The company is not at a stage
where it finds itself in a position to
formulate and implement the
policies on specified Principles

BUSINESS RESPONSIBILITY REPORT


3. The company does not have
financial or manpower resources Not Applicable
available for the task
4. It is planned to be done within
next 6 months
5. It is planned to be done within
the next 1 year
6. Any other reason (please specify)

3. Governance related to BR Yes/No. Does it extend to the Group/ Joint


Venture/ Suppliers/ Contractors/ NGOs/
Indicate the frequency with which the
Others?
Board of Directors, Committee of the
Board or CEO to assess the BR The Companys governance structure guides
performance of the Company. Within 3 the organization keeping in mind the core
months, 3-6 months, Annually, More values of Integrity, Commitment, Passion,
than 1 year Seamlessness and Speed. The Corporate
Principles and Code of Conduct cover the
By the Business CSR Committee on a Company and all its Subsidiaries and are
periodical basis, applicable to all the employees of the Company
Does the Company publish a BR or a and its subsidiaries.
Sustainability Report? What is the
2. How many stakeholder complaints have
hyperlink for viewing this report? How
been received in the past financial year and
frequently it is published?
what percentage was satisfactorily resolved
Business Responsibility Report, Social by the management? If so, provide details
Report on Inclusive Growth and thereof in about 50 words or so.
Synergizing Growth with Responsibility No stakeholder complaint was received during
(Sustainable Development) are part of the the year.
Annual Report. It is published every year.
It is also available on the Companys Principle 2: Businesses should provide goods
website www.adityabirlanuvo.com. and services that are safe and contribute to
sustainability throughout their life cycle.
Section E: Principle wise performance
1. List upto 3 of your products or services
Aditya Birla Nuvo Limited (ABNL) is a part of the whose design has incorporated social or
Aditya Birla Group, which has long standing environmental concerns, risks and/or
policies on various aspects of doing business opportunities.
and managing its external interfaces.
The Company is a responsible corporate
Principle 1: Businesses should conduct and citizen and is committed to sustainable
govern themselves with Ethics, Transparency development and looks at ways to preserve
and Accountability. the environment and manage resources
responsibly. Being aware of its obligations
1. Does the policy relating to ethics, bribery relating to social and environmental concerns,
and corruption cover only the Company? and risks, the Companys Customized
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Fertilizers Plant is designed for zero effluent. the environmental norms.


At various stages, emission control measures IGF has taken several initiatives to reduce
have been incorporated to keep environmental consumption of energy and water during
emission below the environmental norms. its uses. It has implemented ESS project
i. Customized fertilizers have been launched to bring down Energy consumption. Today
to improve the nutrient level efficiency and IGF is the best fertilizer plant amongst the
reduce environmental losses. Indo Gulf vintage plants in India and second best
Fertilizers Unit (the Unit) has developed amongst all fertilizer plants.
and manufactured neem coated urea IGF has taken several initiatives to reduce
BUSINESS RESPONSIBILITY REPORT

which promotes slow release of nitrogen consumption of water during its use. It has
and consequential reduction in emission inbuilt processes to treat process
of Green House gases and simultaneously condensate generated in manufacturing
enhancing the growth of farmers. The Unit and condensate generated, is recycled /
also produces organic manure for reused. Besides this, about 55 % of the
improving organic content of the soil. total treated effluent water is utilized for
ii. To stop any accident due to speed or to irrigation purpose.
avoid any environmental release in the Madura Fashion & Lifestyle Unit has
atmosphere, Indian Rayon Unit has introduced a special range in denims
installed GPS (Global Positioning System) called Oxygeans which requires very
in the trucks carrying hazardous gases. less water for its manufacturing and 80 Ltrs
iii. Madura Fashions & Lifestyle Unit at of water is saved on production of every
Bangalore has eliminated the use of Poly denim trouser.
Bag and undertakes to recycle plastics, Jaya Shree Textile Unit has reduced its
medical waste and water coal consumption by 13% in last 5 years
2. For each such product, provide following (ii) Reduction during usage by consumers
details in respect of resource use (energy, (energy, water) has been achieved since
water, raw material etc.) per unit of product the previous year?
(optional):
At Madura Fashion & Lifestyle Unit, Louis
At Indo Gulf Fertilizers (IGF) Plant, customised Philippe has manufactures perma press
fertilisers have been launched to improve the range which is procured as non iron shirts.
nutrient level efficiency and reduce Consumers can iron the garments with
environmental losses. IGF has developed and less heat which actually saves the power/
are manufacturing neem coated Urea which energy and also enhances the life of the
promotes slow release of Nitrogen, garment.
consequential reduction in emission of Green
House Gases and simultaneously enhances At Indo Gulf Fertilizers Unit, Customised
growth of farmers. Organic manure is also Fertilisers improves agricultural
productivity by 10-15 % and reduces
produced to improve organic content of the
soil. environmental losses and Neem Coated
Urea improves productivity due to higher
The main products at IGF, whose design has nutrient efficiency.
incorporated social or environmental concerns,
risk and opportunities are Ammonia, Urea, 3. Does the company have procedures in place
Argon and Customised Fertiliser / Value added for sustainable sourcing (including
product. transportation)?
(i) Reduction during sourcing/production/ (i) If yes, what percentage of your inputs
distribution achieved since the previous was sourced sustainably? Also
year throughout the value chain? provide details thereof, in about 50
Customised Fertiliser plant is designed for words or so.
zero effluent. At various stages emission The Company has built up highly
control measures have been incorporated integrated horizontal and vertical
to keep the environmental emission below integration processes in its operation. All
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the major input under the Companys suit cover samples from the orphanage home.
control are sourced sustainably. If the quality is accepted, some percentage of
At Indo Gulf Fertilizers Unit, Natural Gas the suit cover requirement would be procured.
is used as major raw material for Ammonia At Indo Gulf Fertilizers Unit, HDPE bags are
/ Urea manufacturing. This gas is supplied procured from local vendors. Local service
by gas pipeline network of Gas Authority contractors are employed for providing
of India (GAIL). IGF has signed a Gas transport, civil, engineering, manpower supply,
Sales & Purchase Agreement and Gas and other related services. IGF team visits
Transport Agreement with GAIL. 100 % of these plants with the objective of cost

BUSINESS RESPONSIBILITY REPORT


the Natural Gas is sourced on sustainable optimization by (i) reducing losses during
basis. These agreements lay down various manufacturing stage and (ii) improving efficient
guidelines for the purpose of gas use of energy. With the help of the bag
procurement, usage, billing, etc. IGF is suppliers IGF has taken new developmental
having dedicated pipeline for water supply initiatives.
from Gomti river to the plant. As a fall back
arrangement, IGF is also having 6 boilers 5. Does the company have a mechanism to
to sustain water supply. recycle products and waste? If yes what is
the percentage of recycling of products and
Madura Fashion & Lifestyle Unit the use
waste (separately as <5%, 5-10%, >10%).
of paper carry bags is continued and
Also provide details thereof in 50 words or
encouraged over plastic carry bags. Use
so.
of plastic hangers of trousers have been
completely removed from formal trousers. The Company has taken various initiatives
towards waste management and continuously
4. Has the company taken any steps to procure
monitors with a view to ensure reduction in
goods and services from local &small
waste generation. Company believes in 3-R
producers, including communities
Principles (Reduce, Recycle and Reuse).
surrounding their place of work? If yes, what
Ammonia / Urea manufacturing processed at
steps have been taken to improve their
Indo Gulf Fertilizers Unit (IGF) is based on total
capacity and capability of local and small
recycling process and adequate measures are
vendors?
incorporated since design stage to recycle
To ensure a positive impact of sourcing of raw 100% of the unfinished/ unconverted
materials and other resources, as well as components back to process. Besides this, IGF
product distribution and to create employment has installed system to reuse treated effluent
for the populace, the Company gives priority for irrigation purpose thus reducing quantity
to procure goods and services from local of effluent discharge. IGF has constructed a
suppliers and service providers over outside Recharge Pit to store rain water for recharging
suppliers. underground water table.
At Aditya Birla Insulators Halol, Rishra and At Madura Fashion & Lifestyle Unit, 100% of
Rayon Unit, goods and services are sourced Sewage Treatment Plant water is utilized for
from local suppliers so as to strengthen them gardening purpose. Improved corrugated
financially and with the objective of cartons have been recycled in MFL for
development of vendors within the vicinity of movement of packed shirts from factory
the Company and getting timely supplies locations to central warehouse.
besides the cost advantage in such sourcing.
Research & Development team has jointly At Insulators Rishra, around 5 10 % of water
worked with local vendors for supply of Cap/ is getting recycled and rejects are taken back
Pin/Security clips/ GI Spindles etc. for for recycle.
enhancing their capability. This also reduces
Principle 3 - Businesses should promote the well
pipeline inventory due to reduced
being of all employees.
transportation. Trainings are provided to
workmen and need based visits are in place. 1. Please indicate the Total number of
employees (permanent).
At Madura, as a part of CSR promotional
activity, MFL is in the process of getting the 18,052
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2. Please indicate the Total number of * 100% safety training is imparted at the time of joining
employees hired on temporary /contractual/ Principle 4: Businesses should respect the
casual basis. interests of, and be responsive towards all
7,131 stakeholders, especially those who are
3. Please indicate the Number of permanent disadvantaged, vulnerable and marginalized.
women employees. 1. Has the company mapped its internal and
external stakeholders? Yes/No
7,742
Yes.
4. Please indicate the Number of permanent
BUSINESS RESPONSIBILITY REPORT

employees with disabilities. 2. Out of the above, has the company identified
the disadvantaged, vulnerable &
180
marginalized stakeholders?
5. Do you have an employee association that Yes.
is recognized by management?
3. Are there any special initiatives taken by the
Yes. company to engage with the disadvantaged,
6. What percentage of your permanent vulnerable and marginalized stakeholders. If
employees is members of this recognized so, provide details thereof in 50 words or so.
employee association? The Company endeavors to bring in inclusive
Practically all the non-supervisory permanent growth and the same are channelized through
employees at manufacturing locations are the Aditya Birla Centre for Community Initiatives
members of recognized employee association. and Rural Development. Several initiatives for
7. Please indicate the Number of complaints differently-abled people in local communities
relating to child labour, forced labour, at various plant locations include:
involuntary labour, sexual harassment in the Tailoring Training Classes for the rural
last financial year and pending, as on the women in co-ordination with IGNOU and
end of the financial year. Local NGO.
Sr. Category No. of complaints No. of complaints A private school in the vicinity of Rishra
No. filed during the pending as at has been adopted where the students of
financial year end of the underprivileged segment study.
financial year Jute production cum training center for the
1. Child labour / underprivileged women is undertaken at
forced Labour / Jaya Shree Textiles Rishra, to support their
involuntary labour NIL NIL regular income generation and the training
2. Sexual and market linkage of the product is
harassment NIL NIL prepared by them.
3. Discriminatory We advocate and support the needy
employment NIL NIL people in the society through supporting
Old Age, Orphanage centres.
8. What percentage of your under mentioned Education Aid support like Uniforms,
employees were given safety & skill up- Notebooks, desk etc. and Skill
gradation training in the last year? development programs (computer
Sr. Category of Employees Safety Skill Up education), special coaching classes
No. Training* gradation support (Spoken English) to the Rural
Govt. Schools students at Madura unit.
1. Permanent Employees 100% 84.25%
2. Permanent Women Principle 5: Businesses should respect and
Employees 100% 82.60% promote human rights.
3. Casual/Temporary/ 1. Does the policy of the Company on Human
Contractual Employees 100% 81.79% Rights cover only the Company or extends
4. Employees with Disabilities 100% 74% to the Group/Joint Ventures /Suppliers /
Contractors/NGOs/others?
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The Company has in place a Human Rights initiatives. The same is also available on the
Policy which extends to Units and Subsidiaries Companys website www.adityabirlanuvo.com
of the Company. 6. Are the Emissions/Waste generated by the
2. How many stakeholder complaints have Company within the permissible limits given
been received in the past financial year and by CPCB/SPCB for the financial year being
what percent was satisfactorily resolved by reported?
the management? Yes, the Emissions/Waste generated by the
No complaints were received during the year. Company are within the permissible limits given

BUSINESS RESPONSIBILITY REPORT


by CPCB/SPCB, and are reported.
Principle 6: Businesses should respect, protect,
and make efforts to restore the environment. 7. Number of show cause/ legal notices
received from CPCB/SPCB which are
1. Does the policy related to Principle 6 cover
pending (i.e. not resolved to satisfaction) as
only the company or extends to the Group/
on end of Financial Year.
Joint Ventures /Suppliers / Contractors/
NGOs/others? No show cause/ legal notices received from
CPCB/SPCB.
Companys Safety Health and Environment
Policy cover its Units and Subsidiaries. Principle 7: Businesses, when engaged in
2. Does the company have strategies/ influencing public and regulatory policy, should
initiatives to address global environmental do so in a responsible manner.
issues such as climate change, global 1. Is your company a member of any trade and
warming, etc? Y/N. If yes, please give chamber or association? If Yes, Name only
hyperlink for webpage etc. those major ones that your business deals
Yes, the Company is committed to address with:
issues of global warming and reduction of
The Company is a Member of Association
emission. Please refer to Environment Report
several associations viz.
of the Annual Report for environmental initiatives
taken. The same is also available on the Associated Chambers of Commerce &
Companys website www.adityabirlanuvo.com Industry of India
3. Does the company identify and assess Indian Merchant Chamber
potential environmental risks? Y/N Federation of Indian Chamber of
Yes. Commerce & Industry
4. Does the company have any project related Fertilisers Association of India (FAI)
to Clean Development Mechanism? If so, PHD Chamber of Commerce and Industry
provide details thereof in, about 50 words of Uttar Pradesh
or so. If Yes, whether any environmental
Associated Chambers of Commerce &
compliance report is filed?
Industry of Uttar Pradesh
Yes. Since the projects undertaken by Indo Gulf
Confederation of Indian Industry
Fertilizers Unit are monitored by United Nations
Framework Convention on Climate Change no Federation of Indian Exporters
Compliance report is submitted. Organisation
5. Has the Company undertaken any other Retailer Association of India
initiatives on clean technology, energy National Safety Council
efficiency, renewable energy, etc. Y/N. If yes,
please give hyperlink for web page etc. Indian Woolen Mills Federation

The Company has taken several initiatives on Bombay Textiles Research Associations
clean technology, energy efficiency and 2. Have you advocated/lobbied through above
renewable energy. Please refer to Annexure VI associations for the advancement or
of the Directors Report of the Annual Report improvement of public good? Yes/No; if yes
FY 2014 -2015 for energy conservation specify the broad areas (drop box:
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Governance and Administration, Economic 5. Have you taken steps to ensure that this
Reforms, Inclusive Development Policies, community development initiative is
Energy security, Water, Food Security, successfully adopted by the community?
Sustainable Business Principles, Others) Please explain in 50 words, or so.
Yes, the broad areas are Water, Food, Yes, the Company has taken steps to ensure
Economic reforms, Environment and Energy that the Community Initiatives benefit the
issues and sustainable business. The platform Community. Projects evolve out of the felt
has been used to highlight and seek redressal needs of the communities and they are
on issues impacting domestic industry engaged intensely in all of these.
BUSINESS RESPONSIBILITY REPORT

survival
Principle 8: Businesses should support Principle 9: Businesses should engage with
inclusive growth and equitable development. and provide value to their customers and
1. Does the company have specified consumers in a responsible manner.
programmes/initiatives/projects in pursuit 1. What percentage of customer complaints/
of the policy related to Principle 8? If yes consumer cases are pending as on the end
details thereof. of financial year.
Yes, the Company has formulated a well The Company has a well-defined system of
defined CSR Policy which focuses on Health, addressing customer complaints. All
Education, Women Empowerment, Sustainable complaints are appropriately addressed and
Livelihood Development, Infrastructure resolved.
Support and Social Reforms etc.
2. Does the company display product
2. Are the programmes / projects undertaken information on the product label, over
through in-house team / own foundation / and above what is mandated as per local
external NGO /government structures/any laws? Yes/No/N.A. /Remarks (additional
other organization?
information)
The programmes/projects are undertaken
The Company displays product information as
through in-house teams/our foundation as well
mandated as per local laws.
as in partnership with Non Governmental
Organizations (NGOs) and governmental 3. Is there any case filed by any stakeholder
institutions to serve areas of community growth
against the company regarding unfair trade
and sustainable development.
practices, irresponsible advertising and/or
3. Have you done any impact assessment of anti-competitive behavior during the last
your initiative? five years and pending as on end of financial
Yes. year. If so, provide details thereof, in about
4. What is your Companys direct contribution 50 words or so.
to community development projects- NIL
Amount in INR and the details of the projects
undertaken? 4. Did your Company carry out any consumer
Company has spent an amount of Rs. 9.61 Crore survey/ consumer satisfaction trends?
on CSR activities on Education, Healthcare, Yes, Consumer Satisfaction Surveys are being
Sustainable Livelihood, Women Empowerment conducted periodically to assess the consumer
and Infrastructure Development. satisfaction.
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Governance Philosophy governance and disclosure practices. The


Company, as a continuous process, strengthens
Aditya Birla Nuvo Limited is committed to
the quality of disclosures, on the Board composition
adoption of best governance practices and its
and its functioning, remuneration paid and level of
adherence in the true spirit, at all times. Our
compliance with various Corporate Governance
governance practices are a product of self-desire,
Codes.
reflecting the culture of trusteeship that is deeply
ingrained in our value system and reflected in our Your Company continuously strives to achieve
strategic thought process. At a macro level, our excellence in corporate governance through its
governance philosophy rests on five basic tenets, values Integrity, Commitment, Passion,

CORPORATE GOVERNANCE REPORT


viz., Board accountability to the Company and Seamlessness and Speed.
shareholders, strategic guidance and effective
monitoring by the Board, protection of minority Compliance with Corporate Governance
interests and rights, equitable treatment of all Guidelines
shareholders as well as superior transparency and
timely disclosures. In terms of Clause 49 of the Listing Agreement
entered into with the Stock Exchanges, the details
In line with this philosophy, your Company, a of compliance for the year ended 31st March, 2015
flagship company of the Aditya Birla Group, is are as follows:
striving for excellence through adoption of best

BOARD OF DIRECTORS
Composition of the Board
As on 31st March, 2015, your Companys Board comprises of 10 (Ten) Directors, which include
5 Independent Directors, 3 Non-Executive Directors (including a Nominee of LIC) and 2 Executive
Directors. The composition of your Board is in conformity with the requirements of Clause 49 of the
Listing Agreement as well as the Companies Act, 2013 (the Act). Your Directors on the Board are
experienced, competent and highly renowned persons in their respective fields.
All the Directors are liable to retire by rotation except the Independent Directors whose term of
5 consecutive years was approved by the shareholders of the Company in the Annual General Meeting
held on 11th September, 2014.
The details of the Directors with regards to their other directorships and positions held in the Committees
are as follows:
Name of the Director Executive/ No. of Outside Outside Committee
Non-Executive/ Directorship(s) Positions Held3
Independent1 in other Indian
Public Member Chairman/
Companies2 Chairperson
Mr. Kumar Mangalam Birla
(DIN:00012813) Non-Executive 8
Mrs. Rajashree Birla
(DIN:00022995) Non-Executive 5
Mr. B. L. Shah4
(DIN: 00017357) Non-Executive 2
Mr. P. Murari
(DIN:00020437) Independent 8 4 1
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Name of the Director Executive/ No. of Outside Outside Committee


Non-Executive/ Directorship(s) Positions Held3
Independent1 in other Indian
Public Member Chairman/
Companies2 Chairperson
Mr. B. R. Gupta
(DIN:00020066) Independent 8 4 4
Ms. Tarjani Vakil
(DIN:00009603) Independent 8 8 4
Mr. S. C. Bhargava
CORPORATE GOVERNANCE REPORT

(DIN:00020021) Independent 10 5 1
Mr. G. P. Gupta
(DIN:00017639) Independent 4 3 1
Dr. Rakesh Jain5
(DIN:00020425) Managing Director 6 2
Mr. Lalit Naik6
(DIN:02943588) Managing Director 3
Mr. Sushil Agarwal
(DIN:00060017) Whole- time Director 5 2
Mr. T. Chattopadhyay
(DIN:00041581) Non Executive 1 1
Notes:
1. Independent Director means a Director as defined under Clause 49 of the Listing Agreement and in
Section 149 of the Act.
2. Excluding Directorships held in foreign companies and companies under Section 8 of the Act, 2013.
3. Only two committees viz. the Audit Committee and the Stakeholder Relationship Committee of all
public limited companies have been considered.
4. Mr. B.L. Shah ceased to be the Director of the Company with effect from 25th September, 2014.
5. Dr. Rakesh Jain has ceased to be the Managing Director & Director of the Company w.e.f.
1st July, 2014.
6. Mr. Lalit Naik has been appointed as the Managing Director of the Company w.e.f. 1st July, 2014.
7. No Director is related to any other Director on Board, except Mr. Kumar Mangalam Birla and
Mrs. Rajashree Birla, who are related as son and mother, respectively.

Non-Executive Directors Compensation and role in ensuring good governance and functioning
Disclosure of the Company. The Boards role, functions,
Sitting fees for attending the meetings of the Board/ responsibilities and accountabilities are well
Committees and Commission paid to the Non- defined. All relevant information is regularly placed
Executive Directors and the Independent Directors before the Board. The Board reviews compliance
have been recommended by the Nomination and reports of all laws as applicable to the Company,
Remuneration Committee of the Board and as well as steps taken by the Company to rectify
approved by the Board of Directors. The instances of non-compliances, if any. The members
Commission paid is within the overall limits as of the Board have complete freedom to express
approved by the shareholders. their opinion and decisions are taken after detailed
discussions.
Details of the Sitting fees / Commission paid to such
Directors are given separately in this Report. The Board meets at least once every quarter to
review the quarterly results and other items on the
Boards Functioning and Procedure
agenda and additional meetings are held as and
The Companys Board of Directors plays a primary when necessary.
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Five Board meetings were held during the year The Board has unfettered and complete access to
ended 31st March, 2015. The details of the Board any information within your Company. Members of
meetings held during the year under review, dates the Board have complete freedom to express their
on which held and number of Directors present are views on agenda items and can discuss any matter
as follows: at the meeting with the permission of the Chairman.
The Board periodically reviews all the relevant
Date of Board Board No. of Directors information, which is required to be placed before
Meeting Strength Present it pursuant to Annexure X to Clause 49 of the Listing
20th May, 2014 12 10 Agreement with the stock exchanges and in
th
26 June, 2014 12 10 particular reviews and approves corporate
strategies, business plans, annual budgets,

CORPORATE GOVERNANCE REPORT


th
12 August, 2014 11 9 projects and capital expenditure, etc. The Board
th
12 November, 2014 10 9 provides direction and exercises appropriate
th
10 February, 2015 10 8 control to ensure that your Company is managed
in a manner that fulfils stakeholders aspirations and
Your Companys Board plays a pivotal role in societal expectations.
ensuring good governance and functioning of your In addition to the quarterly meetings, the Board
Company. The Directors are professionals, have also meets to address specific needs and business
expertise in their respective functional areas and requirements of your Company.
bring a wide range of skills and experience to the
Board.
The details of attendance of each Director at the Board meetings and at the last Annual General Meeting
(AGM) are as follows:
Name of Director Category No. of Attended
Board Meetings Last AGM@
Held Attended
Mr. Kumar Mangalam Birla Non-Executive 5 3 No
Mrs. Rajashree Birla Non-Executive 5 4 No
Mr. B. L. Shah* Non-Executive 3 3 No
Mr. P. Murari Independent 5 3 No
Mr. B. R. Gupta Independent 5 5 Yes
Ms. Tarjani Vakil Independent 5 5 Yes
Mr. S. C. Bhargava Independent 5 5 No
Mr. G. P. Gupta Independent 5 2 No
Dr. Rakesh Jain# Managing Director 2 2 No
Mr. Lalit Naik Managing Director 5 5 Yes
Mr. Sushil Agarwal Whole- time Director 5 5 Yes
Mr. T. Chattopadhyay Non Executive 5 4 No

@ AGM held on 11th September 2014 at the registered office of the Company-Indian Rayon Compound,
Veraval
* Mr. B.L. Shah ceased to be the Director of the Company with effect from 25th September, 2014.
# Dr Rakesh Jain ceased to be the Director of the Company with effect from 30th June 2014.
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CORPORATE GOVERNANCE REPORT Aditya Birla Nuvo Limited - Annual Report 2014-2015

Code of Conduct Prevention of Insider Trading


In compliance with Clause 49 of the Listing In terms of the provisions of the Securities and
Agreement, the Company has adopted a Code of Exchange Board of India (Prevention of Insider
Conduct for the Board Members and Senior Trading) Regulation, 1992 your Company has
Management Personnel (the Code). The Code is adopted the Code of Conduct for Dealing in Listed
applicable to all the Board Members and Senior Securities of Group Companies (the Code). The
Management of the Company. All the Board Code aims at preserving and preventing misuse
Members and Senior Management Personnel have of unpublished price sensitive information. All the
confirmed compliance with the Code. A declaration Directors and Designated Employees of your
by Managing Director affirming the compliance of Company have been covered under the Code. The
CORPORATE GOVERNANCE REPORT

the Code of Conduct for Board Members and said Code also provides for periodical disclosures
Senior Management is annexed at the end of the from Directors and Designated Employees of your
Report. The Code is available on the Companys
Company.
website.
Board training and Induction COMMITTEES OF BOARD

A formal letter of appointment together with an Your Board has constituted the Committees with
induction kit is provided to the Independent specific terms of reference as per the requirements
Directors at the time of their appointment stating of Clause 49 and the Act. There are 6 such
out their roles, functions, duties and responsibilities. Committees of the Board as elaborated under and
The Independent Directors are familiarised with the said Committees meet at such frequency as is
your Companys businesses and its operations. required to discharge the functions assigned to
Interactions are held between the Independent them.
Directors and senior management of your
1) AUDIT COMMITTEE
Company.
Qualified Independent Audit Committee
Performance evaluation of Board
The Company has an Audit Committee at the
A formal evaluation mechanism has been adopted Board level with powers and role that are in
by the Board for evaluating its performance as well
accordance with Clause 49 of the Listing
as performance of its Committees and the
Agreement and the Act.
individual directors of the Company. Performance
of all directors of the Company has been carried Composition of Audit Committee, its
out by way of structured evaluation process and meetings and attendance at meetings during
after seeking inputs from all the Directors. Criteria the year and sitting fees paid
for evaluation included attendance at the meetings,
The Audit Committee of the Board comprises
contribution at the meetings, preparedness for
meetings, effective decisions making ability, etc. four Independent Directors. As such, all the
members of the Companys Audit Committee are
Independent Directors meeting Independent Directors and are financially
In accordance with the provisions of Schedule IV literate. The composition of the Audit Committee
of the Companies Act, 2013 and Clause 49 of the meets the requirements of Section 177 of the
Listing Agreement, a meeting of the Independent Act and Clause 49 of the Listing Agreement.
Directors of your Company was held on
During the year, the Audit Committee met 7
10th February, 2015 without the presence of the
times to deliberate on various matters. The
Non-Independent Directors and the members of
meetings were held on 21 st April 2014,
the management. The Independent Directors
20th May 2014, 26th June 2014, 12th August 2014,
discussed the matters interalia including, the
performance/functioning of the Company, flow of 12th November 2014, 9th January 2015 and
information to the Board & Board Committees, etc. 10th February 2015.
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The composition, attendance and sitting fees paid are as follows:


Name of Member Category No. of meetings Sitting fees paid
(in `)
Held Attended
Ms. Tarjani Vakil (Chairperson) Independent 7 7 150,000
Mr. P. Murari Independent 7 4 90,000
Mr. B. R. Gupta Independent 7 7 150,000
Mr. G. P. Gupta Independent 7 3 70,000

CORPORATE GOVERNANCE REPORT


Ms. Tarjani Vakil is the Chairperson of the Committee.

Permanent Invitees Role


Mr. Lalit Naik - Managing Director 1. Oversight of the companys financial
Mr. Sushil Agarwal - Whole time Director & reporting process and the disclosure of its
Chief Financial Officer financial information to ensure that the
financial statement is correct, sufficient and
The Statutory and Internal Auditors of your credible.
Company attend the Audit Committee
meetings. 2. Recommendation for appointment,
remuneration and terms of appointment of
The representatives of the Cost Auditors are auditors of the company.
invited to attend the Audit Committee meetings
whenever matters relating to Cost Audit are 3. Approval of payment to statutory auditors
considered. for any other services rendered by the
statutory auditors.
The Company Secretary acts as the Secretary
to the Committee. 4. Reviewing, with the management, the
annual financial statements and auditors
The Committee acts as a link between the report thereon before submission to the
management, the statutory and internal board for approval, with particular
auditors and the Board of Directors and reference to:
oversees the financial reporting process.
a. Matters required to be included in the
The Audit Committee monitors and supervises Directors Responsibility Statement to
your Companys financial reporting process be included in the Boards report in
with a view to provide accurate, timely and terms of clause (c) of sub-section 3 of
proper disclosure and maintain the integrity and section 134 of the Companies Act,
quality of financial reporting. 2013;
The Audit Committee also reviews from time to b. Changes, if any, in accounting policies
time, the audit and internal control procedures, and practices and reasons for the
the accounting policies of your Company, same;
oversight of your Companys financial reporting
process so as to ensure that the financial c. Major accounting entries involving
statements are correct, sufficient and credible. estimates based on the exercise of
judgment by management;
Powers d. Significant adjustments made in the
1. To investigate any activity within its terms financial statements arising out of audit
of reference. findings;
2. To seek information from any employee. e. Compliance with listing and other legal
3. To obtain outside legal or other professional requirements relating to financial
advice. statements;
4. To secure attendance of outsiders with f. Disclosure of any related party
relevant expertise, if it considers necessary. transactions;
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g. Qualifications in the draft audit report; scope of audit as well as post-audit


discussion to ascertain any area of
5. Reviewing, with the management, the
concern.
quarterly financial statements before
submission to the board for approval. 17. To look into the reasons for substantial
6. Reviewing, with the management, the defaults in the payment to the depositors,
statement of uses / application of funds debenture holders, shareholders (in case
raised through an issue (public issue, rights of non-payment of declared dividends) and
issue, preferential issue, etc.), the creditors.
statement of funds utilized for purposes 18. To review the functioning of the Whistle
other than those stated in the offer
CORPORATE GOVERNANCE REPORT

Blower mechanism;
document / prospectus / notice and the
report submitted by the monitoring agency 19. Approval of appointment of CFO (i.e., the
monitoring the utilisation of proceeds of a whole-time Finance Director or any other
public or rights issue, and making person heading the finance function or
appropriate recommendations to the Board discharging that function) after assessing
to take up steps in this matter. the qualifications, experience and
background, etc. of the candidate.
7. Review and monitor the auditors
independence and performance, and 20. Carrying out any other function as is
effectiveness of audit process. mentioned in the terms of reference of the
Audit Committee.
8. Approval or any subsequent modification
of transactions of the company with related Audit Committee reviews the following
parties. information
9. Scrutiny of inter-corporate loans and
1. Management Discussion and Analysis of
investments.
financial condition and results of
10. Valuation of undertakings or assets of the operations;
company, wherever it is necessary.
2. Statement of significant related party
11. Evaluation of internal financial controls and transactions (as defined by the Audit
risk management systems. Committee), submitted by management;
12. Reviewing, with the management, 3. Management letters / letters of internal
performance of statutory and internal control weaknesses issued by the Statutory
auditors, adequacy of the internal control Auditors, if any;
systems.
4. Internal audit reports and discussion with
13. Reviewing the adequacy of internal audit the Internal Auditors on any significant
function, if any, including the structure of findings and follow-up thereon;
the internal audit department, staffing and
seniority of the official heading the 5. The appointment, removal and terms of
department, reporting structure coverage remuneration of the Internal Auditor.
and frequency of internal audit.
During the year, the Audit Committee has
14. Discussion with internal auditors of any reviewed the internal controls put in place to
significant findings and follow up there on. ensure that the accounts of your Company are
properly maintained and that the accounting
15. Reviewing the findings of any internal
transactions are in accordance with prevailing
investigations by the internal auditors into
laws and regulations. In conducting such
matters where there is suspected fraud or
reviews, the Committee found no material
irregularity or a failure of internal control
discrepancy or weakness in the internal control
systems of a material nature and reporting
system of your Company. The Committee has
the matter to the board.
also reviewed the procedures laid down by your
16. Discussion with statutory auditors before Company for assessing and managing the
the audit commences, about the nature and risks.
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2) NOMINATION AND REMUNERATION Nomination and Remuneration Committee. The


COMMITTEE (formerly known as ESOS Committee comprises of 2 (two) Independent
Compensation Committee) Directors and 1 (one) Non executive Director.
Composition, meetings, attendance during Ms. Tarjani Vakil, an Independent Director, is
the year and sitting fees paid the Chairperson of the Committee.

In terms of the provisions of Section 178 of the During the year, the Committee met thrice to
Act, your Company has renamed its existing deliberate on various matters. The meetings
ESOS Compensation Committee as the were held on 26th June 2014, 12th November
2014 and 10th February 2015 respectively.
The composition, attendance and sitting fees paid are as follows:

CORPORATE GOVERNANCE REPORT


Name of Member Category No. of meetings Sitting fees paid
(in `)
Held Attended
Mr. Kumar Mangalam Birla Non Executive 3 1 20,000
Ms. Tarjani Vakil Independent 3 3 60,000
Mr. B. R. Gupta Independent 3 3 60,000

Terms of reference of the Nomination and Employee Stock Options Scheme 2006
Remuneration Committee (ESOS-2006)
The Nomination Committee is authorised to: During the year, 5,430 Stock Options were
- set the level and composition of vested in the eligible employees, subject to the
remuneration which is reasonable and provisions of the Employee Stock Options
sufficient to attract, retain and motivate Scheme 2006, statutory provisions including
directors and Senior Managers of the Securities and Exchange Board of India
quality required to run the Company (Employee Stock Options Scheme and
successfully; Employee Stock Purchase Scheme)
- set the relationship of remuneration to Guidelines, 1999 as may be applicable from
performance; time to time and the rules and procedures set
out by your Company in this regard. Further,
- check whether the remuneration provided the Committee allotted 52,221 equity shares of
to directors and Senior Managers includes ` 10 each of your Company to Option Grantee
a balance between fixed and incentive pay pursuant to the exercise of Stock Options under
reflecting short and long-term performance the ESOS -2006.
objectives appropriate to the working of the
Company and its goals; Employee Stock Options Scheme 2013
(ESOS-2013)
- formulate appropriate policies , institute
processes which enable the identification During the year, the Committee granted 35,060
of individuals who are qualified to become Stock Options and 12,630 Restricted Stock
Directors and who may be appointed in Units to eligible employees of your Company
senior management and recommend to the subject to the provisions of the Companys
same to the Board; Employee Stock Option Scheme (Scheme
2013). 12,559 Stock Options have vested in
- review and implement succession and
the option grantees in terms of the provisions
development plans for Managing Director
of the Scheme 2013.
Executive Directors and Senior Managers;
- devise a policy on Board diversity; Remuneration Policy
- formulate the criteria for determining Your Company has adopted Executive
qualifications, positive attributes and Remuneration Philosophy/Policy and follows
independence of directors the same.
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3) RISK MANAGEMENT COMMITTEE Mitigation plans to minimize risk;


In terms of the provisions of the Listing Monitoring various risk
Agreement, your Company has constituted the The Management Discussion and Analysis
Risk Management Committee. The Risk Report sets out the risks identified and the
Management Committee is mandated to review mitigation plans thereof.
the risk management process of your
Company. The Risk Management Committee comprises
of three Independent Director, two Executive
The objectives and scope of the Risk Directors and three Business Executives.
Management Committee broadly include:
During the year, the Risk Management
Identification of risk relating to business;
CORPORATE GOVERNANCE REPORT

Committee met twice to deliberate on various


Assessment and classification of risk matters. The meetings were held on 2 nd
associated with the business; December, 2014 and 12th December, 2014.

The composition, attendance and sitting fees paid to the non-executive Directors are as follows:
Name of Member Category No. of meetings Sitting fees paid
(in `)
Held Attended
Ms. Tarjani Vakil Independent 2 2 40,000
Mr. S C Bhargava Independent 2 2 40,000
Mr. G P Gupta Independent 2 2 40,000
Mr. Lalit Naik Managing Director 2 1 -
Mr. Sushil Agarwal Whole time Director 2 1 -

4) Stakeholder Relationship Committee has renamed its existing Share Transfer and
Composition, meeting, attendance and Shareholder / Investor Grievance Committee
sitting fees paid during the year: as Stakeholder Relationship Committee.

In terms of the provisions of Section 178 of the The Stakeholder Relationship Committee
Act and the Listing Agreement, your Company comprises of three Independent Director and
two Executive Directors.

During the year the Stakeholder Relationship Committee met on 23rd March 2015. The composition,
attendance and sitting fees paid are as follows:
Name of Member Category No. of meetings Sitting fees paid
(in `)
Held Attended
Mr. G P Gupta Independent 1 1 20,000
Mr. P Murari Independent 1 - -
Mr. S C Bhargava Independent 1 1 20,000
Mr. Lalit Naik Managing Director 1 1 -
Mr. Sushil Agarwal Whole time Director 1 - -

Mr. G. P. Gupta chaired the meeting of the Committee.


The Company Secretary acts as Secretary to the Committee and is the Compliance Officer of the
Company and also responsible for redressal of investor complaints.
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Your Companys shares are compulsorily Shareholder Information section of this Annual
traded in the dematerialised form. To expedite Report.
transfers in the physical segment, necessary
authority has been delegated by your Board to Details of non-compliance by the Company,
Director(s) and Officers of your Company to penalties and strictures imposed on the
approve transfers / transmissions of shares / Company by stock exchanges or SEBI or
debentures. Details of share transfers / any other statutory authority, on any
transmissions approved by the Directors and matter relating to capital markets, during the
Officers are placed before the Board. year
There has been no instance of non-compliance
Role

CORPORATE GOVERNANCE REPORT


by the Company on any matter related to capital
The Committee looks into: markets during the year under review and
hence no strictures /penalties have been
- issues relating to share / debenture holders imposed on the Company by the
including transfer/transmission of shares/ stock exchanges or the Securities and
debentures; Exchange Board of India (SEBI) or any statutory
- issue of duplicate share/debenture authority.
certificates;
5) Corporate Social Responsibility Committee
- non-receipt of dividend; Composition, meeting, attendance and
- non receipt of annual report; sitting fees paid during the year:

- non-receipt of share certificate after In terms of the provisions of Section 135 of the
transfers; Act and the Listing Agreement, your Company
has constituted the Corporate Social
- delay in transfer of shares; Responsibility Committee at the Board level.
- any other complaints of shareholders. The Corporate Social Responsibility Committee
comprises of one Independent Director, one
Number of shareholders complaint received Non Executive Director and one Executive
so far / number not solved to the satisfaction Director. Dr. Pragnya Ram, Group Executive
of shareholders / number of pending President, Corporate Communication & CSR is
complaints a permanent invitee.
Details of complaints received, number of During the year the Corporate Social
shares transferred during the year, time taken Responsibility Committee met twice. The
for effecting these transfers and the number of meetings were held on 17th June 2014 and
th
share transfers pending are furnished in the 17 February 2015.

The composition, attendance and sitting fees paid in respect of CSR Committee are as follows:
Name of Member Category No. of meetings Sitting fees paid
(in `)
Held Attended
Mrs. Rajashree Birla Non Executive 2 2 40,000
Ms. Tarjani Vakil Independent 2 2 40,000
Mr. Lalit Naik Managing Director 2 1 -
Dr. Rakesh Jain* Managing Director 1 1 -

*Dr. Rakesh Jain, ceased to be the Director of the Company w.e.f. 30th June 2014
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CORPORATE GOVERNANCE REPORT Aditya Birla Nuvo Limited - Annual Report 2014-2015

Mrs. Rajashree Birla chaired the meetings of Mr. S.C. Bhargava, Mr. Lalit Naik and Mr. Sushil
the Committee. The Company Secretary acts Agarwal as members.
as Secretary to the Committee. Ms. Tarjani Vakil chaired the meeting of the
The Committee recommends to the Board the Committee. The Committee looks into the fund
activities to be undertaken during the year and and non fund based limits for the business of
amount to be spent on these activities. the Company, authorised officers to undertake
During the year, your Company has carried out all types of foreign currency contracts for
various activities as part of its CSR initiative. hedging its foreign currency liabilities/
The focus areas have been health care, transactions, authorised person to open/
education, sustainable livelihood, infrastructure operate/close any bank accounts, approve the
CORPORATE GOVERNANCE REPORT

and social reform. grant and execution of Power of Attorneys to


the employees of the Company, etc.
6) Finance Committee During the year under review, the Committee
Your Company has Finance Committee met once to deliberate on various matters
comprising of Ms. Tarjani Vakil, Mr. P. Murari, referred above. The meeting was held on
15th January 2015.
The composition, attendance and sitting fees paid in respect of meeting of Finance Committee are
as follows:
Name of Member Category No. of meetings Sitting fees paid
(in `)
Held Attended
Mr. P. Murari Independent 1 0 -
Ms. Tarjani Vakil Independent 1 1 20,000
Mr. S. C. Bhargava Independent 1 1 20,000
Mr. Lalit Naik Managing Director 1 1 -
Mr. Sushil Agarwal Whole-time Director 1 1 -

VIGIL MECHANISM / WHISTLE BLOWER companies. The minutes of the board meetings
POLICY along with a report on significant developments
of the unlisted subsidiary companies are
The Company has in place a Vigil Mechanism
periodically placed before the Board of
under which a Committee has been appointed
Directors of the Company.
comprising of Directors and Senior Managers
of the Company for attending the complaints
RELATED PARTY TRANSACTIONS
received from the employees and to report
concerns about the unethical behaviour, actual During the financial year, your Company has
or suspected fraud and violation of the Code entered into related party transactions which were
of Conduct or Ethics Policy by the Directors on arms length basis and in the ordinary course of
and the employees of the Company. business. There are no material transactions with
any related party as defined under Section 188 of
The policy is in line with the Companys Code the Act. All related party transactions have been
of Conduct, Vision and Values and forms part approved by the Audit Committee of your
of good Corporate Governance and is available Company.
to all the employees on the Aditya Birla Group
intranet. Particulars of related party transactions are listed
out in Note 42 of the Accounts.
SUBSIDIARY COMPANIES The policy on Related Party Transactions as
The Audit Committee reviews the consolidated approved by the Audit Committee and the Board
financial statements of the Company and is available on your Companys website viz.
investments made by its unlisted subsidiary www.adityabirlanuvo.com.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 CORPORATE GOVERNANCE REPORT

DISCLOSURES remuneration of the Directors are taken by the


Disclosure of Accounting treatment Board of Directors of your Company in accordance
with the shareholders approval, wherever
Your Company has followed all relevant Accounting necessary.
Standards while preparing the financial statements.
During the financial year 2014-15, the Board has
Management: revised the Sitting fees for attending the Board and
Committee meetings from Rs 20,000 per meeting
- The Management Discussion and Analysis
of the Board or Committee thereof to Rs. 50,000
forms part of the Annual Report and are in
per meeting of the Board; Rs. 25,000 per meeting
accordance with the requirements laid out in
of the Audit Committee and Rs. 20,000 per meeting
Clause 49 of the Listing Agreement.

CORPORATE GOVERNANCE REPORT


for the other Committee of the Board. The Company
- No material transaction has been entered into also pays commission to the Non-Executive
by the Company with the Promoters, Directors Directors of the Company.
or the Management, their subsidiaries or
For the Financial year 2014-15, considering the
relatives etc. that may have a potential conflict
financial performance of the Company, the Board
with interests of the Company.
has decided to pay commission of Rs. 4.50 Crore
- Your Company has instituted a comprehensive (Previous Year: Rs. 4.50 Crore) to the Non-Executive
Code of Conduct in compliance with the SEBI Directors of the Company, which is within the limit
regulations on prevention of insider trading. of 1% of the net profits of the Company, and
pursuant to the authority given by the Shareholders
Proceeds from Public Issues, Right Issues,
at the Annual General Meeting of the Company held
Preferential Issues etc.:
on 11 th September 2014. The amount of
The Company follows the practice of disclosing to commission payable to the Non-Executive
the Audit Committee, the uses/applications of Directors is determined after assigning weightage
proceeds/funds raised, if any, from public issues, to attendance, type and significance of meeting
private placement of non- convertible debentures, and preparations required, time spent, etc. Based
preferential issue etc., as part of quarterly review on the performance evaluation of the Director and
of financial results. the remuneration policy, the amount of commission
payable has been fixed by the Board. The
Remuneration of Directors:
Company also reimburses the out-of-pocket
Based on the recommendation of the Nomination expenses incurred by the Directors for attending
Committee, all decisions relating to the the meetings.
Details of remuneration paid to the Directors for attending the meetings in the financial year
2014-15 are as follows:
Name of the Director Commission Payable Sitting Fees Paid No of Shares
(` in lakh) (` in lakh) held@
Mr. Kumar Mangalam Birla* 410.60 0.80 4,609
Mrs. Rajashree Birla 15.25 1.80 127,634
Mr. B. L. Shah 1.40 0.60 -
Mr. P. Murari 2.70 2.10 -
Mr. B. R. Gupta 4.70 3.70 -
Ms. Tarjani Vakil 5.55 4.70 177
Mr. S. C. Bhargava 3.15 2.40 233
Mr. G. P. Gupta 4.80 2.30 339
Mr. T. Chattopadhyay 1.85 1.10 -
* Excluding 150 shares held as Karta of H.U.F.
@ Considered only shares held singly or as first shareholder.
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CORPORATE GOVERNANCE REPORT Aditya Birla Nuvo Limited - Annual Report 2014-2015

The details of remuneration paid to the Managing Director/ Whole-time Director is as follows:
Managing Director / No of
Whole - time Shares Remuneration during 2014-15
Director held
All elements of Performance Service Stock option
remuneration linked, incentives contracts, details, if any
package i.e. along with notice period,
salary, benefits, performance severance fee
pensions etc. criteria (a)
(` in lakh) (` in lakh)
CORPORATE GOVERNANCE REPORT

Mr. Lalit Naik NIL 256.04 264.45


Dr. Rakesh Jain 18,517 557.35 115.07 See note (4) See note (6)
Mr. Sushil Agarwal 2,667 174.59 124.73
Notes:
1. No Director is related to any other Director on the Board, except for Mr. Kumar Mangalam Birla and Mrs.
Rajashree Birla, who are son and mother, respectively.
2. The Company has a policy of not advancing any loans to its Directors except to Executive Directors in the
course of normal employment.
3. The appointment of Executive Directors is subject to termination by three months notice in writing by either side.
4. No severance fees are paid to any Director of the Company.
5. Performance Review System is primarily based on competencies and values. The Company closely monitors
growth and development of top talent in the Company to align personal aspiration with the organizations purpose.
6. Details of Options and RSUs granted to the Executive Directors during the year are set out below as also in
Annexure to the Directors Report.
A) Details of Stock Options granted to the Directors under Employee Stock Scheme 2006
(ESOS - 2006) are as under:
Name of the Tranche 1 Tranche 4
Director (Exercise Price - ` 687) (Exercise Price - ` 697)
No. of Vesting Exercise No. of No. of Vesting Exercise No. of
Options Date / % Period Options Options Date / % Period Options
Granted (within) Exercised / Granted (within) Exercised /
Date Date
Dr. Rakesh 13,470 23.08.08 22.08.13 3,368 on 6,730 08.09.11 07.09.16 1682 on
Jain^ (25%) 28.06.13 25% 24.06.14
23.08.09 22.08.14 3367 on 08.09.12 07.09.17 1683 on
(25%) 24.06.14 (25%) 24.06.14
23.08.10 22.08.15 3368 on 08.09.13 07.09.18 1682 on
(25%) 24.06.14 (25%) 24.06.14
23.08.11 22.08.16 3367 on - - -
(25%) 24.06.14 -
Mr. Sushil 4,040 23.08.08 22.08.13 1,010 on 5,222 08.09.11 07.09.16 -
Agarwal (25%) 22.08.13 (25%)
23.08.09 22.08.14 1010 on 08.09.12 07.09.17 -
(25%) 11.08.14 25%
23.08.10 22.08.15 - 08.09.13 07.09.18 -
25% 25%
23.08.11 22.08.16 - 08.09.14 07.09.19 -
25% 25%
^Ceased to be in employment of the Company
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 CORPORATE GOVERNANCE REPORT

B) Details of Stock Options / Restricted Stock Units granted to the Directors under Employee Stock
Options Scheme- 2013 (ESOS 2013)
Name of the Director Tranche No. of Stock *Vesting Exercise No. of **Vesting Exercise
Stock Date/ % Period Restricted Date/ % period
Options (within) Stock Units (within)
Granted
Mr. Sushil Agarwal Tranche 1 26,230 07.12.2014 07.12.19 9,443 All RSUs All RSUs
Exercise (25%) granted, will vested, shall
Price - 07.12.2015 07.12.20 vest, on 7th be exercised
`1239.80 25% December, within 7th
07.12.2016 07.12.21 2016 December,

CORPORATE GOVERNANCE REPORT


25% 2021
07.12.2017 07.12.22
25%
Mr. Lalit Naik Tranche 3 32,766 12.11.15 12.11.20 11,804 All RSUs All RSUs
Exercise (25%) granted, will vested, shall
Price - 12.11.16 12.11.21 vest on 7th be exercised
`1726.95 25% December, within 7th
12.11.17 12.11.22 2017 December,
25% 2022
12.11.18 12.11.23
25%
*Subject to the performance Target as determined by Nomination & Remuneration Committee for each of the Vesting
**Linked to continued employment with the Company
All decisions relating to the remuneration of the Managing Director and the Whole time Director is taken by the Board based on
the remuneration policy and in terms of the resolution passed / to be passed by the shareholders of your Company.

CEO/ CFO Certification: Directors and Directors seeking re-appointment in


The Managing Director and the Chief Financial the Notice of the Annual General Meeting.
Officer of your Company have issued necessary Quarterly Presentations on the Company results are
certificate pursuant to the provisions of Clause 49
available on the website of your Company
of the Listing Agreement and the same is attached
(www.adityabirlanuvo.com / and the Aditya Birla
and forms part of the Annual Report.
Group website (www.adityabirla.com). The
REPORT ON CORPORATE GOVERNANCE Company also sends results / press - release by e-
The Corporate Governance Report forms part of mail (wherever available) to shareholders
the Annual Report. Your Company complies with immediately after the announcement of results. The
the provisions of Clause 49 of the Listing Agreement hard and soft copies are also sent to the concerned
with the stock exchanges. Stock Exchanges simultaneously so as to enable
them to put the results and press-release on their
COMPLIANCE notice board/ website.
Certificate from the Statutory Auditors confirming
General Body Meetings:
compliance with all the conditions of Corporate
Governance as stipulated in Clause 49 of the Details of Annual General Meetings:
Listing Agreement of the Stock Exchanges forms
part of the Annual Report. During the preceding three years, the Companys
Annual General Meetings (AGMs) and also the
Details of new Directors and Directors seeking Extra Ordinary General Meeting (EGM) were held
re-appointment: at the Registered Office of the Company at Indian
The Company has provided the details of new Rayon Compound, Veraval - 362 266, Gujarat.
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CORPORATE GOVERNANCE REPORT Aditya Birla Nuvo Limited - Annual Report 2014-2015

The date and time of such meetings held during the last three years, and the special resolution(s)
passed thereat, are as follows:
Year AGM/EGM Date Time Special Resolution
Passed
2011-12 EGM 25th April, 2012 11:30 A.M. Yes1
2011-12 AGM 9th August, 2012 11:30 A.M. Yes2
2012-13 AGM 6th September, 2013 11:30 A.M. Yes3
2013-14 AGM 11th September, 2014 11:30 A.M. Yes4
CORPORATE GOVERNANCE REPORT

1
For the issue and allotment of Warrants to Promoter and /or Promoter Group on a preferential basis.
2
For payment of commission to Non-Executive Directors.
3
For approval of terms of Appointment and Remuneration of Whole-time Director(s) and approval of
Employee Stock Options Scheme-2013 for the benefit of the employees of the Company and its
Subsidiaries.
4
For approval of terms of Appointment of Whole-time Director(s) liable to retire by rotation and approval
of payment of Remuneration to Non-Executive Directors and approval of the offer or invitation to subscribe
to Non Convertible Debentures on a private placement basis.

MEANS OF COMMUNCIATION Status of Compliance of Non-Mandatory


Requirements:
Quarterly Results
1) The Company maintains a separate office for
Newspaper in which normally financial results
the Non-Executive Chairman. All necessary
are published in:
infrastructure and assistance are made
Newspaper Cities of Publication available to enable him to discharge his
Business Standard All editions responsibilities effectively.
2) During the year under review, there was no
Economic Times All editions (Snapshot)
audit qualification in the companys statutory
Western Times Gujarati (Ahmedabad) financial statements.

Website, where : www.adityabirlanuvo.com 3) The quarterly, half-yearly and annual financial


displayed the results of the Company are furnished to the
information Stock Exchanges and published in the
newspapers as per the requirements of the
Whether it also displays Listing Agreement and the same are also
official news releases : Yes posted on the website of the Company.

Presentations made to 4) The Internal Auditors of the Company make


investors/analysts : Yes presentations to the Committee on the findings
of their report.
Shareholders Information : Published as a
separate section
in this report.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 CORPORATE GOVERNANCE REPORT

CEO/CFO CERTIFICATION
To,
The Board of Directors
Aditya Birla Nuvo Limited.
1. We have reviewed the financial statements and the cash flow statement of Aditya Birla Nuvo Limited
for the year ended 31st March, 2015 and to the best of our knowledge and belief:
a) these statements do not contain any materially untrue statement or omit any material fact or
contain statement that might be misleading;

CORPORATE GOVERNANCE REPORT


b) these statements together present a true and fair view of the Companys affairs and are in
compliance with the existing accounting standards, applicable laws and regulations.
2. To the best of our knowledge and belief, no transactions entered into by the Company during the
year ended, are fraudulent, illegal or violative of the Companys Code of Conduct.
3. We accept responsibility for establishing and maintaining internal controls for financial reporting
and we have evaluated the effectiveness of the internal control systems of the Company pertaining
to the financial reporting.
4. We have disclosed to the Auditors and the Audit Committee, deficiencies in the design or operation
of internal controls, if any, of which we are aware and the steps we have taken or proposed to be
taken to rectify the deficiencies.
5. We have indicated to the Auditors and the Audit committee:-
I. significant changes in the Companys internal control over financial reporting during the year;
II. significant changes in accounting policies during the year and that the same have been disclosed
in the notes to the financial statements; and
III. instances of significant fraud of which we have become aware and involvement therein, if any,
of the management or other employees having a significant role in the Companys internal
control system over financial reporting.

Place: Mumbai Lalit Naik Sushil Agarwal


Date: 14th May, 2015 Managing Director Whole-time Director & CFO

DECLARATION
As provided under Clause 49 of the Listing Agreement with the Stock Exchange(s), I hereby declare that
all the Directors and Senior Management personnel of the Company have affirmed the Compliance with
the Code of Conduct for the year ended 31st March, 2015.

Place: Mumbai Lalit Naik


Date: 14th May, 2015 Managing Director
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SHAREHOLDERS INFORMATION Aditya Birla Nuvo Limited - Annual Report 2014-2015

1. Annual General Meeting


Date and Time : 15th September, 2015 at 11:30 a.m.
Venue : Registered Office:
Club Auditorium at
Indian Rayon Compound
Veraval - 362 266
Gujarat, India
2. Financial Calendar for Reporting
Financial reporting for the quarter ending June 30, 2015 : August, 2015
Financial reporting for the half year ending
September 30, 2015 : November, 2015
Financial reporting for the quarter ending December 31, 2015 : February, 2016
SHAREHOLDERS INFORMATION

Financial reporting for the year ending March 31, 2016 : May, 2016
Annual General Meeting for the year ended March 31, 2016 : August / September, 2016
3. Dates of Book Closure : 4th September, 2015 to
15th September, 2015
(both days inclusive)
4. Dividend Payment Date : On or after18th September, 2015
5. Registered Office & Investor Service Centre : Indian Rayon Compound,
Veraval - 362 266,
Gujarat, India.
Phone: (02876) 245711/248629
Fax: (02876) 243220
Email:
abnlsecretarial@adityabirla.com
Web: www.adityabirlanuvo.com
CIN: L17199GJ1956PLC0011007
6. (a) Listing Details:

Equity Shares Non-Convertible Global Depository


Debentures Receipts (GDRs)
1. BSE Limited (BSE) BSE Limited (BSE) Luxembourg Stock
Phiroze Jeejeebhoy Towers, Phiroze Jeejeebhoy Towers, Exchange
Dalal Street, Dalal Street, Societe de la Bourse de
Mumbai - 400 001 Mumbai - 400 001 Luxembourg
2. National Stock Exchange of Postal Address:
India Ltd (NSE) B.P. 165 L-2011
Exchange Plaza, Plot No. C-1, Luxembourg.
G- Block, Bandra Kurla Complex,
Bandra (East), Mumbai- 400 051 Mailing Address:
35A, Boulevard Joseph II,
L-1840, Luxembourg.
Note: Listing Fees for the year 2015-16 has been paid to the BSE Limited (BSE) and the National
Stock Exchange of India Limited (NSE). Listing fee for the GDRs has been paid to Luxembourg
Stock Exchange (LSE) for the calendar year 2015.
(b) Overseas Depository for GDRs Citibank N.A.,Depository Receipts
388 Greenwich Street,New York, NY 10013, USA
Phone:001-212-657-8782
Fax:001-212-825-5398
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 SHAREHOLDERS INFORMATION

(c) Domestic Custodian of GDRs ICICI Bank Limited


Securities Market Services
F7/E7 1st Floor, Empire Complex
414, Senapati Bapat Marg,
Lower Parel, Mumbai -400 013
Phone: (+91-22) 66672000
Fax: (+91-22) 66672779/40
(d) Debt Securities The Wholesale Debt Market (WDM) segment of BSE.
(e) Debenture Trustees: IDBI Trusteeship Services Limited (for 29th, 30th and
31st series Debentures) Asian building, Ground Floor,
17, R. Kamani Marg, Ballard Estate, Mumbai 400001
Tel: +91 22 40807000 Fax: +91 22 40807080
Email: itsl@idbitrustee.com

SHAREHOLDERS INFORMATION
7. Stock Code:
Stock Code Reuters Bloomberg
Bombay Stock Exchange 500303 ABRL.BO ABNL IB
National Stock Exchange ABIRLANUVO ABRL.NS NABNL IN
Global Depository Receipts (GDRs) IRYN.LU IRIG LX
ISIN No. of Equity Shares INE069A01017
ISIN No. of GDRs US0070271137

8. Stock Price Data:


Year/Month BSE Limited National Stock Exchange Luxembourg
Stock Exchange
High Low Close Av. High Low Close Av. High Low Close
Volume Volume
(In `) (In Nos.) (In `) (In Nos.) (In US$)
Apr-14 1174.70 1061.35 1107.05 9,468 1,162.75 1,060.00 1,107.05 173,817 19.13 17.74 18.36
May-14 1416.45 1078.25 1304.70 11,516 1,414.90 1,075.50 1,303.10 215,534 23.81 18.12 22.06
Jun- 14 1515.00 1299.45 1382.85 12,380 1,515.90 1,293.55 1,380.30 182,025 24.38 22.37 23.02
Jul- 14 1486.45 1311.05 1476.90 31,273 1,487.00 1,310.05 1,476.30 177,395 24.39 22.00 24.39
Aug-14 1542.00 1392.70 1446.90 3,556 1,544.25 1,390.00 1,453.80 168,804 25.26 22.93 23.91
Sep-14 1738.00 1423.00 1624.40 6,441 1,739.40 1,422.35 1,620.50 282,509 28.53 23.83 26.13
Oct-14 1704.35 1580.00 1681.90 6,204 1,707.50 1,580.00 1,682.60 139,860 27.71 25.76 27.40
Nov-14 1912.85 1667.15 1791.40 8,915 1,916.15 1,669.10 1,794.95 227,474 29.81 27.28 28.80
Dec-14 1825.00 1551.00 1689.10 6,796 1,824.05 1,550.00 1,689.15 139,114 29.18 25.11 26.70
Jan-15 1872.00 1675.00 1794.75 5,985 1,856.60 1,675.00 1,797.55 138,801 30.02 26.48 29.03
Feb-15 1848.00 1680.00 1719.10 3,097 1,849.00 1,680.05 1,720.95 111,418 29.44 27.39 27.90
Mar-15 1780.00 1585.10 1662.65 4,934 1,780.30 1,586.00 1,663.90 220,886 28.55 25.31 26.53
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SHAREHOLDERS INFORMATION Aditya Birla Nuvo Limited - Annual Report 2014-2015

9. Stock Performance:

180
ABNL
170
SENSEX
160
NIFTY
150

140

130

120
SHAREHOLDERS INFORMATION

110

100

15
15
14

14

14
14

14

14
14
14
14

14

15

20
20
20

20

20
20

20

20
20
20
20

20

20

3-
2-
9-

0-

1-
3-

4-

8-
7-
6-
5-

2-

1-

-0
-0
-0

-1

-1
-0

-0

-0
-0
-0
-0

-1

-0

31
28
30

31

30
31

30

31
31
30
31

31

31
10. Stock Performance and Returns over past few years:
Absolute Returns (in %) 1 Year 3 Year 5 Year
Aditya Birla Nuvo Limited 52.47% 76.15% 83.59%
BSE Sensex 24.89% 60.64% 59.50%
NSE Nifty 26.65% 60.34% 61.76%

Annualized Returns (in %) 1 Year 3 Year 5 Year


Aditya Birla Nuvo Limited 52.47% 20.77% 12.92%
BSE Sensex 24.89% 17.12% 9.79%
NSE Nifty 26.65% 17.04% 10.10%
(Source: www.bseindia.com;www.nseindia.com)

11. Registrar and Transfer Agents : In-house Share Transfer


(For share transfers and other Registered with SEBI as Category II-Share Transfer
communication relating to share Agent (Registration No. INR 000001815)
certificates, dividend and change of
address etc.)
Investor Service Centre:
Indian Rayon Compound, Veraval - 362 266,
Gujarat, India
Phone: (02876) 245711, 248629
Fax: (02876) 243220
E-mail: abnlsecretarial@adityabirla.com

12. Share Transfer System : Share Transfer in physical form is registered normally
within 15 days from the date of receipt, provided that
the documents are complete in all respects. The
Investor Service Centre of the Company attends all
transfer requests for shares held in physical form.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 SHAREHOLDERS INFORMATION

Details of Share Transfer during the Financial Year 2014-15


Transfer Period No. of Transfers No. of Shares % Cumulative
(in Days)
Total %
1-5 374 10,982 64.22 64.22
6 - 15 108 5,241 30.65 94.87
16 and above # 9 878 5.63 100.00
Total 491 17,101 100.00
# Relates to those cases where notice of lodgement were issued to the Registered Shareholder.
No transfer of shares was pending as on 31st March, 2015.
13. Investor Services:

SHAREHOLDERS INFORMATION
(a) The Investor and Secretarial services of the Company has been accredited with ISO 9001:2008
Certification for providing Investor and Secretarial Services by Intertek Systems Certifications,
Ahmedabad. The certification has been further renewed with effect from
8th August, 2013, for a period of three years.
(b) Complaints received during the year:-
Sr. Description Opening Received Redressed Pending
No
1 Non- receipt of Shares after transfer/
Corporate benefits 1 2 3 -
2 Non- receipt of Dividend - 13 13 -
3 Non- receipt of Annual Report - 8 8 -
4 Non- receipt of rejected DRN/Demat
Request - 1 1 -
5 Non- receipt of Shares after Duplicate/
Transmission / Transfer etc. - 2 2 -
6 Non receipt of Shares of ABNL on
merger of IGFL/BGFL - 1 1 -
Total - 27 28 -

14. Distribution of Shareholding as on 31st March, 2015:


No. of Equity No. of % of No. of % of
Shares Held Shareholders Shareholders Shares Held Shareholding
1 - 100 105,913 79.93 2,657,792 2.04
101 - 200 13,032 9.83 1,865,713 1.43
201 - 500 8,650 6.53 2,700,176 2.07
501 - 1000 2,733 2.06 1,937,955 1.49
1001 - 5000 1,694 1.28 3,251,519 2.50
5001 - 10000 186 0.14 1,322,514 1.02
10001 and above 297 0.23 116,401,524 89.45
Total 132,505 100.00 130,137,193 100.00
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SHAREHOLDERS INFORMATION Aditya Birla Nuvo Limited - Annual Report 2014-2015

15. Categories of Shareholding as on 31st March, 2015:-


Category of No. of % of No. of % of
Shareholders Shareholders Shareholders Shares Held Shareholding
Promoters and Promoter
Group 19 0.01 74,444,697 57.20
Banks, Mutual Funds Financial Institutions and Insurance Companies
UTI and other Mutual Funds 126 0.10 5,618,864 4.32
Banks, Financial Institutions
and Insurance Companies 62 0.05 8,927,634 6.86
Foreign Investors
FIIs 333 0.25 20,385,224 15.66
SHAREHOLDERS INFORMATION

NRIs/OCBs 4,491 3.39 986,550 0.76


GDRs* 4 0.00 3,168,459 2.43
Corporates 1,569 1.18 3,821,972 2.94
Others Individuals/Trusts 125,901 95.02 12,783,793 9.83
Total 132,505 100.00 130,137,193 100.00
* GDR includes 14,25,000 GDRs held by Promoter/Promoter group

Category-wise Equity Shareholders

Non-instuons GDR Holders


13.52% 2.43%

Instuons Promoters
26.85% 57.20%

16. Dematerialisation of Shares and Liquidity : 98.07% of outstanding equity shares have been
dematerialised as on 31st March, 2015. Trading
in shares of your Company is permitted only in
the dematerialised form.
17. Details on use of public funds obtained : No public funds have been obtained in last 3
in the last three years years.
18. Outstanding GDRs/ADRs/Warrants or any : Outstanding GDRs as on 31st March, 2015 are
Convertible instruments, Conversion date 3,168,459 amounting to 2.43% of outstanding
and likely impact on Equity paid-up Equity capital of the Company. Each GDR
represents one underlying Equity share. There are
no outstanding ADRs / Warrants or any convertible
instruments as on 31st March, 2015.
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19. Plant Locations:


Garment Division: Fertiliser Division:
Madura Fashion & Lifestyle Indo Gulf Fertilisers
Plot No. 5B, Regent Gateway P.O. Jagdishpur Industrial Area
Doddanakundi Village Dist. Amethi - 227 817
KIADB Industrial Area Uttar Pradesh, India.
ITPL Road Phone: (05361) 270032-38
Bangalore - 560 048. Fax: (05361) 270165 and 270595
Phone: (080) 67271600 E-mail: igfl@adityabirla.com
Fax: (080) 67272444 Website: www.birlashaktiman.in
Website: www.madurafnl.com
Insulator Divisions:
Textile Division: Aditya Birla Insulators, Halol
Jaya Shree Textiles

SHAREHOLDERS INFORMATION
P.O. Meghasar Taluka, Halol
P.O. Prabhas Nagar, Rishra - 712 249 Dist. Panchmahal, Gujarat - 389 330.
Dist. Hooghly, West Bengal. Phone: (02676) 221002
Phone: (033) 26001200 Fax: (02676) 223375
Fax: (033) 26721683/26722626 E-mail: abi@adityabirla.com
Website: www.jayashree-abnl.com www.adityabirlainsulators.com
www.linenclub.com
Aditya Birla Insulators, Rishra
Rayon Division: P.O. Prabhas Nagar, Rishra
Indian Rayon Dist. Hoogly - 712 249, West Bengal.
Veraval - 362 266 Gujarat. Phone: (033) 26723535
Phone: (02876) 245711/248401 Fax: (033) 26722705
Fax: (02876) 243220 E-mail: abi@adityabirla.com
E-mail: irilveraval@adityabirla.com Website: www.adityabirlainsulators.com

20. Other useful information for the Company, change in their Address/Pin
shareholders: Code number with proof of address and
1. Non-Resident Shareholders: Bank Account details promptly by written
Non-resident members are requested to request. Beneficial Owners of shares in
immediately notify the following to the demat form are requested to send their
Company in respect of shares held in instructions regarding change of name,
physical form and to their DPs in respect bank details, nomination, power of attorney,
of shares held in dematerialized form: etc., directly to their DP.
Indian address for sending all 3. To prevent fraudulent encashment of
communications, if not provided dividend warrants, members are requested
earlier; to provide their Bank Account details (if not
provided earlier) to the Company (if shares
Email ID and Phone No. (s), if any. are held in physical form) or to DP (if shares
Change in their residential status on are held in demat form) as the case may
return to India for permanent be, for printing of the same on their
settlement; dividend warrants.
Particulars of the Bank Account 4. In case of loss/misplacement of shares,
maintained with a bank in India, if not investors should immediately lodge FIR/
furnished earlier; (Please send a Complaint with the Police and inform to the
photocopy of cancelled cheque leaf) Company along with original or certified
RBI permission with date to facilitate copy of the FIR/Acknowledged copy of
prompt credit of dividend in their Bank Police complaint.
Accounts. 5. In accordance with the provisions of
2. Shareholders holding shares in physical Section 56(1) of the Companies Act, 2013,
form are requested to notify to the shares are required to be lodged with a
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period of 60 days from the date of the beneficiarys account, coverage of


execution of instrument of transfer.For more bank branches and ease of
expeditious transfer of shares in physical operations. NECS essentially operates on
form, shareholders should fill in complete the new and unique bank account number,
and correct particulars in the transfer deed. allotted by bank post-implementation of
Wherever applicable, registration number Core Banking System of inward instructions
of Power of Attorney should also be quoted and efficiency in handling bulk
in the transfer deed at the appropriate transactions.
place. To enable remittance of dividend through
6. Shareholders of the Company who have NECS, Members are requested to provide
multiple accounts in identical name(s) or their new account number allotted to them
holding more than one Share Certificate in by their respective banks after
the same name under different Ledger implementation of Core Banking Solution.
The account number must be provided to
SHAREHOLDERS INFORMATION

Folio(s) in physical form are requested to


apply for consolidation of such Folio(s) and the Company in respect of shares held in
sent the relevant Share Certificates to the physical form and to the depository
Company. participants in respect of shares held in
7. Section 72 of the Companies Act, 2013, electronic form.
extends nominate on facility to individuals 10. Correspondence with the Company:
holding shares in physical form in Shareholders/Beneficial Owners are
companies. Shareholders, in particular, requested to quote their Folio No./DP and
those holding shares in single name, may Client ID Nos., as the case may be, in all
avail the above facility by furnishing the correspondence with the Company. All
particulars of their nominations in the correspondence regarding shares of the
prescribed Nomination Form, which can be Company should be addressed to the
downloaded from the website of the Investor Service Centre of the Company at
Company or obtained from the Investor its Registered Office at Indian Rayon
Service Centre of the Company by sending Compound, Veraval-362 266, Gujarat. The
written request through any mode including Company has also designated an exclusive
e-mail on abnlsecretarial@adityabirla.com e-mail ID abnlsecretarial@adityabirla.com
8. Shareholders are requested for effective investors services where they
to visit the Companys website can register their complaints/queries to
www.adityabirlanuvo.com for facilitate speedy and prompt redressal.
Information on investor services offered 11. Unclaimed Shares in Physical Form
by the Company. Clause 5A(II) of the Listing Agreement
Downloading of various forms/formats, provides the manner of dealing with the
viz., Nomination form, ECS Mandate shares issued in physical form pursuant to
form, Indemnity, Affidavits, etc. a public issue or any other issue and which
Registering your e-mail ID with the remains unclaimed with the Company. In
Company to receive Notice of General compliance with the provisions of the said
Meetings, Audited Financial Statement, Clause, the Company had sent three
Directors Report, Auditors Report, reminders under Registered Post to the
etc., henceforth electronically. Shareholders whose share certificates
were returned undelivered and are lying
9. NECS Facility:
unclaimed so far.
In terms of a notification issued by the During the year, the Company has
Reserve Bank of India, with effect from 1st
transferred the unclaimed shares into one
October, 2009, remittance of Dividend
folio in the name of Aditya Birla Nuvo
through ECS is replaced by National
Limited- Unclaimed Share Suspense
Electronic Clearing Service (NECS). Banks
Account and thereafter these shares are
have been instructed to move to the NECS
subsequently dematerialised on 19th Feb,
platform. The advantages of NECS over
2015. Upon transfer and dematerialisation
ECS include faster credit of remittance to
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to the suspense account, the voting rights As per Clause 5A(II) of the Listing
on such shares shall remain frozen till the Agreement, a report in respect of the Equity
rightful owner of such shares claims the Shares issued in physical form pursuant
shares. In case your shares are lying to a public issue or any other issue and
unclaimed with the Company, you are lying in the ABNL- Unclaimed Suspense
requested to write to the Company to know Account as on 31st March , 2015 is as
the procedure for claiming the same. under:-

Sr. Description Number of Number of


No. Shareholders Equity Shares

1 Aggregate number of shareholders and the 5,849 178,704


outstanding shares lying in the Unclaimed Suspense
Account

SHAREHOLDERS INFORMATION
2 Number of shareholders who have approached the 9 418
issuer during FY 15 for transfer of shares from the
Unclaimed Suspense Account
3 Number of shareholders to whom shares were 9 418
transferred in FY 15 from the Unclaimed Suspense
Account
4 Aggregate number of shareholders and the 5,840 178,286
outstanding shares lying in the Unclaimed Suspense
Account as on 31st March, 2015

21. Investor Correspondence:


Other than Secretarial Matters Chief Financial Officer
Aditya Birla Nuvo Limited
Corporate Finance Division
A-4, Aditya Birla Centre, 4th Floor,
S.K. Ahire Marg, Worli, Mumbai 400 030
Phone: (022) 6652 5000/2499 5000
Fax: (022) 6652 5821/2499 5821
E-mail: nuvo.cfd@adityabirla.com;
nuvo-investors@adityabirla.com
On Secretarial and Investor Company Secretary
Grievances Matters Aditya Birla Nuvo Limited
Investor Service Centre
Indian Rayon Compound
Veraval - 362 266, Gujarat, India
Phone: (02876)245711/248629/248495
Fax: (02876)243220
E-mail: abnlsecretarial@adityabirla.com
Corporate Office:
A-4, Aditya Birla Centre
S.K. Ahire Marg, Worli, Mumbai - 400 030
Phone: (022) 6652 5000
Fax: (022) 6652 5821/2499 5821
E-mail: abnlsecretarial@adityabirla.com
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SOCIAL REPORT Aditya Birla Nuvo Limited - Annual Report 2014-2015


TOWARDS INCLUSIVE GROWTH

Our Vision
Towards inclusive growth, we truly practice
compassionate capitalism. Service to society is at the
very heart, of our value system. We do so with a sense
of purpose. This is manifest in the various CSR projects
that we run, providing the less fortunate strata of society
with education, healthcare, sustainable livelihood and
infrastructure support. We at the Aditya Birla Group
collectively, work in 5,000 villages, reach out to 7.5 million
people and our CSR spends at the Group level exceed
the 2% norm


SOCIAL REPORT

Mrs. Rajashree Birla, Chairperson


Aditya Birla Centre for Community Initiatives and Rural Development

Aditya Birla Nuvos community engagement spans 193 At 8 blood donation camps, 368 donors came forward
villages, inclusive of 14 model villages. Our CSR work in Bangalore, Rishra and in Mohali.
is in proximity to our 6 manufacturing units across 4
Our Skin Rehabilitation centre at Jagdishpur treated
states of the country. We reach out to a rural population
6,438 villagers. Indo Gulf Jan Sewa Trust identifies and
of 6.85 lakhs at Bangalore in Karnataka, Jagdishpur in
rehabilitates disabled and leprosy cured patients to
Uttar Pradesh, Veraval and Halol in Gujarat and Rishra,
enter mainstream society. They are given financial
in West Bengal.
assistance, which has aided them in the setting up of
Health Care: small shops at the village level. So far 20 persons have
recoursed to funds to start Kirana stores, tailoring shop
We organised over 49 medical camps and 23 speciality
and handcarts.
medical camps in remote villages at Anekal, Ramnagar
in Karnataka, Jagdishpur, Rishra, Veraval and Halol. Our hospitals and medical centres at plant locations in
Over 27,550 persons availed of medical check-ups and remote areas of the country attended to more than
diagnostic/referral facilities. Those who needed 1,10,060 patients for minor and major ailments.
advanced treatment or were afflicted with serious
Mother and Child Health Care:
ailments were taken to our hospitals and some of them
In collaboration with the district health department,
referred to speciality hospitals.
primary healthcare centres and Rotary International,
At our 27 eye check-up camps, 5,254 persons were
we administered 6,19,813 polio doses through 1,379
examined for their vision/sight issues. These camps
booths across our locations. Over 2,11,374 children
were held at Bangalore, Jagdishpur, Veraval and Rishra.
were immunised against other ailments, such as
We performed 951 cataract operations in these camps
diphtheria, whooping cough, tetanus and hepatitis,
and distributed 1,878 spectacles.
besides giving BCG, across our units.
Dental and eye camps were organised for school
children, at which 2,014 students were checked and Safe drinking water and sanitation:
wherever necessary were accorded treatment. This year we installed 2 hand pumps at Veraval and
More than 800 rural women participated in the 10 Jagdishpur, repaired 38 hand pumps to ensure safe
cancer awareness camps organised at Anekal and drinking water for 8,721 villagers.
Ramnagar. The focus at these camps was on the Under the Nirmal Gram Yojana, we have facilitated the
detection and prevention of cancer. construction of 1,642 individual toilets in villages around
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TOWARDS INCLUSIVE GROWTH

Marsur (Anekal) Jagdishpur, Veraval, Rishra and efforts of two residential schools at Jagdishpur and
Barasat. Bangalore.
More than 275 women in the 25-60 age groups actively
Education:
participated in our functional literacy program
Rural schools were extensively supported in the conducted in 11 villages at Jagdishpur.
campaign for enrolment, and reduction of dropouts at
Bangalore Rural and Urban Districts, Jagdishpur, Sustainable Livelihood:
Veraval, Rishra and Halol. We reached out to 119 On the agricultural front, we have helped farmers earn
schools and 20,053 children. Merit scholarships were better through farmer training programmes on advance
awarded to more than 661 students at Anekal and cropping techniques and other processes to improve
Veraval. yield. NABARD has been a very valuable partner to us
In the recent past, we initiated special coaching classes and has significantly contributed to the setting up of
and career counselling programmes for students to over 100 farmer clubs with bench strength of 1098
begin with at Channapattana (Tamil Nadu). These are farmers. Together, we have been able to augment the
of great benefit to the students. 150 girls enrolled. income of the farmers.
Likewise we began specialised coaching centres for
Vocational Training

SOCIAL REPORT
Grade 10th/12th and for CET competitive exams for
Engineering /Medical and other professional courses. A year ago, we have launched Project Kaushalya a
Simultaneously, we started career counselling Skills Training Centre in collaboration with CII. Our intent
programmes at Rishra, Barasat and Channapattana, is to equip the rural youth with requisite skills that are in
in collaboration with Galaxy Institute, Rishra and S V sync with the needs of industry and also spawn self-
Education Trust, Bangalore. We conduct these employment opportunities. So far we have trained and
educative programmes under the Project Gyanarjan certified 1,036 youngsters in trades such as handling
umbrella. Up until now 812 students have registered. and repair of electrical equipment, auto service
Uniforms, books, notebooks, writing pads, bags and technicians, retailing, data entry operators, tailoring,
stationery was distributed to 6,965 children near our and salon care. Towards this, we have set up 4 training
plants at Bangalore Rural / Urban District and Veraval. centres at Rishra, Barasat, Jagdishpur and Anekal.
Our endeavours have enriched the lives of 687
We continue to support Kasturba Gandhi Balika youngsters.
Vidyalaya (KGBV - Government residential schools for
Our project on Integrated Livestock Development, run
girls). We go into the rural interiors, identify the school
in collaboration with BAIF is running very successfully.
dropouts, counsel them and eventually they are
We operate in 12 villages of Veraval and up until now
persuaded to enrol at the KGBVs by identifying girls
BAIF has provided veterinary support, artificial
and counselling them for enrolment. We also provide
insemination and vaccinated 5,664 cattle.
uniforms and safe drinking water. Currently, we are
engaged with 13 KGBVs with a student population of Project ANYA, the Women Economic Empowerment
1,167 girls. These KGBVs are at Channapattana, initiative
Krishnagiri, Veraval, Jagdishpur and Halol. Our efforts
Through our 17 production centres at Jagdishpur,
have led to 142 girls joining the KGBVs and restarting
Veraval and Rishra we trained 717 rural women in
their education. Furthermore, towards their holistic
Apparel and Jute products manufacturing. The Apparel
development, we teach them life skills such as first aid
manufacturing unit at Jagdishpur is now self-sustaining
training, adolescent health care and enlist them in
centre. It caters to the local community. The jute bag
cultural events.
centre at Rishra services our MORE retail stores.
At Veraval and Channapattana 250 girls are given
special coaching. At Madura Fashion & Lifestyle, Infrastructure Development:
Bangalore and Veraval, Computer coaching classes We support Infrastructure Development such as the
support 318 students. We have aided 3,090 children construction and repair of school buildings, road /
with educational materials at Veraval. repairs in remote locations. Our work adds to the
To help 85 visually impaired children, we shore up the comfort to 15,446 people at Jagdishpur.
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TOWARDS INCLUSIVE GROWTH

Espousing Social Causes G Gram Panchayats


We try and change mindsets to bring social reform G NABARD
through advocacy against child labour, illiteracy, child G Indira Gandhi Eye Hospital & Research Centre,
marriages, the marginalisation and abuse of the girl Munshiganj, Amethi.
child and women among others. For instance
G Sri Bhagwan Mahaveer Viklang Sahayata Samiti,
G To promote dowry less marriages, our unit at Malviya Nagar, Jaipur, Rajasthan
Veraval organised mass marriages for 50 couples
G The Leprosy Mission India
from the underprivileged community.
G WHO
G We distributed 40,478 garments to underprivileged
people at various charitable organisations at G CEE UNDP
Bangalore. G Narayan Netralaya, Bangalore
G Our unit at Veraval supported Prime Ministers Jan G GOONJ
Dhan Yojana and organised a programme for G BAIF
opening of savings accounts for 185 people. G Aroni Charitable Trust
J & K Flood Relief Operation G Dr. M.C. Modi Hospital, Bangalore
SOCIAL REPORT

Madura Fashion and Lifestyle, Bangalore in G CII / Labour net


collaboration with GOONJ organised a relief camp to
Our Investments:
help the flood victims of J&K. We reached out to 3,000
families and we gave them 44,060 garments. For the year 2014 - 2015, our CSR spend was Rs.9.61
crore. In addition, we mobilised Rs.41.53 crore through
Accolades/Awards various Government schemes, acting as catalysts for
In recognition of our work, the Global CSR Excellence the community.
Award was bestowed upon Indo Gulf Fertilizers,
In sum:
Jagdishpur.
Our CSR work is aimed at lifting the burden of poverty.
Our Partners/Collaborators include: To an extent we have helped lower the level of poverty
G District Rural Development Authorities at various in villages near our plants. We attained this by reaching
locations out to 4,65,448 people through health care
G District Health departments interventions, 30,270 people through education, 18,284
people through sustainable livelihood, 15,446 people
G District Panchayatiraj Institutions
through rural infrastructure and 31,817 people through
G District Industries Centre social causes. Given the magnitude of the issue, much
G Sarva Siksha Abhiyan more needs to be done, avers Mrs Rajashree Birla.
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SUSTAINABLE DEVELOPMENT

The major attributes of our operations at Aditya Birla Nuvo (ABNL) and its ongoing journey of
success revolve around people, environment, safety and inclusive growth. Few organizations
can boast of the calibre of people as we have at ABNL. Environmental practices far beyond
compliance have been an integral part of our philosophy.
At ABNL, various sustainability initiatives include energy optimization, water conservation, social
forestry, recycling of waste material as well as safety. We have instituted a governance structure
to monitor various sustainability aspects of our operations.
As a Group, we endeavour to become the leading Indian conglomerate for sustainable business
practices across our global operations by 2017, given our synergizing growth with responsibility.
- Kumar Mangalam Birla
Chairman, Aditya Birla Group

In sync with our Chairmans vision, by 2017 ABNL Indo Gulf Fertilizers, Jaya Shree Textiles and Aditya
endeavours to become a leading company with Birla Insulators (ABI) Halol are ISO-14001: 2004
sustainable business practices across all based environment management systems certified.
operations, balancing its economic growth with

ENVIRONMENT REPORT
Responsible Stewardship
environmental and societal interests.
Indian Rayon
During the year, we honed our processes in the
areas of environmental compliance, securing water At Indian Rayon, we have developed the
sources, effluent management, safety performance sustainability framework in accordance with the GRI
improvement and waste management. G4 guidelines, and have fostered the sustainability
concept in our work culture.
Environment Management System
With regard to your plant at Indian Rayon, Veraval,
Our Environmental Management system is based the clearances from the Ministry of Environment,
on the continuous improvement of our Forests & Climate Change, New Delhi for the
environmental practices and systems through operation of Viscose Filament Yarn Production Unit,
process innovation; technological interventions like Power Plant, Caustic Soda Plant and Pipe line
state-of-art technologies and equipment; Project have been obtained. The Company has
introduction of new on-line continuous environment also secured Consolidated Consent and
monitoring systems; adoption of best practices, Authorization from the Gujarat Pollution Control
and setting stringent targets on various Board for Plant operation and Sewage Treatment
environmental aspects. Plant as well as the Biomedical Waste Authorization
We are a signatory to the WASH Pledge of World in line with the requirement of Biomedical
Business Council of Sustainable Development Waste Rules.
(WBCSD). It is a testament to our commitment to Indian Rayons efforts to maximize reuse and
provide clean safe water, sanitation and workplace recycling energy and water, while maximizing
for our employees. resource efficiency are in continuum. Under our
Indian Rayon is ISO 14001-2004 Integrated Cleaner Production initiative, wastes such as
Management System of EMS, QMS (ISO 9001- briquette powder formed by Process Sludge,
2008), OHSAS (18001-2007) and SA (8000-2008) Cellulose waste and charcoal churry are sent for
certified. We have also adopted the Du-Pont Safety incineration to our Group Plant Ultratech Cement
System for embedding the safety culture at all our at Rajula. For the disposal of the remaining wastes
operations. in a controlled manner, we recourse to partnerships
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SUSTAINABLE DEVELOPMENT

with various Treatment, Storage and Disposal Waste water and other effluents generated in the
Facilities (TSDF) as mandated by the pollution plant are treated in the effluent treatment plants.
control board. The treated waste water meets the standards of
irrigation water. It is supplied to the irrigation
Our green belt spans 33.5% of the total Plant area.
network in and around our factory and township
In recognition of its environment conservation for the green belt. We have developed and
initiatives, Indian Rayon was accorded the commissioned a Recharge Pond as part of Rain
prestigious Golden Peacock Environment water harvesting. This helps store the rain water
Management Award - 2014 from the Institute of for recharging the aquifer.
Directors, New Delhi.
Over the years, we have planted more than a lakh
Professional Environment Auditors like NEERI
of trees in and around the Fertiliser complex
(National Environmental Engineering Research
besides bushes and shrubs. With a uniquely
Institute) - Nagpur, NIO (National Institute of
developed and well managed irrigation network,
Oceanography) Mumbai, ATIRA (Ahmedabad
the mortality rate of these plants is below 2%. This
Textile Industries Research Associations)
is over and above the statutory requirement of a
Ahmedabad, conduct in-depth Environment Audits.
33%green belt of the total area.
They monitor our Plant operations and validate our
ENVIRONMENT REPORT

commitment to sustainable development.


Aditya Birla Insulators, Halol (ABI)
Indo Gulf Fertilizer ABI Halol is BSI ISO -14001:2004 certified. Our
At Indo Gulf all requisite systems for effective operations factor conservation of the environment.
management of effluent and emissions are in place
Waste water and other effluents generated in
and are operating efficiently. These include steam
the plant are treated in the effluent treatment
stripping systems, deep hydrolyser, activated
plants in line with regulatory conditions. The
carbon filters, neutralization, equalization, ionization
Environment Monitoring, Ambient Air Monitoring,
process for process condensate, natural oxidation
Stack Monitoring and the waste water parameter
based sewage treatment system and gas flaring
are analyzed by Gujarat Pollution Control
system among others
Boards (GPCB) approved third Party. The water
The Central Pollution Control Board (CPCB) has meter is installed on the Bore well to get the
brought in rules for online monitoring system for actual data of water consumption and to reduce
treated effluent discharge and for gaseous the wastage of water. Dyke walls are erected to
emissions from various stacks, for real time avoid spillage.
monitoring by UPPCB. We have already
We are continuously reviewing our waste
implemented the automated monitoring system.
management practices to identify potential
Our plant is connected with the UPPCB server for
opportunities for reuse and recycle. This year, we
data transmission in line with the directive issues
have explored the possibility of re-using the ETP
by CPCB.
Sludge. Samples were analyzed in-house as well
To conserve natural resources while cutting down as through third party analysis. After a complete
the emission of Green House gases, we have analysis, it was found that there is potential for in
commissioned a major energy saving project which house use after purification and chemical
has resulted in the reduction of CO2 emission by correction. We are moving in that direction.
30,000 Te CO2, annually. Additionally, we have
installed solar heaters in our canteens and guest Your management is committed to synergising
houses, thus conserving energy. growth with responsibility.
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FINANCIAL STATEMENTS
STANDALONE
FINANCIAL STATEMENTS
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 INDEPENDENT AUDITORS REPORT TO THE MEMBERS

To
The Members of
Aditya Birla Nuvo Limited
Report on the Standalone Financial Statements
1. We have audited the accompanying Standalone Financial Statements of Aditya Birla Nuvo Limited
(the Company), which comprise the Balance Sheet as at March 31, 2015, the Statement of Profit
and Loss, the Cash Flow Statement for the year then ended, and a summary of significant accounting
policies and other explanatory information, in which are incorporated the branchs financial statements
for the year ended on that date audited by the branch auditors of the Company.
Managements Responsibility for the Financial Statements
2. The Companys 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 Financial
Statements that give a true and fair view of the financial position, financial performance and cash
flows of the Company 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
Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the Act for safeguarding the assets of
the Company and for preventing and detecting frauds and other irregularities; selection and

INDEPENDENT AUDITORS REPORT


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 Financial Statements that
give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditors Responsibility
3. Our responsibility is to express an opinion on these Standalone 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 thereunder. We conducted our audit in accordance with the
Standards on Auditing issued by the Institute of Chartered Accountants of India, as specified
under section 143(10) of the Act. Those Standards require that we comply with ethical requirements
and plan and perform the audit to obtain reasonable assurance about whether the Standalone
Financial Statements are free from material misstatement.
4. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures
in the Financial Statements. The procedures selected depend on the auditors judgment, including
the assessment of the risks of material misstatement of the Financial Statements, whether due to
fraud or error. In making those risk assessments, the auditor considers internal financial control
relevant to the Companys preparation of the Financial Statements, that give a true and fair view, in
order to design audit procedures that are appropriate in the circumstances, but not for the purpose
of expressing an opinion on whether the Company has in place an adequate internal financial
control system over financial reporting and the operating effectiveness of such controls. An audit
also includes evaluating the appropriateness of accounting policies used and the reasonableness
of the accounting estimates made by the Companys management and Board of Directors, as well
as evaluating the overall presentation of the Standalone Financial Statements.
5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our audit opinion on the Standalone Financial Statements.
Opinion
6. 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 March 31, 2015, its Profit
and its cash flows for the year ended on that date.
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INDEPENDENT AUDITORS REPORT TO THE MEMBERS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Other Matter
7. The accompanying Standalone Financial Statements include total assets of ` 1,716.15 crore as at
March 31, 2015, and total revenues of ` 3,547.87 crore for the year ended on that date, in respect
of one branch, which has been audited by branch auditors, whose financial statements, other
financial information and auditors reports have been furnished to us. Our opinion on the Standalone
Financial Statements, in so far as it relates to the amounts and disclosures included in respect of
this branch, and our report in terms of sub-sections (3) and (11) of section 143 of the Act, in so far
as it relates to the aforesaid branch, is based solely on the reports of such other auditors.
Our opinion is not modified in respect of this matter.
Report on Other Legal and Regulatory Requirements
8. As required by the Companies (Auditors Report) Order, 2015 (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.
9. As required by section 143(3) of the Act, we further 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 purpose of our audit;
b. In our opinion proper books of account as required by law have been kept by the Company
INDEPENDENT AUDITORS REPORT

so far as it appears from our examination of those books;


c. The reports on the accounts of the branch offices of the Company audited under section
143(8) of the Act by branch auditors have been sent to us and have been properly dealt with
by us in preparing this report;
d. The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt
with by this Report are in agreement with the books of account and with the audited financial
statements received from the Branch;
e. In our opinion, the aforesaid Standalone Financial Statements comply with the applicable
Accounting Standards specified under section 133 of the Act, Read with Rule 7 of the Companies
(Accounts) Rules 2014;
f. On the basis of written representations received from the directors as on March 31, 2015,
and taken on record by the Board of Directors, none of the directors is disqualified as on
March 31, 2015, from being appointed as a director in terms of section 164(2) of the Act;
10. In our opinion and to the best of our information and according to the explanations given to us,
we report as under with respect to other matters to be included in the Auditors Report in
accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014:
(i) The Company has disclosed the impact of pending litigations on its financial position in its
Standalone Financial Statements Refer Note 45(iv) to the Standalone Financial Statements;
(ii) The Company has made provision, as required under the applicable law or accounting
standards, for material foreseeable losses, if any, on long-term contracts including derivative
contracts Refer Note 45(iii) to the Standalone Financial Statements;
(iii) There has been no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Company.

For and on behalf of For and on behalf of


KHIMJI KUNVERJI & CO. S R B C & CO LLP
Chartered Accountants Chartered Accountants
ICAI Firm Registration No. 105146W ICAI Firm Registration Number: 324982E

Per Shivji Vikamsey Per Vijay Maniar


Partner Partner
Membership No. 2242 Membership No. 36738
Mumbai Mumbai
Date: May 14, 2015 Date: May 14, 2015
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 INDEPENDENT AUDITORS REPORT TO THE MEMBERS

Annexure referred to in paragraph 8 of Our Independent Auditors Report to the members of the
Company on the Standalone Financial Statements for the year ended March 31, 2015
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and
situation of fixed assets.
(b) All fixed assets have not been physically verified by the management during the year but there is a
regular program of verification which, in our opinion, is reasonable having regard to the size of the
Company and the nature of its assets. No material discrepancies were noticed on such verification.
(ii) (a) The management has conducted physical verification of inventory at reasonable intervals during the
year other than inventory lying with third parties, where certificates confirming stocks have been
received in respect of substantial portion of stock held.
(b) The procedures of physical verification of inventory followed by the management are reasonable and
adequate in relation to the size of the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and no material discrepancies were noticed
on physical verification.
(iii) According to the information and explanations given to us, the Company has not granted any loans, secured
or unsecured to companies, firms or other parties covered in the register maintained under

INDEPENDENT AUDITORS REPORT


section 189 of the Act. Accordingly, the provisions of paragraph 3(iii) (a) to (b) of the Order are
not applicable to the Company.
(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal
control system commensurate with the size of the Company and the nature of its business, for the purchase
of inventory and fixed assets and for the sale of goods and services. During the course of our audit, we
have not observed any major weakness or continuing failure to correct any major weakness in the internal
control system of the Company in respect of these areas.
(v) The Company has not accepted any deposits from the public.
(vi) We have broadly reviewed the books of account maintained by the Company, pursuant to the rules made by
the Central Government for the maintenance of cost records under sub-section (1) of the section 148 of the
Act, in respect of the Companys products to which the said rules are made applicable, 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 same.
(vii) (a) The Company is generally regular in depositing with appropriate authorities undisputed
statutory dues including provident fund, employees state insurance, income-tax, sales-
tax,wealth-tax, service tax, customs duty, excise duty, value added tax, cess and other
material statutory dues applicable to it.
According to the information and explanations given to us, no undisputed amounts payable in respect
of provident fund, employees state insurance, income-tax, sales-tax, wealth-tax, service tax, customs
duty, excise duty, value added tax, cess and other material statutory dues were outstanding, at the year
end, for a period of more than six months from the date they became payable.
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INDEPENDENT AUDITORS REPORT TO THE MEMBERS Aditya Birla Nuvo Limited - Annual Report 2014-2015

(b) According to the records of the Company, the dues outstanding of income-tax, sales-tax,
wealth-tax, service tax, customs duty, excise duty, value added tax and cess on account of
any dispute, are as follows:
Name of the Nature of the Period Forum where Amount
Statute dues dispute is pending (` in Crores)
Income tax Tax Demand AY 2006-07 Commissioner 102.13
Act, 1961 (Appeals)
1975-76, 1976-77, High Court 0.39
1986-87 & 2001-02
2003-04, 2004-05, CESTAT 1.30
Customs Act, Tax Demand, Interest 2005-06, 2007-08
1962 and Penalty 2009-10, 2013-14
2013-14 Commissioner 0.64
(Appeals)
1977-78, 1986-87 High Court 0.06
1985-86, 1991-92, CESTAT 3.11
1995-00, 2001-02,
2002-03, 2008-09
INDEPENDENT AUDITORS REPORT

Central Excise Excise Duty, Interest 1994-95, 1996-97, Commissioner 1.24


Act, 1944 and Penalty 1997-98,1998-99, (Appeals)
2005-2012
1997-98 to 2000-01 Commissioner/ 0.05
Deputy Commissioner
Entry Tax 2013-14 & 2014-15 High Court 11.14
1999-00, 2002-03, High Court 7.69
2004-05 & 2010-11
2002-03, 2004-05, Appellate Tribunal 1.01
2007-08, 2008-09
Sales Tax, 1995-96, 1996-97, Commissioner 17.55
Value Added Tax, 1997-98, 1999-00, (Appeals)/Revisional
Central Sales Tax, 2001-02, 2002-03 to Boards
Sales Tax Act Non-Submission of 2004-05, 2005-06,
forms, Purchase Tax, 2006-07, 2007-08,
Trade Tax including 2008-09, 2009-10,
Interest 2010-11
2002-03, 2003-04, Assessing authorities 7.09
2006-07, 2007-08,
2009-10, 2010-11,
2011-12
2002-03, 2003-04 CESTAT 0.82
Service Tax
Finance Act, 1994
including Interest
(Service Tax) 2012-13 Commissioner 1.31
and Penalty
(Appeals)
Textile 1981-82 to 1998-99 Textile Committee 0.63
Committee Textile Cess Cess Appellate Tribunal
Act 1990-00 to 2004-05 Assessing authorities 0.65
Gujarat Cess on generation 2011-12 to 2014-15 Supreme Court 1.72
Green Cess of electricity through of India
Act, 2011 captive power
generation plants
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 INDEPENDENT AUDITORS REPORT TO THE MEMBERS

(c) In our opinion and to the best of our information and according to the explanations given to
us, there has been no delay in transferring amounts, required to be transferred, to the
Investor Education and Protection Fund by the Company in accordance with the relevant
provisions of the Companies Act, 1956 and rules made thereunder.
(viii) The Company has no accumulated losses at the end of the financial year and it has not incurred cash
losses in the current and immediately preceding financial year.
(ix) Based on our audit procedures and as per the information and explanations given by the
management, we are of the opinion that the Company has not defaulted in repayment of dues to
a financial institution, bank or debenture holders.
(x) According to the information and explanations given to us, the Company has given guarantee for
loans taken by subsidiaries from banks or financial institutions, the terms and conditions whereof,
in our opinion, are not prima-facie prejudicial to the interest of the Company.
(xi) Based on the information and explanations given to us by the management, term loans were
applied for the purpose for which the loans were obtained other than temporary deployment
pending application.
(xii) Based upon the audit procedures performed for the purpose of reporting the true and fair view of

INDEPENDENT AUDITORS REPORT


the Standalone Financial Statements and as per the information and explanations given by the
management, we report that no fraud on or by the Company has been noticed or reported
during the year. However, branch auditors have reported that there was a case of employee
misappropriation which was not material and was appropriately dealt with by the management.

For and on behalf of For and on behalf of


KHIMJI KUNVERJI & CO. S R B C & CO LLP
Chartered Accountants Chartered Accountants
ICAI Firm Registration No. 105146W ICAI Firm Registration Number: 324982E

Per Shivji Vikamsey Per Vijay Maniar


Partner Partner
Membership No. 2242 Membership No. 36738
Mumbai Mumbai
Date: May 14, 2015 Date: May 14, 2015

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BALANCE SHEET Aditya Birla Nuvo Limited - Annual Report 2014-2015


AS AT 31ST MARCH, 2015

` in Crores
As at As at
Note No. 31st March, 2015 31st March, 2014
EQUITY AND LIABILITIES
(A) Shareholders Funds
Share Capital 2 130.14 130.18
Reserves and Surplus 3 8,388.85 7,977.56
Sub-Total - (A) 8,518.99 8,107.74
(B) Non-Current Liabilities
Long-term Borrowings 4A 1,480.46 1,392.19
Deferred Tax Liabilities (Net) 5 106.38 87.89
Other Long-term Liabilities 6A 114.59 96.83
Long-term Provisions 7A 6.49 5.22
Sub-Total - (B) 1,707.92 1,582.13
(C) Current Liabilities
Short-term Borrowings 4B 1,959.37 2,134.00
Trade Payables 8 1,702.85 1,505.44
Other Current Liabilities 6B 494.45 453.27
Short-term Provisions 7B 266.11 208.78
Sub-Total - (C) 4,422.78 4,301.49
TOTAL (A)+(B)+(C) 14,649.69 13,991.36

ASSETS
(D) Non-Current Assets
Fixed Assets
STANDALONE FINANCIAL STATEMENTS

Tangible Assets 9A 1,713.63 1,493.23


Intangible Assets 9B 45.93 48.45
Capital Work-in-Progress 108.02 306.59
1,867.58 1,848.27
Non-Current Investments 10A 8,694.99 7,952.34
Long-term Loans and Advances 11A 196.63 192.40
Other Non-Current Assets 12A 0.74 0.78
Sub-Total - (D) 10,759.94 9,993.79
(E) Current Assets
Current Investments 10B 30.00 15.65
Inventories 13 1,247.00 1,103.72
Trade Receivables 14 2,251.14 2,045.70
Cash and Bank Balances 15 45.05 39.13
Short-term Loans and Advances 11B 273.62 720.68
Other Current Assets 12B 42.94 72.69
Sub-Total - (E) 3,889.75 3,997.57
TOTAL (D)+(E) 14,649.69 13,991.36

Significant Accounting Policies 1


The accompanying Notes are an integral part of the Financial Statements.

As per our attached Report of even date For and on behalf of the Board of Directors

For KHIMJI KUNVERJI & CO. For S R B C & CO LLP LALIT NAIK TARJANI VAKIL
ICAI Firm Registration No. 105146W ICAI Firm Registration No. 324982E Managing Director P. MURARI
Chartered Accountants Chartered Accountants B. R. GUPTA
G. P. GUPTA
S. C. BHARGAVA
Directors

SUSHIL AGARWAL
Whole-time Director & CFO
Per SHIVJI VIKAMSEY Per VIJAY MANIAR
Partner Partner ASHOK MALU
Membership No. 2242 Membership No. 36738 Joint President & Company Secretary
Mumbai, May 14, 2015 Mumbai, May 14, 2015
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 STATEMENT OF PROFIT AND LOSS
FOR THE YEAR ENDED 31ST MARCH, 2015

` in Crores
Year Ended Year Ended
Note No. 31st March, 2015 31st March, 2014
Revenue from Operations 16 9,118.34 8,239.12
Less: Excise Duty (180.08) (218.55)
Net Revenue from Operations 8,938.26 8,020.57
Other Income 17 171.51 371.20
Total Revenue 9,109.77 8,391.77

Expenses
Cost of Materials Consumed 18 3,322.49 2,944.12
Purchase of Stock-in-Trade 19 1,283.31 1,191.38
Changes in Inventories of Finished Goods,
Work-in-Progress and Stock-in-Trade 20 (43.44) (204.43)
Employee Benefits Expenses 21 741.60 638.69
Power and Fuel 843.01 955.00
Other Expenses 22 1,777.21 1,621.20
Total Expenses 7,924.18 7,145.96

Profit Before Depreciation/Amortisation,


Interest and Tax (PBDIT) 1,185.59 1,245.81
Depreciation and Amortisation Expenses 23 189.36 199.02
Finance Cost 24 263.30 266.56
Profit Before Exceptional Item and Tax 732.93 780.23
Exceptional Items 39 24.06

STANDALONE FINANCIAL STATEMENTS


Profit Before Tax 732.93 804.29
Tax Expenses
Current Tax 185.92 201.60
Write Back of Excess Provision for Tax Related to Earlier Years (5.61) (3.82)
Deferred Tax 24.93 (67.44)
Profit for the Year 527.69 673.95

Profit Before Tax from Continuing Operations 732.93 780.23


Tax Expense of Continuing Operations 205.24 171.04
Profit from Continuing Operations (A) 527.69 609.19
Profit Before Tax from Sale of Assets Attributable to Discontinued Operations 24.06
Tax Expense/(Credit) from Sale of Assets Attributable to Discontinued Operations (40.70)
Profit from Discontinued Operations After Tax (B) 39 64.76
Profit for the Year (A) + (B) 527.69 673.95

Basic Earnings Per Share (`) 40.56 54.30


Diluted Earnings Per Share (`)
(Face Value of ` 10/- each) } 36 40.49 53.74

Significant Accounting Policies 1


The accompanying Notes are an integral part of the Financial Statements.

As per our attached Report of even date For and on behalf of the Board of Directors

For KHIMJI KUNVERJI & CO. For S R B C & CO LLP LALIT NAIK TARJANI VAKIL
ICAI Firm Registration No. 105146W ICAI Firm Registration No. 324982E Managing Director P. MURARI
Chartered Accountants Chartered Accountants B. R. GUPTA
G. P. GUPTA
S. C. BHARGAVA
Directors

SUSHIL AGARWAL
Whole-time Director & CFO
Per SHIVJI VIKAMSEY Per VIJAY MANIAR
Partner Partner ASHOK MALU
Membership No. 2242 Membership No. 36738 Joint President & Company Secretary
Mumbai, May 14, 2015 Mumbai, May 14, 2015
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CASH FLOW STATEMENT Aditya Birla Nuvo Limited - Annual Report 2014-2015
FOR THE YEAR ENDED 31ST MARCH, 2015

` in Crores
PARTICULARS 2014-15 2013-14
A CASH FLOW FROM OPERATING ACTIVITIES
Profit Before Tax 732.93 804.29
Adjustments for:
Exceptional Item (Refer Note: 39) (24.06)
Depreciation and Amortisation Expenses 189.36 199.02
Provision for Bad and Doubtful Debts &
Advances and Bad Debts written off 11.05 3.39
Provision for Diminution in Value of
Investment in Subsidiary 0.43
Diminution/(Reversal of Diminution) in
Value of Fertiliser Bonds (1.54) 0.63
Employee Stock Options Expenses 3.76 1.49
Unrealised (Gain)/Loss on Foreign Exchange (9.42) 12.43
Finance Costs 263.30 266.56
Interest Income (36.06) (44.14)
(Gain)/Loss on Fixed Assets Sold (5.61) 0.87
(Gain)/Loss on Sale of Investments (8.32) (41.72)
STANDALONE FINANCIAL STATEMENTS

Gain on Redemption of Preference


Shares of Subsidiary (18.75)
Gain on Buy-Back of Investments of Subsidiary (144.29)
Dividend Income (89.67) (122.41)
298.53 107.77
OPERATING PROFIT BEFORE WORKING
CAPITAL CHANGES 1,031.46 912.06
Adjustments for:
Decrease/(Increase) in Trade Receivables (212.62) 240.90
Decrease/(Increase) in Loans and Advances (32.98) (0.70)
Decrease/(Increase) in Other Assets 29.43 (4.86)
Decrease/(Increase) in Inventories (143.28) (257.20)
Increase/(Decrease) in Trade Payables 202.39 270.58
Increase/(Decrease) in Other Liabilities 47.44 26.65
Increase/(Decrease) in Provisions 20.73 5.78
(88.89) 281.15
CASH GENERATED FROM OPERATIONS 942.57 1,193.21
Income Taxes Refund/(Paid) (154.82) (205.03)
NET CASH (USED IN)/FROM OPERATING ACTIVITIES 787.75 988.18
B CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Tangible Assets (227.33) (405.28)
Purchase of Intangible Assets (6.67) (5.79)
Sale of Tangible Assets 10.57 10.29
Acquisition of Additional Shares/Investment
in Subsidiary (743.08) (2,174.24)
Redemption of Preference Shares of Subsidiary 33.75
Proceeds from Liquidation of Subsidiary 0.84
Sale of Investment of Associate 0.01
Buy-Back of Investments by Subsidiary 207.20
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 CASH FLOW STATEMENT
FOR THE YEAR ENDED 31ST MARCH, 2015

` in Crores
PARTICULARS 2014-15 2013-14

Sale of Carbon Black Business (Net of Cash and


Cash Equivalents) 314.72
Sale/(Purchase) of Current Investments (Net) (21.87) 278.00
Purchase of Subsidiary Optionally Fully
Convertible Debentures (338.28)
Redemption of Subsidiary Optionally Fully
Convertible Debentures 380.00
Inter-Corporate Deposits to Subsidiary Given (221.23) (784.41)
Inter-Corporate Deposits to Subsidiary Received Back 691.07 293.31
Interest Received from Subsidiaries 17.03 7.98
Interest Received Others 20.92 34.58
Dividend Received from Subsidiaries 51.80 87.45
Dividend Received from Joint Venture 33.50 25.13
Dividend Received on Other Long-term Investment 3.35 4.69
Dividend Received on Current Investments 1.02 5.14

NET CASH (USED IN)/FROM INVESTING ACTIVITIES (356.32) (2,059.51)


C CASH FLOW FROM FINANCING ACTIVITIES

STANDALONE FINANCIAL STATEMENTS


Redemption of Preference Shares (0.10)
Proceeds from Issue of Shares (including Securities Premium) 3.59 674.39
Repayment of Long-term Borrowings (227.88) (480.89)
Proceeds from Long-term Borrowings 337.38 259.00
Proceeds/(Repayment) from Short-term Borrowings (Net) (177.76) 951.85
Dividends Paid (91.08) (78.16)
Corporate Dividend Tax Paid (6.68)
Interest Paid (263.25) (271.27)

NET CASH (USED IN)/FROM FINANCING ACTIVITIES (425.78) 1,054.92


NET INCREASE IN CASH AND CASH EQUIVALENTS 5.65 (16.41)
CASH AND CASH EQUIVALENTS (OPENING BALANCE) 35.86 52.27
CASH AND CASH EQUIVALENTS (CLOSING BALANCE)
(Refer Note: 15) 41.51 35.86
Significant Accounting Policies Refer Note: 1
The accompanying Notes are an integral part of the Financial Statements.

As per our attached Report of even date For and on behalf of the Board of Directors

For KHIMJI KUNVERJI & CO. For S R B C & CO LLP LALIT NAIK TARJANI VAKIL
ICAI Firm Registration No. 105146W ICAI Firm Registration No. 324982E Managing Director P. MURARI
Chartered Accountants Chartered Accountants B. R. GUPTA
G. P. GUPTA
S. C. BHARGAVA
Directors

SUSHIL AGARWAL
Whole-time Director & CFO
Per SHIVJI VIKAMSEY Per VIJAY MANIAR
Partner Partner ASHOK MALU
Membership No. 2242 Membership No. 36738 Joint President & Company Secretary
Mumbai, May 14, 2015 Mumbai, May 14, 2015
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

NOTE: 1
SIGNIFICANT ACCOUNTING POLICIES:
I. BASIS OF PREPARATION
The financial statements have been prepared in accordance with generally accepted accounting principles in India (Indian
GAAP) under the historical cost convention on an accrual basis in compliance with all material aspect of the Accounting
Standard (AS) Notified under section 133 of the Companies Act, 2013, read together with paragraph 7 of the Companies
(Accounts) Rules, 2014. The accounting policies have been consistently applied by the Company and are consistent with
those used in the previous year, except for the change in accounting policy explained in paragraph II below.
All assets and liabilities have been classified as current or non-current as per the Companys normal operating cycle, and
other criteria set out in the Schedule III to the Companies Act, 2013. Based on the nature of products and the time between
the acquisition of assets for processing and their realisation in cash and cash equivalents, the Company has ascertained its
operating cycle as up to twelve months for the purpose of current/non-current classification of assets and liabilities.
II. CHANGE IN ACCOUNTING POLICY
Till the year ended 31 March, 2014, Schedule XIV to the Companies Act, 1956, prescribed requirements concerning
depreciation of fixed assets. From the current year, Schedule XIV has been replaced by Schedule II to the Companies Act,
2013. Effective from 1st April, 2014, the Company has provided depreciation on fixed assets based on useful lives as
provided in Schedule II to the Companies Act, 2013 or as re-assessed by the Company. The management believes that
depreciation rates currently used fairly reflect its estimate of the useful lives and residual values of fixed assets, though these
rates in certain cases are different from lives prescribed under Schedule II.
Further, on application of Schedule II to the Companies Act, 2013, the Company has changed the manner of depreciation for
its fixed assets. Now, the Company identifies and determines separate useful life for each major component of the fixed
asset, if they have useful life that is materially different from that of the remaining asset.
Based on transitional provision given in Schedule II to the Companies Act, 2013, the carrying value of assets whose useful
lives are already exhausted amounting to ` 12.51 Crore (net of deferred tax ` 6.44 Crore) has been charged to opening
STANDALONE FINANCIAL STATEMENTS

balance of retained earnings. Had there been no change in useful lives of fixed assets, the charge to the Statement of Profit
and Loss would have been higher by ` 19.03 Crore.
III. USE OF ESTIMATES
The preparation of financial statements in conformity with Indian GAAP requires the management to make judgements,
estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and disclosure of
contingent liabilities, at the end of the reporting period. Although, these estimates are based on the managements best
knowledge of current events and actions, uncertainty about these assumptions and estimates could result in the outcomes
requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.
IV. TANGIBLE FIXED ASSETS AND DEPRECIATION
Tangible Fixed Assets are stated at cost, less accumulated depreciation and impairment loss, if any. Cost comprises the
purchase price and any attributable cost of bringing the asset to its working condition for its intended use. Each part of an
item of property, plant and equipment with a cost, that is significant in relation to the total cost of the item, is depreciated
separately. This applies mainly to components for machinery. When significant parts of fixed assets are required to be
replaced at intervals, the Company recognises such parts as individual assets with specific useful lives and depreciates
them accordingly. Any trade discounts and rebates are deducted in arriving at the purchase price.
Depreciation on Tangible Fixed Assets is provided on Straight Line method using the rates arrived at based on the useful
lives as specified in the Schedule II to the Companies Act, 2013 or estimated by the management. The Company has used
the following useful life to provide depreciation on its fixed assets.
A: Assets where useful life is same as Schedule II
Assets Useful Life as Prescribed by
Schedule II to the Companies Act, 2013

Plant & Machinery:- Continuous Process Plant 25 Years


Buildings (other than factory buildings) RCC Frame Structure 60 Years
Factory Buildings 30 Years
Fences, Wells, Tube Wells 5 Years
Borewell (Pipes, Tubes and Other Fittings) 5 Years
Bridges, Culverts, Bunders, etc. 30 Years
Others (including temporary structure, etc.) 3 Years
Carpeted Roads - RCC 10 Years
Carpeted Roads - other than RCC 5 Years
Non-carpeted Roads 3 Years
General Laboratory Equipment 10 Years
Electrical Installations and Equipment (At Factory) 10 Years
Motors, Tractors, Harvesting Combines and Heavy Vehicles 8 Years
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

B: Assets where useful life differ from Schedule II


Assets Useful Life as Prescribed by Estimated Useful Life
Schedule II to the Companies Act, 2013
Plant & Machinery:
:- Other than Continuous Process Plant (Single Shift) 15 Years 15 Years and 20 Years
:- Other than Continuous Process Plant (Double Shift) Additional 50% depreciation over single shift 20 Years
:- Other than Continuous Process Plant (Triple Shift) Additional 100% depreciation over single shift 10 Years and 15 Years
Thermal/Gas/Combined Cycle Power Generation Plant 40 Years 25 Years
Buildings (other than factory buildings) other than RCC
Frame Structure 30 Years 60 Years
Office Electronic Equipment 5 Years 4 Years
Office Computers (end-user devices, desktops, laptops) 3 Years 4 Years
Servers 6 Years 4 Years
Vehicles 8-10 Years 4 Years to 5 Years
Electrically Operated Vehicles 8 Years 5 Years
Furniture & Fixtures and Other Office Equipment 10 Years 5 Years to 7 Years
Useful life of assets different from prescribed in Schedule II has been estimated by the management supported by technical
assessment.
C: Plant and Machinery
Separately identified Component of Plant and Machinery 2 to 25 Years

D: Assets at Showroom

STANDALONE FINANCIAL STATEMENTS


Assets at Showroom 5 Years

E: Leasehold Assets
Leasehold Land Period of Lease
Leasehold Improvements Period of Lease 5 Years
Fixed Assets, individually costing less than Rupees five thousand, are fully depreciated in the year of purchase.
Depreciation on the Fixed Assets added/disposed off/discarded during the year is provided on pro-rata basis with reference
to the month of addition/disposal/discarding, and in the case of capitalisation of Greenfield/Brownfield project, depreciation
is charged from the date the project is ready to commence commercial production to the Statement of Profit and Loss.
V. INTANGIBLE ASSETS AND AMORTISATION
Intangible Assets are stated at acquisition cost, net of accumulated amortisation and accumulated impairment losses, if any.
Intangible Assets are amortised on a straight-line basis over their estimated useful lives.
Assets Estimated Useful Life
Brands/Trademarks 10 Years
Technical Know-how 7 Years
Computer Software 3 Years
Goodwill Not being amortised (Tested for Impairment)

VI. IMPAIRMENT OF ASSETS


The carrying amounts of assets are reviewed at each Balance Sheet date, if there is any indication of impairment based on
internal/external factors. An asset is treated as impaired when the carrying cost of the assets exceeds its recoverable value.
An impairment loss, if any, is charged to the Statement of Profit and Loss in the year in which an asset is identified as
impaired. Reversal of impairment losses recognised in the prior years is recorded when there is an indication that the
impairment losses recognised for the assets no longer exist or have decreased.

VII. BORROWING COSTS


Borrowing Costs attributable to acquisition and construction of qualifying assets are capitalised as a part of the cost of such
assets up to the date when such assets are ready for its intended use.
Other borrowing costs are charged to the Statement of Profit and Loss in the period in which they are incurred.

VIII. TRANSLATION OF FOREIGN CURRENCY ITEMS


Transactions in foreign currency are recorded at the rate of exchange prevailing on the date of transaction. Foreign currency
monetary items are reported using closing rate of exchange at the end of the year. With respect to the exchange difference
arising on translation/settlement of long-term foreign currency items from 1st April, 2011, the Company has adopted the
following policy:
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(i) Foreign exchange difference on account of a depreciable asset is adjusted in the cost of the depreciable asset, which
would be depreciated over the balance life of the asset.
(ii) In other cases, the foreign exchange difference is accumulated in a Foreign Currency Monetary Item Translation
Difference Account, and amortised over the balance period of such long-term asset/liability.
Exchange difference on restatement of all other monetary items is recognised in the Statement of Profit and Loss. Other non-
monetary items like fixed assets, investments in equity shares are carried in terms of historical cost using the exchange rate
at the date of transaction.

IX. DERIVATIVE INSTRUMENTS


Premium/Discount, in respect of forward foreign exchange contract to hedge an underlying recorded asset or liability, is
recognised over the life of the contracts. Exchange differences on such contracts, except the contracts which are long-term
foreign currency monetary items, are recognised in the Statement of Profit and Loss in the year in which the exchange rate
changes. Profit/Loss on cancellation/renewal of forward exchange contract is recognised as income/expense for the year.
The Company enters into forward contracts to hedge the foreign currency risk of firm commitments and highly probable
forecast transactions and designates such forward contracts as cash flow hedge by applying the principles set out in the
Accounting Standard-30 - Financial Instruments: Recognition and Measurement. All such forward contracts are used as risk
management tools and not for speculative purposes.
For the forward contracts designated as cash flow hedges, the effective portion of the fair value of forward contracts are
recognised in Hedging Reserve (net of taxes) under Reserves and Surplus, and reclassified into, i.e., recognised in, the
Statement of Profit and Loss in the period or periods during which the underlying hedged item assumed affects profit or loss.
The ineffective portion of the change in fair value of such instruments is recognised in the Statement of Profit and Loss in the
period in which they arise. If the hedging relationship ceases to be effective or it becomes probable that the expected transaction
will no longer occur, the hedge accounting is discontinued and the fair value changes, arising from the forward contracts are
recognised in the Statement of Profit and Loss.
The Company uses derivative financial instruments such as currency swap, and interest rate swaps to hedge its risks
STANDALONE FINANCIAL STATEMENTS

associated with foreign currency fluctuations and interest rate. As per the Institute of Chartered Accountants of India (ICAI)
announcement regarding accounting for derivative contracts, other than covered under AS-11 and foreign exchange contracts
to hedge highly probable forecast transactions and firm commitments described above, these are mark-to-market on the
portfolio basis and net loss after considering the offsetting effect on the underlying hedged item is charged to the income
statement. Net gains are ignored.

X. INVESTMENTS
Investments, which are readily realisable and intended to be held for not more than one year from the date on which such
investments are made, are classified as current investments. All other investments are classified as long-term investments.
Investments are recorded at cost on the date of purchase, which include acquisition charges such as brokerage, stamp
duty, taxes, etc. Current Investments are stated at lower of cost and net realisable value. Long-term investments are stated
at cost after deducting provisions made, if any, for other than temporary diminution in the value.

XI. INVENTORIES
Raw materials, components, stores and spares, and packing materials are valued at lower of cost and net realisable value.
However, these items are considered to be realisable at cost if the finished products, in which they will be used, are expected
to be sold at or above cost.
Work-in-progress, finished goods and stock-in-trade are valued at lower of cost and net realisable value. Finished goods
and work-in-progress include costs of conversion and other costs incurred in bringing the inventories to their present location
and condition.
Cost of inventories is computed on a weighted-average basis.
Proceeds in respect of sale of raw materials/stores are credited to the respective heads. Obsolete, defective and unserviceable
inventory are duly provided for.
Certified Emission Reductions (CERs) are valued at lower of cost and net realisable value. Cost includes consultants fee and
the cash payment made under the second levy to the concerned authorities for obtaining the credit of CERs.

XII. GOVERNMENT GRANTS


Government Grants are recognised when there is a reasonable assurance that the same will be received and all attaching
conditions will be complied with. Revenue grants are recognised in the Statement of Profit and Loss. Capital grants relating
to specific Tangible/Intangible Assets are reduced from the gross value of the respective Tangible/Intangible Assets. Other
capital grants in the nature of promoters contribution are credited to capital reserve.

XIII. REVENUE RECOGNITION


Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and can be
reliably measured.
Revenue from sale of products is recognised when the significant risks and rewards of ownership of the goods have passed to
the buyer. Sale of goods are recorded net of trade discounts, rebates, Sales Tax, Value Added Tax and gross of Excise Duty.
Revenue from services are recognised as they are rendered based on agreements/arrangements with the concerned parties
and recognised net of Service Tax.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

Fertiliser price support under Group Concession and other Scheme of Government of India is recognised based on
managements estimate taking into account known policy parameters and input price escalation/de-escalation.
Income from Certified Emission Reductions (CERs) is recognised on sale of CERs.
Interest Income is recognised on a time proportion basis taking into account the amount outstanding and applicable interest rate.
Dividend income on investments is accounted for when the right to receive the payment is established.

XIV. RETIREMENT AND OTHER EMPLOYEE BENEFITS


(a) Defined Contribution Plan
The Company makes defined contribution to Government Employee Provident Fund, Government Employee Pension
Fund, Employee Deposit Linked Insurance, ESI and Superannuation Schemes, which are recognised in the Statement
of Profit and Loss on accrual basis.
(b) Defined Benefit Plan
The Companys liabilities under Payment of Gratuity Act, long-term compensated absences and pension are determined
on the basis of actuarial valuation made at the end of each financial year using the projected unit credit method except
for short-term compensated absences, which are provided for based on estimates. Actuarial gains and losses are
recognised immediately in the Statement of Profit and Loss as income or expense. Obligation is measured at the
present value of estimated future cash flows using a discounted rate that is determined by reference to market yields
at the Balance Sheet date on Government bonds where the terms of the Government bonds are consistent with the
estimated terms of the defined benefit obligation.
In respect of certain employees, Provident Fund contributions are made to a Trust, administered by the Company. The
interest rate payable to the members of the Trust shall not be lower than the statutory rate of interest declared by the
Central Government under the Employees Provident Funds and Miscellaneous Provisions Act, 1952, and shortfall, if
any, shall be made good by the Company. The Companys liability is actuarially determined (using the Projected Unit
Credit Method) at the end of the year and any shortfall in the Fund size maintained by the Trust set up by the Company
is additionally provided for. Actuarial losses/gains are recognised in the Statement of Profit and Loss in the year in

STANDALONE FINANCIAL STATEMENTS


which they arise.

XV. EMPLOYEE STOCK OPTIONS


The stock options and stock appreciation rights (SAR) granted are accounted for as per the accounting treatment prescribed
by Securities and Exchange Board of India (Share-Based Employee Benefits) Regulations, 2014, issued by Securities and
Exchange Board of India and the Guidance Note on Accounting for Employee Share-based Payments, issued by the ICAI,
whereby the intrinsic value of the option is recognised as employee compensation. The employee compensation is charged
to the Statement of Profit and Loss on the straight-line basis over the vesting period of the option.
In respect of re-pricing of existing stock options, the incremental intrinsic value of the options is accounted as employee cost
over the remaining vesting period.
In case of forfeiture stock option which is not vested, amortised portion is reversed by credit to employee compensation
expense. In a situation where the stock option expires unexercised, the related balance standing to the credit of the employees
Stock Options Outstanding Account are transferred to the General Reserve.

XVI. TAXATION
Tax expense comprises of current and deferred tax.
Provision for current tax is made on the basis of estimated taxable income for the current accounting year in accordance with
the Income-tax Act, 1961.
Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the recognised
amounts and there is an intention to settle the asset and the liability on a net basis.
The deferred tax for timing differences between the book and tax profits for the year is accounted for, using the tax rates and
laws that have been substantively enacted as of the Balance Sheet date. Deferred tax assets arising from timing differences
are recognised to the extent there is reasonable certainty that these would be realised in future.
The carrying amount of deferred tax assets are reviewed at each Balance Sheet date. The Company writes down the
carrying amount of a deferred tax asset to the extent that it is no longer reasonably certain, that sufficient future taxable
income will be available against which deferred tax asset can be realised. Any such write-down is reversed to the extent that
it becomes reasonably certain, that sufficient future taxable income will be available.
In case of unabsorbed losses and unabsorbed depreciation, all deferred tax assets are recognised only if there is virtual
certainty supported by convincing evidence that they can be realised against future taxable profit. At each Balance Sheet
date the Company reassesses the unrecognised deferred tax assets.
Minimum Alternative Tax (MAT) credit is recognised as an asset only when and to the extent there is convincing evidence
that the Company will pay normal Income Tax during the specified period. In the year in which the MAT credit becomes
eligible to be recognised as an asset in accordance with the recommendations contained in the Guidance Note issued by
the ICAI, the said asset is created by way of a credit to the Statement of Profit and Loss and shown as MAT Credit Entitlement.
The Company reviews the same at each Balance Sheet date and writes down the carrying amount of MAT Credit Entitlement
to the extent there is no longer convincing evidence to the effect that the Company will pay normal Income Tax during the
specified period.
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

XVII. RESEARCH AND DEVELOPMENT


Revenue expenditure on research is expensed under the respective heads of the account in the period in which it is incurred.
Development expenditure is capitalised as an asset if the following conditions can be demonstrated:
a) The technical feasibility of completing the asset so that it can be made available for use or sell.
b) The Company has intention to complete the asset and use or sell it.
c) The Company has the ability to sell the asset.
d) The future economic benefits are probable.
e) The Company has the ability to measure the expenditure attributable to the asset during its development reliably.
Other development costs which do not meet the above criteria are expensed out during the period in which they are incurred.
XVIII. FINANCE LEASE
As a Lessee:
Leases, where substantially all the risks and benefits incidental to ownership of the leased item are transferred to the Lessee,
are classified as finance lease. The Company has capitalised the leased item at lower of fair value and present value of the
minimum lease payments at the inception of the lease and disclosed as leased assets. Such assets are amortised over the
period of lease or estimated life of such asset, whichever is less.
Lease payments are apportioned between the finance charges and reduction of the lease liability based on implicit rate of
return. Lease management fees, lease charges and other initial direct costs are capitalised.
XIX. OPERATING LEASES
(a) As a Lessee:
Leases, where significant portion of risk and reward of ownership are retained by the Lessor, are classified as Operating
Leases and lease rentals thereon are charged to the Statement of Profit and Loss on a straight-line basis over the lease term.
(b) As a Lessor:
The Company has leased certain tangible assets, and such leases, where the Company has substantially retained all the
risks and rewards of ownership, are classified as operating leases. Lease income is recognised in the Statement of Profit
STANDALONE FINANCIAL STATEMENTS

and Loss on a straight-line basis over lease term. Initial direct costs are recognised in the Statement of Profit and Loss.
XX. CASH AND CASH EQUIVALENTS
Cash and Cash Equivalents for the purpose of Cash Flow Statement comprise cash on hand and cash at bank including
fixed deposit with original maturity period of three months or less and short-term highly liquid investments with an original
maturity of three months or less.
XXI. CASH FLOW STATEMENT
Cash flows are reported using the indirect method, whereby net profit before tax is adjusted for the effects of transactions of
a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or
expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities
of the Company are segregated.
XXII. EARNINGS PER SHARE
Basic earnings per share are calculated by dividing the net profit for the year attributable to equity shareholders (after
deducting preference dividends and attributable taxes) by the weighted-average number of equity shares outstanding
during the period. The weighted-average number of equity shares outstanding during the period and for all periods presented
is adjusted for events such as bonus issue; bonus element in a rights issue to the existing shareholders; share split; and
reverse share split (consolidation of shares) that have changed the number of equity shares outstanding, without a
corresponding change in resources.
For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders
and the weighted-average number of shares outstanding during the period are adjusted for the effects of all dilutive potential
equity shares.
XXIII. CONTINGENT LIABILITIES AND PROVISIONS
Contingent Liabilities are possible but not probable obligations as on Balance Sheet date, based on the available evidence.
Provisions are recognised when there is a present obligation as a result of past events, and it is probable that an outflow of
resources will be required to settle the obligation, in respect of which a reliable estimate can be made.
Provisions are not discounted to its present value and are determined based on the best estimate required to settle the
obligation at the Balance Sheet date.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

` in Crores
As at As at
NOTE: 2 Numbers 31st March, 2015 31st March, 2014
SHARE CAPITAL
Authorised:
Equity Shares of ` 10/- each 175,000,000 175.00 175.00
(175,000,000)
Redeemable Preference Shares of ` 100/- each 500,000 5.00 5.00
(500,000)
180.00 180.00
Issued:
EQUITY SHARE CAPITAL
Equity Shares of ` 10/- each 130,279,180 130.28 130.13
(130,126,295)
130.28 130.13
Subscribed and Paid-up:
EQUITY SHARE CAPITAL
Equity Shares of ` 10/- each, fully paid-up 130,137,193 130.14 130.08
(130,084,972)
130.14 130.08

Issued, Subscribed and Paid-up:


PREFERENCE SHARE CAPITAL
6% Redeemable Cumulative Preference

STANDALONE FINANCIAL STATEMENTS


Shares of `100/- each, fully paid-up 0.10
(10,000)
0.10
130.14 130.18

1) Reconciliation of the number of shares outstanding at the beginning and at the end of the period

Sr. Description As at 31st March, 2015 As at 31st March, 2014


No. Equity Preference Equity Preference
Shares Shares Shares Shares
1 No. of Shares Outstanding at the
beginning of the period 130,084,972 10,000 120,213,187 10,000
2 Allotment of Rights Shares kept in
abeyance on various dates 19
3 Allotment of Shares on exercise of
option by employee under ESOS-2006 52,221 51,766
4 Conversion of Warrants into Equity
Shares by the Promoter Group 9,820,000
5 Redemption of Preference Shares 10,000
6 No. of Shares Outstanding at the end
of the period 130,137,193 130,084,972 10,000

2) Term/Right Attached to Equity Shares


The Company has only one class of equity shares having a par value of ` 10/- per share. Each holder of equity shares is
entitled to one vote per share. The Company declares and pays dividend in Indian rupees. The dividend proposed by the
Board of Directors is subject to the approval of the shareholders in the Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the
Company, after distribution to all preferential holders. The distribution will be in proportion to the number of the equity shares
held by the shareholders.
The Board of Directors has recommended Equity Dividend of ` 7.00 per share for the year ended 31st March, 2015 (Previous
Year: ` 7.00 per share). The total cash outflows on account of the Equity Dividend would be ` 91.10 Crore (Previous Year:
` 91.06 Crore) and Dividend Distribution Tax thereon (Net of Tax Credit on dividend from subsidiary companies) would be
` 18.55 Crore (Previous Year: ` 6.67 Crore).
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

3) During the year, 10,000-6% Redeemable Cumulative Preference Shares of ` 100/- each of the Company have been redeemed
out of the profits of the Company, on 29th September 2014. These preference shares carry cumulative dividend @6% p.a. An
Interim Dividend of ` has been declared and paid on these preference shares on pro-rata basis and Dividend Distribution
Tax thereon of ` has been paid.
4) The Company does not have any Holding Company.
5) Shares in the Company held by each shareholder holding more than 5 per cent shares and the number of shares held are as
under:
i) Equity Shares
Sr. Name of Shareholder As at 31st March, 2015 As at 31st March, 2014
No. No. of % of Total No. of % of Total
Shares Held Paid-up Equity Shares Held Paid-up Equity
Share Capital Share Capital
1 IGH Holdings Private Limited 16,352,102 12.57% 16,352,102 12.57%
2 TGS Investment and Trade Private Limited 13,506,736 10.38% 13,506,736 10.38%
3 Umang Commercial Company Limited 12,494,765 9.60% 12,494,765 9.60%
4 Trapti Trading & Investments Private Limited 9,423,935 7.24% 9,423,935 7.24%
5 Hindalco Industries Limited 8,650,412 6.65% 8,650,412 6.65%
6 Life Insurance Corporation of India 7,276,236 5.59% 7,759,191 5.96%

ii) Preference Shares


Sr. Name of Shareholder As at 31st March, 2015 As at 31st March, 2014
No.
STANDALONE FINANCIAL STATEMENTS

No. of % of Total No. of % of Total


Shares Held Paid-up Shares Held Paid-up
Preference Preference
Share Capital Share Capital
1 Naman Finance and Investment Private Limited 5,000 50.00%
2 Infocyber (India) Private Limited 5,000 50.00%
6) Shares reserved for issue under options and contracts, including the terms and amounts:
For details of Shares reserved for issue under the Employee Stock Options Plan (ESOP) of the Company refer Note: 41.
7) There are no Equity and Preference Shares issued as fully paid-up pursuant to any contract in consideration of other
than cash or bought back during the preceding last five years except issue of 10,000-6% Redeemable Cumulative
Preference Shares of ` 100/- each pursuant to a Scheme of Composite Arrangement to shareholders of Pantaloons
Fashion & Retail Limited.
8) Pursuant to the provisions of Section 126 of the Companies Act, 2013, the issue of following equity shares is kept in abeyance.
Sr. Particulars No. of Shares
No. As at As at
31st March, 2015 31st March, 2014
1 Rights Issue (1994) 12,575 12,575
2 Bonus Share on Above 6,288 6,288
3 Rights Issue (2007) 22,460 22,460
9) During the year, 100,664 ESOP shares have been issued by the Company, which will be allotted upon the exercise of ESOP.
10) In the year 1997, the Company had forfeited 4,487 shares held by 299 holders on account of non-payment of call money with
interest on shares issued against each detachable warrant.
11) 3,168,459 Equity Shares (Previous Year: 3,182,052) are represented by Global Depository Receipts.
12) During the last five years there were 30 Bonus Shares (Previous Year: 80 Bonus Shares) issued out of shares kept in abeyance.
13) Figures in brackets represent the corresponding number of shares for Previous Year.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 3
RESERVES AND SURPLUS
1) Capital Reserve 266.62 266.62
2) Capital Redemption Reserve
Opening Balance as per last audited Financial Statement 8.46 8.46
Addition:
Transfer from Surplus in the Statement of Profit and
Loss on Redemption of Preference Shares 0.10
8.56 8.46
3) Securities Premium Account
Opening Balance as per last audited Financial Statement 3,979.14 3,089.75
Addition:
Conversion of Share Warrants 884.64
ESOP Exercised 3.54 3.50
Transfer from Stock Options Outstanding Account on Exercise of Options 1.21 1.25
Allotment of Rights Issue Shares
3,983.89 3,979.14
4) Debenture Redemption Reserve

STANDALONE FINANCIAL STATEMENTS


Opening Balance as per last audited Financial Statement 22.08 51.10
Addition:
Transfer from Surplus in the Statement of Profit and Loss 22.50 20.98
Deduction:
Transfer to General Reserve on Redemption of Debentures 50.00
44.58 22.08
5) Share Options Outstanding Account
Opening Balance as per last audited Financial Statement 4.09 3.87
Addition:
Charge for the Year 3.76 1.49
Deduction:
Transfer to Securities Premium Account on Exercise of Options 1.21 1.25
Transfer to General Reserve on Lapse of Options 0.02
6.64 4.09
6) Other Reserves
i) General Reserve*
Opening Balance as per last audited Financial Statement 3,475.04 2,925.02
Addition:
Transfer from Surplus in the Statement of Profit and Loss 200.00 500.00
Transfer from Debenture Redemption Reserve on Redemption of Debentures 50.00
Transfer from Share Options Outstanding Account on Lapse of Options 0.02
Deduction:
Transitional Provision of Schedule II Impact
(Net of Deferred Tax Amounting of ` 6.44 Crore) [Refer Note: 1(II)] 12.51
3,662.53 3,475.04
` in Crores
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

As at As at
31st March, 2015 31st March, 2014
ii) Hedging Reserve**
Opening Balance as per last audited Financial Statement (0.43) (2.47)
Addition:
Gain/(Loss) recognised during the year (Net) (2.08) 0.26
Deduction:
Gain/(Loss) recycled during the year (Net) (0.56) (2.04)
Transfer on Sale of Carbon Black Business 0.26
(1.95) (0.43)
Total Other Reserves 3,660.58 3,474.61

7) Surplus/(Deficit) in the Statement of Profit and Loss


Opening Balance as per last audited Financial Statement 222.56 167.34
Addition:
Profit for the Year 527.69 673.95
Less: Appropriations
Transfer to Debenture Redemption Reserve 22.50 20.98
Transfer to General Reserve 200.00 500.00
Transfer to Capital Redemption Reserve on Redemption of Preference Shares 0.10
Proposed Dividend on:
Equity Shares 91.10 91.06
STANDALONE FINANCIAL STATEMENTS

Preference Shares 0.01


Equity Dividend relating to Previous Period 0.02 0.01
Interim Dividend on Preference Shares
Corporate Tax on Proposed Dividend*** 18.55 6.67
Corporate Tax on Interim Dividend
417.98 222.56
Total Reserves and Surplus 8,388.85 7,977.56

* General Reserve is created by appropriation from profits of the current year and/or undistributed profits of previous
years, before declaration of dividend duly complying with any regulations in this regard. The General Reserve is a free
reserve and can be utilised in accordance with the provisions of the Companies Act, 2013.
** For the forward contracts designated as cash flow hedges, the effective portion of the fair value of forward contracts are
recognised in Hedging Reserve under Reserves and Surplus.
*** Net of Tax Credit on dividend from subsidiary companies.
` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 4A
LONG-TERM BORROWINGS
SECURED
Rupee Term Loans from
Banks 142.33 121.39
Financial Institutions 42.24 86.73
Foreign Currency Loans from Banks 267.05 399.14
Finance Lease Liabilities 0.59
452.21 607.26
UNSECURED
Debentures 800.00 500.00
Foreign Currency Loans from Banks 228.25 284.93
1,028.25 784.93
1,480.46 1,392.19
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 4B
SHORT-TERM BORROWINGS
SECURED
Loan Repayable on Demand from Banks 585.54 996.87
585.54 996.87
UNSECURED
Loan Repayable on Demand from Banks 1,000.93 741.35
Other Loans and Advances
Commercial Papers* 372.90 395.78
1,373.83 1,137.13
1,959.37 2,134.00

* Maximum balance outstanding during the year 1,491.22 1,244.14


* Commercial Papers are shown net of unamortised discounting charges.
NOTE: 4A and 4B
` in Crores
As at 31st March, 2015 As at 31st March, 2014
(I) SECURED LONG-TERM BORROWINGS: Current Non-Current Current Non-Current

STANDALONE FINANCIAL STATEMENTS


(A) Rupee Term Loans from Banks
i) Term loan secured by way of first pari passu charge created 3.20 6.40 3.20
by mortgage of the immovable properties of the Company
situated at Veraval and Rishra (Textile Divisions), and
hypothecation of movables (save and except book debts)
situated at these locations, subject to prior charge(s)
created on certain assets in favour of a Financial Institution
and on Bankers Goods in favour of the Companys Bankers
for working capital borrowings.
Repayment Terms: 17 half-yearly instalments from 1st
July, 2007. First four instalments of ` 0.25 Crore each, next 4
instalments of ` 0.50 Crore each, next 4 instalments of
` 1.50 Crore each and next 5 instalments of ` 3.20 Crore each.
ii) Term loan secured by way of first pari passu charge created 4.10 4.09 3.01 8.19
by mortgage of immovable properties of the Companys
Madura Garment Export Plants at Kasaba Hobli, Karnataka,
and hypothecation of movable fixed assets of the Company
at these plants.
Repayment Terms: 17 half-yearly instalments from
29th December, 2008. First four instalments of ` 0.16 Crore
each, next 4 instalments of ` 0.32 Crore each, next 4
instalments of ` 0.96 Crore each and next 5 instalments of
` 2.05 Crore each.
iii) Term loan secured by way of first pari passu charge created 1.53 3.07 0.72 5.12
by hypothecation of movable fixed assets of the Companys
Madura Garment Export Plant at Kasaba Hobli, Karnataka.
Repayment Terms: 32 quarterly instalments from 1st
January, 2010. First instalment of ` 0.16 Crore, next 4
instalments of ` 0.04 Crore each, next 8 instalments of ` 0.08
Crore each, next 8 instalments of ` 0.24 Crore each, next 8
instalments of ` 0.51 Crore each and next 3 instalments of
` 0.34 Crore each.
iv) Term Loan secured by way of first pari passu charge 1.02 1.54 0.48 2.56
created by hypothecation of movable plant and machinery
of the Companys Madura Clothing Plant at Marasur Village,
Karnataka.
Repayment Terms: 17 half-yearly instalments from
27th September, 2009. First four instalments of ` 0.04 Crore
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

` in Crores
As at 31st March, 2015 As at 31st March, 2014
Current Non-Current Current Non-Current
each, next 4 instalments of ` 0.08 Crore each, next 4
instalments of ` 0.24 Crore each and next 5 instalments of
` 0.51 Crore each.
v) Term Loan secured by way of first pari passu charge 1.44 7.68 1.44 9.12
created by hypothecation of movable plant and machinery
of the Companys Madura Clothing Plant at Marasur Village,
Karnataka.
Repayment Terms: 17 half-yearly instalments from 4th
September, 2010. First four instalments of ` 0.12 Crore each,
next 4 instalments of ` 0.24 Crore each, next 4 instalments of
` 0.72 Crore each and next 5 instalments of ` 1.54 Crore each.
vi) Term Loan secured by way of first pari passu charge 0.76
created by hypothecation of movable plant and machinery
of the Companys Madura Clothing Plant at Marasur Village,
Karnataka.
Repayment Terms: 21 equal quarterly instalments of
` 0.38 Crore each from 4th September, 2009.
vii) Term loan secured by way of first pari passu charge 1.20 33.00 0.80 34.20
created by hypothecation of the entire movable properties
(save and except current assets and assets on which an
exclusive charge has been created in favour of Exim Bank)
of the Companys Rayon Divison Plant at Veraval and
Textile Division Plant at Rishra.
STANDALONE FINANCIAL STATEMENTS

Repayment Terms: 10 half-yearly instalments from


31st May, 2014. First three instalments of ` 0.40 Crore &
each, next 3 instalments of ` 0.80 Crore each and
next 4 instalments of ` 7.85 Crore each.
viii) Term loan secured by way of first pari passu charge 1.49 24.51 26.00
created by hypothecation of the entire movable properties
(save and except current assets and assets on which an
exclusive charge has been created in favour of Exim Bank)
of the Companys Rayon Divison Plant at Veraval and
Textile Division Plant at Rishra.
Repayment Terms: 10 half-yearly instalments from
29th July, 2015. First three instalments of ` 0.74 Crore each,
next 3 instalments of ` 1.48 Crore each and next
4 instalments of ` 4.83 Crore each.
ix) Term loan secured by way of first pari passu charge 1.00 32.00 33.00
created by hypothecation of the entire movable properties
of the Companys Rayon Divison Plant at Veraval and
Textile Division Plant at Rishra.
Repayment Terms: 10 half-yearly instalments from
30th June, 2015. First four instalments of ` 0.50 Crore
each, next 2 instalments of ` 1.00 Crore each, next
2 instalments of ` 9.00 Crore each, next 1 instalment
of ` 10.00 Crore and last instalment of ` 1.00 Crore.
x) Term loan secured by way of first pari passu charge 22.44
created by hypothecation of the entire movable properties
of the Companys Rayon Divison Plant at Veraval and
Textile Division Plant at Rishra.
Repayment Terms: 20 quarterly instalments from
3rd September, 2016. First four instalments of ` 0.56 Crore
each, next 8 instalments of ` 1.12 Crore each, next
4 instalments of ` 1.35 Crore each, and last 4 instalments
of ` 1.46 Crore each.
xi) Term loan to be secured by way of first pari passu charge 9.00
created by hypothecation of the entire movable properties
of the Companys Rayon Divison Plant at Veraval and
Textile Division Plant at Rishra.
Repayment Terms: 21 quarterly instalments from
19th December, 2016. First four instalments of ` 0.18 Crore
each, next 4 instalments of ` 0.23 Crore each, next
4 instalments of ` 0.27 Crore each, next 4 instalments of
` 0.36 Crore each and last 5 instalments of ` 0.97 Crore each.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

` in Crores
As at 31st March, 2015 As at 31st March, 2014
Current Non-Current Current Non-Current
xii) Term loan to be secured by way of first pari passu charge 5.00
by way of hypothecation of all movable assets of the
Companys Madura Clothing Plant at Marasur Village,
Karnataka. (Crafted Clothing Plant No. 527, Marsur Village,
Anekal Taluk, Bangalore 562106, and Fashion Craft
Plant No. 324, Marsur Village, Anekal Taluk,
Bangalore 562106)
Repayment Terms: 21 quarterly instalments from
23rd March, 2017. First three instalments of ` 0.10 Crore
each, next 4 instalments of ` 0.13 Crore each, next
4 instalments of ` 0.15 Crore each, next 4 instalments of
` 0.20 Crore each and last 5 instalments of ` 0.54 Crore each.
Total Rupee Term Loans from Banks (A) 14.98 142.33 13.61 121.39
- Effective cost for the above loans are in the range of 5.20% to 12.10% per annum. (Previous Year: in the range of 4.71% to
12.10% per annum.)
(B) Term Loans from Financial Institutions
i) Term loan secured by way of first pari passu charge 12.80 25.60 12.80
created by mortgage of the immovable properties of the
Company situated at Veraval and Rishra (Textile Divisions)
and hypothecation of movables (save and except book
debts) situated at these locations, subject to prior charge(s)

STANDALONE FINANCIAL STATEMENTS


created on certain assets in favour of a Financial Institution
and on Bankers Goods in favour of the Companys Bankers
for working capital borrowings.
Repayment Terms: 17 half-yearly instalments from
10th August, 2007. First four instalments of ` 1.00 Crore
each, next 4 instalments of ` 2.00 Crore each, next
4 instalments of ` 6.00 Crore each and next 5 instalments
of ` 12.80 Crore each.
ii) Term loan secured by way of first pari passu charge 24.32 24.32 17.86 48.64
created by mortgage of the immovable properties of the
Company situated at Veraval and Rishra (Textile Divisions)
and hypothecation of movables (save and except book
debts) situated at these locations, subject to prior charge(s)
created on certain assets in favour of a Financial Institution
and on Bankers Goods in favour of the Companys Bankers
for working capital borrowings.
Repayment Terms: 17 half-yearly instalments from
3rd January, 2009. First four instalments of ` 0.95 Crore
each, next 4 instalments of ` 1.90 Crore each, next
4 instalments of ` 5.70 Crore each and next 5 instalments
of ` 12.16 Crore each.
iii) Term loan secured by way of first pari passu charge 6.58 17.92 4.20 24.50
created by hypothecation of movable fixed assets situated
at Veraval and Rishra (Textile Divisions).
Repayment Terms: 17 half-yearly instalments from
20th March, 2010. First four instalments of ` 0.35 Crore
each, next 4 instalments of ` 0.70 Crore each, next
4 instalments of ` 2.10 Crore each and next 5 instalments
of ` 4.48 Crore each.
iv) Term loan secured by way of first pari passu charge 0.42
created by mortgage of immovable properties of the
Companys Madura Garment Export Plants at Parappana
Agrahara, Karnataka, and hypothecation of movable
fixed assets of the Company at these plants.
Repayment Terms: 16 equal half-yearly instalments of
` 0.42 Crore from 20th December, 2006.
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

` in Crores
As at 31st March, 2015 As at 31st March, 2014
Current Non-Current Current Non-Current
v) Term loan secured by way of first pari passu charge 0.34 0.66 0.34
created by mortgage of immovable properties of the
Companys Madura Garment Export Plants at Parappana
Agrahara, Karnataka, and hypothecation of movable
fixed assets of the Company at these plants.
Repayment Terms: 16 equal half-yearly instalments of
` 0.33 Crore from 20th March, 2008.
vi) Term Loan secured by way of first pari passu charge 0.45 0.46 0.45
created by mortgage of immovable properties of the
Companys Madura Clothing Plant at Marasur Village,
Karnataka, and hypothecation of movable fixed assets
of the Unit at these plants.
Repayment Terms: 16 equal half-yearly instalments of
` 0.23 Crore each from 20th September, 2008.
Total Rupee Term Loans from Financial Institutions (B) 44.49 42.24 49.20 86.73
- Effective cost for the above loans are in the range of 2.49% to 6.75% per annum. (Previous Year: in the range of 2% to 6.75%
per annum.)
(C) Foreign Currency Term Loans from Banks
i) Foreign Currency Loan secured by way of first pari passu 65.52 32.76
charge created by hypothecation of all movable properties
(excluding current assets and investments) of the
STANDALONE FINANCIAL STATEMENTS

Companys Garment Division (Madura Garments), including


brand rights and goodwill but excluding all movable
properties relating to Madura Garments Exports Plants
at Kasaba Hobli, Karnataka, Madura Clothing Plant
at Marasur Village, Karnataka, and Madura Garments
Export Plants at Parappana Agrahar, Karnataka.
Repayment Terms: 3 equal instalments of ` 32.76 Crore
each on the date falling on 36, 42 and 48 months from
29th September, 2011. (Refinanced on 8th July, 2014)
ii) Foreign Currency Loan secured by way of first pari passu 158.12
charge created by hypothecation on all movable
Fixed Assets of the Company (save and except current
assets and investments) situated at Veraval and Rishra
(Textile Division).
Repayment Terms: 3 equal instalments of ` 52.71 Crore
each on the date falling on 4th, 5th and 6th year from
11th January, 2012. (Refinanced on 31st July, 2014)
iii) Foreign Currency Loan secured by way of first pari passu 161.64
charge created by hypothecation on all movable
Fixed Assets of the Indo Gulf Fertiliser Division (excluding
Argon Gas Plant) situated at Jagdishpur, Uttarpradesh.
Repayment Terms: Bullet payment on 16th May, 2017.
(Refinanced on 10th November, 2014)
iv) Foreign Currency Loan secured by way of first pari passu 46.62 46.62 46.62
charge by way of hypothecation of entire movable assets
(save and except current assets) situated at Veraval, Rishra
(Textile Division), Insulator Divisions at Halol and Rishra.
Repayment Terms: 2 equal yearly instalments of
USD 0.50 Crore each from 11th November, 2014 and 2 equal
instalments of USD 0.50 Crore each from 25th February, 2015.
v) Foreign Currency Loan secured by way of first pari passu 52.71 105.41
charge created by hypothecation on all movable assets
of the Company (save and except current assets) situated
at Veraval and Rishra (Textile Divisions).
Repayment Terms: 3 equal yearly instalments of
` 52.71 Crore each starting from 11th January, 2016.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

` in Crores
As at 31st March, 2015 As at 31st March, 2014
Current Non-Current Current Non-Current
vi) Foreign Currency Loan secured by way of first pari passu 161.64
charge created by hypothecation on all movable assets
of the Indo Gulf Fertiliser Division (save and except current
assets) situated at Jagdishpur, Uttarpradesh.
Repayment Terms: Bullet payment on 16th May, 2017.
Total Foreign Currency Term Loans from Banks (C) 99.33 267.05 112.14 399.14
- Effective cost for the above loans are in the range of 5.95% to 8.17% per annum. (Previous Year: in the range of 6% to 9.10%
per annum.)
(D) Finance Lease Liability
i) Finance Lease Obligation is secured by hypothecation of 0.17 0.59
plant and machinery taken on lease.
Repayment Terms : Lease obligation plus interest is
payable in 19 quarterly instalments of ` 0.06 Crore each.
Total Finance Lease Liability (D) 0.17 0.59
- Effective cost for the above loan is 9.95% per annum. (Previous Year: Nil)
Total Secured Long-term Borrowings 158.97 452.21 174.95 607.26

` in Crores
As at 31st March, 2015 As at 31st March, 2014
Current Non-Current Current Non-Current

STANDALONE FINANCIAL STATEMENTS


(II) UNSECURED LONG-TERM BORROWINGS:
(A) Debentures
i) 8.99% 29th Series Non-Convertible Debentures. 300.00 300.00
Repayment Terms: Redeemable at par on 29th January, 2018.
ii) 9.00% 30th Series Non-Convertible Debentures. 200.00 200.00
Repayment Terms: Redeemable at par on 10th May, 2023.
iii) 8.68% 31st Series Non-Convertible Debentures. 300.00
Repayment Terms: Redeemable at par on 2nd February, 2020.
Total Debentures 800.00 500.00
(B) Unsecured Long-term Foreign Currency
Borrowings:
i) Foreign Currency Loan from Bank. 18.90 56.68
Repayment Terms: 3 instalments of ` 9.45 Crore,
` 9.45 Crore and ` 28.33 Crore each on the date falling on
3rd, 4th and 5th year from 1st June, 2010, and 3 instalments
of ` 9.45 Crore, ` 9.45 Crore and ` 28.34 Crore each on the
date falling on 3rd, 4th and 5th year from 26th July, 2010.
(Refinanced on 10th November, 2014)
ii) Foreign Currency Loan from Bank. 33.33
Repayment Terms: Bullet payment on 21st November, 2014.
iii) Foreign Currency Loan from Bank. 56.68
Repayment Terms: Intsalments of ` 28.34 Crore each on
1st June, 2015 and 26th July, 2015.
iv) Foreign Currency Loan from Bank. 32.76
Repayment Terms: 3 equal half-yearly instalments of
` 32.76 Crore each from 29th September, 2014.
v) Foreign Currency Loan from Bank. 228.25
Repayment Terms: Bullet payment on 24th August, 2016.
(Refinanced on 10th November, 2014)
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

` in Crores
As at 31st March, 2015 As at 31st March, 2014
Current Non-Current Current Non-Current
vi) Foreign Currency Loan from Bank. 228.25
Repayment Terms: Bullet payment on 24th August, 2016.
Total Unsecured Long-term Foreign Currency Borrowings 89.44 228.25 52.23 284.93
- Effective cost for the above loans are in the range of 3.76% to 6.41% per annum. (Previous Year: in the range of 6.45% to 7.75%
per annum.)
Total Unsecured Long-term Borrowings 89.44 1,028.25 52.23 784.93

` in Crores
As at As at
(III) SECURED SHORT-TERM BORROWINGS: 31st March, 31st Mach,
2015 2014
i) Working Capital Borrowings are secured by hypothecation of inventories, book debts and 585.54 673.77
other movables, both present and future, held as current assets.
ii) Loan has been availed by the unit under the Special Banking Arrangement (SBA) of 323.10
Department of Fertilizer, Government of India, and has been secured against subsidy
recoverable from Government of India. As per the arrangement, the loan will be repaid
directly by Government of India to the Bank and corresponding adjustment will be made
in Subsidies recoverable. Interest rate in Previous Year @ 10.40% per annum, out of which
interest @ 8% per annum will be borne by Government of India.
Total Secured Short-term Borrowings 585.54 996.87
STANDALONE FINANCIAL STATEMENTS

- Effective cost for the above loans are in the range of 9.25% to 15.50% per annum. (Previous Year: in the range of 2.40% to
16.50% per annum.)
- Foreign Currency Loans have been fully hedged for foreign exchange and interest rate fluctuation by way of Currency &
Interest Rate swaps, Interest swaps and Long Term Forward Contracts.
- Effective cost has been calculated with hedged cost in terms of foreign currency loan and net of interest subsidy in case of
TUF loans.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 5
DEFERRED TAX LIABILITIES
Deferred Tax Liabilities at the year end comprise timing differences on account of:
Depreciation 163.46 136.36
163.46 136.36

DEFERRED TAX ASSETS


Deferred Tax Assets at the year end comprise timing differences on account of:
Expenditure/Provisions allowable on Payment basis 38.81 35.41
Others 18.27 13.06
57.08 48.47
Net Deferred Tax Liabilities 106.38 87.89

NOTE: 6A
OTHER LONG-TERM LIABILITIES
Deposits 96.04 73.00
Others 18.55 23.83
114.59 96.83

STANDALONE FINANCIAL STATEMENTS


NOTE: 6B
OTHER CURRENT LIABILITIES
Current Maturities of Long-term Borrowings (Refer Note: 4A and 4B) 248.24 227.18
Current Maturities of Finance Lease Obligations (Refer Note: 4A and 4B) 0.17
Interest Accrued but Not Due on Borrowings 32.07 32.03
Investors Education and Protection Fund to be credited (as and when due):
Unpaid Dividend 3.26 2.99
Money Due for Refund on Fraction Shares 0.28 0.28
Other Payables:
Advance from Customers 41.88 34.64
Payables for Capital Expenditure 29.69 37.24
Statutory Dues 62.49 49.49
Deposits 45.72 42.81
Derivative Liability (Net)* 14.36 14.80
Others 16.29 11.81
494.45 453.27

* This represents Mark-to-Market on Derivative Contracts taken for the purpose of hedging.

NOTE: 7A
LONG-TERM PROVISIONS
Provisions for:
Employee Benefits 6.49 5.22
6.49 5.22
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 7B
SHORT-TERM PROVISIONS
Provisions for:
Employee Benefits 89.13 72.45
Others
Taxation (Net of Advance Tax ` 583.23 Crore
(Previous Year: ` 536.93 Crore)) 55.33 29.36
Proposed Dividend
Equity 91.10 91.06
Preference 0.01
Provision for Corporate Tax on Dividend#
Equity 18.55 6.67
Preference
Other Short-term Provisions## 12.00 9.23
266.11 208.78

# Net of Tax Credit on Dividend from subsidiary companies.


## Additional disclosure as per Accounting Standard-29 Provisions, Contingent Liabilities and Contingent Assets
STANDALONE FINANCIAL STATEMENTS

A. Warranty
Opening Balance 0.50 0.75
Arising during the year 0.03
Unused Amounts Reversed (0.09) (0.25)
Closing Balance 0.44 0.50

Provision is recognised for expected warranty claims on Insulator product sold during the last three years based on the past
experience of level of returns and replacements. It is expected that this provision will be utilised within one year.

B. Customer Relationship Management Loyalty Programme


Opening Balance 8.73 5.29
Arising during the year 28.58 22.62
Utilised (25.75) (19.18)
Closing Balance 11.56 8.73

Customer Relationship Management Loyalty Programmes are the schemes designed with an intention to retain the existing
customer and attract new customers by rewarding a customer for his loyalty and patronage. It is expected that this provision
will be utilised within one year.

NOTE: 8
TRADE PAYABLES
Trade Payables 1,702.85 1,505.44
1,702.85 1,505.44

There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45
days as at 31st March, 2015, and no interest payment made during the year to any Micro, Small and Medium Enterprises. This
information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006, has been determined
to the extent such parties have been identified on the basis of information available with the Company.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

NOTE: 9A
TANGIBLE ASSETS ` in Crores
Freehold Leasehold Freehold Leasehold Leasehold Plant & Furniture Office Vehicles Railway TOTAL
Land Land Buildings Buildings Improve- Equipment & Fixtures Equipment Sidings
ments

Gross Block
As at 1st April, 2013 45.35 33.11 389.23 4.84 14.25 3,423.12 253.52 50.16 24.18 5.84 4,243.60
Additions 0.40 0.27 40.09 1.16 2.10 221.80 56.31 3.69 3.48 329.30
Transfer of Carbon
Black Business 16.99 7.07 81.16 753.65 7.74 8.62 4.11 879.34
Deletions 0.72 1.06 1.60 48.65 32.44 2.97 3.83 91.27

As at 31st March, 2014 28.76 25.59 347.10 6.00 14.75 2,842.62 269.65 42.26 19.72 5.84 3,602.29
Additions 10.61 0.42 3.65 350.06 48.43 6.03 5.29 424.49
Deletions 0.30 0.81 42.35 15.93 4.52 3.17 67.08

As at 31st March, 2015 28.76 25.59 357.41 6.42 17.59 3,150.33 302.15 43.77 21.84 5.84 3,959.70

Accumulated Depreciation
As at 1st April, 2013 2.82 103.54 1.80 8.66 1,970.76 187.04 38.54 11.40 5.55 2,330.11
For the Year 0.11 8.90 0.63 2.08 122.90 47.53 3.12 3.03 188.30
Transfer of Carbon

STANDALONE FINANCIAL STATEMENTS


Black Business 1.02 15.72 299.90 4.56 6.29 1.75 329.24
Deletions 0.58 0.26 1.60 40.16 32.14 2.83 2.54 80.11

As at 31st March, 2014 1.33 96.46 2.43 9.14 1,753.60 197.87 32.54 10.14 5.55 2,109.06
For the Year 0.10 10.12 0.54 2.93 116.70 39.82 5.88 4.08 180.17
Deletions 0.02 0.80 38.72 15.79 4.46 2.32 62.11
Charge to General
Reserve on account
of Schedule II 6.88 11.74 0.02 0.31 18.95

As at 31st March 2015 1.43 113.44 2.97 11.27 1,843.32 221.92 34.27 11.90 5.55 2,246.07

Net Block as at
31st March, 2014 28.76 24.26 250.64 3.57 5.61 1,089.02 71.78 9.72 9.58 0.29 1,493.23

Net Block as at
31st March, 2015 28.76 24.16 243.97 3.45 6.32 1,307.01 80.23 9.50 9.94 0.29 1,713.63

A. Gross Block of Tangible Assets includes:


i) The Companys share in assets held under co-ownership - Leasehold Land ` 19.80 Crore (Previous Year: ` 19.80 Crore),
Buildings ` 23.85 Crore (Previous Year: ` 23.85 Crore), Furniture & Fixtures ` 2.67 Crore (Previous Year: ` 2.65 Crore) and Office
Equipment ` 5.75 Crore (Previous Year: ` 5.62 Crore).
ii) Buildings include ` 8.19 Crore (Previous Year: ` 8.19 Crore) being cost of Debentures and Shares in a company entitling the right
of exclusive occupancy and use of certain premises.
B. Details of Tangible Assets capitalised under Finance Lease:
i) Plant and Equipment include Gross Block ` 0.98 Crore (Previous Year: ` Nil) and Net Block ` 0.78 Crore (Previous Year: ` Nil).
Refer Note 38 (iv).
C. Addition to Plant and Equipment is net of Subsidy ` 0.02 Crore (Previous Year: ` 2.45 Crore).
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

NOTE: 9B
INTANGIBLE ASSETS ` in Crores
Goodwill Brands/ Computer Technical TOTAL
Trademarks Software Know-how
Gross Block
As at 1st April, 2013 20.41 187.12 42.10 6.60 256.23
Additions 6.50 6.50
Deletions 0.13 0.13
Transfer of Carbon Black Business 3.24 3.24

As at 31st March, 2014 20.41 187.12 45.23 6.60 259.36


Additions 6.67 6.67
Deletions 0.04 0.04

As at 31st March, 2015 20.41 187.12 51.86 6.60 265.99

Accumulated Amortisation
As at 1st April, 2013 164.46 34.12 4.61 203.19
For the Year 4.24 5.56 0.92 10.72
Deletions 0.13 0.13
Transfer of Carbon Black Business 2.87 2.87
STANDALONE FINANCIAL STATEMENTS

As at 31st March, 2014 168.70 36.68 5.53 210.91


For the Year 2.14 6.13 0.92 9.19
Deletions 0.04 0.04

As at 31st March, 2015 170.84 42.77 6.45 220.06

Net Block as at 31st March, 2014 20.41 18.42 8.55 1.07 48.45

Net Block as at 31st March, 2015 20.41 16.28 9.09 0.15 45.93

All Intangible Assets are other than internally generated.

` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014
NOTE: 9A and 9B
During the year, the Company has capitalised the following expenses
to cost of Fixed Assets/Capital Work-in-Progress
Salaries and Wages 1.20
Contribution to Provident and Other Funds 0.10
Staff Welfare Expenses 0.08
Legal and Professional Expenses 5.08
Travelling and Conveyance 0.20
Interest Expenses 3.42
Miscellaneous Expenses 0.20
Total 10.28
Add: Brought forward from previous year 6.61 11.93
Less: Capitalised during the year 3.05 15.60
Balance Pending Allocation included in Capital Work-in-Progress 3.56 6.61
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 31st March,
Face Value Number 2015 Number 2014
NOTE: 10A
NON-CURRENT INVESTMENTS
Trade Investments Valued at Cost, except otherwise stated
Investments in
Equity Instruments
Quoted
Joint Venture
IDEA Cellular Limited* 10 837,526,221 2,355.81 837,526,221 2,355.81
2,355.81 2,355.81
Unquoted
Subsidiaries
Aditya Birla Financial Services Limited
(formerly Aditya Birla Financial Services Private Limited)* 10 757,010,000 1,117.01 717,010,000 717.01
Birla Sun Life Insurance Company Limited* 10 1,406,893,920 1,751.23 1,406,893,920 1,751.23
ABNL Investment Limited 10 21,000,000 21.00 21,000,000 21.00
Indigold Trade and Services Limited 10 73,143,588 1,245.21 69,523,000 1,183.65
Madura Garments Lifestyle Retail Company Limited* 10 98,838,896 362.94 98,838,896 362.94
ABNL IT & ITES Limited 10 26,027,500 454.69 26,027,500 454.69
Shaktiman Mega Food Park Private Limited 10 430,000 0.43 9,400 0.01

STANDALONE FINANCIAL STATEMENTS


Less: Provision for Diminution (0.43)
4,952.08 4,490.53
Associate
Birla Securities Limited 10 495,800 2.53
Less: Provision for Diminution (2.52)
0.01
Others
Aditya Birla Science & Technology Private Limited
(formerly Aditya Birla Science & Technology
Company Limited) 10 2,400,000 2.40 2,400,000 2.40
Birla Management Centre Services Limited 10 7,000 0.01 7,000 0.01
Aditya Birla Port Limited 10 100,000 0.10 100,000 0.10
2.51 2.51
Preference Shares
Unquoted
Subsidiaries
8.00% Cumulative and Redeemable Preference Shares
of Pantaloons Fashion & Retail Limited 10 500,000 0.50 500,000 0.50
8.00% Cumulative and Redeemable Preference Shares
of Madura Garments Lifestyle Retail Company Limited 10 10,000,000 10.00 10,000,000 10.00
0.01% Compulsory Convertible Preference Shares of
Aditya Birla Financial Services Limited (formerly Aditya
Birla Financial Services Private Limited) 10 476,500,000 476.50 876,500,000 876.50
6% Non-Convertible Non-Cumulative Redeemable
Preference Shares of Aditya Birla Financial Services
Limited (formerly Aditya Birla Financial Services
Private Limited) 10 681,110,000 681.11
1,168.11 887.00
Others
5.25% Cumulative Redeemable Preference Shares of
Aditya Birla Health Services Limited# 100 1,500,000 15.00 1,500,000 15.00
8% Preference Shares of Birla Management Centre
Services Limited 10 200 200
15.00 15.00
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

` in Crores
As at As at
31st March, 31st March,
Face Value Number 2015 Number 2014
Non-Trade Investments Valued at Cost
Quoted
Investment in Equity Instruments
Hindalco Industries Limited 1 33,506,337 201.48 33,506,337 201.48
201.48 201.48
TOTAL NON-CURRENT INVESTMENTS 8,694.99 7,952.34

* Refer Note: 26(e)


# Each Preference Share is optionally convertible in 10 Equity
Share of ` 10/- each fully paid-up on the expiry of a period
of 15 years from the date of allotment.
Notes:
1. All shares are fully paid-up, unless otherwise stated
2. Aggregate Amount of Quoted Investments 2,557.29 2,557.29
3. Market Value of Quoted Investments 15,842.71 11,986.75
4. Aggregate Amount of Unquoted Investments 6,137.70 5,395.05
5. Aggregate Amount of Diminution in Value of Investments 0.43 2.52
STANDALONE FINANCIAL STATEMENTS

NOTE: 10B
CURRENT INVESTMENTS
(Valued at lower of Cost and Fair Value)
Equity Instuments
Unquoted
Subsidiaries, at Cost
Aditya Vikram Global Trading House Limited,
Mauritius* US$ 1 150,000 0.65
0.65
Preference Shares
Unquoted
Subsidiaries
Current Maturity of Long-term Investment, at Cost
Preference Shares of Aditya Birla Minacs
Worldwide Limited redeemable at premium of 125% 100 1,500,000 15.00
15.00
Units of Mutual Fund
Quoted, at Cost
Kotak Gilt Investment Regular Plan Direct Growth 10 2,057,258 10.00
SBI Magnam Gilt Long Term Plan-Growth 10 4,910,707 15.00
DSP Black Rock Ultra STP Direct Growth 10 50,000,000 5.00
TOTAL CURRENT INVESTMENTS 30.00 15.65

Notes:
1. Aggregate Amount of Unquoted Investments 15.65
2. Aggregate Amount of Quoted Investments 30.00
3. Market Value of Quoted Investments 30.01

* Aditya Vikram Global Trading House Ltd., Mauritius,


wholly owned subsidiary of the Company has been liquidated.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 11A
LONG-TERM LOANS AND ADVANCES
(Unsecured, Considered Good, except otherwise stated)
Capital Advance
Unsecured, Considered Good 11.78 17.38
Unsecured, Considered Doubtful 0.05 0.05
Less: Provision for Doubtful (0.05) (0.05)
Security Deposits
Unsecured, Considered Good 146.77 126.01
Unsecured, Considered Doubtful 3.22 0.62
Less: Provision for Doubtful (3.22) (0.62)
Loans and Advances to Related Parties (Refer Note: 42) 10.10 18.04
Other Loans and Advances
Inter-Corporate Deposits 9.27 11.58
VAT, Other Taxes Recoverable, Statutory Deposits and
Dues from Government 0.50 0.49
Prepaid Expenses 9.89 11.48

STANDALONE FINANCIAL STATEMENTS


Advance for Expenses, Materials and Employees 8.32 7.42
196.63 192.40

NOTE: 11B
SHORT-TERM LOANS AND ADVANCES
(Unsecured, Considered Good, except otherwise stated)
Security Deposits
Unsecured, Considered Good 39.70 59.10
Unsecured, Considered Doubtful 0.46 0.41
Less: Provision for Doubtful (0.46) (0.41)
Loans and Advances to Related Parties (Refer Note: 42) * 73.17 534.88
Other Loans and Advances
Inter-Corporate Deposits 4.92 2.61
VAT, Other Taxes Recoverable, Statutory Deposits and
Dues from Government
Unsecured, Considered Good 67.60 35.75
Unsecured, Considered Doubtful 0.58 0.58
Less: Provision for Doubtful (0.58) (0.58)
Advance Tax (Net of Provision ` 131.06 Crore
(Previous Year: ` 10.51 Crore)) 27.15 26.67
Prepaid Expenses 19.49 18.08
Advance for Expenses, Materials and Employees **
Unsecured, Considered Good 41.59 43.59
Unsecured, Considered Doubtful 2.61 2.32
Less: Provision for Doubtful (2.61) (2.32)
273.62 720.68

* Includes amount due from Directors and Officers 0.19


** Includes amount due from Subsidiary Company 0.15
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Disclosure as per Clause 32 of Listing Agreement


` in Crores
(i) Loans and Advances in the nature of Balance as on Balance as on Maximum Amount Maximum Amount
Loans given to Subsidiaries 31st March, 2015 31st March, 2014 Due at any time Due at any time
During the Year Ended During the Year Ended
31st March, 2015 31st March, 2014
Aditya Birla Customer Services Ltd. 10.10 14.80 43.59 16.00
(formerly Aditya Birla Customer Services Private Ltd.)
Aditya Birla Finance Ltd. 100.05
Aditya Birla Money Mart Ltd. 42.43 42.43 45.93 42.43
Aditya Birla Money Insurance Advisory Services Ltd. 3.24 3.24 3.24 3.24
Aditya Birla Minacs Worldwide Ltd. 479.75 536.90 481.15
ABNL Investment Ltd. 1.00 1.00 2.90
ABNL IT & ITES Ltd. 1.38 2.51 1.52
Indigold Trade and Services Ltd. 0.22 59.21 0.78
Madura Garments Lifestyle Retail Company Ltd. 27.31 10.10 55.10 11.12
Pantaloons Fashion & Retail Ltd. 96.37

(ii) Loans and Advances in the nature of Balance as on Balance as on Maximum Amount Maximum Amount
Loans given to Employees 31st March, 2015 31st March, 2014 Due at any time Due at any time
During the Year Ended During the Year Ended
31st March, 2015 31st March, 2014

Employee Loan given in the ordinary course


of the business and as per the service rules
STANDALONE FINANCIAL STATEMENTS

of the Company
- no repayment schedule or repayment
beyond seven years 0.90 0.86 1.24 1.86
- no interest or at an interest rate below which
is specified in Section 186 of the Companies
Act, 2013 8.48 8.07 10.56 9.41

Disclosure as per Section 186(4) of the Companies Act, 2013


(a) Details of Inter-Corporate Deposits granted during the year as below:
Name of the Loanee Granted Remarks
During the Year
Unsecured
Aditya Birla Customer Services Ltd. 28.79 Terms of deposit - 24 Months, Interest Rate @10.50% to
(formerly Aditya Birla Customer Services Pvt. Ltd.) 11.50% P.A. Payable on Call
Aditya Birla Money Mart Ltd. 3.50 Terms of deposit - On Call, Interest Rate @11.50% P.A.
Payable on Maturity
Aditya Birla Minacs Worldwide Ltd. 77.15 Terms of deposit - 1 day + Call, Interest Rate @ 11.75% P.A.
Payable on Call
ABNL IT & ITES Ltd. 2.61 Terms of deposit - 1 day + Call, Interest Rate @ 10.00% to
10.50% P.A. Payable on Call
Indigold Trade and Services Ltd. 59.03 Terms of deposit - 1 day + Call, Interest Rate @ 10.00% to
10.50% P.A. Payable on Call
Madura Garments Lifestyle Retail Company Ltd. 50.16 Terms of deposit - 1 day + Call, Interest Rate @ 10.00% to
10.75% P.A. Payable on Call
Aditya Birla Science & Technology Company Pvt. Ltd. 2.61 Terms of deposit - 36 Months, Interest Rate @ 8.50% to
9.00% P.A. Payable on Call

- The loans have been utilised for meeting their business requirements.
(b) Details of Investment made during the year as below: ` in Crores

Name of the Company Amount


Aditya Birla Financial Services Limited 681.11
(formerly Aditya Birla Financial Services Private Limited)
Indigold Trade and Services Ltd. 61.55
Shaktiman Mega Food Park Private Limited 0.42
Total 743.08
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 12A
OTHER NON-CURRENT ASSETS
Other Bank Balances*
Bank Deposits with more than twelve months maturity 0.12 0.11
Government Grant Receivable 0.62 0.67

0.74 0.78

*Amount held as Margin Money under lien to bank for issuing guarantee 0.12 0.11

NOTE: 12B
OTHER CURRENT ASSETS
Fertiliser Bonds # 2.19 9.85
Government Grant Receivable 20.34 31.76
Export Incentive Receivable 17.90 26.46
Less: Provision for Export Incentive Receivable (0.06) (0.06)
Others* 2.57 4.68
42.94 72.69

STANDALONE FINANCIAL STATEMENTS


*Includes dues from subsidiaries. 2.34

# The Company had received Fertilisers Bonds in the earlier years of ` 65.50 Crore from the Ministry of Fertiliser, Government of
India, against the outstanding amount of subsidy receivable, out of which bonds amounting to ` 2.38 Crore (Previous Year:
` 11.58 Crore) are outstanding at the year end. The market value of the above bonds are lower than book value, therefore the
diminution in the value of above bonds has been accounted.

NOTE: 13
INVENTORIES (Lower of Cost and Net Realisable Value)
Raw Materials 323.38 251.91
(Includes Goods-in-Transit ` 21.79 Crore (Previous Year: ` 14.67 Crore))
Work-in-Progress 124.18 117.01
Finished Goods 383.85 371.70
(Includes Goods-in-Transit ` Nil (Previous Year: ` 0.02 Crore))
Stock-in-Trade 306.10 280.60
(Includes Goods-in-Transit ` Nil (Previous Year: ` 4.67 Crore))
Stores and Spares 100.09 73.69
(Includes Goods-in-Transit ` 9.24 Crore (Previous Year: ` 0.55 Crore))
Waste/Scrap 0.63 0.06
Packing Materials 8.77 8.66
Certified Emission Reductions (CERs) 0.09
1,247.00 1,103.72
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 14
TRADE RECEIVABLES
Due for period exceeding Six months from the due date of payment
Secured, Considered Good 0.58 1.24
Unsecured, Considered Good 62.86 51.11
(Includes subsidy receivables from Government of India ` 12.98 Crore
(Previous Year: ` 5.64 Crore))
Unsecured, Considered Doubtful 22.01 14.77
Less: Provision for Doubtful (22.01) (14.77)
Others
Secured, Considered Good 39.61 24.98
Unsecured, Considered Good 2,148.09 1,968.37
(Includes subsidy receivables from Government of India ` 1,180.30 Crore
(Previous Year: ` 1,145.56 Crore))
Unsecured, Considered Doubtful 0.14 0.01
Less: Provision for Doubtful (0.14) (0.01)
2,251.14 2,045.70

NOTE: 15
STANDALONE FINANCIAL STATEMENTS

CASH AND BANK BALANCES


Cash and Cash Equivalents
Balances with Banks
Current Accounts 37.84 24.85
Cash on Hand 1.49 1.44
Cheques/Drafts on Hand 2.18 9.57
(A) 41.51 35.86
Other Bank Balances
Deposit Accounts (with original maturity period of
more than three months) 0.12 0.11
Others
Unclaimed Dividend 3.26 2.99
Money Due for Refund on Fraction Shares 0.28 0.28
(B) 3.66 3.38
(A) + (B) 45.17 39.24

Less: Bank Deposits with more than twelve months maturity 0.12 0.11
(transferred to Other Non-Current Assets) (Refer Note: 12A)
45.05 39.13
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014
NOTE: 16
REVENUE FROM OPERATIONS
A. SALE OF PRODUCTS
Manufactured 7,068.54 6,325.54
Traded 1,971.96 1,834.77
9,040.50 8,160.31

B. SALE OF SERVICES 7.64 8.72


C. OTHER OPERATING INCOME
Export Incentive 39.71 44.83
Scrap Sales 17.28 19.24
Miscellaneous Other Operating Income 13.21 6.02
70.20 70.09
Total A + B + C 9,118.34 8,239.12

Details of Sale Value of Goods Manufactured under broad heads


Ammonia 9.61 36.43

STANDALONE FINANCIAL STATEMENTS


Caustic Soda 181.61 204.98
Garments 1,898.17 1,618.59
Insulators 587.03 542.00
Linen Fabric 325.83 279.15
Sulphuric Acid and Allied Chemicals 28.77 30.65
Urea 2,194.53 1,953.79
Viscose Filament Rayon Yarn 695.76 604.66
Wool Top 309.58 349.40
Yarn Linen 453.12 356.42
Yarn Worsted 331.07 305.61
Others 53.46 43.86
7,068.54 6,325.54

Sale Value of Traded Goods under broad heads


Agro Chemicals 130.98 97.36
Bulk Fertilisers 34.54 92.24
Garments 1,629.42 1,449.04
Seeds 81.07 77.01
Specialty Fertilisers 63.26 50.98
Viscose Filament Rayon Yarn 28.06 62.46
Others 4.63 5.68
1,971.96 1,834.77
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014
NOTE: 17
OTHER INCOME
Interest Income from
Subsidiaries 15.26 9.75
Others 20.80 34.39
Dividend Income
Subsidiary Company 51.80 87.45
Joint Venture 33.50 25.13
Long-term Investments 3.35 4.69
Current Investments 1.02 5.14
Net Gain on Sale of Investments
Current
Subsidiary Company 0.19 41.72
Others 8.13
Gain on Redemption of Preference Share of Subsidiary 18.75
Gain on Buy-Back of Investments of Subsidiary 144.29
Foreign Exchange Gain (Net) 3.01
Profit on Sale of Fixed Assets (Net) 5.61
Other Non-Operating Income 10.09 18.64
171.51 371.20
STANDALONE FINANCIAL STATEMENTS

NOTE: 18
COST OF MATERIALS CONSUMED
Raw Materials Consumed 3,192.26 2,824.70
Packing Materials Consumed 130.23 119.42
3,322.49 2,944.12

Details of Raw Materials Consumed under broad heads


Alumina 22.47 22.27
Clays 27.83 21.94
Cotton Staple and Synthetic Yarn 301.18 272.67
Fabric 382.96 367.45
Flax Fibre 103.91 80.08
Metal Parts 119.60 120.26
Natural Gas 1,423.27 1,120.70
Staple and Synthetic Fibre 16.25 17.10
Wood Pulp 142.99 147.89
Wool Fibre 463.31 498.78
Others 188.49 155.56
3,192.26 2,824.70

NOTE: 19
PURCHASE OF STOCK-IN-TRADE
Purchase of Finished Goods 1,283.31 1,191.38
1,283.31 1,191.38

Details of Purchases of Finished Goods under broad heads


Agro Chemicals 73.02 81.03
Bulk Fertilisers 30.65 83.74
Garments 999.58 849.91
Seeds 67.67 62.09
Specialty Fertilisers 96.30 43.07
Viscose Filament Rayon Yarn 12.62 68.15
Others 3.47 3.39
1,283.31 1,191.38
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014
NOTE: 20
CHANGES IN INVENTORIES OF FINISHED GOODS,
WORK-IN-PROGRESS AND STOCK-IN-TRADE
Opening Stocks
Finished Goods 371.70 369.79
Stock-in-Trade 280.60 187.10
Work-in-Process 117.01 76.67
Waste/Scrap 0.06 0.15
Certified Emission Reductions (CERs) 0.09 0.18
769.46 633.89
Less:
Closing Stocks
Finished Goods 383.85 371.70
Stock-in-Trade 306.10 280.60
Work-in-Process 124.18 117.01
Waste/Scrap 0.63 0.06
Certified Emission Reductions (CERs) 0.09
814.76 769.46
Add/(Less):
(Increase)/Decrease in Excise Duty on Stocks 1.86 0.64
Stock Transfer on Sale of Carbon Black Business (69.50)
(Increase)/Decrease (43.44) (204.43)

STANDALONE FINANCIAL STATEMENTS


Movement of (Increase)/Decrease in Inventories
Finished Goods (12.15) (1.91)
Stock-in-Trade (25.50) (93.50)
Work-in-Process (7.17) (40.34)
Waste/Scrap (0.57) 0.09
Certified Emission Reductions (CERs) 0.09 0.09
Details of Inventories:
Manufactured Goods
Caustic Soda 1.97 3.21
Garments 216.48 175.12
Insulators 30.01 29.78
Linen Fabric 38.84 45.30
Sulphuric Acid and Allied Chemicals 1.51 0.86
Urea 13.15 17.98
Viscose Filament Rayon Yarn 35.92 28.08
Yarn Linen 12.91 23.43
Yarn Worsted 28.41 42.87
Others 4.65 5.07
383.85 371.70
Traded Goods
Agro Chemicals 8.53 6.24
Bulk Fertilisers 0.36
Garments 292.53 254.17
Seeds 2.03 0.94
Specialty Fertilisers 0.03 0.39
Viscose Filament Rayon Yarn 2.75 18.27
Others 0.23 0.23
306.10 280.60
Work-in-Progress
Ammonia 2.44 1.97
Customised Fertilisers 1.50 2.08
Garments 19.69 21.32
Insulators 18.82 18.37
Linen Fabric 41.19 34.83
Viscose Filament Rayon Yarn 13.00 13.74
Wool Top 0.12
Yarn Linen 9.34 6.85
Yarn Worsted 18.20 17.73
124.18 117.01
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014
NOTE: 21
EMPLOYEE BENEFITS EXPENSES
Salaries and Wages 627.45 544.66
Contribution to Provident and Other Funds (Refer Note: 40) 67.26 50.43
Expense on Employee Stock Options Scheme (Refer Note : 41) 3.76 1.49
Expense on Stock Appreciation Rights Scheme (Refer Note : 41) 1.50
Staff Welfare Expenses 41.63 42.11
741.60 638.69

NOTE: 22
OTHER EXPENSES
Consumption of Stores and Spares 140.73 134.19
Rent 317.76 276.93
Repairs & Maintenance of:
Buildings 11.91 11.72
Plant and Machinery 48.18 52.20
Others 59.79 52.66
Insurance 12.14 11.68
Rates and Taxes 40.33 29.83
Processing Charges 60.41 70.33
Commission to Selling Agents 231.04 213.10
STANDALONE FINANCIAL STATEMENTS

Brokerage and Discounts 31.79 36.48


Advertisement and Sales Promotion 275.71 268.40
Transportation and Handling Charges 78.45 70.27
Store Security, Housekeeping and Other Expenses 154.41 123.56
Legal and Professional Expenses (Refer Note: 33, Details of Auditors Remuneration) 76.87 59.17
Provision for Bad and Doubtful Debts, Advances and Bad Debts written off 11.05 3.39
Provision for Diminution in Value of Investment in Subsidiary 0.43
Travelling and Conveyance 55.94 55.25
Loss on Sale/Discard of Fixed Assets (Net) 0.87
Bank Charges 9.37 9.59
Directors Sitting Fees 0.21 0.17
Directors Commission 4.50 4.50
Foreign Exchange Loss (Net) 24.03
Contribution to Research & Development Institution 1.41 2.99
Information Technology Expenses 22.75 18.48
Miscellaneous Expenses@ 132.03 91.41
1,777.21 1,621.20

@ Includes Contribution to General Electoral Trust for political purpose for


distribution to political parties/persons 16.50

NOTE: 23
DEPRECIATION AND AMORTISATION EXPENSES
Depreciation of Tangible Assets 180.17 188.30
Amortisation of Intangible Assets 9.19 10.72
189.36 199.02

NOTE: 24
FINANCE COST
Interest Expenses* 249.78 238.44
Other Borrowing Costs 13.52 28.12
263.30 266.56

*Net of Interest Rebate Subsidy from Technology Upgradation Fund 9.94 13.07
*Net of Interest Capitalised 3.42
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

NOTE: 25
CONTINGENT LIABILITIES NOT PROVIDED FOR
(a) Claims against the Company not acknowledged as debts ` in Crores
Nature of Brief Description of Contingent Liabilities As at 31st As at 31st
Statute March, 2015 March, 2014
Customs Duty, Departmental appeal against CESTAT order for deleting demand of 2.04 2.04
Customs Act, payment of duty for non fulfilment of provision of EXIM policy related to
1942 Advance Licence obtained by Madura Coats Ltd.
Demand of Differential Custom Duty on acquisition of 1.27 1.27
ENKA Tech Know-how
Various other cases pertaining to demand of counter-vailing duty and 2.25 1.91
additional duties on imports, supplementary Drawback claim, etc.

Excise Duty, Demand for Non-inclusion of freight charges in transaction value for 4.38
Central Excise the purpose of payment of excise duty on sale of chlorine
Act, 1944 Departmental appeal against commissioner order for demand of 7.72
differential excise duty on processing of yarn Cake in to Cone at
STPL Bhestan under Noti. 30/2004-CE
Show cause-cum-demand notice alleging that mixing of duty paid 1.62 1.62
dyes amounts to manufacture and attracts duty for the period from
March 1986 to September 1988.
Show cause-cum-demand notice for availment of Cenvat credit on capital 1.01 1.01
goods used exclusively for manufacture of exempted goods for the
period from April 2005 to March 2007.

STANDALONE FINANCIAL STATEMENTS


Demand for payment of duty for removal of Refinished Imported 2.11 2.03
Garments without paying duty
Demand of duty for alleged wrong availment of benefit of exemption 8.25 8.25
under Notification 38/2003-CE in respect of ready-made garments
procured from job workers
Show cause-cum-demand notice of excise duty on inclusion of 1.49 1.43
Type Test Charges with the value of insulators
Various other cases demanding duty on reversal of Cenvat credit on 5.51 5.74
sale of capital goods, reversal of credit on inputs used for manufacturing
dutiable and exempted goods, etc.

Service Tax, Show cause-cum-demand notices for availment of Cenvat credit of 2.25 2.25
Finance Act, Service Tax paid on commission to overseas agents since services
1994 are not falling under input service for the period from April 2005 to
March 2010
Demand for Cenvat credit of Service Tax taken on Goods Transport 3.94 3.85
Agency service on outward transportation from place of removal till
buyers place
Show cause-cum-demand notice for reversal of Cenvat credit of 1.05
Service Tax on Business Auxiliary Services
Demand of Service Tax due to mismatch of Freight Inward declared in 1.31 1.23
ER-4 and ST-3 Returns
Various other cases pertaining to disallowance of Cenvat credit of 1.44 2.53
Service Tax on commission paid to overseas agent, in GTA services,
service for outward transportation and other services alleging not be
classified as input services for availment of Cenvat credit, etc.
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

` in Crores
Nature of Brief Description of Contingent Liabilities As at 31st As at 31st
Statute March, 2015 March, 2014
Sales tax, Non-receipt of C and F forms, disallowance of Input Tax Credit (ITC) on 9.98 9.98
Commercial purchases by Power Plant, reversal of ITC, for AY 2006-07
Tax Act Demand for Short of Form H, I and C, Input Tax Credit Short adjusted on 4.03 6.93
Stores Spares
Demand for Re-assessment for the year 2011-12 under Karnataka 4.36
VAT Department
Demand for UP VAT for AY 2009-10, 2010-11 and 2011-12 5.02
Various other cases in respect of short forms of H, I and C, 2.56 1.75
disallowance of input credit, etc.

Income-tax Various Departmental Appeal in ITAT, High Court on 14A disallowance, 51.23 36.18
Act, 1961 disallowance of additional depreciation, disallowance of depreciation on
goodwill and various matters
Demand for various additions in tax assessment of AY 2009-10 and 18.82 2.16
AY 2010-11
Demand for non-deduction of TDS on purchase of shares of 102.12
Joint Venture Company u/s 201(1) and 201(1A)

Other Statutes Labour Reinstatement and Workmen Compensation cases 3.85 6.82
Water drawal charges for the period of Apr-99 to till date 80.73 69.72
Claim by various customers (Pedeee Syria, MGVCL) 2.80 6.24
STANDALONE FINANCIAL STATEMENTS

Railways demanded Land Licence Fees, in 2008, for the land 6.42 5.12
used for constructing and connecting siding with Railway
at Sindurwa since 1988
Demand letter issued by UPSIDC for making payment of maintenance 22.84 18.23
charges on land allotted in 1983
Various other cases pertaining to Industrial Disputes, Railways licence 25.33 23.34
fee demand, Textile Cess on ready-made garments, possession of
Gaon Sabha land and other Civil cases

Grand Total 386.68 222.68

(b) Bills Discounted with Banks 51.11 38.17


(c) Corporate Guarantees given to Banks for loans taken by subsidiaries 17.50 705.53
(d) Corporate Guarantees given in connection with performance obligation of the subsidiaries 12.10
(e) Under the Jute Packaging Material (Compulsory use of Packing Commodities) Act, 1987, a specified percentage of fertilisers
dispatched was required to be supplied in jute bags up to 31st August, 2001. The Company made conscious efforts to use
jute packaging material as required under the said Act. However, due to non-availability of material as per the Companys
product specifications as well as due to strong customer resistance to use of jute bags, the specific percentage could not be
adhered to. The Company has received a show cause notice, against which a writ petition has been filed with the Honble High
Court, which is awaiting for hearing. The Jute Commissioner, Kolkata, had filed transfer petition, various writ petitions has been
filed in different High Courts by other aggrieved parties, including the Company, before the Honble Supreme Court of India
praying for consolidation of all cases at one Court. The transfer petition is pending before the Honble Supreme Court. The
Company has been advised that the said levy is bad in law.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 26
CAPITAL AND OTHER COMMITMENTS
(a) Estimated Amount of Contracts remaining to be executed on 66.09 85.03
Capital Account and not provided for (Net of Advances)
(b) Customs Duty on Capital Goods and Raw Materials Imported under 154.26 155.25
Advance Licensing/EPCG Scheme, against which export obligation
is to be fulfilled
(c) For commitment under lease contract Refer Note: 38.
(d) For commitment under derivative contract Refer Note: 44.
(e) Transfer of investments in IDEA Cellular Ltd. (IDEA) and Birla Sun Life Insurance Co. Ltd. is restricted by the terms
contained in their respective joint venture agreements. Non-disposal undertakings for IDEA, Aditya Birla Finance Limited
(subsidiary of Aditya Birla Financial Service Limited (ABFSL)), Pantaloons Fashion & Retail Limited (subsidiary of Indigold
Trade and Service Limited) and Madura Garments Lifestyle Retails Company Limited investments have also been provided
to certain Banks for respective credit facilities extended by them.
Pursuant to the Shareholders Agreement entered into with the Joint Venture partner, the Company has, in respect of Birla
Sun Life Insurance Company Limited, agreed to infuse its share of capital from time to time to meet the solvency requirement
prescribed by the regulatory authority.
(f) Aditya Birla Finance Limited (ABFL), a subsidiary of the Company, has issued 10.20% Non-Convertible sub-ordinate
Debenture (NCD) aggregating ` 300 Crore. The Company has entered into an option agreement with the holders of such
NCD, pursuant to which the holders have put option on the Company, and the Company has call option on the holders on

STANDALONE FINANCIAL STATEMENTS


expiry of 36 months from the date of allotment of NCD. Further, on happening of certain events, the put option can also be
exercised by the holders on the Company on any other date on happening of such events.

` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014

NOTE: 27
VALUE OF IMPORTS CALCULATED ON C.I.F. BASIS
Raw Materials 1,147.52 1,137.28
Stores and Spares 14.84 19.51
Capital Goods 70.08 160.64
Purchase of Finished Goods 70.15 114.17

NOTE: 28
EXPENDITURE IN FOREIGN CURRENCY (on accrual basis)
Advertisement 2.95 1.49
Technical Assistance Fees/Royalties 16.04 19.48
Interest and Commitment Charges* 18.87 25.84
Professional Charges 3.32 2.86
Travelling 1.54 1.71
Commission 11.95 8.97
Others 5.24 5.96

*Interest expenditure in Foreign Currency includes interest on External Commercial Borrowing (ECB) which is fully hedged.
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NOTE: 29
VALUE OF IMPORTED AND INDIGENOUS RAW MATERIALS AND SPARE PARTS CONSUMED AND PERCENTAGE THEREOF
TO THE TOTAL CONSUMPTION
` in Crores
Percentage Year Ended Percentage Year Ended
31st March, 2015 31st March, 2014
Raw Materials:
Imported 35.01% 1,117.66 39.03% 1,102.37
Indigenous 64.99% 2,074.60 60.97% 1,722.33
3,192.26 2,824.70
Spare Parts:
Imported 15.15% 7.38 18.99% 9.51
Indigenous 84.85% 41.33 81.01% 40.56
48.71 50.07

NOTE: 30
AMOUNT REMITTED IN FOREIGN CURRENCY ON ACCOUNT OF DIVIDEND
In respect of Accounting Year
2013-14 2012-13
No. of Shareholders 438 436
No. of Equity Shares 94,782 113,096
Dividend Remitted in Foreign Currency 0.07 0.07
NOTE: 31
STANDALONE FINANCIAL STATEMENTS

EARNINGS IN FOREIGN CURRENCY (on accrual basis)


` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014

On Export of Manufactured Goods (F.O.B. Basis) 728.59 748.07


On Export of Traded Goods (F.O.B. Basis) 2.14 3.43

NOTE: 32
THE FOLLOWING ARE INCLUDED UNDER OTHER HEADS OF
EXPENSES IN THE STATEMENT OF PROFIT AND LOSS
Particulars Head under which it is clubbed
Consumption of Stores Repairs and Maintenance 15.91 12.85
Insurance Staff Welfare Expenses 5.56 4.53
NOTE: 33
DETAILS OF AUDITORS REMUNERATION
Payments to Statutory Auditor:
As Auditors
For Audit Fees (Including Limited Review Fees) 1.04 1.04
For Tax Audit 0.12 0.12
In other capacity
For Other Services 0.16 0.18
For Reimbursement of Expenses 0.08 0.14
1.40 1.48
Payments to Branch Auditor:
As Auditors
As Audit Fees (Including Limited Review Fees) 0.43 0.43
As Tax Audit 0.03 0.03
In other capacity
For Other Services 0.02 0.03
For Reimbursement of Expenses 0.09 0.09
0.57 0.58
Payments to Cost Auditor:
For Audit Fees 0.05 0.05
For Reimbursement of Expenses 0.01 0.01
0.06 0.06
2.03 2.12
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

NOTE: 34
DETAILS OF EXPENDITURE INCURRED IN IN-HOUSE RESEARCH & DEVELOPMENT (R&D) FACILITIES APPROVED BY
DEPARTMENT OF SCIENTIFIC AND INDUSTRIAL RESEARCH, MINISTRY OF SCIENCE AND TECHNOLOGY, GOVERNMENT
OF INDIA, UNDER SECTION 35 OF INCOME-TAX ACT, 1961
` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014

i) Capital Expenditure
Capital Equipment 0.01
ii) Revenue Expenditure
Salaries and Wages 0.84 0.88
Material Consumables/Spares 0.01 0.03
Other Expenditure directly related to R&D 0.31 0.48

iii) Total R&D Expenditure on approved R&D Facilities (Total i) & ii)) 1.17 1.39
iv) Less: Amount Received by R&D Facilities
v) Net Amount of R&D Expenditure 1.17 1.39

NOTE: 35
DISCLOSURE IN RESPECT OF SELF-GENERATED CERs
No. of Certified Emission Reductions (CERs) held as inventory (Units) 69,518

STANDALONE FINANCIAL STATEMENTS


No. of Certified Emission Reductions (CERs) under certification (Units) 46,553

` in Crores
As at As at
31st March, 2015 31st March, 2014

NOTE: 36
DISCLOSURE PURSUANT TO ACCOUNTING STANDARD-20
EARNINGS PER SHARE
Earnings Per Share (EPS) is calculated as under:
Net Profit as per the Statement of Profit and Loss 527.69 673.95
Less: Preference Dividend and Tax thereon 0.01
Net Profit for EPS (A) 527.69 673.94
Weighted-average Number of Equity Shares
for calculation of Basic EPS (B) 130,111,149 124,121,740
Basic EPS (`) (A/B) 40.56 54.30
Weighted-average Number of Equity Shares Outstanding 130,111,149 124,121,740
Add: Shares Held in Abeyance 41,323 41,323
Add: Dilutive impact of Employee Stock Options 168,085 80,735
Add: Potential Equity Shares Due to Share Warrants 1,174,496
Weighted-average Number of Equity Shares
for calculation of Diluted EPS (C) 130,320,557 125,418,294
Diluted EPS (`) (A/C) 40.49 53.74
Nominal Value of Shares (`) 10.00 10.00
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

NOTE: 37
DISCLOSURE IN RESPECT OF COMPANYS JOINT VENTURES IN INDIA PURSUANT TO ACCOUNTING STANDARD-27
FINANCIAL REPORTING OF INTEREST IN JOINT VENTURES
Country of Proportion of Ownership Interest
Name of the Venture Incorporation As at As at
31st March, 2015 31st March, 2014

IDEA Cellular Limited India 23.28% 25.23%


The aggregate of Companys share in the above venture is: ` in Crores
Non-Current Assets 10,475.66 11,116.95
Current Assets 3,600.16 629.27
Non-Current Liabilities 4,665.38 5,389.83
Current Liabilities 4,049.56 2,186.71
Total Revenue 7,594.20 6,752.99
Expenses (Including Depreciation and Taxation) 6,838.52 6,256.52
Contingent Liabilities 3,852.44 2,761.88
Capital Commitments 7,636.38 1,430.46

NOTE: 38
DISCLOSURE PURSUANT TO ACCOUNTING STANDARD-19
LEASES IS AS UNDER
` in Crores
Year Ended Year Ended
STANDALONE FINANCIAL STATEMENTS

31st March, 2015 31st March, 2014


Assets Taken on Lease:
i) Operating Lease Payment recognised in the Statement of Profit and Loss
Minimum Lease Rent 304.53 267.76
Contingent Lease Rent 13.23 9.17
317.76 276.93

ii) The Company has taken certain Office Premises, Showrooms and
Residential Houses on non-cancellable/cancellable operating lease.

iii) The future minimum rental payable in respect of non-cancellable


operating lease are as follows:
` in Crores
As at As at
31st March, 2015 31st March, 2014

Not later than one year 35.90 66.22


Later than one year and not later than five years 35.38 52.84
71.28 119.06

iv) The details of finance lease payments payable and their Present Value as at the Balance Sheet Date:
` in Crores
Particulars Total Lease Present Value Interest
Charges Payable
Not later than one year 0.25 0.17 0.08
Later than one year and not later than five years 0.70 0.59 0.11
Total 0.95 0.76 0.19
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

NOTE: 39
DISCONTINUING OPERATIONS
The Company, in its Committee of Directors meeting held on 6th April, 2013, had decided to divest the Carbon Black business
with effect from 1st April, 2013, on a going concern basis, by way of a slump sale, to SKI Carbon Black (India) Private Limited.
In accordance with approval given by the shareholders, the Company had accounted for slump sale of Carbon Black business
(identified as reportable segment under AS-17) with effect from 1st April, 2013, on a going concern basis to SKI Carbon Black
(India) Private Limited pursuant to Business Transfer Agreement entered into with them and accordingly, in the previous year,
a gain of ` 24.06 Crore on the said slump sale had been recognised as an exceptional item and a net tax credit of
` 40.70 Crore (including reversal of deferred tax credit) had been netted off with the tax expense.

The following statement shows the revenue and expenses of Carbon Black Business:
` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014

Total Revenue
Total Expenses
Profit Before Depreciation/Amortisation, Interest and Tax (PBDIT)
Depreciation and Amortisation Expenses
Finance Cost
Profit Before Exceptional Item and Tax
Profit on Sale of Assets attributable to the Discontinued Operations 24.06
Profit Before Tax from Discontinued Operations 24.06

STANDALONE FINANCIAL STATEMENTS


Tax Expenses of Discontinued Operations (Net of reversal of Deferred Tax
liability on sale of assets attributable to Carbon Black Business ` Nil)
(Previous Year: ` 77.58 Crore) (40.70)
Profit for the Year 64.76

The carrying amount of the total assets and liabilities transferred are as follows:
Total Assets
Total Liabilities
The net cash flows attributable to the Carbon Black Business are as follows:
Operating Activities
Investing Activities
Financing Activities
Net Cash Inflow/(Outflow)

NOTE: 40
RETIREMENT BENEFITS
Disclosure in respect of Employee Benefits pursuant to Accounting Standard-15 (Revised)
(a) The details of the Companys Defined Benefit Plans in respect of Gratuity (funded by the Company):
General Description of the Plan
The Company operates gratuity plan through a trust wherein every employee is entitled to the benefit equivalent to fifteen
days salary last drawn for each completed year of service. The same is payable on termination of service or retirement,
whichever is earlier. The benefit vests after five years of continuous service. In case of some employees, the Companys
scheme is more favourable as compared to the obligation under Payment of Gratuity Act, 1972.
` in Crores
As at As at
31st March, 2015 31st March, 2014

Amounts recognised in the Balance Sheet in respect of Gratuity


Present Value of the funded Defined Benefit Obligations at the end of the year 136.43 110.24
Fair Value of Plan Assets 135.05 110.55

Net (Asset)/Liability 1.38 (0.31)


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` in Crores
As at As at
31st March, 2015 31st March, 2014
Amounts recognised in Employee Benefits Expenses in the
Statement of Profit and Loss in respect of Gratuity
Current Service Cost 8.91 9.49
Interest on Defined Benefit Obligations 9.21 8.55
Expected Return on Plan Assets (9.12) (9.28)
Net Actuarial (Gain)/Loss recognised during the year 12.30 2.79
Net Gratuity Cost 21.30 11.55

Actual Return on Plan Assets:


Expected Return on Plan Assets 9.12 9.28
Actuarial Gain/(Loss) on Plan Assets 6.82 (3.79)
Actual Return on Plan Assets 15.94 5.49

Reconciliation of Present Value of the Obligation and the


Fair Value of the Plan Assets:
Change in Present Value of the Obligations:
Opening Defined Benefit Obligations 110.24 114.81
Current Service Cost 8.91 9.49
Interest Cost 9.21 8.55
Actuarial (Gain)/Loss 19.12 (1.00)
STANDALONE FINANCIAL STATEMENTS

Liabilities Settled on Divestment (9.92)


Benefits Paid (11.05) (11.69)
Closing Defined Benefit Obligations 136.43 110.24

Change in Fair Value of the Plan Assets:


Opening Fair Value of the Plan Assets 110.55 112.28
Expected Return on the Plan Assets 9.12 9.28
Actuarial Gain/(Loss) 6.82 (3.79)
Contributions by the Employer 19.61 14.39
Assets Distributed on Divestment (9.92)
Benefits Paid (11.05) (11.69)
Closing Fair Value of the Plan Assets 135.05 110.55

Investment Details of the Plan Assets


Government of India Securities 27% 21%
Corporate Bonds 1% 1%
Insurer Managed Fund 51% 58%
Special Deposit Scheme 2% 3%
Others 19% 17%
Total 100% 100%

There are no amount included in the Fair Value of Plan Assets for:
i) Companys own financial instrument
ii) Property occupied by or other assets used by the Company
` in Crores
Experience Adjustment 31st March, 31st March, 31st March, 31st March, 31st March,
2015 2014 2013 2012 2011
Defined Benefit Obligation 136.43 110.24 114.81 101.01 92.43
Plan Assets 135.05 110.55 112.28 97.70 86.22
Surplus/(Deficit) (1.38) 0.31 (2.53) (3.31) (6.21)
Experience Adjustment on Plan Liabilities 9.53 8.33 3.84 3.01 6.62
Experience Adjustment on Plan Assets 6.82 (3.79) 3.18 (1.52) (0.08)
Expected rate of return on assets is based on the average Long-term rate of return expected on investments of the funds
during the estimated term of the obligations.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

As at As at
31st March, 2015 31st March, 2014
Principal Actuarial Assumptions at the Balance Sheet Date
Discount Rate 8.00% 8.90%
Estimated Rate of Return on the Plan Assets 8.50% 8.50%
The estimates of future salary increase, considered in actuarial valuation, take account of inflation, seniority, promotion and
other relevant factors such as supply and demand in the employment market.
Estimated amount of contribution expected to be paid to the fund during the annual period being after the Balance Sheet date
is ` 10 Crore (Previous Year: ` 7 Crore).
(b) The details of the Companys Defined Benefit Plans in respect of the Company owned Provident Fund Trust
` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014
Contribution to Company-Owned Employees Provident Fund Trust 10.93 11.32
(Excludes amount capitalised ` Nil Crore (Previous Year: ` 0.10 Crore))
The Guidance Note on implementing AS-15, Employee Benefits (Revised 2005), issued by the ICAI states that Provident
Funds set-up by employers, which requires interest shortfall to be met by the employer, needs to be treated as Defined
Benefit Plan. The Company set-up Provident Fund does not have existing deficit of Interest shortfall.
The actuary has accordingly provided for a valuation and based on the below provided assumptions there is no shortfall as
at 31st March, 2015, and 31st March, 2014. As per the actuarial valuation report, the interest shortfall liability being Other
Long-term Employee Benefits, detailed disclosures are not required.
` in Crores
As at As at

STANDALONE FINANCIAL STATEMENTS


31st March, 2015 31st March, 2014
The details of the Plan Assets position as under:
Plan Assets at Fair Value 406.50 361.02
Liability Recognised in the Balance Sheet Nil Nil
Assumption used in determining the present value obligation of interest
rate guarantee under the Deterministic Approach
Discount Rate for the term of the Obligations 7.90% 8.95%
Discount Rate for the remaining term of maturity of Investment Portfolio 7.87% 8.88%
Guaranteed Interest Rate 8.75% 8.75%
(c) The details of the Companys Defined Benefit Plans in respect of Pension for (unfunded by the Company):
General Description of the Plan
In addition to contribution to the state managed pension plan, the Company provides pension to some employees, which is
discretionary in the nature. The quantum of pension depends on the cadre of the employee at the time of retirement.
` in Crores
As at As at
31st March, 2015 31st March, 2014
Amounts recognised in the Balance Sheet in respect of Pension:
Present Value of unfunded Defined Benefit Obligations at the end of the Year 6.62 6.27
Fair Value of Plan Assets
Net Liability/(Asset) 6.62 6.27
Amounts recognised in Employee Benefits Expenses in the
Statement of Profit and Loss in respect of Pension:
Interest on Defined Benefit Obligations 0.51 0.46
Net Actuarial (Gain)/Loss recognised during the Year 1.02 0.60
Net Pension Cost 1.53 1.06
Reconciliation of Present Value of the Obligations:
Opening Defined Benefit Obligations 6.27 6.39
Interest Cost 0.51 0.46
Actuarial (Gain)/Loss 1.02 0.60
Benefits Paid (1.18) (1.18)
Closing Defined Benefit Obligations 6.62 6.27

Financial Assumptions at the Valuation Date


Discount Rate 8.00% 8.90%
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

` in Crores
Experience Adjustment 31st March, 31st March, 31st March, 31st March, 31st March,
2015 2014 2013 2012 2011
Defined Benefit Obligations 6.62 6.27 6.39 6.46 6.93
Experience adjustment on Plan Liabilities 0.75 0.90 0.37 0.13 0.05

` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014
(d) Defined Contribution Plans
Amount recognised as an expense and included in the Note: 21 as
Contribution to Provident and Other Funds 35.03 27.56

NOTE: 41
Disclosure under Employee Stock Options Scheme
(I) Under the Employee Stock Options Scheme-2006 (ESOS-2006), the Company has granted options to the eligible
employees of the Company and its Subsidiaries. The details are as under:
Employee Stock Options Scheme:
Particulars Tranche - I Tranche - II Tranche - III Tranche - IV Tranche - V
No. of Options * 163,280 166,093 17,174 11,952 3,370
Method of Accounting Intrinsic Value Intrinsic Value Intrinsic Value Intrinsic Value Intrinsic Value
Vesting Plan Graded Graded Graded Graded Graded
Vesting - 25% Vesting - 25% Vesting - 25% Vesting - 25% Vesting - 25%
STANDALONE FINANCIAL STATEMENTS

every year every year every year every year every year
Exercise Period 5 Years from 5 Years from 5 Years from 5 Years from 5 Years from
the date of the date of the date of the date of the date of
Vesting Vesting Vesting Vesting Vesting
Grant Date 23.08.2007 25.01.2008 20.08.2010 08.09.2010 07.06.2011
Grant/Exercise Price (` Per Share) 1,180.00 1,802.00 687.00 697.00 748.00
Repricing of the Option on
20th August, 2010 687.00 687.00
Market Price on the date of Grant of
Option (` Per Share) 1,282.55 1,948.70 816.85 839.80 905.10
Market Price on the date of Repricing
of Option (` Per Share) 816.85 816.85
Details of Activity in the Plan:
2014-15 2013-14
Particulars Options Range of Weighted- Options Range of Weighted-
Exercise average Exercise average
Price (`) Exercise Price (`) Exercise
Price (`) Price (`)
Options Outstanding at 116,235 687.00 to 689.80 168,841 687.00 to 688.93
the beginning of the year 748.00 748.00
Granted during the year
Exercised during 52,221 687.00 to 687.97 51,766 687.00 687.00
the year 697.00
Lapsed during the year 1,683 697.00 697.00 840 687.00 687.00

Options Outstanding at 62,331 687.00 to 691.14 116,235 687.00 to 689.80


the end of the year 748.00 748.00
Options unvested at 843 7,956
the end of the year
Options exercisable at 61,488 687.00 to 690.36 108,279 687.00 to 688.78
the end of the year 748.00 748.00
* Includes 3,360 options granted to employees of Subsidiaries.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

The ESOP compensation cost is amortised on a straight-line basis over the total vesting period of the options. Accordingly
` (0.01) Crore {net of recovery of ` Nil from the subsidiaries} (Previous Year: ` 0.04 Crore net of recovery of ` Nil from the
subsidiaries) has been charged to the current year Statement of Profit and Loss.
For the option exercised during the period, the weighted-average share price at the exercise date was ` 1,494.92 per
share (Previous Year: ` 1,102.13).
The weighted-average remaining contractual life for the stock options outstanding as at 31st March, 2015, is 1.65 years
(Previous Year: 2.06 years).
Fair Valuation:
The fair value of the options used to compute proforma net profit and earnings per share have been done by an
independent valuer on the date of grant using Black-Scholes Merton Formula. The key assumptions and the Fair Value
are as under:
Particulars On the Date of Grant
Tranche - I Tranche - II Tranche - III Tranche - IV Tranche - V
Risk-Free Interest Rate (%) 7.78 7.78 8.09 8.09 8.09
Option Life (Years) 5 5 5 5 5
Expected Volatility 38.00 38.00 54.04 53.88 34.05
Expected Dividend Yield (%) 0.52 0.52 0.86 0.86 0.57
Weighted-average Fair Value
per Option (`) 591.53 825.67 471.44 486.82 443.49
Particulars On the Date of Re-pricing
Tranche - I Tranche - II
Risk-Free Interest Rate (%) 8.09 8.09

STANDALONE FINANCIAL STATEMENTS


Option Life (Years) 5 5
Expected Volatility* 54.04 54.04
Expected Dividend Yield (%) 0.36 0.50
Weighted-average Fair Value per Option (`) 355.12 366.54
*Expected volatility of the Companys stock price is based on NSE price data of last two years.

(II) Under the Employee Stock Options Scheme-2013 (ESOS-2013), the Company has granted Options and Restricted
Stock Units (RSUs) to the eligible employees of the Company. The details are as under:
(A) Stock Options:
Employees Stock Options Scheme:
Particulars Tranche - I Tranche - II Tranche - III
No. of Options 104,272 16,239 35,060
Method of Accounting Intrinsic Value Intrinsic Value Intrinsic Value
Vesting Plan Graded Graded Graded
Vesting - 25% Vesting - 25% Vesting - 25%
every year every year every year
Exercise Period 5 Years from 5 Years from 5 Years from
the date of the date of the date of
Vesting Vesting Vesting
Grant Date 07.12.2013 29.01.2014 12.11.2014
Grant/Exercise Price
(` Per Share) 1,239.80 1,053.85 1,726.95
Market Price on the date of
Grant of Option (` Per Share) 1,239.80 1,053.85 1,726.95
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Details of Activity in the Plan:


2014-15 2013-14
Particulars Options Range of Weighted- Options Range of Weighted-
Exercise average Exercise average
Price (`) Exercise Price (`) Exercise
Price (`) Price (`)
Options Outstanding at the 120,511 1,053.85 to 1,214.74
beginning of the year 1,239.80
Granted during the year 35,060 1,726.95 1,726.95 120,511 1,053.85 to 1,214.74
1,239.80
Exercised during the year
Lapsed during the year 56,916 1,239.80 1,239.80
Options Outstanding at the end of 98,655 1,053.85 to 1,382.32 120,511 1,053.85 to 1,214.74
the year 1,726.95 1,239.80
Options unvested at the end of 86,096 120,511
the year
Options exercisable at the end of 12,559 1,053.85 to 1,179.67
the year 1,239.80

The ESOP compensation cost is amortised on a straight-line basis over the total vesting period of the options.
Accordingly ` Nil has been charged to the current year Statement of Profit and Loss (Prevous Year: ` Nil).
The weighted-average remaining contractual life for the stock options outstanding as at 31st March, 2015, is 6.62
STANDALONE FINANCIAL STATEMENTS

years (Previous Year: 7.21 years).


Fair Valuation:
The fair value of the options used to compute proforma net profit and earnings per share have been done by an
independent valuer on the date of grant using Black-Scholes Merton Formula. The key assumptions and the Fair
Value are as under:
Particulars On the Date of Grant
Tranche - I Tranche - II Tranche - III
Risk-Free Interest Rate (%) 8.88 8.87 7.91
Option Life (Years) 5 5 5
Expected Volatility* 30.02 29.97 30.45
Expected Dividend Yield (%) 0.61 0.73 0.42
Weighted-average Fair Value per Option (`) 509.65 428.05 694.22
*Expected volatility of the Companys stock price is based on NSE price data of last three years.
(B) Restricted Stock Units
Employees Stock Options Scheme:
Particulars Tranche - I Tranche - II Tranche - III
No. of Options 101,731 9,567 12,630
Method of Accounting Intrinsic Value Intrinsic Value Intrinsic Value
Vesting Plan Bullet Vesting-end of Bullet Vesting-end of Bullet Vesting-end of
3 years from the 3 years from the 3 years from the
grant date grant date grant date
Exercise Period 5 Years from the 5 Years from the 5 Years from the
date of Vesting date of Vesting date of Vesting
Grant Date 07.12.2013 29.01.2014 12.11.2014
Grant/Exercise Price (` Per Share) 10.00 10.00 10.00
Market Price on the date
of Grant of Option (` Per Share) 1,239.80 1,053.85 1,726.95
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Details of Activity in the Plan:


2014-15 2013-14
Particulars Options Range of Weighted- Options Range of Weighted-
Exercise average Exercise average
Price (`) Exercise Price (`) Exercise
Price (`) Price (`)
Options Outstanding at the beginning 111,298 10.00 10.00
of the year
Granted during the year 12,630 10.00 10.00 111,298 10.00 10.00
Exercised during the year
Lapsed during the year 18,887 10.00 10.00
Options Outstanding at the end 105,041 10.00 10.00 111,298 10.00 10.00
of the year
Options unvested at the end of the year 105,041 111,298
Options exercisable at the end
of the year

The ESOP compensation cost is amortised on a straight-line basis over the total vesting period of the options. Accordingly
` 3.77 Crore has been charged to the current year Statement of Profit and Loss (Previous Year: ` 1.45 Crore).
The weighted-average remaining contractual life for the stock options outstanding as at 31st March, 2015, is
6.82 years (Previous Year: 7.71 years).
Fair Valuation:

STANDALONE FINANCIAL STATEMENTS


The fair value of the options used to compute proforma net profit and earnings per share have been done by an
independent valuer on the date of grant using Black-Scholes Merton Formula. The key assumptions and the Fair
Value are as under:

Particulars On the Date of Grant


Tranche - I Tranche - II Tranche - III
Risk-Free Interest Rate (%) 8.88 8.87 7.91
Option Life (Years) 5.50 5.50 5.50
Expected Volatility* 30.02 29.97 30.45
Expected Dividend Yield (%) 0.62 1.23 0.70
Weighted-average Fair Value per Option (`) 1,195.33 1,008.87 1,684.01
*Expected volatility of the Companys stock price is based on NSE price data of last three years.
(C) Stock Appreciations Rights:
Scheme:
Particulars Tranche - I Tranche - II Tranche - III
No. of Options 91,239 14,199 30,678
Method of Accounting Intrinsic Value Intrinsic Value Intrinsic Value
Vesting Plan Graded Graded Graded
Vesting - 25% Vesting - 25% Vesting - 25%
every year every year every year
Exercise Period 3 Years from the date 3 Years from the date 3 Years from the date
of Vesting or 6 Years of Vesting or 6 Years of Vesting or 6 Years
from the date of grant, from the date of grant, from the date of grant,
whichever is earlier whichever is earlier whichever is earlier
Grant Date 07.12.2013 29.01.2014 12.11.2014
Grant Price (` Per Share) 1,239.80 1,053.85 1,726.95
Market Price on the date of
Grant of Option (` Per Share) 1,239.80 1,053.85 1,726.95
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Details of Activity in the Plan:


2014-15 2013-14
Particulars Options Range of Weighted- Options Range of Weighted-
Exercise average Exercise average
Price (`) Exercise Price (`) Exercise
Price (`) Price (`)
Options Outstanding at the beginning 105,438 1,053.85 to 1,214.74
of the year 1,239.80
Granted during the year 30,678 1,726.95 1,726.95 105,438 1,053.85 to 1,214.74
1,239.80
Exercised during the year
Lapsed during the year 49,802 1,239.80 1,239.80
Options Outstanding at the end 86,314 1,053.85 to 1,382.35 105,438 1,053.85 to 1,214.74
of the year 1,726.95 1,239.80
Options Unvested at the end of the year 75,324 105,438
Options Exercisable at the end 10,990 1,053.85 to 1,179.67
of the year 1,239.80
The Stock Appreciation Rights compensation cost is amortised on a straight-line basis over the total vesting period of
the options. Accordingly ` 1.50 Crore (Previous Year: ` ) has been charged to the current year Statement of Profit
and Loss.
The weighted-average remaining contractual life for the Stock Appreciation Rights outstanding as at 31st March,
2015, is 4.35 years (Previous Year: 4.96 years).
STANDALONE FINANCIAL STATEMENTS

Fair Valuation:
The fair value of the options used to compute proforma net profit and earnings per share have been done by an
independent valuer using Black-Scholes Merton Formula. The key assumptions and the Fair Value are as under:

Particulars As at 31.03.2015
Tranche - I Tranche - II Tranche - III
Risk-Free Interest Rate (%) 7.91 7.91 7.91
Option Life (Years) 2.60 2.73 3.50
Expected Volatility* 29.73 29.73 29.73
Expected Dividend Yield (%) 0.46 0.46 0.46
Weighted-average Fair Value per Option (`) 676.44 812.61 508.39
* Expected volatility of the Companys stock price is based on NSE price data of last three years.
The Company is following Intrinsic Value for Employee Stock Options Scheme valuation.
Had the compensation cost for the stock options granted under ESOS-2006 and 2013 been recognised based on
fair value in accordance with Black-Scholes Merton Formula, the proforma amount of net profit and earnings per
share of the Company would have been as under:
` in Crores
Particulars 2014-15 2013-14
Net Profit 527.69 673.95
Add: Compensation Cost as per Intrinsic Value 5.26 1.49
Less: Compensation Cost as per Fair Value 7.85 3.27
Adjusted Net Income 525.10 672.17
Weighted-average Number of Basic Equity Shares Outstanding (In Nos.) 130,111,149 124,121,740
Weighted-average Number of Diluted Equity Shares Outstanding (In Nos.) 130,320,557 125,418,294
Face Value of the Equity Share (In `) 10 10
Reported Earnings Per Share (EPS)
- Basic EPS (`) 40.56 54.30
- Diluted EPS (`) 40.49 53.74
Proforma Earnings Per Share (EPS)
- Basic EPS (`) 40.36 54.15
- Diluted EPS (`) 40.29 53.59
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

NOTE: 42
LIST OF RELATED PARTIES
PARTIES WHERE CONTROL EXIST
SUBSIDIARIES
Aditya Birla Financial Services Limited (ABFSL) (formerly Aditya Birla Financial Services Private Limited)
Aditya Birla Capital Advisors Private Limited (ABCAPL)
Aditya Birla Customer Services Limited (ABCSL) (formerly Aditya Birla Customer Services Private Limited)
Aditya Birla Trustee Company Private Limited (ABTCPL)
Aditya Birla Money Limited (ABML)
Aditya Birla Commodities Broking Limited (ABCBL)
Aditya Birla Financial Shared Services Limited (ABFSSL)
Aditya Birla Finance Limited (ABFL)
Aditya Birla Securities Private Limited (ABSPL) (up to 10th September, 2014)
Aditya Birla Insurance Brokers Limited (ABIBL)
Birla Sun Life Asset Management Company Limited (BSAMC)
Birla Sun Life AMC (Mauritius) Ltd.
Aditya Birla Sun Life AMC Ltd., Dubai
Aditya Birla Sun Life AMC Pte. Ltd., Singapore
India Advantage Fund Ltd. (IAFL)
International Opportunities Fund SPC (IOF)
Birla Sun Life Trustee Company Private Limited (BSTPL)
Aditya Birla Housing Finance Ltd. (ABHFL) (formerly LIL Investment Limited)
Aditya Birla Money Mart Limited (ABMML)

STANDALONE FINANCIAL STATEMENTS


Aditya Birla Money Insurance Advisory Services Limited (ABMIASL)
ABNL IT & ITES Limited (IT&ITES)
Aditya Birla Minacs BPO Private Limited (ABMBPL)
Aditya Birla Minacs Worldwide Limited (ABMWL) (up to 8th May, 2014)
Aditya Birla Minacs Philippines Inc. (ABMPI) (up to 8th May, 2014)
AV TransWorks Limited. (AVTL) (up to 8th May, 2014)
Aditya Birla Minacs Worldwide Inc. (ABMWI) (up to 8th May, 2014)
Aditya Birla Minacs BPO Limited (ABMBL) (up to 8th May, 2014)
Minacs Worldwide SA de CV (MWSC) (up to 8th May, 2014)
The Minacs Group (USA) Inc. (MGI) (up to 8th May, 2014)
Bureau of Collection Recovery, LLC (BCR) (up to 8th May, 2014)
Bureau of Collections Recovery (BCR) Inc. (up to 8th May, 2014)
Minacs Limited (ML) (up to 8th May, 2014)
Minacs Worldwide GmbH (MWGH) (up to 8th May, 2014)
Minacs Kft. (up to 8th May, 2014)
Aditya Vikram Global Trading House Limited (AVGTHL) (up to 29th September, 2014)
Birla Sun Life Insurance Company Limited (BSLICL)
Birla Sun Life Pension Management Limited (BSLPML) (w.e.f. 19th January, 2015)
ABNL Investment Limited (ABNL Inv)
Shaktiman Mega Food Park Private Limited (SMFP)
Madura Garments Lifestyle Retail Company Limited (MGLRCL)
Indigold Trade and Services Limited (ITSL)
Pantaloons Fashion & Retail Limited (PFRL)
OTHER RELATED PARTIES
JOINT VENTURES
IDEA Cellular Limited (IDEA)
ASSOCIATES
Birla Securities Limited (BSL) (up to 14th November, 2014)
KEY MANAGEMENT PERSONNEL (KMP)
Mr. Lalit Naik - Managing Director (Deputy Managing Director upto 30th June, 2014)
Mr. Sushil Agarwal - Whole-time Director
Dr. Rakesh Jain - Managing Director (Upto 30th June, 2014)
ENTERPRISES HAVING COMMON KEY MANAGEMENT PERSONNEL (KMP)
Aditya Birla Science & Technology Company Private Limited (ABSTCPL) (Common KMP Mr. Lalit Naik) (w.e.f. 30th March, 2015)
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

Disclosure in respect of Related Parties pursuant to Accounting Standard-18


During the year, following transactions were carried out with the related parties in the ordinary course of business:
` in Crores
Transaction/Nature of Relationship Subsidiaries Joint Associates Key Enterprise Grand Total
Ventures Management having
Personnel common Key
Management
Personnel
Purchase of Goods
MGLRCL
(0.03) (0.03)
PFRL 4.06 4.06

TOTAL 4.06 4.06
(0.03) (0.03)
Information Technology Cost
ABMWL 0.01 0.01
(1.74) (1.74)
TOTAL 0.01 0.01
(1.74) (1.74)
Brokerage and Discounts
PFRL 1.16 1.16

TOTAL 1.16 1.16

STANDALONE FINANCIAL STATEMENTS

Advertisement and Sales Promotion Expenses


PFRL
(6.32) (6.32)
TOTAL
(6.32) (6.32)
Other Expenses
BSLICL 0.93 0.93
(0.59) (0.59)
IDEA 3.01 3.01
(3.16) (3.16)
TOTAL 0.93 3.01 3.94
(0.59) (3.16) (3.75)
Sales of Goods
PFRL 130.26 130.26
(121.59) (121.59)
MGLRCL 136.52 136.52
(123.38) (123.38)
TOTAL 266.78 266.78
(244.97) (244.97)
Interest Received
ABNL Inv 0.02 0.02
(0.21) (0.21)
ABCSL 3.13 3.13
(0.34) (0.34)
ABMWL 5.72 5.72
(8.03) (8.03)
ABFL
(0.05) (0.05)
MGLRCL 3.65 3.65
(0.65) (0.65)
PFRL
(0.40) (0.40)
ITSL 2.45 2.45
(0.01) (0.01)
IT&ITES 0.07 0.07
(0.06) (0.06)
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

` in Crores
Transaction/Nature of Relationship Subsidiaries Joint Associates Key Enterprise Grand Total
Ventures Management having
Personnel common Key
Management
Personnel
ABMML 0.20 0.20

BSLI 0.02 0.02

ABSTCPL 0.01 0.01

TOTAL 15.26 0.01 15.27
(9.75) (9.75)
Dividend Received
BSLICL 51.80 51.80
(87.45) (87.45)
IDEA 33.50 33.50
(25.13) (25.13)
TOTAL 51.80 33.50 85.30
(87.45) (25.13) (112.58)
Other Income
MGLRCL 0.12 0.12
(0.12) (0.12)
IDEA

STANDALONE FINANCIAL STATEMENTS


() ()
TOTAL 0.12 0.12
(0.12) () (0.12)
Receipt against Reimbursement of Revenue/Capital Expenditure
PFRL 2.36 2.36
(4.03) (4.03)
ABMWL
(0.04) (0.04)
ABFL 0.06 0.06
(0.04) (0.04)
MGLRCL 0.12 0.12
(0.12) (0.12)
ABFSL 0.21 0.21

ABNL Inv
(0.01) (0.01)
IT&ITES
(0.09) (0.09)
SMFP
() ()
TOTAL 2.75 2.75
(4.33) (4.33)
Payment for Reimbursement of Expenses
PFRL 0.47 0.47
(4.72) (4.72)
ABFL 0.02 0.02
(0.03) (0.03)
TOTAL 0.49 0.49
(4.75) (4.75)
Purchase of Fixed Assets
MGLRCL
(0.04) (0.04)
ABFL 0.04 0.04

TOTAL 0.04 0.04
(0.04) (0.04)
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

` in Crores
Transaction/Nature of Relationship Subsidiaries Joint Associates Key Enterprise Grand Total
Ventures Management having
Personnel common Key
Management
Personnel
Sale of Fixed Assets
ABFL
(0.08) (0.08)
PFRL
(0.38) (0.38)
TOTAL
(0.46) (0.46)
Interest Expenses
BSLICL
(0.21) (0.21)
TOTAL
(0.21) (0.21)
Managerial Remuneration Paid *
Mr. Lalit Naik 5.49 5.49
(3.22) (3.22)
Mr. Sushil Agarwal 3.94 3.94
(2.27) (2.27)
Dr. Rakesh Jain 6.72 6.72
(6.88) (6.88)
STANDALONE FINANCIAL STATEMENTS

TOTAL 16.15 16.15


(12.37) (12.37)
Fresh Investments Made
ITSL 61.55 61.55
(1,112.58) (1,112.58)
ABFSL 681.11 681.11
(607.01) (607.01)
SMFP 0.42 0.42

IT&ITES
(454.65) (454.65)
TOTAL 743.08 743.08
(2,174.24) (2,174.24)
Sale of Investments
BSL 0.01 0.01

TOTAL 0.01 0.01

Winding up of Subsidiary
AVGTHL 0.84 0.84

TOTAL 0.84 0.84

Buy-Back of investments
BSLI
(207.20) (207.20)
TOTAL
(207.20) (207.20)
Conversion of 0.01% Compulsory Convertible Preference Shares into Equity Shares
ABFSL 400.00 400.00

TOTAL 400.00 400.00

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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

` in Crores
Transaction/Nature of Relationship Subsidiaries Joint Associates Key Enterprise Grand Total
Ventures Management having
Personnel common Key
Management
Personnel
Provision for Diminution in Value of Long-term Investments
SMFP 0.43 0.43

TOTAL 0.43 0.43

Proceeds from Redemption of Preference Shares
ABMWL 33.75 33.75

TOTAL 33.75 33.75

Proceeds from Redemption of Optionally Fully Convertible Debentures Purchased from Outsiders
ABMWL
(380.00) (380.00)
TOTAL
(380.00) (380.00)
Redemption of Debentures Held By
BSLI
(25.00) (25.00)
TOTAL

STANDALONE FINANCIAL STATEMENTS


(25.00) (25.00)
Loans/Deposits Granted (including Inter-Corporate Deposits)
ABNL Inv
(1.87) (1.87)
ABMWL 77.15 77.15
(544.75) (544.75)
ABFL
(100.00) (100.00)
PFRL
(89.98) (89.98)
MGLRCL 50.15 50.15
(15.35) (15.35)
ITSL 59.03 59.03
(2.04) (2.04)
ABCSL 28.79 28.79
(25.80) (25.80)
ABMIAS
(3.24) (3.24)
IT&ITES 2.61 2.61
(1.38) (1.38)
ABMML 3.50 3.50

TOTAL 221.23 221.23
(784.41) (784.41)
Advance Given
Mr. Lalit Naik 0.19 0.19

TOTAL 0.19 0.19

Loans Granted Received Back (including Inter-Corporate Deposits)
ABNL Inv 1.00 1.00
(3.77) (3.77)
ITSL 59.24 59.24
(1.82) (1.82)
ABMWL 556.90 556.90
(65.00) (65.00)
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

` in Crores
Transaction/Nature of Relationship Subsidiaries Joint Associates Key Enterprise Grand Total
Ventures Management having
Personnel common Key
Management
Personnel
ABFL
(100.00) (100.00)
PFRL
(96.47) (96.47)
MGLRCL 32.95 32.95
(5.25) (5.25)
ABCSL 33.49 33.49
(21.00) (21.00)
IT&ITES 3.99 3.99

ABMML 3.50 3.50

TOTAL 691.07 691.07
(293.31) (293.31)
Guarantees Given During the Year
MGI
(10.27) (10.27)
ITSL
(125.00) (125.00)
STANDALONE FINANCIAL STATEMENTS

TOTAL
(135.27) (135.27)
Outstanding Balances as on 31st March
Loans Granted Outstanding Balances 83.08 14.19 97.27
(552.92) (552.92)
Interest Accured on Loans Granted
(1.77) (1.77)
Amounts Receivable 113.18 0.19 113.37
(77.13) (77.13)
Amounts Payable 0.04 0.24 0.28
(0.17) (0.22) (0.39)
Performance Guarantees Outstanding For
(12.10) (12.10)
Corporate Guarantees Outstanding For 17.50 17.50
(705.53) (705.53)
Investments Outstanding 6,120.19 2,355.81 2.40 8,478.40
(5,393.18) (2,355.81) (0.01) (7,749.00)
Figures in brackets represent corresponding amount of previous year.
No amount in respect of the related parties have been written off/back or provided for during the year.
Related party relationship have been identified by the management and relied upon by the auditors.
` in Crores
* Remuneration to Key Managerial Personnel Current Year Previous Year
Salary and Perquisites 14.63 10.87
ESOP and SAR 0.95 0.40
Contribution to Provident and Other Funds 0.57 1.10
16.15 12.37

Expenses towards gratuity and leave encashment provisions are determined actuarially on an overall Company basis at the
end of each year and, accordingly, have not been considered in the above information, except to the extent of amount paid
to Dr. Rakesh Jain.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF FINANCIAL STATEMENTS

NOTE: 43
Disclosure in respect of Corporate Social Responsibility under Section 135 of the Companies Act, 2013, and Rules thereon
` in Crores
Nature of Expenses Amount
Revenue Expenses:
Contribution to Trust (Refer Note: 22) (Included in Miscellaneous Expenses) 4.47
Repairs and Maintenance (Refer Note: 22) 0.17
Salaries and Wages (Refer Note: 21) 0.39
Construction of Capital Assets under CSR Projects 4.58
Total 9.61

NOTE: 44
STATEMENT OF DERIVATIVES OUTSTANDING AT THE BALANCE SHEET DATE
(a) Derivatives: Outstanding at the Balance Sheet Date
Amount in Foreign Currency
Nature of Contract Foreign Option As at As at Purpose
Currency 31st March, 2015 31st March, 2014
Currency and Interest Rate Swap USD Buy 103,666,667 126,000,000 Hedging of Loan
Currency and Interest Rate Swap JPY Buy 2,307,300,000 2,947,300,000 Hedging of Loan
Forward Contracts Buy 77,765,659 69,300,213
USD Sell 23,194,250 10,298,931 Hedging Purpose

STANDALONE FINANCIAL STATEMENTS


Forward Contracts Buy 15,427,036 10,318,734
EUR Sell 3,524,110 6,453,514 Hedging Purpose

Forward Contracts GBP Sell 1,577,166 1,224,394 Hedging Purpose


Forward Contracts JPY Sell 111,044,500 45,070,000 Hedging Purpose
Forward Contracts CNY Buy 4,063,500 Hedging Purpose
Forward Contracts and
Interest Rate Swap USD Buy 17,455,869 10,000,000 Hedging of Loan

(b) Foreign Currency Exposure which are not hedged


As at 31st March, 2015
Particulars Currency Foreign Currency ` in Crores
Trade Receivables USD 2,004,157 12.54
EUR 323,186 2.18
GBP 34,272 0.32
Loans and Advances USD 11,545 0.07
EUR 19,848 0.13
JPY 1,181,846 0.06
Trade Payables USD 6,750,974 42.25
AUD 536,314 2.59
EUR 243,712 1.65
GBP 3,820 0.04
Other Current Liabilities USD 401,398 2.51
EUR 10,986 0.07
As at 31st March, 2014
Particulars Currency Foreign Currency ` in Crores
Trade Receivables USD 3,796,483 22.82
EUR 14,452 0.12
GBP 778,195 7.77
Loans and Advances USD 26,730 0.16
EUR 199
Trade Payables USD 9,300,103 55.89
EUR 1,607,656 13.28
GBP 72,068 0.72
JPY 779,300 0.05
Other Current Liabilities USD 72,014 0.44
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NOTES FORMING PART OF FINANCIAL STATEMENTS Aditya Birla Nuvo Limited - Annual Report 2014-2015

NOTE: 45
OTHER SIGNIFICANT NOTES
(i) The Company has presented segment information in its Consolidated Financial Statements, which are part of the same
annual report. Accordingly, in terms of provisions of Accounting Standard on Segment Reporting (AS-17) no disclosure
related to the segment are presented in the Standalone Financial Statements.
(ii) The Company is one of the Promoter members of Aditya Birla Management Corporation Private Limited, a Company limited
by guarantee which has been formed to provide a common pool of facilities and resources to its members, with a view to
optimise the benefits of specialisation and minimize cost to each member. The Companys share of expenses under the
common pool has been accounted for under the appropriate head.
(iii) The Company has a process whereby periodically all long-term contracts are assessed for material foreseeable losses. At
the year end, the Company has reviewed and ensured that adequate provision as required under any law/accounting standards
for material foreseeable losses on such long-term contracts has been made in the books of account.
(iv) The Companys pending litigations comprise of claims by or against the Company primarily by the workers/employees/
customers/suppliers, etc., and proceedings pending with tax and other government authorities. The Company has reviewed
its pending litigations and proceedings and has adequately provided for where Provisions are required and disclosed the
contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these
proceedings to have a materially adverse effect on its financial results. In respect of litigations, where the management
assessment of a financial outflow is probable, the Company has made adequate provision in the financial statements and
appropriate disclosure for contingent liabilities is given in Note 25.
(v) ABNL IT & ITeS Limited, a wholly owned subsidiary of the Company, at its meeting of the Board of Directors, held on
30th January, 2014, had approved the divestment of shares held by it in its IT-ITeS subsidiary, Aditya Birla Minacs Worldwide
Limited, and had executed a Share Purchase Agreement with a group of investors led by Capital Square Partners and CX
Partners subject to fulfilment of requisite consents and approvals.
All requisite consents and approvals which were part of closing conditions had been completed. With this divestment, Aditya
Birla Minacs Worldwide Limited and its eleven subsidiaries ceased to be subsidiaries of Aditye Birla Nuvo Limited, with effect
STANDALONE FINANCIAL STATEMENTS

from 9th May, 2014.


(vi) The Board of Directors of Aditya Birla Nuvo Limited (the Company) at its meeting held on May 03, 2015, have considered and
approved a Composite Scheme of Arrangement between the Company, Madura Garments Lifestyle Retail Company Limited
(MGLRCL) (100% subsidiary) and Pantaloons Fashion & Retail Limited (PFRL) (72.62% subsidiary) and their respective
shareholders and creditors u/s Sections 391 to 394 of the Companies Act, 1956 [Composite Scheme].
Pursuant to the said scheme Madura Fashion, a branded apparel retailing division of the Company and Madura Lifestyle, a
luxury branded apparel retailing division of MGLRCL will be demerged into PFRL. Shareholders to the Company will get 26
new equity shares of PFRL for every 5 equity shares held in the Company pursuant to demerger of Madura Fashion. Shareholders
of MGLRCL will get 7 new equity shares of PFRL for every 500 equity shares held in MGLRCL. Preference shareholders of
MGLRCL will get 1 new equity share of PFRL. After the scheme of arrangement new holding of the Company (directly and
through other subsidiaries) in PFRL would be 9.06%.
The Scheme is subject to the necessary statutory and regulatory approvals including approvals of the respective High
Courts, the Stock Exchanges, SEBI, the respective Shareholders and lenders/creditors of each of the companies involved in
the Composite Scheme. The appointed date of the Scheme will be 1st April, 2015, and expected to be consummated in next
6 to 9 months.
(vii) Figures of ` 50,000 or less have been denoted by .
(viii) Previous Years figures have been regrouped/rearranged, wherever necessary.

As per our attached Report of even date For and on behalf of the Board of Directors

For KHIMJI KUNVERJI & CO. For S R B C & CO LLP LALIT NAIK TARJANI VAKIL
ICAI Firm Registration No. 105146W ICAI Firm Registration No. 324982E Managing Director P. MURARI
Chartered Accountants Chartered Accountants B. R. GUPTA
G. P. GUPTA
S. C. BHARGAVA
Directors

SUSHIL AGARWAL
Whole-time Director & CFO
Per SHIVJI VIKAMSEY Per VIJAY MANIAR
Partner Partner ASHOK MALU
Membership No. 2242 Membership No. 36738 Joint President & Company Secretary
Mumbai, May 14, 2015 Mumbai, May 14, 2015
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Aditya Birla Nuvo Limited - Annual Report 2014-2015

CONSOLIDATED
FINANCIAL STATEMENTS

CONSOLIDATED FINANCIAL STATEMENTS


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INDEPENDENT AUDITORS REPORT ON THE Aditya Birla Nuvo Limited - Annual Report 2014-2015
CONSOLIDATED FINANCIAL STATEMENTS

To the Members of Aditya Birla Nuvo Limited


Report on the Consolidated Financial Statements
We have audited the accompanying consolidated financial statements of Aditya Birla Nuvo Limited (hereinafter
referred to as the Holding Company), its subsidiaries (the Holding Company and its subsidiaries together referred
to as the Group), its associate and jointly controlled entity, comprising of the consolidated Balance Sheet as at
March 31, 2015, the consolidated Statement of Profit and Loss, and consolidated Cash Flow Statement for the year
then ended, and a summary of significant accounting policies and other explanatory information (hereinafter referred
to as the consolidated financial statements).

Managements Responsibility for the Consolidated Financial Statements


The Holding Companys Board of Directors is responsible for the preparation of these consolidated financial statements
in terms with the requirement of the Companies Act, 2013 (the Act) that give a true and fair view of the consolidated
financial position, consolidated financial performance and consolidated cash flows of the Group including its associate
and jointly controlled entity in accordance with 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. The respective Board of Directors of the companies included in the Group and of its associate and jointly
controlled entity are responsible for maintenance of adequate accounting records in accordance with the provisions
of the Act for safeguarding of the assets of the respective entities 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
control that were operating effectively for ensuring the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error. These respective financial statements have been used
for the purpose of preparation of the consolidated financial statements by the Directors of the Holding Company, as
aforesaid.

Auditors Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. While
conducting the 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
thereunder. We conducted our audit in accordance with the Standards on Auditing, issued by the Institute of Chartered
Accountants of India, as specified under Section 143(10) of the Act. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial
statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
consolidated financial statements. The procedures selected depend on the auditors judgment, including the
assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or
error. In making those risk assessments, the auditor considers internal financial control relevant to the Holding
CONSOLIDATED FINANCIAL STATEMENTS

Companys preparation of the consolidated financial statements that give a true and fair view in order to design
audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on
whether the Holding Company has in place an adequate internal financial controls system over financial reporting
and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting
policies used and the reasonableness of the accounting estimates made by the Holding Companys Board of
Directors, as well as evaluating the overall presentation of the consolidated 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 paragraph (a) of the Other Matters 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 consolidated
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 consolidated state of affairs of the
Group, its associate and jointly controlled entity as at March 31, 2015, their consolidated profit and their consolidated
cash flows for the year ended on that date.

Emphasis of Matter
The auditors of Idea Cellular Limited (Idea) a jointly controlled entity of the Company, without qualifying their
opinion on the consolidated financial statements of Idea have drawn attention to note no. 26(f) to the consolidated
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CONSOLIDATED FINANCIAL STATEMENTS

financial statements, that the Department of Telecommunication (DoT) has issued demand notices dated January
8, 2013 towards one time spectrum charges for spectrum held by Idea beyond 6.2 Mhz for the period from July 1,
2008 to December 31, 2012 amounting to the Groups share of ` 85.93 crore and beyond 4.4 Mhz for the period
from January 1, 2013 till the expiry of the license amounting to the Groups share of ` 406.06 crore in the respective
telecom service areas. In the opinion of Idea, inter-alia, the above demand amounts to alteration of financial terms
of the licenses issued in the past. Idea therefore, filed a petition before the Honble High Court of Bombay, which
directed DoT, not to take any coercive action until the matter is further heard.
The financial impact of the above mentioned matter is dependent upon the outcome of the petition filed by Idea in
the Honble High Court of Bombay and therefore no effect for the one-time spectrum has been given in these
consolidated financial statements.
Our opinion is not modified in respect of this matter.
Other Matters
(a) The accompanying consolidated financial statements include total assets of ` 61,168.36 crore as at March 31,
2015, and total revenues of ` 17,844.63 crore and net cash outflows of ` 376.97 crore for the year ended on
that date, in respect of twenty five subsidiaries and one jointly controlled entity, which have been audited either
by one of us or by one of us jointly with others or by other auditors, whose financial statements, other financial
information and auditors reports have been furnished to us by the management. Our opinion on the consolidated
financial statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries
and jointly controlled entity, and our report in terms of sub-sections (3) and (11) of Section 143 of the Act, in so
far as it relates to the aforesaid subsidiaries and a jointly controlled entity, is based solely on the reports of such
other auditors.
(b) The accompanying consolidated financial statements also include consolidated revenues of ` 282.16 crore
and net cash inflows of ` 37.42 crore of subsidiaries disposed-off during the year, which has been reviewed by
other auditors, whose reviewed condensed financial statements and other reviewed financial information have
been furnished to us. Our opinion on the consolidated financial statements in so far as it relates to the amounts
and disclosures included in respect of this subsidiary is based solely on the review reports of such other
auditors.
(c) The auditors of Birla Sun Life Insurance Company Limited (BSLI), a subsidiary company, have reported that
the actuarial valuation of liabilities of BSLI for policies in force is the responsibility of BSLIs Appointed Actuary
(the appointed actuary). The actuarial valuation of liabilities for policies in force has been duly certified by the
appointed actuary. The appointed actuary has certified to BSLI that the assumptions for such valuation are in
accordance with the guidelines and norms issued by the Insurance Regulatory and Development Authority
(IRDA) and the Actuarial Society of India in concurrence with IRDA. BSLI auditors have relied on the appointed
actuarys certificate in this regard for forming their opinion on financial statements of BSLI. Further, BSLI auditors
have relied on the certificate from the appointed actuary for current and non-current classification of policy
liabilities with respect to reliance on the work done and the report of other auditors.

CONSOLIDATED FINANCIAL STATEMENTS


Our opinion on the consolidated financial statements, and our report on Other Legal and Regulatory Requirements
below, is not modified in respect of the above matters.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors Report) Order, 2015 (the Order), issued by the Central Government
of India in terms of sub-section (11) of Section 143 of the Act, based on the comments in the auditors report of
the Holding company, its subsidiaries, associate and jointly controlled entity incorporated in India, to whom the
Order applies, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the
Order, to the extent applicable.
2. 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 purpose of our audit of the aforesaid consolidated financial statements;
(b) In our opinion proper books of account as required by law relating to preparation of the aforesaid
consolidation of the financial statements have been kept so far as it appears from our examination of
those books and reports of the other auditors;
(c) The consolidated Balance Sheet, consolidated Statement of Profit and Loss, and consolidated Cash Flow
Statement dealt with by this Report are in agreement with the books of account maintained for the purpose
of preparation of the consolidated financial statements;
(d) In our opinion, the aforesaid consolidated financial statements comply with the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;
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CONSOLIDATED FINANCIAL STATEMENTS

(e) On the basis of the written representations received from the directors of the Holding Company as on
March 31, 2015 taken on record by the Board of Directors of the Holding Company and the reports of the
auditors who are appointed under Section 139 of the Act, of its subsidiary companies, associate and
jointly controlled entity incorporated in India, none of the directors of the Groups companies, its associate
and jointly controlled company incorporated in India is disqualified as on 31st March, 2015 from being
appointed as a director in terms of Section 164(2) of the Act.
(f) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according
to the explanations given to us and based on the report of the auditors of its subsidiaries, associate and
jointly controlled entity:
i. The consolidated financial statements disclose the impact of pending litigations on the consolidated
financial position of the Group, its associate and jointly controlled entity Refer Note 40(ii) to the
consolidated financial statements;
ii. Provision has been made in the consolidated financial statements, as required under the applicable
law or accounting standards, for material foreseeable losses, if any, on long-term contracts including
derivative contracts Refer Note 40(i) to the consolidated financial statements;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education
and Protection Fund by the Holding Company, its subsidiaries, associate and jointly controlled entity
incorporated in India.

For and on behalf of For and on behalf of


Khimji Kunverji & Co. S R B C & CO LLP
Chartered Accountants Chartered Accountants
ICAI Firm Registration Number: 105146W ICAI Firm Registration Number: 324982E

Per Shivji Vikamsey Per Vijay Maniar


Partner Partner
Membership Number: 2242 Membership Number: 36738
Mumbai Mumbai
Date: May 14, 2015 Date: May 14, 2015
CONSOLIDATED FINANCIAL STATEMENTS

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Aditya Birla Nuvo Limited - Annual Report 2014-2015 INDEPENDENT AUDITORS REPORT ON THE
CONSOLIDATED FINANCIAL STATEMENTS

Annexure referred to in paragraph 1 of Report on Other Legal and Regulatory Requirements of our report of
even date
With respect to Aditya Birla Nuvo Limited (Holding Company) and its subsidiaries, joint controlled entity and associate
incorporated in India and to whom the provisions of the Order apply (Covered Entities), we report as follows:
(i) (a) The Holding Company and the Covered Entities have maintained proper records showing full particulars,
including quantitative details and situation of fixed assets.
(b) All fixed assets have not been physically verified by the management of the Holding Company and
Covered Entities during the year but there is a regular programme of verification which, in our opinion
and as reported by the auditors of the Covered Entities, is reasonable having regard to the size of the
Holding Company and the Covered Entities and the nature of their assets. No material discrepancies
were noticed on such verification.
(ii) (a) The management of the Holding Company and the Covered Entities have conducted physical verification
of inventory at reasonable intervals during the year other than inventory lying with third parties, where
certificates confirming stocks have been received in respect of substantial portion of stock held.
(b) The procedures of physical verification of inventory followed by the management of holding company
and respective covered entities are reasonable and adequate in relation to the size of the Holding
Company and the Covered Entities and the nature of their businesses.
(c) The Holding Company and the Covered Entities are maintaining proper records of inventory and no
material discrepancies were noticed on physical verification.
(iii) (a) The Holding Company and the Covered Entities have not granted any loan, secured or unsecured to
companies, firms or other parties covered in the register maintained under section 189 of the Companies
Act, 2013. Accordingly, the provisions of clause 3(iii)(a) and (b) of the Order are not applicable to the
Holding Company and the Covered Entities and hence not commented upon.
(iv) In our opinion and according to the information and explanations given to us and as reported by the auditors
of Covered Entities, there are adequate internal control systems commensurate with the size of the Holding
Company and the Covered Entities and the nature of their businesses, for the purchase of inventory and fixed
assets and for the sale of goods and services. During the course of our audit and as reported by the auditors
of the Covered Entities, no major weakness or continuing failure to correct any major weakness in the internal
control system was observed in respect of these areas.
(v) The Holding Company and the Covered Entities have not accepted any deposits from the public.
(vi) We and auditors of the Covered Entities have broadly reviewed the books of account maintained by the
Holding Company and Covered Entities respectively, to the extent applicable and relevant, pursuant to the
rules made by the Central Government for the maintenance of cost records under Section 148(1) of the
Companies Act, 2013, and are of the opinion that prima facie, the specified accounts and records have been
made and maintained. The detailed examination of the same has not been made by us or such other auditors.
To the best of our knowledge and as explained and as reported by the auditors of certain other Covered

CONSOLIDATED FINANCIAL STATEMENTS


Entities, the Central Government has not specified the maintenance of cost records under clause 148(1) of the
Companies Act, 2013, for the products/services of these other Covered Entities.
(vii) (a) The Holding Company and the Covered Entities are generally regular in depositing with appropriate
authorities undisputed statutory dues including provident fund, employees state insurance, income-tax,
sales-tax, wealth-tax, service tax, cess and other material statutory dues as applicable to the respective
Covered Entities.
According to the information and explanations given to us, no undisputed amounts payable in respect of
provident fund, employees state insurance, income-tax, wealth-tax, service tax, sales-tax, customs
duty, excise duty, value added tax, cess and other material statutory dues were outstanding, at the year
end, for a period of more than six months from the date they became payable for the Holding Company
and the Covered Entities.
(b) According to the records of the Holding Company and as reported by auditors of certain Covered
Entities, the dues outstanding of income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
duty, value added tax and cess on account of any dispute, are as per annexure A.
(c) According to the information and explanations given to us and as reported by the auditor of Covered
Entities, the amount required to be transferred to investor education and protection fund in accordance
with the relevant provisions of the Companies Act, 1956 and rules made thereunder has been transferred
to such fund within time to the extent applicable to the Holding Company and Covered Entities.
(viii) There are no accumulated losses at the end of the financial year and no cash losses in the current and
immediately preceding financial year in respect of the Holding Company and certain Covered Entities that
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INDEPENDENT AUDITORS REPORT ON THE Aditya Birla Nuvo Limited - Annual Report 2014-2015
CONSOLIDATED FINANCIAL STATEMENTS

have been registered for a period of more than five years. In respect of certain other Covered Entities that
have been registered for a period of more than five years, the accumulated losses at the end of the financial
year are less than fifty per cent of their net worth and they have not incurred cash losses in the current and
immediately preceding financial year. However, based on the reports of the auditors of certain other Covered
Entities, the accumulated losses at the end of the financial year are more than fifty per cent of their net worth
and/or have incurred cash losses in the current and/or immediately preceding financial year.
(ix) Based on our audit procedures and as per the information and explanations given by the management and as
reported by the auditors of Covered Entities, the Holding Company and Covered Entities have not defaulted in
their repayment of dues to financial institutions, banks or debenture holders.
(x) According to the information and explanations given to us and based on the reports of auditors of Covered
Entities, the Holding Company and certain Covered Entities have given guarantee for loans taken by others
from banks and financial institutions, the terms and conditions whereof are not prima-facie prejudicial to the
interest of the Holding Company and such Covered Entities.
(xi) Based on the information and explanations given by the management and the reports of auditors of Covered
Entities, term loans obtained by the Holding Company and certain Covered Entities were applied for the
purpose for which loans were obtained, other than temporary deployment pending application.
(xii) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the
consolidated financial statements and as per the information and explanations given by the management and
reports of auditors of Covered Entities, which we have relied upon, we report that no fraud on or by the Holding
Company and the Covered Entities has been noticed or reported during the year, except auditors of one of the
subsidiaries has reported that, during the year under audit, two borrowers of the subsidiary have defrauded
the subsidiary by submitting forged documents at the time of borrowing and consequently such loans amounting
to ` 7.95 crore have become doubtful of recovery and the same have been fully provided for by the subsidiary
and in case of the Holding Company, there was a case of employee misappropriation which was not material
and was appropriately dealt with by the management.

For and on behalf of For and on behalf of


Khimji Kunverji & Co. S R B C & CO LLP
Chartered Accountants Chartered Accountants
ICAI Firm Registration Number: 105146W ICAI Firm Registration Number: 324982E

Per Shivji Vikamsey Per Vijay Maniar


Partner Partner
Membership Number: 2242 Membership Number: 36738
CONSOLIDATED FINANCIAL STATEMENTS

Mumbai Mumbai
Date: May 14, 2015 Date: May 14, 2015
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 INDEPENDENT AUDITORS REPORT ON THE
CONSOLIDATED FINANCIAL STATEMENTS

Annexure A: Dues outstanding of income-tax, sales-tax, wealth-tax, service tax, customs duty, excise duty,
value added tax and cess on account of any dispute
Name of the statute Nature of the dues Period Forum where dispute Amount
is pending (` in Crores)
AY 2001-02, 2007-08 to 2009-10 High Court 0.04
Ay 2000-1 to 2012-13 Income Tax Appellate Tribunal 732.73
Income Tax Act, 1961 Tax Demands AY 2001-02, 2008-09 to 2010-11 Commissioner (Appeals) 1,341.21
to 2012-13
AY 2010-11 to 2012-13 Deputy Commissioner (Appeals) 0.24
1998-99, 2002-03 to 2009-10, High Court 41.62
2011-12 to 2012-13
Finance Act, 1994 Service tax including 2002-03 to 2011-12 Appellate Tribunal 17.19
(Service Tax) interest and penalty 2002-03, 2005-07, 2007-08 to Commissioner (Appeals) 62.37
2012-13
2004-05 to 2010-11 Commissioner 2.25
Employee Provident 2009-10 to 2011-12 Regional Provident Fund 1.40
Funds & Miscellaneous Provident Fund Commissioner
Provident Act, 1952
Karnataka Stamp Stamp Duty 2003-04 to 2007-08 Chief Revenue Controlling 0.91
Act, 1957 Authority, Karnataka
1975-76 to 1976-77, 1986-87, High Court 0.39
2001-02 & 2003-04
Customs Act, 1962 Custom Duty incl. 2003-04 to 2005-06, 2007-08, Appellate Tribunal 1.46
interest and penalty 2009-10, 2013-14
2013-14 Commissioner (Appeals) 0.64
2008-09 to 2010-11, 2012-13 to Supreme Court 0.95
2013-14
1998-99 to 2000-01, 2003-04 to High Court 16.69
2011-12, 2013-14 & 2014-15
Entry Tax 2002-03 State Tax Tribunal 0.52
2007-08 to 2008-09, 2012-13 Deputy/Joint Commissioner 0.58
(Appeals)
1998-99 to 2000-01, 2010-11 to Assessing Officer 1.55
2014-15
Sales Tax Act Sales Tax, Value Added 1999-00, 2002-03, 2004-05, High Court 29.34
Tax, Central Sales Tax, 2010-11 & 2012-13 to 2014-15
Trade Tax incl. Interest, 1997-98 to 2001-02, 2003-2014 State Tax Tribunal 2.46
Non-submission of forms
1995-96 to 1997-98, 1999-00, Commissioner of Commercial 17.57
2001-02, 2002-03 to 2011-12 Taxes (Appeals)/Revisional Board

CONSOLIDATED FINANCIAL STATEMENTS


2005-06 to 2013-14 Additional/Joint Commissioner 0.43
(Appeals)
1998-99, 2002-03, 2003-04, Assessing Officer 14.80
2005-06, 2006-07, 2008-09 to
2014-15
1977-78, 1986-87 High Court 0.06

1985-86, 1991-92, 1995-96 to Appellate Tribunal 3.11


Central Excise Excise Duty, Interest 1999-00, 2001-02, 2002-03,
Act, 1944 and Penalty 2007-08
1994-95, 1996-97, 1997-98, Commissioner (Appeals) 1.24
2005-06 to 2011-12
1997-98 to 2000-01 Commissioner/Deputy 0.05
Commissioner
1981-82 to 1998-99 Textile Committee Cess 0.63
Textile Committee Act Textile cess Appellate Tribunal
1990-00 to 2004-05 Assessing authorities 0.65
Cess on generation of 2011-12 to 2014-15 Supreme Cort of India 1.72
Gujarat Green Cess electricity through
Act, 2011 captive power generation
plants
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CONSOLIDATED BALANCE SHEET Aditya Birla Nuvo Limited - Annual Report 2014-2015
AS AT 31ST MARCH, 2015

` in Crores
As at As at
Note No. 31st March, 2015 31st March, 2014
EQUITY AND LIABILITIES
(A) Shareholders Funds
Share Capital 2A 130.14 130.18
Reserves and Surplus 3 12,737.86 11,058.56
Equity Attributable to Owners of the Parent 12,868.00 11,188.74
Minority Interest 801.83 778.12
Total Equity Sub-Total - (A) 13,669.83 11,966.86
(B) Preference Shares issued by Subsidiary and
Joint Venture Companies 2B 3.20 0.49
(C) Non-Current Liabilities
Long-term Borrowings 4A 15,036.59 11,895.61
Deferred Tax Liabilities (Net) 5 549.02 552.23
Other Long-term Liabilities 6A 473.47 562.09
Long-term Provisions 7A 290.10 242.69
Policyholders Fund 27,184.24 22,801.68
Fund for Discontinued Policies 524.15 475.44
Fund for Future Appropriations 10.42 18.49
Sub-Total - (C) 44,067.99 36,548.23
(D) Current Liabilities
Short-term Borrowings 4B 6,420.87 6,534.25
Trade Payables 3,079.56 3,090.98
Other Current Liabilities 6B 6,872.82 4,285.88
Short-term Provisions 7B 387.54 342.55
Policyholders Fund 738.38 206.99
Fund for Discontinued Policies 373.71
Fund for Future Appropriations 8.06 54.84
Sub-Total - (D) 17,880.94 14,515.49
TOTAL (A) + (B) + (C) + (D) 75,621.96 63,031.07
ASSETS
(E) Non-Current Assets
Fixed Assets
Tangible Assets 8A 7,125.39 7,642.57
Intangible Assets 8B 7,388.66 7,123.55
Capital Work-in-Progress 1,313.62 3,209.42
Intangible Assets under Development 10.23 23.44
15,837.90 17,998.98
Non-Current Investments
Investments of Life Insurance Business 9A 5,351.23 3,357.39
Other Investments 10A 550.73 478.17
Assets Held to Cover Linked Liabilities of Life Insurance Business 11A 21,529.90 16,999.88
Deferred Tax Assets (Net) 5 64.15 48.02
Long-term Loans and Advances 12A 11,070.73 6,531.92
Other Non-Current Assets 13A 26.92 43.95
Sub-Total - (E) 54,431.56 45,458.31
(F) Current Assets
Current Investments
CONSOLIDATED FINANCIAL STATEMENTS

Investments of Life Insurance Business 9B 332.21 772.54


Other Investments 10B 3,607.58 663.48
Assets Held to Cover Linked Liabilities of Life Insurance Business 11B 2,934.10 3,634.55
Inventories 14 1,742.51 1,542.22
Trade Receivables 15 2,496.22 2,642.69
Cash and Bank Balances 16 1,128.30 718.62
Short-term Loans and Advances 12B 8,429.60 6,841.29
Other Current Assets 13B 519.88 757.37
Sub-Total - (F) 21,190.40 17,572.76
TOTAL (E) + (F) 75,621.96 63,031.07
Significant Accounting Policies 1
The accompanying Notes are an integral part of the Financial Statements.
As per our attached Report of even date For and on behalf of the Board of Directors
For KHIMJI KUNVERJI & CO. For S R B C & CO LLP LALIT NAIK TARJANI VAKIL
ICAI Firm Registration No. 105146W ICAI Firm Registration No. 324982E Managing Director P. MURARI
Chartered Accountants Chartered Accountants B. R. GUPTA
G. P. GUPTA
S. C. BHARGAVA
Directors

SUSHIL AGARWAL
Whole-time Director & CFO
Per SHIVJI VIKAMSEY Per VIJAY MANIAR
Partner Partner ASHOK MALU
Membership No. 2242 Membership No. 36738 Joint President & Company Secretary
Mumbai, May 14, 2015 Mumbai, May 14, 2015
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 CONSOLIDATED STATEMENT OF PROFIT AND LOSS
FOR THE YEAR ENDED 31ST MARCH, 2015

` in Crores
Year Ended Year Ended
Note No. 31st March, 2015 31st March, 2014
Revenue from Operations 17 26,696.09 26,110.05
Less: Excise Duty (180.08) (218.55)
Net Revenue from Operations 26,516.01 25,891.50
Other Income 18 407.95 340.21
Total Revenue 26,923.96 26,231.71

Expenses
Cost of Materials Consumed 19 3,322.49 2,944.12
Purchase of Stock-in-Trade 2,326.37 2,183.99
Changes in Inventories of Finished Goods,
Work-in-Progress and Stock-in-Trade 20 (95.26) (226.68)
Employee Benefits Expenses 21 2,420.88 3,895.38
Benefits Paid (Life Insurance Business) 3,771.89 3,665.50
Change in Valuation of Liability in respect of
Life Insurance Policies in Force 22 243.70 (343.08)
Other Expenses 23 9,135.68 9,185.92
Total Expenses 21,125.75 21,305.15

Profit Before Depreciation/Amortisation,


Interest and Tax (PBDIT) 5,798.21 4,926.56
Depreciation and Amortisation Expenses 24 1,702.75 1,608.86
Finance Cost 25 1,757.57 1,550.82
Profit Before Exceptional Item and Tax 2,337.89 1,766.88
Exceptional Items 28 (13.33) 5.42
Profit Before Tax 2,324.56 1,772.30
Tax Expenses
Current Tax 813.74 546.34
MAT Credit (0.99) (34.76)
Short/(Excess) Provision for Tax of Earlier Years (Net) (3.88) 1.94
Deferred Tax 24.61 36.98
Profit for the Year 1,491.08 1,221.80
Profit for the Year Attriburable to
Owners of Parent 1,415.50 1,142.88
Minority Interest 75.58 78.92
Profit for the Year 1,491.08 1,221.80
Profit Before Tax from Continuing Operations 2,362.77 1,734.53
Tax Expense of Continuing Operations 835.65 586.54
Profit from Continuing Operations (A) 1,527.12 1,147.99
Profit/(Loss) Before Tax from Ordinary Activities of Discontinued Operations (24.88) 13.71

CONSOLIDATED FINANCIAL STATEMENTS


Profit/(Loss) Before Tax from Sale of Assets Attributable to Discontinued Operations (13.33) 24.06
Tax Expense/(Credit) from Ordinary Activities of Discontinued Operations (2.17) 4.66
Tax Expense/(Credit) from Sale of Assets Attributable to Discontinued Operations (40.70)
Profit from Discontinued Operations (B) 32 (36.04) 73.81
Profit for the Year (A) + (B) 1,491.08 1,221.80
Basic Earnings Per Share (`) 108.79 92.08
Diluted Earnings per Share (`)
(Face Value of ` 10/- each)
Significant Accounting Policies
} 29

1
108.62 91.12

The accompanying Notes are an integral part of the Financial Statements.


As per our attached Report of even date For and on behalf of the Board of Directors
For KHIMJI KUNVERJI & CO. For S R B C & CO LLP LALIT NAIK TARJANI VAKIL
ICAI Firm Registration No. 105146W ICAI Firm Registration No. 324982E Managing Director P. MURARI
Chartered Accountants Chartered Accountants B. R. GUPTA
G. P. GUPTA
S. C. BHARGAVA
Directors

SUSHIL AGARWAL
Whole-time Director & CFO
Per SHIVJI VIKAMSEY Per VIJAY MANIAR
Partner Partner ASHOK MALU
Membership No. 2242 Membership No. 36738 Joint President & Company Secretary
Mumbai, May 14, 2015 Mumbai, May 14, 2015
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CONSOLIDATED CASH FLOW STATEMENT Aditya Birla Nuvo Limited - Annual Report 2014-2015
FOR THE YEAR ENDED 31ST MARCH, 2015

` in Crores
PARTICULARS 2014-15 2013-14

A CASH FLOW FROM OPERATING ACTIVITIES


Profit Before Tax 2,324.56 1,772.30
Adjustments for:
Exceptional Items (Refer Note: 28) 13.33 (5.42)
Depreciation/Amortisation 1,702.75 1,608.86
Change in Valuation of Liabilities in respect of
life Policies 243.70 (343.08)
Provision/(Reversal) of Diminution in Value of
Fertiliser Bonds (1.54) 0.63
Provision for Bad and Doubtful Debts &
Advances and Bad Debts written off 104.15 101.07
Expense on Employee Stock Options Scheme 11.72 2.91
Expense on Employee Stock Appreciation Rights 1.12 0.49
Unrealised (Gain)/Loss on Foreign Exchange 15.36 13.34
Finance Cost 652.25 809.16
Interest Income (54.77) (70.29)
(Profit)/Loss on Fixed Assets Sold (10.67) (2.12)
(Profit)/Loss on Sale of Investments (146.02) (54.62)
Dividend Income (6.54) (15.76)
2,524.84 2,045.17
OPERATING PROFIT BEFORE WORKING
CAPITAL CHANGES 4,849.40 3,817.47
Adjustments for:
Decrease/(Increase) in Trade Receivables (214.63) 167.22
Decrease/(Increase) in Loans and Advances (5,467.17) (4,063.01)
Decrease/(Increase) in Other Assets (49.02) (115.05)
Decrease/(Increase) in Inventories (201.62) (273.98)
Decrease/(Increase) in Investment of
Life Insurance Policyholders (122.30) 447.61
Increase/(Decrease) in Trade Payables 223.43 233.36
Increase/(Decrease) in Other Liabilities 275.76 268.22
Increase/(Decrease) in Provisions 91.55 (5,464.00) 83.06 (3,252.57)
CASH GENERATED FROM OPERATIONS (614.60) 564.90
Income Taxes Refund/(Paid) (654.67) (529.37)
CONSOLIDATED FINANCIAL STATEMENTS

NET CASH FROM OPERATING ACTIVITIES (1,269.27) 35.53


B CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets (1,900.28) (4,427.50)
Sale of Fixed Assets 31.07 34.59
Acquisition of Additional Shares/Investment in
Subsidiary (Net of Cash and Cash Equivalents) (58.74) (291.41)
Sale of Unit/Subsidiaries
(Net of Cash and Cash Equivalents) 347.95 314.72
Sale/(Purchase) of Current Investments (Net) (2,660.53) 1,599.76
Purchase of Long-term Investments (422.43) (105.36)
Sale of Long-term Investments 75.00
Inter-Corporate Deposit - Given (36.00)
Inter-Corporate Deposit - Received Back 2.00
Interest Received 31.32 73.12
(Increase)/Decrease in Other Bank Deposits
(Original Maturity more than three months) (26.95) 84.44
Dividend Received from Long-term investments 3.14 4.76
Dividend Received from Current Investments 3.40 11.00
NET CASH (USED IN)/FROM INVESTING ACTIVITIES (4,688.05) (2,624.88)
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FOR THE YEAR ENDED 31ST MARCH, 2015

` in Crores
PARTICULARS 2014-15 2013-14

C CASH FLOW FROM FINANCING ACTIVITIES


Proceeds from Issue of Shares
(including Securities Premium) 3.59 674.39
Share of Proceeds from Issue of Shares by JV 871.45 7.17
Share of Proceeds from Issue of Shares by Subsidiary 35.00
Redemption of Prefernce Shares (0.10)
Repayment of Borrowings (2,221.23) (1,343.52)
Proceeds from Borrowings 8,439.70 4,202.59
Buy Back of Shares by Subsidiaries
to Minority Shareholders (72.80)
Dividend Paid by the Company (91.08) (78.16)
Dividend Paid by the Joint Venture Company
relating to earlier years (2.59)
Dividend Paid by Subsidiaries
to Minority Shareholders (23.20) (33.00)
Corporate Dividend Tax Paid (52.27) (28.70)
Interest Paid (619.37) (766.47)
NET CASH (USED IN)/FROM FINANCING ACTIVITIES 6,339.90 2,561.50
Foreign Exchange Difference on Translation of
Foreign Currency Cash and Cash Equivalents 0.61
NET INCREASE IN CASH AND CASH EQUIVALENTS 382.58 (27.24)
CASH AND CASH EQUIVALENTS (OPENING BALANCE) 666.54 693.78
CASH AND CASH EQUIVALENTS (CLOSING BALANCE) 1,049.12 666.54
(Refer Note: 16)
For Significant Accounting Policies Refer Note: 1
The accompanying Notes are an integral part of the Financial Statements.

As per our attached Report of even date For and on behalf of the Board of Directors

For KHIMJI KUNVERJI & CO. For S R B C & CO LLP LALIT NAIK TARJANI VAKIL
ICAI Firm Registration No. 105146W ICAI Firm Registration No. 324982E Managing Director P. MURARI
Chartered Accountants Chartered Accountants B. R. GUPTA
G. P. GUPTA
S. C. BHARGAVA
Directors

CONSOLIDATED FINANCIAL STATEMENTS


SUSHIL AGARWAL
Whole-time Director & CFO
Per SHIVJI VIKAMSEY Per VIJAY MANIAR
Partner Partner ASHOK MALU
Membership No. 2242 Membership No. 36738 Joint President & Company Secretary
Mumbai, May 14, 2015 Mumbai, May 14, 2015
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CONSOLIDATED FINANCIAL STATEMENTS

NOTE: 1
SIGNIFICANT ACCOUNTING POLICIES:
I. BASIS OF PREPARATION
The Consolidated Financial Statements (CFS) comprise the financial statement of Aditya Birla Nuvo Ltd. (Company) and
its Subsidiaries, Joint Ventures and Associate (hereinafter referred to as Group Companies and together as Group)
(Refer Annexure A to Note 1). The CFS of the Group have been prepared in accordance with generally accepted
accounting principles in India (Indian GAAP) under the historical cost convention on an accrual basis in compliance with all
material aspect of the Accounting Standards (AS) notified under Section 133 of the Companies Act, 2013, read together
with paragraph 7 of the Companies (Accounts) Rules, 2014, in case of Life Insurance Company guidelines issued by the
Insurance Regulatory and Development Authority (IRDA) and in case of Non-Banking Financial Companies (NBFCs) guidelines
issued by the Reserve Bank of India (RBI), as applicable to NBFC. The accounting policies adopted in the preparation of
financial statements are consistent with those of previous year, except for the change in accounting policy explained in
paragraph II below.
All assets and liabilities have been classified as current or non-current as per the Groups normal operating cycle, and other
criteria set out in the Schedule III to the Companies Act, 2013. Based on the nature of products and the time between the
acquisition of assets for processing and their realisation in cash and cash equivalents, the Group has ascertained its
operating cycle as upto twelve months for the purpose of current/non-current classification of assets and liabilities.

II. CHANGE IN ACCOUNTING POLICY


Till the year ended 31st March, 2014, Schedule XIV to the Companies Act, 1956, prescribed requirements concerning
depreciation of fixed assets. From the current year, Schedule XIV has been replaced by Schedule II to the Companies Act,
2013. Effective from 1st April, 2014, the Company has provided depreciation on fixed assets based on useful lives as
provided in Schedule II to the Companies Act, 2013 or as re-assessed by the Company. The management believes that
depreciation rates currently used fairly reflect its estimate of the useful lives and residual values of fixed assets, though
these rates in certain cases are different from lives prescribed under Schedule II.
Further, on application of Schedule II to the Companies Act, 2013, the Company has changed the manner of depreciation
for its fixed assets. Now, the Company identifies and determines separate useful life for each major component of the fixed
asset, if they have useful life that is materially different from that of the remaining asset.
Based on transitional provision given in Schedule II to the Companies Act, 2013, the carrying value of assets whose useful
lives are already exhausted amounting to ` 28.40 Crore (net of deferred tax ` 6.44 Crore) has been charged to opening
balance of retained earnings. Had there been no change in useful lives of fixed assets, the charge to the Statement of Profit
and Loss would have been higher by ` 5.16 Crore.

III. USE OF ESTIMATES


The preparation of Consolidated Financial Statements in conformity with Indian GAAP requires the management to make
judgments, estimates and assumption that affect reported amounts of revenues, expenses, assets and liabilities and disclosure
of contingent liabilities, at the date of the financial statements and the results of operations during the reporting period end.
Although, these estimates are based on the managements best knowledge of current events and actions, uncertainty
about these judgments, assumptions and estimates could result in the outcomes requiring a material adjustment to the
CONSOLIDATED FINANCIAL STATEMENTS

carrying amounts of assets or liabilities in future periods.

IV. PRINCIPLES OF CONSOLIDATION


The financial statements are prepared in accordance with the principles and procedures required for the preparation and
presentation of Consolidated Financial Statements as laid down under the Accounting Standard (AS)-21, Consolidated
Financial Statements. The Consolidated Financial Statements are prepared by applying uniform accounting policies in use
at the Group.
Investments in Associate Companies have been accounted under the equity method as per AS-23 Accounting for
Investments in Associates in Consolidated Financial Statements.
Interests in Joint Ventures have been accounted by using the proportionate consolidation method as per AS-27 Financial
Reporting of Interests in Joint Ventures.
The excess/deficit of cost to the Company of its investment over its portion of net worth in the consolidated entities at the
respective dates, on which the investment in such entities was made, is recognised in the CFS as Goodwill/Capital reserve.
Minority Interest in the net assets of Subsidiaries consists of:
i. The amount of equity attributable to the minorities at the date on which investment in Subsidiary is made.
ii. The minorities share of movements in equity since the date the parentsubsidiary relationship came into existence.
Entities acquired during the year have been consolidated from the respective dates of their acquisition.
List of companies included in Consolidation are mentioned in Annexure A.
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V. TANGIBLE FIXED ASSETS AND DEPRICIATION


Tangible Fixed Assets are stated at cost, less accumulated depreciation and impairment loss, if any. Cost comprises the
purchase price and any attributable cost of bringing the asset to its working condition for its intended use. Each part of an
item of property, plant and equipment with a cost that is significant in relation to the total cost of the item is depreciated
separately. This applies mainly to components for machinery. When significant parts of fixed assets are required to be
replaced at intervals, the Group recognises such parts as individual assets with specific useful lives and depreciates them
accordingly. Any trade discounts and rebates are deducted in arriving at the purchase price.
Depreciation on Tangible Fixed Assets is provided on Straight Line Method using the rates arrived at based on the useful
lives as specified in the Schedule II to the Companies Act, 2013 or estimated by the management. The Group has used the
following useful life to provide depreciation on its fixed assets.
A: Assets where useful life is same as Schedule II
Assets Useful Life as Prescribed by Schedule II of the
Companies Act, 2013

Plant & Machinery:- Continuous Process Plant 25 Years


Buildings (other than factory buildings) RCC Frame Structure 60 Years
Factory Buildings 30 Years
Fences, Wells, Tube Wells 5 Years
Borewell (Pipes, Tubes and Other Fittings) 5 Years
Bridges, Culverts, Bunders, etc. 30 Years
Others (including temporary structure, etc.) 3 Years
Carpeted Roads - RCC 10 Years
Carpeted Roads - other than RCC 5 Years
Non-carpeted Roads 3 Years
General Laboratory Equipment 10 Years
Electrical Installations and Equipment (At Factory) 10 Years
Motors, Tractors, Harvesting Combines and Heavy Vehicles 8 Years

B: Assets where useful life differ from Schedule II


Assets Useful Life as Prescribed Estimated Useful Life
by Schedule II to the
Companies Act, 2013

Plant & Machinery:


:- Other than Continuous Process Plant (Single Shift) 15 Years 15 Years and 20 Years

CONSOLIDATED FINANCIAL STATEMENTS


:- Other than Continuous Process Plant (Double Shift) Additional 50% depreciation
over single shift 20 Years
:- Other than Continuous Process Plant (Triple Shift) Additional 100% depreciation
over single shift 10 Years and 15 Years
Thermal/Gas/Combined Cycle Power Generation Plant 40 Years 25 Years
Buildings (other than factory buildings) other than RCC
Frame Structure 30 Years 60 Years
Office Electronic Equipment 5 Years 4 Years
Office Computers (end-user devices, desktop, laptops) 3 Years 3 to 5 Years
Servers 6 Years 3 to 5 Years
Vehicles 8-10 Years 4 to 5 Years
Electrically Operated Vehicles 8 Years 5 Years
Furniture & Fixtures and Other Office Equipment 10 Years 2 to 10 Years
Network Equipment (Including towers and shelters) 18 Years 7 to 20 Years
Optical Fibre 18 Years 15 Years
Useful life of assets different from prescribed in Schedule II has been estimated by the management supported by technical
assessment.
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CONSOLIDATED FINANCIAL STATEMENTS

C: Plant and Machinery


Separately identified Component of Plant and Machinery 2 to 25 Years

D: Assets at Showroom
Assets at showroom (Excluding Assets of Pantaloons format) 5 Years

E: Leasehold Assets
Leasehold Land Period of Lease
Leasehold Improvements Period of Lease
Fixed Assets, individually costing less than Rupees five thousand, are fully depreciated in the year of purchase.
Depreciation on the Fixed Assets added/disposed off/discarded during the year is provided on pro-rata basis with reference
to the month of addition/disposal/discarding, and in the case of capitalisation of Greenfield/Brownfield project, depreciation
is charged from the date the project is ready to commence commercial production to the Statement of Profit and Loss.
Asset Retirement Obligation in Telecom Business are capitalised based on a constructive obligation as a result of past
events, when it is probable that an outflow of resources will be required to settle the obligation and a reliable estimate of the
amount can be made. Such costs are depreciated over the remaining useful life of the assets.

VI. INTANGIBLE ASSETS AND AMORTISATION


Intangible Assets are stated at acquisition cost, net of accumulated amortisation and accumulated impairment losses, if
any. Intangible assets are amortised on a straight-line basis over their estimated useful lives.
Assets Estimate Useful Life
Brands/Trademarks 5 to10 years
Technical Know-how 7 years
Computer Software 2 to 6 years
Telecom Entry & Licence Fees and Bandwidth Over period of licence
Client Acquisition Cost 2 to 5 years
Investment Management Rights Over period of 10 years
Non-Compete Fees 3 years
Goodwill Not being amortised (Tested for Impairment)*
Goodwill on Consolidation Not being amortised (Tested for Impairment)
* Amortised by the subsidiaries before its acquisition by the Group.
VII. PRE-OPERATIVE EXPENDITURE
CONSOLIDATED FINANCIAL STATEMENTS

Expenditure during construction period incurred on projects, which are directly attributable to projects under implementation,
are treated as Pre-operative expenses, pending allocation to the assets, and are included under Capital Work-in-Progress.
These expenses are apportioned to fixed assets on commencement of commercial production.
VIII. IMPAIRMENT OF ASSETS
The carrying amounts of assets are reviewed at each Balance Sheet date if there is any indication of impairment based on
internal/external factors. An asset is treated as impaired when the carrying cost of the assets exceeds its recoverable value.
An impairment loss, if any, is charged to the Statement of Profit and Loss in the year in which an asset is identified as
impaired. Reversal of impairment losses recognised in the prior years is recorded when there is an indication that the
impairment losses recognised for the assets no longer exist or have decreased.
IX. BORROWING COSTS
Borrowing Costs attributable to acquisition and construction of qualifying assets are capitalised as a part of the cost of such
assets up to the date when such assets are ready for its intended use.
Other borrowing costs are charged to the Statement of Profit and Loss in the period in which they are incurred.
X. TRANSLATION OF FOREIGN CURRENCY ITEMS
Transactions in foreign currency are recorded at the rate of exchange prevailing on the date of transaction. Foreign currency
monetary items are reported using closing rate of exchange at the end of the year. With respect to the exchange difference
arising on translation/settlement of long-term foreign currency items from 1st April, 2011, the Group has adopted following
policy:
(i) Foreign exchange difference on account of a depreciable asset is adjusted in the cost of the depreciable asset, which
would be depreciated over the balance life of the asset.
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(ii) In other cases, the foreign exchange difference is accumulated in a Foreign Currency Monetary Item Translation
Difference Account, and amortised over the balance period of such long-term asset/liability.
Exchange difference on restatement of all other monetary items is recognised in the Statement of Profit and Loss. Other
non-monetary items like fixed assets, investments in equity shares are carried in terms of historical cost using the exchange
rate at the date of transaction.
Translation of foreign subsidiary is done in accordance with AS-11 (Revised) The Effects of Changes in Foreign Exchange
Rates. In the case of subsidiaries, the operation of which are considered as integral, the Balance Sheet items have been
translated at closing rate except share capital and fixed assets, which have been translated at the transaction date. The
income and expenditure items have been translated at the average rate for the year. Exchange Gain/(Loss) is recognised
in the Statement of Profit and Loss.
In case of subsidiaries, the operation of which are considered as non-integral, all assets and liabilities are converted at the
closing rate at the end of the year, and items of income and expenditure have been translated at the weighted-average
rates, where such rates approximate the exchange rate at the date of transaction. Exchange gain/(loss) arising on conversion
is recognised under Foreign Currency Translation Reserve.

XI. DERIVATIVE INSTRUMENTS


Premium/Discount in respect of forward foreign exchange contract to hedge an underlying recorded asset or liability is
recognised over the life of the contracts. Exchange differences on such contracts, except the contracts which are long-term
foreign currency monetary items, are recognised in the Statement of Profit and Loss in the year in which the exchange rate
changes. Profit/Loss on cancellation/renewal of forward exchange contract is recognised as income/expense for the year.
The Group enters into forward contracts to hedge the foreign currency risk of firm commitments and highly probable
forecast transactions and designates such forward contracts as cash flow hedge by applying the principles set out in the
Accounting Standard-30 Financial Instruments: Recognition and Measurement. All such forward contracts are used as
risk management tools and not for speculative purposes.
For the forward contracts designated as cash flow hedges, the effective portion of the fair value of forward contracts are
recognised in Hedging Reserve (net of taxes) under Reserves and Surplus, and reclassified into, i.e., recognised in, the
Statement of Profit and Loss in the period or periods during which the underlying hedged item assumed affects profit or
loss. The ineffective portion of the change in fair value of such instruments is recognised in the Statement of Profit and Loss
in the period in which they arise. If the hedging relationship ceases to be effective or it becomes probable that the expected
transaction will no longer occur the hedge accounting is discontinued, and the fair value changes arising from the forward
contracts are recognised in the Statement of Profit and Loss.
The Group uses the Derivative financial instruments such as forward contracts, currency swaps and interest rate swaps to
hedge risks associated with foreign currency fluctuations and interest rate. As per ICAI announcement regarding accounting
for derivative contracts, other than covered under AS-11 and foreign exchange contracts to hedge highly probable forecast
transactions and firm commitments described above, these are mark-to-market on the portfolio basis and net loss after
considering the offsetting effect on the underlying hedged item is charged to the income statement. Net gains are ignored.

XII. INVESTMENTS
Investments, which are readily realisable and intended to be held for not more than one year from the date on which such
investments are made, are classified as current investments. All other investments are classified as long-term investments.

CONSOLIDATED FINANCIAL STATEMENTS


Investments are recorded at cost on the date of purchase, which includes acquisition charges such as brokerage, stamp
duty, taxes, etc., but excludes pre-acquisition interest, i.e. (from the previous coupon date to the transaction settlement
date), if any, on purchase. If an investment is acquired in exchange of another asset, the acquisition is determined by
reference to the fair value of the asset given up or by reference to the fair value of the investment acquired, whichever is
more clearly evident.
Current Investments are stated at lower of cost and net realisable value. Long-term investments are stated at cost after
deducting provisions made, if any, for other than temporary diminution in the value.

Investments of Life Insurance Business:


Investments are made in accordance with the Insurance Act, 1938, the Insurance Regulatory and Development Authority
(Investment) Regulations, 2000, the Insurance Regulatory and Development Authority (Investment) (Amendment) Regulations,
2001, and various other circulars/notifications issued by the IRDA in this context from time to time.

i. Debt Securities
a) Investments of Shareholders fund and non-linked fund of Policyholders:
All debt securities, including government securities, are considered as held to maturity and stated at amortised
cost.
b) Policyholders linked funds:
All debt securities, including government securities, are valued using CRISIL Bond Valuer/CRISIL Gilt Prices, as
applicable.
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ii. Equity Shares


Listed equity shares are valued and stated at fair value, using the last quoted closing prices on the National Stock
Exchange (NSE), at the Balance Sheet date. If the equity shares are not traded on the NSE, then closing prices of the
Bombay Stock Exchange (BSE) is considered. Equity shares acquired through primary markets, and awaiting listing
are valued at their issue price. Unlisted equity shares are valued as per the valuation policy duly approved by its
Investment Committee.
iii. Mutual Funds
Mutual fund units are valued at previous days Net Asset Value.

XIII. INVENTORIES
Raw materials, components, stores and spares, and packing material are valued at lower of cost and net realisable value.
However, these items are considered to be realisable at cost if the finished products, in which they will be used, are
expected to be sold at or above cost.
Work-in-progress, finished goods and stock-in-trade are valued at lower of cost and net realisable value. Finished goods
and work-in-progress include costs of conversion and other costs incurred in bringing the inventories to their present
location and condition.
Cost of inventories is computed on a weighted-average basis.
Proceeds in respect of sale of raw materials/stores are credited to the respective heads. Obsolete, defective and unserviceable
inventory is duly provided for.
Certified Emission Reductions (CERs) are valued at lower of cost and net realisable value. Cost includes consultants fee
and the cash payment made under the second levy to the concerned authorities for obtaining the credit of CERs.

XIV. GOVERNMENT GRANTS


Government Grants are recognised when there is a reasonable assurance that the same will be received and all attaching
conditions will be complied with. Revenue grants are recognised in the Statement of Profit and Loss. Capital grants relating
to specific Tangible/Intangible Assets are reduced from the gross value of the respective Tangible/Intangible Assets. Other
capital grants in the nature of promoters contribution are credited to capital reserve.

XV. REVENUE RECOGNITION


Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and can be reliably
measured.
Revenue from sale of products are recognised when the significant risks and rewards of ownership of the goods have
passed to the buyer. Sales of goods are recorded net of trade discounts, rebates, Sales Tax, Value Added Tax and gross
of Excise Duty. Revenue from services are recognised as they are rendered based on agreements/arrangements with the
concerned parties and recognised net of Service Tax. In case of fixed price contracts revenue is recognised on percentage
of completion method and revenue from time and materials contract is recognised as the services are provided. Maintenance
income is accrued evenly over the period of contract.
Unbilled receivables, represent revenues recognised from the bill cycle date to the end of each month. These are billed in
subsequent periods as per the agreed terms.
Fertiliser price support under Group Concession and other Scheme of Government of India is recognised based on
CONSOLIDATED FINANCIAL STATEMENTS

managements estimate taking into account known policy parameters and input price escalation/de-escalation.
Income from Certified Emission Reductions (CERs) is recognised on sale of CERs.
The property in merchandise of third party concession stores located within the main departmental store of the Group
passes to the Group once a customer decides to purchase an item from the concession store. The Group in turn sells the
item to the customer and is according included under retail sales.
Gift voucher sales are recognised when the vouchers are redeemed and goods are sold to the customer.
Interest Income is recognised on a time proportion basis taking into account the amount outstanding and applicable interest
rate except in case of NBFC business non-performing assets are recognised on receipt basis.
Dividend income on investments is accounted for when the right to receive the payment is established.
For Life Insurance Business, revenue is recognised as follows:
Premium is recognised as income when due from policyholders. For unit-linked businesses, premium income is recognised
when the associated units are created. Premium on lapsed policies is recognised as income when such policies are reinstated.
Premiums are net of Service Tax on risk premium collected, if any.
In case of Linked Business, Top-up premiums paid by policyholders is considered as single premium and are unitised as
prescribed by the regulations. This premium is recognised when the associated units are created.
Income from linked policies, which include asset management fees, policy administration charges, mortality charges and
other charges, if any, are recovered from the linked funds in accordance with the terms and conditions of the policies and
recognised when due.
Accretion of discount and amortisation of premium relating to debt securities is recognised over the remaining maturity
period on a straight-line basis.
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The realised gain/loss on debt securities held for linked business and on sale of equity shares/mutual fund units is the
difference between the net sale consideration and weighted-average cost.
Reinsurance premium ceded is accounted for at the time of recognition of the premium income in accordance with the
terms and conditions of the relevant treaties with the reinsurers. Impact on account of subsequent revisions to or cancellations
of premium is recognised in the year in which they occur.
In case of Telecom Business, Recharge fees on recharge vouchers is recognised as revenue as and when the recharge
voucher is activated by the subscriber. Unbilled receivables, represent revenues recognised from the bill cycle date to the
end of each month. These are billed in the subsequent periods as per the terms of the billing plans. Revenue from passive
infrastructure is recognised on accrual basis (net of reimbursements) as per the contractual terms on straight-line method
over the contract period.
Income from Financial Services includes brokerage and fees on mutual fund units, bonds, fixed deposits, IPOs private
equity and other alternative products, and services which is recognised when due, on completion of transaction. Management
fees are recognised on accrual basis at specific rates, applied on the average daily net assets of each scheme. The fees
charged are in accordance with the terms of Scheme Information Documents of respective schemes and are in line with the
provisions of SEBI (Mutual Funds) Regulations, 1996, as amended from time to time. Advisory and portfolio management
fees are accounted on an accrual basis as per contractual terms with clients. Income on discounted instruments is recognised
over the tenure of the instrument on a straight-line basis. Stock and Commodity Brokerage Income is recognised on the
trade date of the transaction upon confirmation of the transactions by the exchanges. Trusteeship fee is recognised on an
accrual basis, in accordance with the terms of the Trust Deed.

XVI. BENEFITS PAID (INCLUDING CLAIMS)


In case of Life Insurance Business deaths and other claims are accounted for, when notified. Survival and maturity benefits
are accounted when due. Surrenders/Withdrawals under linked policies are accounted in the respective schemes when the
associated units are cancelled. Reinsurance recoverable thereon is accounted for in the same period as the related claim.
Repudiated claims disputed before judicial authorities are provided for based on the management prudence considering
the facts and evidences available in respect of such claims.

XVII. LICENCE FEES REVENUE SHARE (TELECOM BUSINESS)


With effect from, 1st August, 1999, the variable Licence fee computed at prescribed rates of revenue share is being charged
to the Statement of Profit and Loss in the period in which the related revenue arises. Revenue for this purpose comprises
adjusted gross revenue as per the licence agreement of the licence area to which the licence pertains.

XVIII. SCHEME EXPENSES (ASSET MANAGEMENT BUSINESS)


Expenses relating to New Fund Offer are charged to the Statement of Profit and Loss. Expenses of schemes of Birla Sun Life
Mutual Fund in excess of the stipulated limits as per SEBI (Mutual Fund) Regulations, 1996, and expenses incurred directly
(inclusive of advertisement/brokerage of expenses) on behalf of the schemes of Birla Sun Life Mutual Fund are charged to
the Statement of Profit and Loss in the year in which they are incurred. Trail Commission paid for future period for Equity Link
Saving Schemes (ELSS), Fixed Tenure Schemes, Close-ended Schemes and Systematic Investment Plans (SIPs) in the
different schemes during the year are treated as prepaid expenses, and such brokerage and commission are expensed
out over three years in case of ELSS or duration of closed schemes or over the duration of the SIP. Any other brokerage/
commission is expensed in the year in which they are incurred. Brokerage paid in advance in respect of Portfolio Management
Business is amortised over the contractual period.

CONSOLIDATED FINANCIAL STATEMENTS


XIX. DISTRIBUTION COSTS (PRIVATE EQUITY FUND)
Distribution costs incurred by the Group in respect of Private Equity - Fund I and the Aditya Birla Private Sunrise Fund,
have been accrued over the Commitment Period and the extended Commitment Period of the Fund I and the Sunrise Fund,
respectively, as defined in the Funds Private Placement Memorandum.

XX. FUND FOR FUTURE APPROPRIATION AND FUND FOR DISCONTINUED POLICIES (LIFE INSURANCE BUSINESS)
Amounts estimated by the Appointed Actuary as Funds for Future Appropriation in respect of lapsed Unit Linked Policies
are set-aside in the Balance Sheet, and are not available for distribution to shareholders until expiry of the revival period.
Premium Discontinuance Fund represents the fund value of all policies which are issued and discontinued after July 2010
and are set-aside in the Balance Sheet as per requirement of relevant regulations.

XXI. RETIREMENT AND OTHER EMPLOYEE BENEFITS


a) Defined Contribution Plan
The Group makes defined contribution to Government Employee Provident Fund, Government Employee Pension
Fund, Employee Deposit Linked Insurance, ESI and Superannuation Scheme which are recognised in the Statement of
Profit and Loss on accrual basis.

b) Defined Benefit Plan


The Groups liabilities under Payment of Gratuity Act, long-term compensated absences and pension are determined
on the basis of actuarial valuation made at the end of each financial year using the projected unit credit method except
for short-term compensated absences which are provided for based on estimates. Actuarial gains and losses are
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CONSOLIDATED FINANCIAL STATEMENTS

recognised immediately in the Statement of Profit and Loss as income or expense. Obligation is measured at the
present value of estimated future cash flows using a discounted rate that is determined by reference to market yields
at the Balance Sheet date on Government bonds where the terms of the Government bonds are consistent with the
estimated terms of the defined benefit obligation.
In respect of certain employees, Provident Fund contributions are made to a Trust administered by the Group. The
interest rate payable to the members of the Trust shall not be lower than the statutory rate of interest declared by the
Central Government under the Employees Provident Funds and Miscellaneous Provisions Act, 1952, and shortfall, if
any, shall be made good by the Group. The Groups liability is actuarially determined (using the Projected Unit Credit
Method) at the end of the year, and any shortfall in the Fund size maintained by the Trust set up by the Group is
additionally provided for. Actuarial losses/gains are recognised in the Statement of Profit and Loss in the year in which
they arise.
c) Long-term Incentive Plan
Provision for long-term incentive plan for different cadre of employees is based on the estimated future liability of
long-term plan and same is assessed on yearly basis.
XXII. EMPLOYEE STOCK OPTIONS
The stock options and stock appreciation rights (SAR) granted are accounted for as per the accounting treatment prescribed
by Securities and Exchange Board of India (Share-Based Employee Benefits) Regulations, 2014, issued by Securities and
Exchange Board of India and the Guidance Note on Accounting for Employee Share-based Payments, issued by the ICAI,
whereby the intrinsic value of the option is recognised as employee compensation. The employee compensation is charged
to the Statement of Profit and Loss on the straight-line basis over the vesting period of the option.
In respect of re-pricing of existing stock options, the incremental intrinsic value of the options is accounted as employee
cost over the remaining vesting period.
In case of forfeiture stock option which is not vested, amortised portion is reversed by credit to employee compensation
expense. In a situation where the stock option expires unexercised, the related balance standing to the credit of the employees
Stock Options Outstanding Account are transferred to the General Reserve.
XXIII. TAXATION
Tax expense comprises of current and deferred tax.
Provision for current tax is made on the basis of estimated taxable income for the current accounting year in accordance
with the Income-tax Act, 1961, and tax laws prevailing in the respective tax jurisdictions the Group operates.
Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the recognised
amounts, and there is an intention to settle the asset and the liability on a net basis.
The deferred tax for timing differences between the book and tax profits for the year is accounted for, using the tax rates and
laws that have been substantively enacted as of the Balance Sheet date. Deferred tax assets arising from timing differences
are recognised to the extent there is reasonable certainty that these would be realised in future.
The carrying amount of deferred tax assets are reviewed at each Balance Sheet date. The Group writes down the carrying
amount of a deferred tax asset to the extent that it is no longer reasonably certain that sufficient future taxable income will be
available against which deferred tax asset can be realised. Any such write-down is reversed to the extent that it becomes
reasonably certain that sufficient future taxable income will be available.
In case of unabsorbed losses and unabsorbed depreciation, deferred tax assets thereon are recognised only if there is
CONSOLIDATED FINANCIAL STATEMENTS

virtual certainty supported by convincing evidence that they can be realised against future taxable profit. At each Balance
Sheet date the Group reassesses unrecognised deferred tax assets.
Minimum Alternatives Tax (MAT) credit is recognised as an asset only when and to the extent there is convincing evidence
that the companies in the Group will pay normal Income Tax during the specified period. In the year, in which the MAT credit
becomes eligible to be recognised as an asset in accordance with the recommendations contained in the Guidance Note
issued by the Institute of Chartered Accountants of India, the said asset is created by way of a credit to the Statement of
Profit and Loss and shown as MAT Credit Entitlement. The companies in the Group review the same at each Balance Sheet
date and write down the carrying amount of MAT Credit Entitlement to the extent there is no longer convincing evidence to
the effect that Group will pay normal Income Tax during the specified period.
XXIV. RESEARCH AND DEVELOPMENT
Revenue expenditure on research is expensed under the respective heads of the account in the period in which it is
incurred.
Development expenditure is capitalised as an asset if the following conditions can be demonstrated:
a) The technical feasibility of completing the asset so that it can be made available for use or sell.
b) The Group has the intention to complete the asset and use or sell it.
c) The Group has the ability to sell the asset.
d) The future economic benefits are probable.
e) The Group has the ability to measure the expenditure attributable to the asset during its development reliably.
Other development costs which do not meet the above criteria are expensed out during the period in which they are
incurred.
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CONSOLIDATED FINANCIAL STATEMENTS

XXV. OPERATING LEASES


i. As a Lessee:
Leases, where significant portion of risk and reward of ownership are retained by the Lessors, are classified as Operating
Leases, and lease rentals thereon are charged to the Statement of Profit and Loss on a straight-line basis over the
lease term.
ii. As a Lessor:
The Group has leased certain tangible assets and such leases, where the Group has substantially retained all the risks
and rewards of ownership are classified as operating leases.
Lease income is recognised in the Statement of Profit and Loss on a straight-line basis over lease term. Initial direct
costs are recognised in the Statement of Profit and Loss.
XXVI. FINANCE LEASE
As a Lessee:
Leases, where substantially all the risks and benefits incidental to ownership of the leased item are transferred to the
Lessee, are classified as finance lease. The Group has capitalised the leased item at lower of fair value and present value
of the minimum lease payments at the inception of the lease and disclosed as leased assets. Such assets are amortised
over the period of lease or estimated life of such asset, whichever is less.
Lease payments are apportioned between the finance charges and reduction of the lease liability based on implicit rate of
return. Finance charges are charged directly against income. Lease management fees, lease charges and other initial
direct costs are capitalised.
XXVII. CASH AND CASH EQUIVALENTS
Cash and Cash Equivalents for the purpose of Cash Flow Statement comprise cash in hand and cash at bank including
fixed deposit with original maturity period of three months or less and short-term highly liquid investments with an original
maturity of three months or less.
XXVIII.SEGMENT REPORTING
The accounting policies adopted for segment reporting are in conformity with the accounting policies adopted for the
Group.
The Groups operating businesses are organised and managed separately according to the nature of products and services
provided, with each segment representing a strategic business unit that offers different products and serves different
markets. The analysis of geographical segments is based on the areas in which major operating divisions of the Group
operate.
Further, inter-segment revenue have been accounted for based on the transaction price agreed to between segments
which is primarily market based.
Unallocated items include general corporate income and expense items, which are not allocated to any business segment.
XXIX. CASH FLOW STATEMENT
Cash flows are reported using the indirect method, whereby profit before tax is adjusted for the effects of transactions of a
non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or
expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities

CONSOLIDATED FINANCIAL STATEMENTS


of the Group are segregated.
XXX. EARNINGS PER SHARE
Basic earnings per share are calculated by dividing the net profit for the year attributable to equity shareholders (after
deducting preference dividends and attributable taxes) by the weighted-average number of equity shares outstanding
during the period. The weighted-average number of equity shares outstanding during the period and for all periods presented
is adjusted for events such as bonus issue; bonus element in a rights issue to the existing shareholders; share split; and
reverse share split (consolidation of shares) that have changed the number of equity shares outstanding, without a
corresponding change in resources.
For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders
and the weighted-average number of shares outstanding during the period are adjusted for the effects of all dilutive potential
equity shares.
XXXI. CONTINGENT LIABILITIES AND PROVISIONS
Contingent Liabilities are possible but not probable obligation as on the Balance Sheet date, based on the available evidence.
Provisions are recognised when there is a present obligation as a result of past event and it is probable that an outflow of
resources will be required to settle the obligation, in respect of which a reliable estimate can be made.
Provisions are not discounted to its present value and are determined based on the best estimate required to settle the
obligation at the Balance Sheet date.
In case of NBFC Business, Non-performing loans are written off/provided for, as per management estimates, subject to the
minimum provision required as per the Non-Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential
Norms (Reserve Bank) Directions, 2007. The General Provision @0.25% on Standard Assets is made as per the RBI Circular
issued in January 2011.
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CONSOLIDATED FINANCIAL STATEMENTS

Annexure A to Note 1 Significant Accounting Policies


Country of Proportion of Proportion of
Incorporation Ownership Ownership
Interest as on Interest as on
31st March, 2015 31st March, 2014

SUBSIDIARIES

Aditya Birla Financial Services Limited


(Formerly known as Aditya Birla Financial Services Private Limited) (ABFSL) India 100.00% 100.00%

Aditya Birla Capital Advisors Private Limited (ABCAPL) (Subsidiary of ABFSL) India 100.00% 100.00%

Aditya Birla Customer Services Limited (ABCSL) (Formerly known as


Aditya Birla Customer Services Private Limited) (Subsidiary of ABFSL) India 100.00% 100.00%

Aditya Birla Trustee Company Private Limited (ABTCPL) (Subsidiary of ABFSL) India 100.00% 100.00%

Aditya Birla Money Limited (ABML) (Subsidiary of ABFSL) India 75.00% 75.00%

Aditya Birla Commodities Broking Limited (ABCBL) (100% Subsidiary of ABML) India 75.00% 75.00%

Aditya Birla Financial Shared Services Limited (ABFSSL) (Subsidiary of ABFSL) India 100.00% 100.00%

Aditya Birla Finance Limited (ABFL) (Subsidiary of ABFSL) India 100.00% 100.00%

Aditya Birla Securities Private Limited (ABSPL) (Subsidiary of ABFL)


(ceased to be subsidiary w.e.f. 10th September, 2014) India 100.00%

Aditya Birla Insurance Brokers Limited (ABIBL) (Subsidiary of ABFSL) India 50.01% 50.01%

Aditya Birla Money Mart Limited (ABMML) (Subsidiary of ABFSL) India 100.00% 100.00%

Aditya Birla Money Insurance Advisory Services Limited (Subsidiary of ABMML) India 100.00% 100.00%

Birla Sun Life Asset Management Company Limited (BSAMC) (Subsidiary of ABFSL) India 51.00% 51.00%

Birla Sun Life AMC (Mauritius) Ltd. (100% Subsidiary of BSAMC) Mauritius 51.00% 51.00%

Aditya Birla Sun Life AMC Ltd., Dubai (100% Subsidiary of BSAMC) Dubai 51.00% 51.00%

Aditya Birla Sun Life AMC Pte. Ltd., Singapore (ABSLAMC) (100% Subsidiary of BSAMC) Singapore 51.00% 51.00%

India Advantage Fund Limited* (Subsidiary of BSAMC) Mauritius 51.00% 51.00%

International Opportunities Fund SPC(IOF)** (Subsidiary of ABSLAMC) Cayman Islands 51.00% 51.00%

Birla Sun Life Trustee Company Private Limited (BSTPL) (Subsidiary of ABFSL) India 50.85% 50.85%
CONSOLIDATED FINANCIAL STATEMENTS

Aditya Birla Housing Finance Limited (Subsidiary of ABFSL) India 100.00% 100.00%

ABNL IT & ITES Ltd. (ABNLIT) India 100.00% 100.00%

Aditya Birla Minacs Worldwide Limited (ABMWL) (Subsidiary of ABNLIT)


(ceased to be subsidiary w.e.f. 9th May, 2014) India 99.85%

Aditya Birla Minacs Philippines Inc. (ABMPI) (100% Subsidiary of ABMWL)


(ceased to be subsidiary w.e.f. 9th May, 2014) Philippines 99.85%

AV TransWorks Limited (AVTL) (100% Subsidiary of ABMWL)


(ceased to be subsidiary w.e.f. 9th May, 2014). Canada 99.85%

Aditya Birla Minacs Worldwide Inc. (ABMWI) (100% Subsidiary of AVTL)


(ceased to be subsidiary w.e.f. 9th May, 2014) Canada 99.85%

Aditya Birla Minacs BPO Ltd. (ABMBL) (100% Subsidiary of ABMWI)


(ceased to be subsidiary w.e.f. 9th May, 2014) UK 99.85%

Aditya Birla Minacs BPO Private Limited (ABMBPL)


(Subsidiary of ABNLIT w.e.f. 24th January, 2014, earlier subsidiary of ABMWL) India 100% 100%

Minacs Worldwide SA de CV (MWSC) (100% Subsidiary of ABMWI)


(ceased to be subsidiary w.e.f. 9th May, 2014) Mexico 99.85%
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CONSOLIDATED FINANCIAL STATEMENTS

Country of Proportion of Proportion of


Incorporation Ownership Ownership
Interest as on Interest as on
31st March, 2015 31st March, 2014

The Minacs Group (USA) Inc. (MGI) (100% Subsidiary of ABMWI)


(ceased to be subsidiary w.e.f. 9th May, 2014) USA 99.85%

Bureau of Collection Recovery, LLC (BCR) (100% Subsidiary of MGI)


(ceased to be subsidiary w.e.f. 9th May, 2014) USA 99.85%

Bureau of Collections Recovery (BCR) Inc.


(Subsidiary of ABMWI upto 20th February, 2014) Canada

Minacs Limited (ML) (100% Subsidiary of ABMWI)


(ceased to be subsidiary w.e.f. 9th May, 2014) UK 99.85%

Minacs Worldwide GmbH (MWGH) (100% Subsidiary of ML)


(ceased to be subsidiary w.e.f. 9th May, 2014) Germany 99.85%

Minacs Kft. (100% Subsidiary of MWGH)


(ceased to be subsidiary w.e.f. 9th May, 2014) Hungary 99.85%

Aditya Vikram Global Trading House Limited (AVGTHL)


(ceased to be subsidiary w.e.f. 29th September, 2014) Mauritius 100.00%

Birla Sun Life Insurance Company Limited (BSLICL) India 74.00% 74.00%

Birla Sun Life Pension Management Limited (Subsidiary of BSLICL) (BSLPML) India 74.00%

ABNL Investment Limited (ABNL Inv) India 100.00% 100.00%

Shaktiman Mega Food Park Private Limited (SMFP)


(Ownership interest upto 15th January, 2015, 94.00%) India 100.00% 94.00%

Madura Garments Lifestyle Retail Company Limited (MGLRCL) India 100.00% 100.00%

Indigold Trade and Services Limited (ITSL) India 100.00% 100.00%

Pantaloons Fashions & Retail Limited (PFRL) (Subsidiary of ITSL)


(Ownership interest upto 29th September, 2014, 67.95%) India 72.62% 67.95%

JOINT VENTURES

IDEA Cellular Limited (IDEA) India 23.28% 25.23%

CONSOLIDATED FINANCIAL STATEMENTS


ASSOCIATES

Birla Securities Limited (BSL)


(ceased to be an associate w.e.f. 15th November, 2014) India 50.00%

* India Advantage Fund Limited (IAFL), wholly owned Subsidiary of Birla Sun Life Asset Management Company Limited, is a
collective investment scheme set-up as a fund in Mauritius with the status of a limited company under the Mauritius Companies
Act. In terms of constitution and private placement memorandum, IAFL has classes of redeemable participating shares. Each
class of participating shares has its own Balance Sheet and Statement of Profit and Loss. The Profit/Loss of each such class
belongs to the participating shareholders of that class. Birla Sun Life Asset Management Company Limited (BSAMC) owns
100% of the management share, and management shareholder is not entitled to any beneficial interest in the profit/loss of
various classes nor is required to make good any shortfall. In substance, there are no direct or indirect economic benefits
received by the management shareholders. The substance over form must prevail. Accordingly, the Group has not consolidated
IAFL in the Consolidated Financial Statements.
** Aditya Birla Sun Life AMC Pte Limited, Singapore, has made investment in International Opportunities Fund. International
Opportunities Fund SPC(IOF) is segregated portfolio company set up as a fund in Cayman Islands under the Cayman Islands
Monetary Act. In terms of constitution and private placement memorandum, IOF has various segregated portfolio which issues
redeemable participating shares. Each Segregated Portfolio of participating shares has its own Balance Sheet and Profit and
Loss Account. The Profit/Loss of each such Portfolio belongs to the participating shareholders of that segregated portfolio.
Aditya Birla Sun Life Asset Management Pte. Limited (ABSLAMC) owns 100% of the management share, and management
shareholder is not entitled to any beneficial interest in the profit/loss of various segregated portfolios nor is required to make
good any shortfall. In substance there are no direct or indirect economic benefits received by the management shareholders.
The substance over form must prevail. Accordingly, the Group has not consolidated IOF in the Consolidated Financial Statement.
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
NOTE: 2A Numbers 31st March, 2015 31st March, 2014
SHARE CAPITAL
Authorised:
Equity Shares of ` 10/- each 175,000,000 175.00 175.00
(175,000,000)
Redeemable Preference Shares of ` 100/- each 500,000 5.00 5.00
(500,000)
180.00 180.00

Issued:
EQUITY SHARE CAPITAL
Equity Shares of ` 10/- each 130,279,180 130.28 130.13
(130,126,295)
130.28 130.13

Subscribed and Paid-up:


EQUITY SHARE CAPITAL
Equity Shares of ` 10/- each, fully paid-up 130,137,193 130.14 130.08
(130,084,972)
130.14 130.08
Issued, Subscribed and Paid-up:
PREFERENCE SHARE CAPITAL
6% Redeemable Cumulative Preference Shares of
` 100/- each, fully paid-up 0.10
(10,000)
0.10
130.14 130.18

1) Reconciliation of the number of shares outstanding at the beginning and at the end of the period
Sr. Description As at 31st March, 2015 As at 31st March, 2014
No. Equity Preference Equity Preference
Shares Shares Shares Shares
1. No. of Shares Outstanding at the beginning of
the period 130,084,972 10,000 120,213,187 10,000
2. Allotment of Rights Shares kept in abeyance
on various dates 19
3. Allotment of Shares on exercise of option by
CONSOLIDATED FINANCIAL STATEMENTS

employee under ESOS-2006 52,221 51,766


4. Conversion of Warrants into Equity Shares by
the Promoter Group 9,820,000
5. Redemption of Preference Shares 10,000
6. No. of Shares Outstanding at the end of
the period 130,137,193 130,084,972 10,000

2) Term/Right Attached to Equity Shares


The Company has only one class of equity shares having a par value of ` 10 per share. Each holder of equity shares is
entitled to one vote per share. The Company declares and pays dividend in Indian rupees. The dividend proposed by the
Board of Directors is subject to the approval of the shareholders in the Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the
Company, after distribution to all preferential holders. The distribution will be in proportion to the number of the equity shares
held by the shareholders.
The Board of Directors has recommended Equity Dividend of ` 7.00 per share for the year ended 31st March, 2015 (Previous
Year: ` 7.00 per share). The total amount of dividend proposed to be distributed to Equity Shareholders would be ` 91.10
Crore (Previous Years: ` 91.06 Crore).

3) During the year, 10,000- 6% Redeemable Cumulative Preference Shares of ` 100/- each of the Company have been redeemed
out of the profits of the Company, on 29th September, 2014. These Preference Shares carry cumulative dividend @6% p.a.
An Interim dividend of ` has been declared and paid on these preference shares on pro-rata basis.
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CONSOLIDATED FINANCIAL STATEMENTS

4) The Company does not have any holding company.


5) Shares in the Company held by each shareholder holding more than 5 per cent shares and the number of shares held
are as under:
i) Equity Shares

Sr. Name of Shareholder As at 31st March, 2015 As at 31st March, 2014


No. No. of % of Total No. of % of Total
Shares Held Paid-up Equity Shares Held Paid-up Equity
Share Capital Share Capital

1. IGH Holdings Private Limited 16,352,102 12.57% 16,352,102 12.57%

2. TGS Investment and Trade Private Limited 13,506,736 10.38% 13,506,736 10.38%

3. Umang Commercial Company Limited 12,494,765 9.60% 12,494,765 9.60%

4. Trapti Trading & Investments Private Limited 9,423,935 7.24% 9,423,935 7.24%

5. Hindalco Industries Limited 8,650,412 6.65% 8,650,412 6.65%

6. Life Insurance Corporation of India 7,276,236 5.59% 7,759,191 5.96%

ii) Preference Shares

Sr. Name of Shareholder As at 31st March, 2015 As at 31st March, 2014


No. No. of % of Total No. of % of Total
Shares Held Paid-up Shares Held Paid-up
Preference Preference
Share Capital Share Capital
1. Naman Finance and Investment Private Limited 5,000 50.00%
2. Infocyber (India) Private Limited 5,000 50.00%

6) Share reserved for issue under options and contracts, including the terms and amounts:
For details of Shares reserved for issue under the Employee Stock Option Plan ( ESOP) of the Group refer Note: 34.

7) There are no Equity and Preference Shares issued as fully paid-up pursuant to any contract in consideration of other than cash
or bought back during the preceding last five years except issue of 10,000 6% Redeemable Cumulative Preference Shares of
` 100 each pursuant to a Scheme of Composite Arrangement to shareholders of Pantaloons Fashion & Retail Limited.

8) Pursuant to the provisions of Section 126 of Companies Act, 2013, the issue of following equity shares are kept in abeyance.
Sr. Particulars No. of Shares

CONSOLIDATED FINANCIAL STATEMENTS


No. As at As at
31st March, 2015 31st March, 2014
1. Rights Issue (1994) 12,575 12,575
2. Bonus Share on Above 6,288 6,288
3. Rights Issue (2007) 22,460 22,460

9) During the year 100,664 ESOP shares have been issued by the Company, which will be allotted upon exercise of ESOP.
10) In the year 1997, the Company had forfeited 4,487 shares held by 299 holders on account of non-payment of call money with
interest on shares issued against each detachable warrant.
11) 3,168,459 equity shares (Previous Year: 3,182,052) are represented by Global Depository Receipts.
12) During the last five years, there were 30 Bonus Shares (Previous Year: 80 Bonus Shares) issued out of shares kept in
abeyance.
13) Figures in brackets represent the corresponding number of shares for Previous Year.
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 2B
PREFERENCE SHARE ISSUED BY SUBSIDIARY AND
JOINT VENTURE COMPANIES
6% Redeemable Cumulative Preference Shares of ` 100/- each,
fully paid-up of the Subsidiary Company 0.01 0.01
0.001% Compulsorily Convertible Preference Shares of ` 10/- each,
fully paid-up of the Subsidiary Company 2.74
Compulsory Convertible Preference Shares of ` 10/- each,
fully paid-up of the Subsidiary Company of Joint Venture Company 0.45 0.48
3.20 0.49

NOTE: 3
RESERVES AND SURPLUS
1) Capital Reserves 269.97 269.97
2) Capital Redemption Reserve
Opening Balance as per last audited Financial Statement 9.61 9.61
Addition:
Transfer from Surplus/(Deficit) in the Statement of Profit and Loss
on Redemption of Preference Shares 0.10
9.71 9.61
3) Securities Premium Account
Opening Balance as per last audited Financial Statement 6,092.02 5,198.60
Addition:
Conversion of Share Warrants 884.64
ESOP Exercised 5.91 8.79
Transfer from Stock Options Outstanding Account on Exercise of Options 2.27 3.61
Premium on issue of shares via QIP and Preferential Allotment
(Net of Share issue expenses of ` 5.88 Crore) 802.88
Premium on issue of Compulsorily Convertible Preference Shares
of the Subsidiary Company 32.26
Allotment of Rights Issue Shares
Deduction:
Stake Change in Joint Venture 175.41 3.62
CONSOLIDATED FINANCIAL STATEMENTS

6,759.93 6,092.02
4) Debenture Redemption Reserve
Opening Balance as per last audited Financial Statement 41.54 66.91
Addition:
Transfer from Surplus in the Statement of Profit and Loss 24.91 24.63
Deduction:
Transferred to General Reserve on Redemption of Debentures 13.45 50.00
Stake Change in Joint Venture 0.46
52.54 41.54
5) Share Options Outstanding Account
Opening Balance as per last audited Financial Statement 8.55 12.92
Addition:
Charge for the year 11.72 2.91
Deduction:
Transfer to Securities Premium Account on Exercise of Options 2.27 3.61
Transfer to General Reserve on Lapse of Options 3.66
Stake Change in Joint Venture 0.32 0.01
17.68 8.55
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014

6) Other Reserves
i) General Reserve
Opening Balance as per last audited Financial Statement 3,640.62 2,986.44
Addition:
Transfer from Surplus in the Statement of Profit and Loss 201.76 501.40
Transfer from Debenture Redemption Reserve on Redemption of Debentures 13.45 50.00
Transfer from Share Options Outstanding Account on Lapse of Options 3.66
Reserve created on merger of certain companies with JV of Idea 132.69
Deduction:
Transitional Provision of Schedule II Impact
(Net of Deferred Tax Amounting of ` 6.44 Crore) [Refer Note: 1(II)] 13.21
Depreciation Charge on Fair Value Portion of Fixed Assets by JV of Idea 17.73 30.66
Groups Share of Idea JV discrepancy in physical verification of
Fixed Assets as per scheme 0.20 2.89
Amount Transferred to Surplus in Profit and Loss 13.45
Amount Transferred on Stake Change of Joint Venture/Divestment
of Subsidiaries 11.95 0.02
3,799.29 3,640.62
ii) Special Reserve(a)
Opening Balance as per last audited Financial Statement 92.29 58.76
Addition:
Transfer from Surplus in the Statement of Profit and Loss 54.69 33.53
146.98 92.29
iii) Capital Fund(b) 0.02 0.02
iv) Credit/(Debit) Fair Value Change Account(c)
Opening Balance as per last audited Financial Statement 0.10
Addition/(Deduction) during the year (0.10) 0.10
0.10
v) Foreign Currency Translation Reserve
Opening Balance as per last audited Financial Statement 156.38 130.78
Addition:
During the Year 9.97 25.60

CONSOLIDATED FINANCIAL STATEMENTS


Deduction:
Amount Transferred on Divestment of Subsidiaries and Businesses 164.68
1.67 156.38
vi) Hedging Reserve(d)
Opening Balance as per last audited Financial Statement (31.13) (6.93)
Addition:
Gain/(Loss) recognised during the year (Net) 2.86 (49.81)
Deduction:
Gain/(Loss) recycled during the year (Net) (2.50) (25.87)
Amount Transferred on Divestment of Subsidiaries and Busnesses (23.55) 0.26
(2.22) (31.13)

Total Other Reserves 3,945.74 3,858.28


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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014

7) Surplus/(Deficit) in the Statement of Profit and Loss


Opening Balance as per last audited Financial Statement 778.59 312.79
Addition/(Deduction):
Profit of the Year 1,415.50 1,142.88
Amount Transferred on Stake Change of Joint Venture/
Divestment of Subsidiaries (81.57) (0.76)
Transfer from General Reserve 13.45
Transitional Provision of Schedule II Impact
(Net of Deferred Tax Amounting of ` Nil Crore) [Refer Note: 1(II)] (15.19)
Share of Minority Interest on Transitional provision of Schedule II Impact 3.09
Less: Appropriations
Transfer to Debenture Redemption Reserve 24.91 24.63
Transfer to General Reserve 201.76 501.40
Transfer to Capital Redemption Reserve 0.10
Transfer to Special Reserve 54.69 33.53
Proposed Dividend on:
Equity 91.10 91.06
Preference 0.01
Equity Dividend relating to Previous Period 2.60 0.07
Interim Dividend on Preference Shares
Corporate Tax on Proposed Dividend 30.13 22.03
Corporate Tax on Interim Dividend of Joint Venture Company
by its Joint venture 25.85 3.59
Corporate Tax on Dividend relating to earlier years of
Joint Venture Company 0.44
Corporate Tax on Interim Dividend on Preference Shares
1,682.29 778.59
12,737.86 11,058.56
(a) Special Reserve
Special Reserve represents the reserve created pursuant to the Reserve Bank of India Act, 1934 (the RBI Act). In terms
of Section 45-IC of the RBI Act, a Non-Banking Finance Company is required to transfer an amount not less than 20 per
cent of its net profit to a Reserve Fund before declaring any dividend. Appropriation from this Reserve Fund is permitted
only for the purposes specified by RBI.
CONSOLIDATED FINANCIAL STATEMENTS

(b) Capital Fund


Capital fund comprises an amount received, on a non-repatriable basis from the Sponsor, as a contribution to the Birla
Sun Life Mutual Fund (the Fund) in accordance with the terms of the Trust Deed, together with accretion thereon. The
amount is held by the Company in its fiduciary capacity as the trustee to the Fund and is intended to be utilised only for
the purposes of settlement of claims, if any, from the unit holders of the mutual fund schemes launched by the Fund.

(c) Credit/(Debit) Fair Value Change Account


Unrealised gain/loss due to changes in fair value of listed equity shares and mutual funds are taken to the Fair Value
Change Account for Shareholders Investments of Life Insurance Business.

(d) Hedging Reserve


For the forward contracts designated as cash flow hedges, the effective portion of the fair value of forward contracts are
recognised in Hedging Reserve.
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 4A
LONG-TERM BORROWINGS
SECURED
Debentures 3,360.38 1,220.33
Rupee Term Loans from
Banks 6,317.81 4,802.76
Others 188.86 266.97
Foreign Currency Loans from
Banks 267.05 399.14
Others 1,027.59 1,288.68
Finance Lease Liabilities 8.17 8.05
11,169.86 7,985.93
UNSECURED
Debentures 1,350.00 955.00
Rupee Term Loans from Others 6.05 2.86
Foreign Currency Loans from Banks 333.16 746.30
Deferred Payment Liability towards Spectrum 2,177.52 2,205.52
3,866.73 3,909.68
15,036.59 11,895.61
NOTE: 4B
SHORT-TERM BORROWINGS
SECURED
Loan Repayable on Demand from Banks 1,911.17 2,465.15
1,911.17 2,465.15
UNSECURED
Loan Repayable on Demand from
Banks 1,348.01 844.16
Others 100.00 9.54
Other Loans and Advances
Commercial Papers* 3,061.69 3,215.40
4,509.70 4,069.10
6,420.87 6,534.25
*Commercial Papers are shown net of unamortised discounting charges.

NOTE: 5

CONSOLIDATED FINANCIAL STATEMENTS


DEFERRED TAX LIABILITIES
Deferred Tax Liabilities at the year end comprise timing differences on account of:
Depreciation 812.30 789.28
Expenditure/Provisions allowed on Payment Basis 32.87 33.31
845.17 822.59
DEFERRED TAX ASSETS
Deferred Tax Assets at the year end comprise timing differences on account of:
Depreciation 4.78 3.09
Expenditure/Provisions Allowable on Payment Basis 89.67 71.79
Provision for Doubtful Debt and Advances 87.37 74.80
Unabsorbed Depreciation and Carry Forward Losses 152.08 146.70
Others 26.40 22.00
360.30 318.38
Net Deferred Tax Liabilities/(Assets) 484.87 504.21
Deferred Tax presented in Balance Sheet
Deferred Tax Liabilities (Net) 549.02 552.23
Deferred Tax Assets (Net) 64.15 48.02
Net Deferred Tax Liabilities/(Assets) 484.87 504.21

Deferred Tax Assets in certain subsidiaries are recognised on losses and unabsorbed
depreciation only to the extent of Deferred Tax Liabilities in those subsidiaries.
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014

NOTE: 6A
OTHER LONG-TERM LIABILITIES
Trade Payables 89.01 73.15
Interest Accrued but Not Due on Borrowings 44.73 109.12
Other Payables
Deposits 149.97 128.57
Advance from Customers 32.61 74.55
Income Received in Advance 73.37 75.36
Payables for Capital Expenditure 1.32 2.81
Others 82.46 98.53
473.47 562.09

NOTE: 6B
OTHER CURRENT LIABILITIES
Current Maturities of Long-term Borrowings 4,526.36 2,109.53
Current Maturities of Finance Lease Obligations 0.75 0.81
Interest Accrued but Not Due on Borrowings 366.80 204.50
Income Received in Advance 4.50 15.15
Investors Education and Protection Fund to be credited as and when due
Unpaid Dividend 3.27 3.07
Unpaid Matured Deposits and Interest Accrued thereon 0.02
Money Due for Refund on Fraction Shares 0.28 0.28
Other Payables
Advance from Customers 522.11 549.47
Book Overdraft 233.60 87.02
Payables for Capital Expenditure 405.59 394.18
Statutory Dues 312.48 372.26
Deposits 71.50 79.99
Dividend Payable by Joint Venture 0.03
Due to Life Insurance Policyholders 311.86 307.62
Provisions for Premium on Redemption of Debentures 47.09
Derivative Liability (Net)* 14.66 24.40
CONSOLIDATED FINANCIAL STATEMENTS

Others 99.03 90.49


6,872.82 4,285.88

*This represents Mark-to-Market on Derivative Contracts taken for the purpose of hedging.

NOTE: 7A
LONG-TERM PROVISIONS
Provisions for:
Employee Benefits 100.45 76.39
Others
Contingent Provision on Standard Asset of Financing Activities 23.92 12.95
Provision for Doubtful Loans and Advances of Financing Activities 89.70 73.02
Other Long-term Provisions# 76.03 80.33
290.10 242.69
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 7B
SHORT-TERM PROVISIONS
Provisions for:
Employee Benefits 153.95 138.52
Others
Taxation (Net of Advance Tax) 69.51 56.05
Proposed Dividend
Equity 91.10 91.06
Preference 0.01
Provision for Corporate Tax on Dividend
Equity 30.13 22.02
Preference 0.01
Contingent Provision on Standard Asset of Financing Activities 30.07 25.41
Other Short-term Provisions # 12.78 9.47
387.54 342.55

# Additional disclosure as per Accounting Standard-29 Provisions, Contingent Liabilities and Contingent Assets
A. Warranty
Opening Balance 0.53 0.75
Arising during the year 0.13 0.04
Utilised (0.02)
Unused Amounts Reversed (0.09) (0.25)
Closing Balance 0.55 0.54

Long-term 0.11
Short-term 0.44 0.54
0.55 0.54

Provision is recognised for expected warranty claims on products sold during the last two to three years based on the past
experience of level of returns and replacements.
B. Customer Relationship Management Loyalty Programme
Opening Balance 8.93 5.29
Arising during the year 30.76 23.26
Utilised (26.09) (19.62)
Unused Amounts Reversed (1.26)
Closing Balance 12.34 8.93

CONSOLIDATED FINANCIAL STATEMENTS


Short-term 12.34 8.93
12.34 8.93

Customer Relationship Management Loyalty Programme are the schemes designed with an intention to retain the existing
customer and attract new customers by rewarding a customer for his loyalty and patronage. It is expected that this provision
will be utilised within one year.
C. Asset Retirement Obligation
Opening Balance 80.33 37.79
Arising during the year 2.59 1.92
Change in Liability on Stake Change of Joint Venture (6.21) (0.06)
Addition pursuant to merger of subsidiary and certiain companies in JV of IDEA 41.20
Utilised (0.79) (0.52)
Closing Balance 75.92 80.33

Long-term 75.92 80.33


75.92 80.33

Asset Retirement Obligation provision is recognised for the costs to be incurred for the restoration of premises taken on lease
to install equipment, at the end of the lease period. It is expected that this provision will be utilised at the end of the lease
period of the respective sites as per the respective lease agreements.
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CONSOLIDATED FINANCIAL STATEMENTS

NOTE: 8A
TANGIBLE ASSETS ` in Crores
Freehold Leasehold Freehold Leasehold Leasehold Plant & Furniture Office Vehicles Railway TOTAL
Land Land Buildings Buildings Improve- Equipment & Fixtures Equipment Sidings
ments
Gross Block
As at 1st April, 2013 47.93 33.39 446.83 4.84 321.21 12,400.61 746.33 564.54 68.75 5.84 14,640.27
Additions 1.02 0.27 41.13 1.16 37.64 1,331.06 102.19 48.83 14.81 1,578.11
Deletions 0.72 1.27 32.34 237.07 45.40 13.83 15.29 345.92
Foreign Exchange
Translation Difference 3.88 8.21 2.10 0.44 14.63
Addition/(Deletion) on
Stake Change/Divestment/
Amalgamations (16.99) (7.07) (81.24) (612.14) (7.80) (8.75) (4.18) (738.17)
As at 31st March, 2014 31.96 25.87 405.45 6.00 330.39 12,890.67 797.42 591.23 64.09 5.84 15,148.92
Additions 0.02 17.89 12.96 0.42 28.44 1,288.74 110.24 74.91 17.35 1,550.97
Deletions 0.04 0.41 10.30 210.94 31.89 25.43 11.00 290.01
Foreign Exchange
Translation Difference 0.22 1.19 0.59 0.09 2.09
Addition/(Deletion) on
Stake Change/Divestment/
Amalgamations (0.23) (0.02) (3.44) (107.08) (1,026.73) (66.56) (23.88) (2.99) (1,230.93)
As at 31st March, 2015 31.71 43.74 414.56 6.42 241.67 12,942.93 809.80 616.92 67.45 5.84 15,181.04
Accumulated Depreciation
As at 1st April, 2013 2.89 123.62 1.80 190.06 5,644.69 404.98 329.10 40.41 5.55 6,743.10
For the Year 0.12 12.22 0.63 40.02 1,166.54 99.97 77.65 11.19 1,408.34
Deletions 0.58 0.33 27.89 217.63 41.77 12.22 13.02 313.44
Foreign Exchange
Translation Difference 1.83 6.70 0.92 0.18 9.63
Addition/(Deletion) on
Stake Change/Divestment/
Amalgamations (1.01) (15.75) (311.66) (4.62) (6.44) (1.80) (341.28)
As at 31st March, 2014 1.42 119.76 2.43 204.02 6,288.64 459.48 388.27 36.78 5.55 7,506.35
For the Year 0.29 12.69 0.54 38.48 1,211.87 139.56 90.03 12.79 1,506.25
Deletions 0.10 9.11 196.33 31.19 24.66 8.22 269.61
Foreign Exchange
Translation Difference 0.11 0.90 0.42 0.06 1.49
Charge to Retained earnings on
account of Schedule II 6.88 15.74 5.05 7.17 34.84
Addition/(Deletion) on
Stake Change/Divestment/
Amalgamations (0.01) (1.55) (77.70) (580.67) (46.11) (15.78) (1.85) (723.67)
CONSOLIDATED FINANCIAL STATEMENTS

As at 31st March, 2015 1.70 137.68 2.97 155.80 6,740.15 527.21 445.09 39.50 5.55 8,055.65
Net Block as at
31st March, 2014 31.96 24.45 285.69 3.57 126.37 6,602.03 337.94 202.96 27.31 0.29 7,642.57
Net Block as at
31st March, 2015 31.71 42.04 276.88 3.45 85.87 6,202.78 282.59 171.83 27.95 0.29 7,125.39

A. Gross Block of Tangible Assets includes:


(i) The Groups share in assets held under co-ownership - Leasehold Land ` 19.80 Crore (Previous Year: ` 19.80 Crore), Buildings ` 23.85 Crore (Previous
Year: ` 23.85 Crore), Furniture & Fixtures ` 2.67 Crore (Previous Year: ` 2.65 Crore) and Office Equipment ` 5.75 Crore (Previous Year: ` 5.68 Crore).
(ii) Buildings include ` 21.68 Crore (Previous Year: ` 21.68 Crore) being cost of Debentures and Shares in a Company entitling the right of exclusive
occupancy and use of certain premises.
(iii) Registration of Freehold Land of ` 0.15 Crore (Previous Year: ` 0.15 Crore) in favour of the Group is subject to resolution of disputes.
B. Details of Tangible Assets capitalised under Finance Lease:
(i) Plant and Equipment include Gross Block of ` 323.98 Crore (Previous Year: ` 315.88 Crore) and Net Block ` 103.41 Crore (Previous Year: ` 92.68 Crore).
(ii) Office Equipment includes Gross Block of ` 0.74 Crore (Previous Year: ` 0.17 Crore) and Net Block of ` 0.66 Crore (Previous Year: ` 0.15 Crore).
C. Depreciation Charge for the year includes:
(i) Accelerated Depreciation of ` 219.53 Crore (Previous Year: ` 157.84 Crore) on account of refurbishment, store closure and due to the change in
estimate useful life of certain tangible assets.
(ii) Prior Period Depreciation of ` Nil Crore (Previous Year: ` 13.02).
D. Groups Share in Exchange loss of ` 27.51 Crore (Previous Year: ` 188.60 Crore) has been capitalised as per Para 46A of AS-11 by Joint Venture.
E. Capital Work-in-Progress is net of Impairment provision amounting to Groups share of ` 112.77 Crore (Previous Year: ` 122.23 Crore) in Joint Venture.
F. Addition to Plant and Equipment is net of Subsidy ` 0.02 Crore (Previous Year: ` 2.45 Crore).
G. For Assets given on Operating Lease Refer Note: 31.
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CONSOLIDATED FINANCIAL STATEMENTS

NOTE: 8B
INTANGIBLE ASSETS ` in Crores
Goodwill Goodwill Brands/ Computer Technical Investment Client Telecom Non- TOTAL
on Con- Trade- Software Know-how Manage- Acquisi- Entry/ Compete
solidation marks ment tion Cost Licence Fees
Rights Fees*
Gross Block
As at 1st April, 2013 1,226.30 3,604.67 193.17 378.34 6.60 53.84 16.28 2,795.67 0.33 8,275.20
Additions 21.60 109.13 17.79 148.52
Deletions 0.13 0.13
Foreign Exchange Translation Difference 0.69 13.69 10.13 0.27 24.78
Addition/(Deletion) on Stake
Change/Divestment/
Amalgamations 160.94 (3.44) (4.48) 153.02
As at 31st March, 2014 1,226.99 3,779.30 214.77 494.03 6.60 53.84 16.55 2,808.98 0.33 8,601.39
Additions 37.69 70.58 3.79 1,668.51 1,780.57
Deletions 1.71 1.71
Foreign Exchange Translation Difference 0.58 11.49 0.16 0.22 12.45
Addition/(Deletion) on
Stake Change/Divestment/
Amalgamations (39.59) (1,025.21) (158.89) (16.77) (217.21) (1,457.67)
As at 31st March, 2015 1,187.98 2,803.27 214.77 404.17 6.60 57.63 4,260.28 0.33 8,935.03

Accumulated Amortisation/Impairment
As at 1st April, 2013 5.74 169.77 267.63 4.61 40.39 13.00 729.77 0.22 1,231.13
Amortisation for the Year 4.61 70.90 0.92 5.38 1.74 147.52 0.11 231.18
Impairment Loss During the Year 18.65 18.65
Deletions 0.13 0.13
Foreign Exchange Translation Difference 0.09 1.02 0.07 1.18
Addition/(Deletion) on Stake Change/
Divestment/Amalgamations (3.01) (1.16) (4.17)
As at 31st March, 2014 5.83 18.65 174.38 336.41 5.53 45.77 14.81 876.13 0.33 1,477.84
Amortisation for the Year 4.49 44.25 0.92 5.56 0.18 158.83 214.23
Impairment Loss During the Year
Deletions 1.71 1.71
Foreign Exchange Translation Difference 0.08 0.09 0.15 0.32
Addition/(Deletion) on Stake Change/
Divestment/Amalgamations (5.91) (52.96) (15.14) (70.30) (144.31)

CONSOLIDATED FINANCIAL STATEMENTS


As at 31st March, 2015 18.65 178.87 326.08 6.45 51.33 964.66 0.33 1,546.37
Net Block as at 31st March, 2014 1,221.16 3,760.65 40.39 157.62 1.07 8.07 1.74 1,932.85 7,123.55
Net Block as at 31st March, 2015 1,187.98 2,784.62 35.90 78.09 0.15 6.30 3,295.62 7,388.66

A. All Intangible Assets are other than internally generated.


B. Details of Intangible Assets capitalised under Finance Lease:
Software includes Gross Block of ` 58.94 Crore (Previous Year: ` 60.80 Crore) and Net Block of ` 8.31 Crore (Previous Year:
` 9.51 Crore).
* Based on Written-down Value, the balance amortisation period of material Intangible Assets:

Intangible Assets As at As at
31st March, 2015 31st March, 2014

Telecom Entry/Licence Fees Ranges between 12 and 240 months based on Ranges between 24 and 228 months based on
the respective Telecom Service Licence period. the respective Telecom Service Licence period.
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014
NOTE: 8A and 8B
During the year, the Group has capitalised the following expenses
to cost of Fixed Assets/Capital Work-in-Progress
Salaries and Wages 2.94 1.20
Contribution to Provident and Other Funds 0.10
Staff Welfare Expenses 0.08
Power and Fuel 0.20
Rent 0.48
Legal and Professional Expenses 5.08
Travelling and Conveyance 0.11 0.20
Interest Expenses 121.81 13.60
Miscellaneous Expenses 0.08 0.49
125.14 21.23
Add: Brought forward from previous year 16.80 13.07
Less: Capitalised during the year 74.91 17.50
Less: Impact on Stake Change 0.79
66.24 16.80

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 9A
INVESTMENTS OF LIFE INSURANCE BUSINESS: NON-CURRENT
(i) Shareholders Investments
Quoted
Investments in
Government or Trust Securities 676.91 580.88
Debentures/Bonds 746.46 528.60
1,423.37 1,109.48
Unquoted
Investments in
Equity Instruments 1.25 1.25
Others (Fixed Deposits) 45.85 9.90
47.10 11.15

Sub-Total - (i) 1,470.47 1,120.63


CONSOLIDATED FINANCIAL STATEMENTS

(ii) Policyholders Investments


Quoted
Investments in
Equity Instruments 288.15 30.40
Preference Shares 0.22 0.19
Government or Trust Securities 2,140.15 1,305.54
Debentures/Bonds 1,371.76 882.11
3,800.28 2,218.24
Unquoted
Investments in
Equity Instruments 6.96
Others (Fixed Deposits) 73.52 18.52
80.48 18.52
Sub-Total - (ii) 3,880.76 2,236.76

Total - (i) + (ii) 5,351.23 3,357.39

Aggregate Market Value of Quoted Investments 5,448.88 3,224.26


Aggregate Book Value of Quoted Investments 5,223.65 3,327.72
Aggregate Book Value of Unquoted Investments 127.58 29.67
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 9B
INVESTMENTS OF LIFE INSURANCE BUSINESS: CURRENT
(i) Shareholders Investments
Quoted
Investments in
Government or Trust Securities 0.37
Debentures/Bonds 0.75 5.00
Mutual Funds 50.69 170.01
51.81 175.01
Unquoted
Investments in
Others
Fixed Deposits 30.00 30.00
Collateralised Borrowing and Lending Obligation 3.57
30.00 33.57
Sub-Total - (i) 81.81 208.58

(ii) Policyholders Investments


Quoted
Investments in
Government or Trust Securities 69.97 179.15
Debentures/Bonds 19.84 13.00
Mutual Funds 120.88 111.17
210.69 303.32

Unquoted
Investments in
Others
Fixed Deposits 10.00 95.00
Collateralised Borrowing and Lending Obligation 6.60 92.76
Certificate of Deposits 23.11 72.88
39.71 260.64
Sub-Total - (ii) 250.40 563.96

CONSOLIDATED FINANCIAL STATEMENTS


Total - (i) + (ii) 332.21 772.54

Aggregate Market Value of Quoted Investments 262.55 478.33


Aggregate Book Value of Quoted Investments 262.50 478.33
Aggregate Book Value of Unquoted Investments 69.71 294.21
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 10A
OTHER INVESTMENTS: NON-CURRENT
Quoted
Investments in
Equity Instruments 201.72 201.72
Debentures or Bonds 1.11 1.11
Mutual Funds 102.31 50.00
305.14 252.83
Unquoted
Investments in
Equity Instruments 2.58 2.74
Preference Shares 26.68 27.49
Debentures or Bonds 0.07
Mutual Funds* 25.65 0.04
Others (Private Equity Fund, PMS and Real Estate Fund) 190.68 195.00
245.59 225.34
550.73 478.17

Aggregate Market Value of Quoted Investments 546.56 527.76


Aggregate Book Value of Quoted Investments 305.14 252.83
Aggregate Book Value of Unquoted Investments 245.59 225.34
* Includes Earmarked towards Capital Fund 0.04 0.04

NOTE: 10B
OTHER INVESTMENTS: CURRENT
Quoted
Investments in
Equity Instruments 0.15
Mutual Funds 3.78 134.00
3.78 134.15
Unquoted
CONSOLIDATED FINANCIAL STATEMENTS

Investments in
Debentures or Bonds 467.57 116.73
Mutual Funds 3,111.92 226.54
Others (Commercial Papers) 24.31 186.06
3,603.80 529.33
3,607.58 663.48

Aggregate Market Value of Quoted Investments 3.79 141.10


Aggregate Book Value of Quoted Investments 3.78 134.15
Aggregate Book Value of Unquoted Investments 3,603.80 529.33
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 11A
ASSET HELD TO COVER LINKED LIABILITIES OF LIFE INSURANCE BUSINESS: NON-CURRENT
Quoted
Investments in
Equity Instruments 11,251.04 10,256.04
Preference Shares 8.74 7.65
Government or Trust Securities 4,701.36 2,901.32
Debentures or Bonds 5,270.65 3,666.18
21,231.79 16,831.19
Unquoted
Investments in
Debentures or Bonds 29.72
Others
Fixed Deposits 270.50 115.10
Other Current Assets
Interest Accrued on Investments 27.61 23.87
298.11 168.69
Total 21,529.90 16,999.88

Aggregate Market Value of Quoted Investments 21,231.79 16,831.19


Aggregate Book Value of Quoted Investments 21,231.79 16,831.19
Aggregate Book Value of Unquoted Investments 270.50 144.82

NOTE: 11B
ASSET HELD TO COVER LINKED LIABILITIES OF LIFE INSURANCE BUSINESS: CURRENT
Quoted
Investments in
Equity Instruments 88.86
Government or Trust Securities 51.48 108.82
Debentures or Bonds 336.96 640.80
Mutual Funds 701.54 863.56

CONSOLIDATED FINANCIAL STATEMENTS


1,178.84 1,613.18

Unquoted
Investments in
Others
Fixed Deposits 326.98 716.31
Collateralised Borrowing and Lending Obligation 102.66 132.69
Certificate of Deposits 568.84 497.71
Commercial Papers 126.45 128.89
Other Current Assets
Bank Balances 1.14 164.52
Interest Accrued on Investments 342.20 291.20
Dividend Receivables 0.91 7.20
Outstanding Contracts 286.08 82.85
1,755.26 2,021.37
Total 2,934.10 3,634.55

Aggregate Market Value of Quoted Investments 1,178.84 1,613.18


Aggregate Book Value of Quoted Investments 1,178.84 1,613.18
Aggregate Book Value of Unquoted Investments 1,124.93 1,475.60
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 12A
LONG-TERM LOANS AND ADVANCES
(Unsecured, Considered Good, except otherwise stated)
Capital Advance (Refer Note: 40 (iv)(A))
Unsecured, Considered Good 476.90 27.49
Unsecured, Considered Doubtful 0.10 0.36
Less: Provision for Doubtful (0.10) (0.36)
Security Deposits
Unsecured, Considered Good 459.22 481.32
Unsecured, Considered Doubtful 3.44 0.77
Less: Provision for Doubtful (3.44) (0.77)
Other Loans and Advances
Loans and Advances of Financing Activities
Secured, Considered Good 8,853.52 4,982.80
Unsecured, Considered Good 569.56 213.93
Unsecured, Considered Doubtful 153.00 147.11
Inter-Corporate Deposits
Unsecured, Considered Good 9.27 11.58
Loans against Insurance Policy (Secured, Considered Good) 37.86 28.24
VAT, Other Taxes Recoverable, Statutory Deposits and Dues from Government
Unsecured, Considered Good 18.79 17.10
Unsecured, Considered Doubtful 0.15
Less: Provision for Doubtful (0.15)
Advance Tax (Net of Provision) 91.40 113.12
MAT Credit Entitlement 135.98 285.06
Prepaid Expenses 103.70 51.95
Advance for Expenses, Materials, Employees and Others 161.53 172.22
11,070.73 6,531.92
NOTE: 12B
SHORT-TERM LOANS AND ADVANCES
(Unsecured, Considered Good, except otherwise stated)
Security Deposits
Unsecured, Considered Good 76.06 92.40
Unsecured, Considered Doubtful 0.51 0.42
Less: Provision for Doubtful (0.51) (0.42)
CONSOLIDATED FINANCIAL STATEMENTS

Other Loans and Advances


Loans and Advances of Financing Activities
Secured, Considered Good 5,401.11 4,071.09
Unsecured, Considered Good 2,260.00 2,018.55
Inter-Corporate Deposits
Unsecured, Considered Good 40.92 9.61
Loans against Insurance Policy (Secured, Considered Good) 0.01 0.22
VAT, Other Taxes Recoverable, Statutory Deposits and Dues from Government
Unsecured, Considered Good 188.34 171.28
Unsecured, Considered Doubtful 0.58 0.58
Less: Provision for Doubtful (0.58) (0.58)
Advance Tax (Net of Provision) 130.60 137.36
MAT Credit Entitlement 0.16 14.06
Prepaid Expenses 117.00 93.67
Advance for Expenses, Material, Employees and Others*
Unsecured, Considered Good 215.40 233.05
Unsecured, Considered Doubtful 22.51 22.26
Less: Provision for Doubtful (22.51) (22.26)
8,429.60 6,841.29
*Refer Note: 40(vi)
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 13A
OTHER NON-CURRENT ASSETS
Other Bank Balances*
Bank Deposits with more than twelve months maturity 1.42 1.39
Interest Accrued on Loans and Advances and Investments 14.22 5.35
Government Grant Receivable 0.62 0.67
Revenue Equalisation Reserve 10.66 36.54
26.92 43.95

*Amount Held as Margin Money under lien to bank for issuing guarantee 0.54 0.51
*Lien Marked in favour of IRDA 0.88 0.88

NOTE: 13B
OTHER CURRENT ASSETS
Fertiliser Bonds # 2.19 9.85
Unbilled Revenue 103.44 390.05
Interest Accrued on Loans and Advances, Investments and Fixed Deposits 301.10 209.86
Government Grant Receivable 20.34 87.78
Export Incentive Receivable 17.90 26.46
Less: Provision for Export Incentive Receivable (0.06) (0.06)
Others 74.97 33.43
519.88 757.37

# The Company had received Fertilisers Bonds of ` 65.50 Crore received from the Ministry of Fertiliser, Government of India,
against the outstanding amount of subsidy receivable, out of which bonds amounting to ` 2.38 (Previous Year: ` 11.58) are
outstanding at the year end. The market value of the above bonds are lower than book value, therefore the diminution in the value
of above bonds has been accounted.

NOTE: 14
INVENTORIES (Lower of Cost and Net Realisable Value)
Raw Materials 323.38 251.91
(Includes Goods-in-Transit ` 21.79 Crore (Previous Year: ` 14.67 Crore))

CONSOLIDATED FINANCIAL STATEMENTS


Work-in-Progress 124.18 117.01
Finished Goods 383.85 371.70
(Includes Goods-in-Transit ` Nil (Previous Year: ` 0.02 Crore))
Stock-in-Trade 782.09 705.45
(Includes Goods-in-Transit ` 9.19 Crore (Previous Year: ` 15.57 Crore))
Stores and Spares 113.66 85.98
(Includes Goods-in-Transit ` 9.24 Crore (Previous Year: ` 0.55 Crore))
Waste/Scrap 0.63 0.06
Packing Materials 14.72 10.02
Certified Emission Reductions 0.09
1,742.51 1,542.22
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 15
TRADE RECEIVABLES
Due for period exceeding Six months from the Due date of payment
Secured, Considered Good 6.95 6.62
Unsecured, Considered Good (Includes subsidy receivables from
Government of India ` 12.98 Crore (Previous Year: ` 5.64 Crore)) 72.25 63.61
Unsecured, Considered Doubtful 101.67 102.86
Less: Provision for Doubtful (101.67) (102.86)
Others
Secured, Considered Good 118.32 102.19
Unsecured, Considered Good (Includes subsidy receivables
from Government of India ` 1,180.30 Crore (Previous Year: ` 1,145.56 Crore)) 2,298.70 2,470.27
Unsecured, Considered Doubtful 11.32 10.35
Less: Provision for Doubtful (11.32) (10.35)
2,496.22 2,642.69

NOTE: 16
CASH AND BANK BALANCES
Cash and Cash Equivalents
Balances with Banks
Current Accounts 256.17 105.50
Deposit Accounts (with original maturity period of three months or less) 670.68 428.70
Cash on Hand 26.64 25.16
Cheques/Drafts on Hand 95.63 107.18
(A) 1,049.12 666.54
Other Bank Balances
Deposit Accounts (with original maturity period of more than three months)# 77.02 50.10
Earmarked Balances towards Dividend 0.03
Others
Unclaimed Dividend 3.27 3.07
Unclaimed Matured Deposits 0.02
CONSOLIDATED FINANCIAL STATEMENTS

Money Due for Refund on Fraction Shares 0.28 0.28


(B) 80.60 53.47
(A) + (B) 1,129.72 720.01

Less: Bank Deposits with more than twelve months maturity


(transferred to Other Non-Current Assets) (Refer Note: 13A) 1.42 1.39
1,128.30 718.62

# Includes deposits placed under lien towards bank guarantees


for margins with exchange/banks. 75.59 47.89
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014
NOTE: 17
REVENUE FROM OPERATIONS
A. SALE OF PRODUCTS
Manufactured 6,932.02 6,325.55
Traded 4,018.61 3,571.44
10,950.63 9,896.99
B. SALE OF SERVICES
Telecom Services 7,426.71 6,611.93
Life Insurance Premium 4,966.38 4,525.81
Other Financial Services 2,661.52 1,935.85
IT-ITES Services (Refer Note: 32) 282.16 2,858.61
Other Services 7.64 8.72
15,344.41 15,940.92

C. OTHER OPERATING INCOME


Export Incentive 39.71 44.83
Scrap Sales 19.09 20.17
Discount Income 14.88 6.39
Investment Income on Life Insurance Policyholders Fund 297.95 175.55
Miscellaneous Other Operating Income 29.42 25.20
401.05 272.14
Total A + B + C 26,696.09 26,110.05

NOTE: 18
OTHER INCOME
Interest Income on Investments
Current 0.50 1.88
Long-term 145.51 141.21
Interest Income - Others 57.57 68.83
Dividends Income on Investments

CONSOLIDATED FINANCIAL STATEMENTS


Current 3.14 11.00
Long-term 3.40 4.76
Net Gain on Sale of Current Investments 146.02 54.62
Other Non-Operating Income
Profit on Sale of Fixed Assets (Net) 10.67 2.12
Others 41.14 55.79
407.95 340.21
NOTE: 19
COST OF MATERIALS CONSUMED
Raw Materials Consumed 3,192.26 2,824.70
Packing Materials Consumed 130.23 119.42
3,322.49 2,944.12
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014
NOTE: 20
CHANGES IN INVENTORIES OF FINISHED GOODS,
WORK-IN-PROGRESS AND STOCK-IN-TRADE
Opening Stocks
Finished Goods 371.70 369.79
Stock-in-Trade 705.45 589.70
Work-in-Process 117.01 76.67
Waste/Scrap 0.06 0.15
Certified Emission Reductions 0.09 0.18
1,194.31 1,036.49
Less:
Closing Stocks
Finished Goods 383.85 371.70
Stock-in-Trade 782.09 705.45
Work-in-Process 124.18 117.01
Waste/Scrap 0.63 0.06
Certified Emission Reductions 0.09
1,290.75 1,194.31
Add/(Less):
Increase/(Decrease) in Excise Duty on Stocks 1.86 0.64
Impact on Stake Change (0.68)
Stock Transfer on Sale of Carbon Black Business (69.50)
(95.26) (226.68)

Movement of (Increase)/Decrease in Inventories


Finished Goods (12.15) (1.91)
Stock-in-Trade (76.64) (115.75)
Work-in-Process (7.17) (40.34)
Waste/Scrap (0.57) 0.09
Certified Emission Reductions 0.09 0.09
CONSOLIDATED FINANCIAL STATEMENTS

NOTE: 21
EMPLOYEE BENEFITS EXPENSES
Salaries and Wages 2,153.57 3,498.83
Contribution to Provident and Other Funds (Refer Note: 33) 141.96 164.06
Expense on Employee Stock Options Scheme (Refer Note: 34) 11.72 2.91
Expense on Employee Stock Appreciation Rights (Refer Note: 34) 1.12 0.49
Staff Welfare Expenses 112.51 229.09
2,420.88 3,895.38

NOTE: 22
CHANGE IN VALUATION OF LIABILITY IN RESPECT OF
LIFE INSURANCE POLICIES IN FORCE
(Released from)/Transfer to Fund for Future Appropriation (54.86) (136.20)
Change in Premium Discontinuance Fund 422.42 270.40
Change in Valuation of Liability in respect of Life Insurance Policies 4,884.44 1,842.53
Investment (Income)/Loss on the Life Insurance Policyholders
Fund related to Linked Business (5,008.30) (2,319.81)

243.70 (343.08)
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014
NOTE: 23
OTHER EXPENSES
Consumption of Stores and Spares 176.00 171.45
Power and Fuel 1,413.21 1,527.06
Rent 842.40 866.35
Repairs and Maintenance of:
Buildings 16.54 16.43
Plant and Machinery 305.30 313.85
Others 119.89 121.00
Insurance 24.24 24.73
Rates and Taxes 74.42 127.34
Processing Charges 60.41 70.33
Passive Infrastructure Charges 533.23 452.01
Licence and WPC Charges 837.15 737.66
Roaming and Access Charges 1,120.84 1,049.94
Connectivity Charges 124.76 151.54
Subscriber Acquisition and Servicing Expenses 196.83 198.47
Commission to Selling Agents 826.40 734.42
Brokerage and Discounts 267.58 222.24
Advertisement and Sales Promotion Expenses 619.04 594.18
Transportation and Handling Charges 122.86 115.44
Store Security, Housekeeping and Other Expenses 166.32 135.14
Distribution Expenses 59.70 63.46
Bad Debts and Provision for Bad and Doubtful Debts and Advances
including Contingency Provision for Standard Assets of NBFC 104.15 101.07
Travelling and Conveyance 149.40 171.02
Bank Charges 40.13 36.86
Foreign Exchange Loss (Net) 14.04 35.46
Information Technology Expenses 192.54 206.25
Miscellaneous Expenses 728.30 942.22
9,135.68 9,185.92

CONSOLIDATED FINANCIAL STATEMENTS


NOTE: 24
DEPRECIATION AND AMORTISATION EXPENSES
Depreciation of Tangible Assets 1,506.25 1,408.34
Amortisation of Intangible Assets 214.23 231.18
Less: Depreciation Charged to General Reserve pursuant
to merger scheme by Joint Venture (17.73) (30.66)
1,702.75 1,608.86

NOTE: 25
FINANCE COST
Interest Expenses* 1,728.15 1,498.98
Other Borrowing Costs 29.42 51.84
1,757.57 1,550.82

*Net of Interest Rebate Subsidy from Technology Upgradation Fund 9.94 13.07
*Net of Interest Capitalised 121.81 13.60
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CONSOLIDATED FINANCIAL STATEMENTS

NOTE: 26
CONTINGENT LIABILITIES NOT PROVIDED FOR
(a) Claims against the Group not acknowledged as Debts ` in Crores
Nature of Brief Description of Contingent Liabilities As at 31st As at 31st
Statute March, 2015 March, 2014
Excise Duty, Various other cases demanding duty for alleged wrong availment of 32.08 20.08
Central Excise benefit of exemption under Notification 38/2003-CE in respect of ready-
Act, 1944 made garments, demand of differential excise duty on processing of
yarn Cake in to Cone, demand of non-inclusion of Type Test Charges
with the value of insulators, demand on reversal of Cenvat Credit on sale
of capital goods, reversal of credit on inputs used for manufacturing
dutiable and exempted goods, etc.
Customs Duty, Various other cases pertaining to demand of non-fulfilment of EXIM 5.72 5.22
Customs Act, policy, differential duty on ENKA Tech Know-how, counter-vailing duty and
1942 additional duties on imports, supplementary Drawback claim, etc.
Sales Tax Demands raised by the VAT/Sales Tax Authorities of few states on 37.87 25.32
Broadband Connectivity, SIM cards, etc., on which the Company has
already paid Service Tax.
Entry tax demand in certain states on receipt of material from outside 8.70
the state.
Various other cases in respect of short forms of H, I and C, disallowance 26.06 18.66
of input credit, tax demand on freight charges and on export to Nepal.
Service Tax, Show Cause-cum-Demand Notice from Service Tax Authorities issued for 113.34 113.30
Finance Act, the AY 2007-08 to AY 2012-13 disputing Cenvat Credit eligibility on input
1994 services.
Demand mainly on account of interpretation of Rule 6(3), denial of Cenvat 93.88 53.58
related to towers, shelters and OFC ducts, disallowance of Cenvat allegedly
not related to output service.
Disallowance of Cenvat Credit on input services and service tax paid 26.61 20.92
under reverse charge mechanism, rebate claim rejected.
Service Tax demands related to excess utilization of Cenvat against 39.82 39.82
liability on risk premium and payment of reimbursements to agents.
Various other cases pertaining to disallowance of Cenvat Credit of 10.86 11.96
Service Tax on commission paid to overseas agent, in GTA services,
service for outward transportation and other services alleging not be
classified as input services for availment of Cenvat Credit, etc.
Income-tax Various Dept. Appeal in ITAT, High Court on 14A disallowance, 70.05 36.18
Act, 1961 disallowance of additional depreciation, disallowance of depreciation
on goodwill and various matters.
CONSOLIDATED FINANCIAL STATEMENTS

Demand for non-deduction of TDS on purchase of shares of Idea 102.12


u/s 201(1) and 201(1A).
The appeals which are pending before various Appellate Authorities 2,329.30 1,572.82
mainly on account of:
1. Disallowance of revenue share licensee, non applicability of TDS on
pre-paid margin, interest on interest free advances to wholly owned
subsidiaries.
2. Treating proceeds of CCPS as cash Credit.
3. Capital Gain on demerger of a telecom undrtaking.
4. Short-term capital gain on the fair valuation of investment in JV done
as per High Court approved scheme.
5. Demand on difference between revalued figure of Investment in Indus
held through a wholly owned subsidiary and book value of PI assets
transferred to step down subsidiary through High Court approved
scheme.
Various cases pertaining to demand in tax assessment for various years. 37.62 26.96
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
Nature of Brief Description of Contingent Liabilities As at 31st As at 31st
Statute March, 2015 March, 2014
Others Demand letter issued by UPSIDC for making payment of maintenance 22.84 18.23
Statutes charges on land allotted in 1983. The matter is currently pending before
the High Court, Lucknow.
Demand of water drawal charges by irrigation department. Matter 80.73 69.72
pending before the High Court, Gujarat.
Licensing Disputes. 826.88 503.18
Disputed matters with local Municipal Corporations, Electricity Boards, etc. 61.99 65.05
Letter of Comfort given to bank for third parties. 214.94
Repudiation of death claims and customer complaints. 26.32 9.11
Bank Guarantee given by ABNL IT & ITES for ABMWL. 10.20
Various Other cases pertaining to Industrial Disputes, Railways licence 92.70 67.26
fee demand, Textile Cess on ready-made garments, claims made
by clients on sale of securities and other Civil cases.
Grand Total 4,251.73 2,696.27

(b) Bills Discounted with Banks. 51.11 38.17


(c) Under the Jute Packaging Material (Compulsory use of Packing Commodities) Act, 1987, a specified percentage of fertilisers
dispatched was required to be supplied in jute bags up to 31st August, 2001. The Company made conscious efforts to use
jute packaging material as required under the said Act. However, due to non-availability of material as per the Companys
product specifications as well as due to strong customer resistance to use of jute bags, the specific percentage could not be
adhered to. The Company has received a show cause notice, against which a writ petition has been filed with the Honble
High Court, which is awaiting for hearing. The Jute Commissioner, Kolkata, had filed transfer petition, various writ petitions
have been filed in different High Courts by other aggrieved parties, including the Company, before the Honble Supreme
Court of India praying for consolidation of all cases at one Court. The transfer petition is pending before the Honble Supreme
Court. The Company has been advised that the said levy is bad in law.
(d) The Birla Sun Life Mutual Fund has invested in the Pass Through Certificates (PTC) issued by various Securitisation Trusts.
The Income Tax Department treated the interest Income from the PTC as taxable in the hands of such securitisation Trusts.
The Department has also issued the demand notices to various Mutual Funds, who are the beneficiaries in such trusts. The
Birla Sun Life Mutual Fund has also received the demand notice for AY 2009-10, and at present the case is being heard at
ITAT. Based on experts advice, the management does not expect the liability to crystalise, hence no provision is made in the
books of account.
(e) The Groups share in certain disputed tax demand notices and show cause notices relating to Direct and Indirect Tax matters
of Joint Venture of IDEA (IDEAs JV) amounting to ` 55.91 Crore (Previous Year: ` 148.65 Crore) have neither been acknowledged
as claims nor considered as contingent liabilities by the IDEAs JV. Based on internal assessment and independent advice
taken from tax experts by the IDEAs JV, it is of the view that the possibility of any of these tax demands materialising is
remote.

CONSOLIDATED FINANCIAL STATEMENTS


(f) DoT has issued demand notices towards one-time spectrum charges
for spectrum beyond 6.2 Mhz in respective service areas for retrospective period from 1st July, 2008 to 31st December,
2012, Groups share amounting to ` 85.93 Crore, and
for spectrum beyond 4.4 Mhz in respective service areas effective 1st January, 2013, till expiry of the period as per
respective licences Groups share amounting to ` 406.06 Crore.
In the opinion of IDEA, inter-alia, the above demands amount to alteration of financial terms of the licences issued in the past.
IDEA, therefore, petitioned the Honble High Court of Bombay, where the matter was admitted and is currently sub-judice.
The Honble High Court of Bombay has directed the DoT, not to take any coercive action until the matter is further heard.
(g) As per the terms of the Stock Purchase Agreement (SPA) executed between ABNL IT&ITES with group of investors led by
Capital Square Partners and CX Partners, dated January 30, 2014, Amendment Agreement dated April 30, 2014 and Amended
and Restated Amendment Agreement dated May 8, 2014, the Company has indemnified the Purchaser in respect of litigation
and other matters pertaining to the period prior to closing, including the cost incurred towards settlement/defence for these
litigation matters.
As per the terms of the SPA, there is a limit on the indemnity amount and the indemnity period, i.e., USD 6 million and 3 years
from the date of closing, respectively. This limit, however, does not include (i) ownership of shares and assets (ii) tax matters
and (iii) Three specific litigation matters. During the year, litigation claim and related expenses aggregating USD 0.59 Million
raised against the Company which have been fully provided. The Company does not expect any claim in respect of other
matters.
The detais of Contingent Liability in respect of tax matters are given below:
Income Tax matters: ` 21.20 Crore.
Service Tax matters: ` 26.61 Crore.
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 27
CAPITAL AND OTHER COMMITMENTS
(a) Spectrum won in Auctions (Refer Note: 40 (iv)(A)) 6,565.15
(b) Estimated Amount of Contracts remaining to be executed on Capital Account
and not provided for (Net of Advances) 1,159.47 1,005.68
(c) Uncalled commitments in respect of Investments in the Units of Aditya Birla
Private Equity Fund I and Aditya Birla Private Equity Sunrise Fund 7.47
(d) Custom Duty on Capital Goods and Raw Materials Imported under Advance
Licensing/EPCG Scheme, against which export obligation is to be fulfilled 154.26 165.21

(e) For commitment under lease contract Refer Note: 31.


(f) For commitment under derivative contract Refer Note: 37.
(g) Transfer of investments in IDEA Cellular Ltd. (IDEA) and Birla Sun Life Insurance Co. Ltd. is restricted by the terms contained
in their respective joint venture agreements. Non-disposal undertakings for IDEA, Aditya Birla Finance Limited (subsidiary of
Aditya Birla Financial Service Limited (ABFSL)), Pantaloons Fashion & Retail Limited (subsidiary of Indigold Trade and Service
Limited) and Madura Garments Lifestyle Retails Company Limited investments have also been provided to certain Banks for
respective credit facilities extended by them.
Pursuant to the Shareholders Agreement entered into with the Joint Venture partner, the Company has, in respect of Birla Sun
Life Insurance Company Limited, agreed to infuse its share of capital from time to time to meet the solvency requirement
prescribed by the regulatory authority.
(h) Aditya Birla Finance Limited (ABFL), a subsidiary of the Company, has issued 10.20% Non-Convertible sub-ordinate Debenture
(NCD) aggregating ` 300 Crore. The Company has entered into an option agreement with the holders of such NCD pursuant
to which the holders have put option on the Company and the Company has call option on the holders on expiry of 36 months
from the date of allotment of NCD. Further, on happening of certain events, the put option can also be exercised by the
holders on the Company on any other date on happening of such events.
(i) Idea Cellular Limited (IDEA), a Joint Venture Company, to buy compulsorily convertible preference shares issued by Aditya
Birla Telecom Limited (ABTL), a subsidiary of the Company, from the holder at a mutually agreed consideration based on the
fair value, in the event the holder exercises exit rights. In case, the holder of CCPS exercises the right of conversion, ABTL will
issue equity shares equivalent to 30.3125% of its total Equity Share Capital.

NOTE: 28
EXCEPTIONAL ITEMS
(a) In the current year, Loss on Sale of IT & ITES subsidiary, Aditya Birla Minacs Worldwide Limited of ` 13.33 Crore. (Refer Note:
32 for Disclosure as per Discontinuing operations)
CONSOLIDATED FINANCIAL STATEMENTS

(b) In the previous year, Gain on Sale of Carbon Black Business of ` 24.06 Crore. (Refer Note: 32 for Disclosure as per Discontinuing
Operation)
(c) In the previous year, Aditya Birla Financial Services Private Limited, a wholly owned subsidiary of the Company, provided for
diminution in value of its Long-term Investment in two subsidiaries, namely, Aditya Birla Money Limited and Aditya Birla
Money Mart Limited. The impact of diminution in Consolidated Financial Statement amounting to ` 18.64 Crore has been
recognised as an exceptional items as an impairment of Goodwill created on acquisition of these subsidiaries.
Above impairment is pertains to 'Other Financial Services Segment.
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
NOTE: 29
DISCLOSURE PURSUANT TO ACCOUNTING STANDARD-20
EARNINGS PER SHARE ATTRIBUTABLE TO OWNERS
Earnings Per Share (EPS) is calculated as under:
Net Profit as per the Statement of Profit and Loss attributable to Owners 1,415.50 1,142.88
Less: Preference Dividend and Tax thereon 0.01
Net Profit for EPS (A) 1,415.50 1,142.87
Weighted-Average Number of Equity Shares for calculation of Basic EPS (B) 130,111,149 124,121,740
Basic EPS (`) (A/B) 108.79 92.08
Weighted-Average Number of Equity Shares Outstanding 130,111,149 124,121,740
Add: Shares Held in Abeyance 41,323 41,323
Add: Dilutive Impact of Employee Stock Options 168,085 80,735
Add: Potential Equity Shares Due to Share Warrants 1,174,496
Weighted-Average Number of Equity Shares for calculation of Diluted EPS (C) 130,320,557 125,418,294
Diluted EPS (`) (A/C) 108.62 91.12
Nominal Value of Shares (`) 10.00 10.00

NOTE: 30
DETAILS OF PROPORTIONATE SHARE OF JOINT VENTURE COMPANIES
The Groups proportionate share in the Assets, Liabilities, Income and Expenses of its Joint Venture companies included in these
Consolidated Financial Statements are given below:

` in Crores
As at As at
31st March, 2015 31st March, 2014

EQUITY AND LIABILITIES


(A) Shareholders Funds

CONSOLIDATED FINANCIAL STATEMENTS


Share Capital - Preference 0.45 0.48
Reserves and Surplus 4,927.72 3,736.47
4,928.17 3,736.95
(B) Non-Current Liabilities
Long-term Borrowings 3,864.99 4,573.71
Deferred Tax Liabilities (Net) 442.65 457.48
Other Long-term Liabilities 224.24 232.85
Long-term Provisions 133.50 125.79
4,665.38 5,389.83
(C) Current Liabilities
Short-term Borrowings 48.26 163.28
Trade Payables 721.03 703.40
Other Current Liabilities 3,209.94 1,272.68
Short-term Provisions 70.33 47.35
4,049.56 2,186.71
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
As at As at
31st March, 2015 31st March, 2014
ASSETS
(D) Non-Current Assets
Fixed Assets
Tangible Assets 4,961.52 5,515.99
Intangible Assets 3,311.64 1,952.44
Capital Work-in-Progress 1,196.64 2,881.06
9,469.80 10,349.49
Long-term Loans and Advances 995.20 730.92
Other Non-Current Assets 10.66 36.54
10,475.66 11,116.95
(E) Current Assets
Current Investments 2,683.26 54.38
Inventories 16.54 17.23
Trade Receivables 125.01 115.35
Cash and Bank Balances 361.69 47.46
Short-term Loans and Advances 286.09 307.33
Other Current Assets 127.57 87.52
3,600.16 629.27
Contingent Liabilities 3,852.44 2,761.88
Capital Commitments 7,636.38 1,430.46

` in Crores
Year Ended Year Ended
STATEMENT OF PROFIT AND LOSS 31st March, 2015 31st March, 2014

Revenue from Operations 7,467.49 6,668.65


Other Income 126.71 84.34
Total Revenue 7,594.20 6,752.99

Expenses
Purchase of Stock-in-Trade 33.12 48.98
CONSOLIDATED FINANCIAL STATEMENTS

Changes in Inventories of Finished Goods, Work-in-Progress and Stock-in-Trade 1.33 (0.36)


Employee Benefits Expenses 362.25 331.04
Other Expenses 4,528.13 4,224.06

Total Expenses 4,924.83 4,603.72

Profit Before Depreciation/Amortisation, Interest and Tax (PBDIT) 2,669.37 2,149.27


Depreciation and Amortisation Expenses 1,254.27 1,140.22
Finance Cost 247.75 241.00
Profit Before Exceptional Item and Tax 1,167.35 768.05
Exceptional Items
Profit Before Tax 1,167.35 768.05
Tax Expenses
Current Tax 393.02 168.73
MAT Credit (0.99) (34.76)
Deferred Tax 19.64 137.61
Profit for the Year 755.68 496.47
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NOTE: 31
DISCLOSURE PURSUANT TO ACCOUNTING STANDARD-19 LEASES IS AS UNDER:
` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014
A. Assets Taken on Lease:
i) Operating Lease Payment recognised in the Statement of Profit and Loss
Minimum Lease Rent 1,230.99 1,201.33
Contingent Lease Rent 120.41 99.48
1,351.40 1,300.81

ii) The Group has taken certain Office Premises, Main switching centre locations, Leasehold Improvements, Furniture and
Fixtures, Information Technology and Office Equipment, BPO centres, Showrooms and Residential Houses on
non-cancellable/cancellable operating lease.
iii) The future minimum rental payable in respect of non-cancellable operating lease are as follows:
As at As at
31st March, 2015 31st March, 2014

Not later than one year 751.21 812.85


Later than one year and not later than five years 2,147.02 2,398.62
Later than five years 1,372.92 1,188.55
4,271.15 4,400.02

iv) The details of finance lease payments payable and their Present Value of the Group as at the Balance Sheet Date:

Particulars Total Lease Present Value Interest


Charges Payable
a) Not later than one year 2.63 2.10 0.53
(3.64) (2.92) (0.72)
b) Later than one year and not later than five years 3.39 2.94 0.45
(4.16) (3.62) (0.54)
Total 6.02 5.04 0.98
(7.80) (6.54) (1.26)

Figures in brackets represent corresponding amount of Previous Year.

CONSOLIDATED FINANCIAL STATEMENTS


B. Assets Given on Lease:
The Group has leased under operating lease arrangements certain Optical Fibre Cables on Indefeasible Rights of Use (IRU)
basis, the gross block, accumulated depreciation and depreciation expense of the assets given on IRU basis is not separately
identifiable and, hence, not disclosed.
` in Crores
As at As at
31st March, 2015 31st March, 2014

The future minimum lease rental in respect of the above


Optical Fibre Cables lease is as follows:
Not later than one year 29.48 4.66
Later than one year and not later than five years 99.53 0.32
Later than five years 109.20
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CONSOLIDATED FINANCIAL STATEMENTS

NOTE: 32
DISCONTINUING OPERATIONS
Carbon Black Business
The Company, in its Committee of Directors meeting held on 6th April, 2013, had decided to divest the Carbon Black business with
effect from 1st April, 2013, on a going-concern basis, by way of a slump sale, to SKI Carbon Black (India) Private Limited.
In accordance with approval given by the shareholders, the Company had accounted for slump sale of Carbon Black business
(identified as reportable segment under AS-17) with effect from 1st April, 2013, on a going-concern basis to SKI Carbon Black
(India) Private Limited pursuant to Business Transfer Agreement entered into with them and accordingly, in the previous year, a
gain of ` 24.06 Crore on the said slump sale had been recognised as an exceptional item and a net tax credit of ` 40.70 Crore
(including reversal of deferred tax credit) had been netted off with the tax expense.
The following statement shows the revenue and expenses of Carbon Black Business:
` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014
Total Revenue
Total Expenses

Profit Before Depreciation/Amortisation, Interest and Tax (PBDIT)


Depreciation and Amortisation Expenses
Finance Cost

Profit Before Exceptional Item and Tax


Profit on Sale of Asset Attributable to Discontinued Operation 24.06

Profit Before Tax from Discontinued Operation 24.06

Tax Expenses of Discontinued Operations (Net of reversal of Deferred Tax


liability on sale of assets attributable to Carbon Black Business ` Nil
(Previous Year: ` 77.58 Crore) (40.70)
Profit for the Year 64.76

The carrying amount of the total assets and liabilities transferred are as follows:
` in Crores
As at As at
31st March, 2015 31st March, 2014
CONSOLIDATED FINANCIAL STATEMENTS

Total Assets
Total Liabilities

The net cash flows attributable to the Carbon Black Business are as follows:
` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014

Operating Activities
Investing Activities
Financing Activities
Net Cash Inflow/(Outflow)
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CONSOLIDATED FINANCIAL STATEMENTS

IT & ITeS Business


ABNL IT & ITES Limited, a wholly owned subsidiary of the Company, at its meeting of the Board of Directors held on
30th January, 2014, had approved the divestment of shares held by it in its IT-ITeS subsidiary, Aditya Birla Minacs Worldwide
Limited (identified as reportable segment under AS-17), and had executed a Share Purchase Agreement with a group of investors
led by Capital Square Partners and CX Partners at an Enterprise Value of USD 260 Million (including deferred grant) subject to
working capital adjustment and fulfilment of requisite consents and approvals.
All requisite consents and approvals which were part of closing conditions have been completed. With this divestment, Aditya Birla
Minacs Worldwide Limited and its subsidiaries ceased to be subsidiaries of the Company, with effect from 9th May, 2014, and a
loss of ` 13.33 Crore (Net off one-time fees) has been recognised as an exceptional item.
The following statement shows the revenue and expenses of IT & ITeS Business:
` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014

Revenue from Operations 283.16 2,897.73


Other Income 0.04 7.08
Total Revenue 283.20 2,904.81

Expenses
Employee Benefits Expenses 205.36 1,934.76
Other Expenses 83.51 686.52
Total Expenses 288.87 2,621.28

Profit/(Loss) Before Depreciation/Amortisation, Interest and Tax (PBDIT) (5.67) 283.53


Depreciation and Amortisation Expenses 10.78 101.80
Finance Cost 8.43 168.02
Profit/(Loss) Before Exceptional Item and Tax (24.88) 13.71
Exceptional Items (13.33)
Profit/(Loss) Before Tax from Discontinued Operations (38.21) 13.71
Tax Expenses/(Credit) of Discontinued Operations (2.17) 4.66
Profit/(Loss) for the Year (36.04) 9.05

Profit/(Loss) Before Tax from Ordianry Activities of Discontinued Operation (24.88) 13.71
Profit/(Loss) Before Tax from Sale of Assets Attributable to Discontinued Operations (13.33)
Tax Expense/(Credit) from Ordinary Activities of Discontinued Operations (2.17) 4.66
Profit/(Loss) for the Year (36.04) 9.05

CONSOLIDATED FINANCIAL STATEMENTS


The carrying amount of the total assets and liabilities transferred are as follows:
` in Crores
As at As at
8th May, 2014 31st March, 2014

Total Assets 1,696.20 1,846.99


Total Liabilities 1,458.91 1,415.86
The net cash flows attributable to the IT & ITeS Business are as follows:
` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014

Operating Activities 18.28 152.09


Investing Activities (34.10) (73.92)
Financing Activities 52.91 (98.71)
Foreign Exchange difference on translation of foreign currency
cash and cash equivalents 0.33 0.61
Net Cash Inflow/(Outflow) 37.42 (19.93)
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NOTES FORMING PART OF Aditya Birla Nuvo Limited - Annual Report 2014-2015
CONSOLIDATED FINANCIAL STATEMENTS

NOTE: 33
RETIREMENT BENEFITS
Disclosure in respect of Employee Benefits pursuant to Accounting Standard-15 (Revised)
(a) The details of the Groups Defined Benefit Plans in respect of Gratuity (funded by the Group):
General Description of the Plan
The Group operates gratuity plan through a trust wherein every employee is entitled to the benefit equivalent to fifteen days
salary last drawn for each completed year of service. The same is payable on termination of service or retirement, whichever
is earlier. The benefit vests after five years of continuous service. In case of some employees, the Groups scheme is more
favourable as compared to the obligation under Payment of Gratuity Act, 1972. A small part of the gratuity plan, which is not
material, is unfunded and managed within the Group.
` in Crores
As at As at
31st March, 2015 31st March, 2014
Amounts recognised in the Balance Sheet in respect of Gratuity
Present Value of the funded Defined Benefit Obligations at the end of the year 218.13 184.07
Fair Value of Plan Assets 189.58 164.63
Net Liability/(Asset) 28.55 19.44
Amounts recognised in Employee Benefits Expenses in the
Statement of Profit and Loss in respect of Gratuity
Current Service Cost 21.26 22.18
Interest on Defined Benefit Obligations 15.41 14.50
Expected Return on Plan Assets (13.14) (13.03)
Net Actuarial (Gain)/Loss recognised during the year 14.91 (4.49)
Net Gratuity Cost 38.44 19.16
Actual Return on Plan Assets:
Expected Return on Plan Assets 13.14 13.03
Actuarial Gain/(Loss) on Plan Assets 10.03 (3.93)
Actual Return on Plan Assets 23.17 9.10

Reconciliation of Present Value of the Obligations and the Fair Value of the Plan Assets:
Change in Present Value of the Obligations:
Opening Defined Benefit Obligations 184.07 183.51
Current Service Cost 21.26 22.18
Interest Cost 15.41 14.50
Actuarial (Gain)/Loss 24.94 (8.42)
Liability on Stake Change/Divestment/Amalgamation of Subsidiaries/Joint Ventures (10.57) (9.96)
Benefits Paid (16.98) (17.74)
Closing Defined Benefit Obligations 218.13 184.07
CONSOLIDATED FINANCIAL STATEMENTS

Change in Fair Value of the Plan Assets:


Opening Fair Value of the Plan Assets 164.63 159.61
Expected Return on the Plan Assets 13.14 13.03
Actuarial Gain/(Loss) 10.03 (3.93)
Asset on Stake Change/Divestment/Amalgamation of Subsidiaries/Joint Ventures (7.79) (9.84)
Contributions by the Employer 26.55 23.50
Benefits Paid (16.98) (17.74)
Closing Fair Value of the Plan Assets 189.58 164.63

Investment Details of the Plan Assets


Government of India Securities 20% 15%
Corporate Bonds 1% 1%
Special Deposit Scheme 2% 2%
Insurer Managed Fund* 63% 70%
Others 14% 12%
Total 100% 100%

*included in the Fair Value of the Plan Assets, investment in Groups


own financial instruments (funds of Birla Sun Life Insurance Company Limited) 96.65 97.94
There are no amount included in the Fair Value of the Plan Assets for Property occupied by or other assets used by the Group.
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
Experience Adjustment 31st March, 31st March, 31st March, 31st March, 31st March,
2015 2014 2013 2012 2011

Defined Benefit Obligations 218.13 184.07 183.51 143.87 126.73


Plan Assets 189.58 164.63 159.61 133.25 113.98
Surplus/(Deficit) (28.55) (19.44) (23.90) (10.62) (12.75)
Experience Adjustment on Plan Liabilities 10.55 11.13 8.25 3.86 7.09
Experience Adjustment on Plan Assets 10.03 (3.93) 4.33 (1.79) 0.36
Expected rate of return on assets is based on the average long-term rate of return expected on investments of the fund during
the estimated term of the obligations.
As at As at
31st March, 2015 31st March, 2014
Principal Actuarial Assumptions at the Balance Sheet Date
Discount Rate 7.80% - 8.00% 8.00% - 9.00%
Estimated Rate of Return on the Plan Assets 8.00% - 9.00% 7.50% - 9.00%

The Estimates of future salary increase, considered in actuarial valuation, take account of inflation, seniority, promotion and
other relevant factors such as supply and demand in the employment market.
(b) The details of the Groups Defined Benefit Plans in respect of Gratuity (unfunded by the Group):
` in Crores
As at As at
31st March, 2015 31st March, 2014
Amounts recognised in the Balance Sheet in respect of Gratuity
Present Value of the unfunded Defined Benefit Obligations at the end of the year 8.56 5.87
Amounts recognised in Employee Benefits Expenses in the
Statement of Profit and Loss in respect of Gratuity
Current Service Cost 1.35 0.99
Interest on Defined Benefit Obligations 0.59 0.29
Net Actuarial (Gain)/Loss recognised during the year 1.54 0.98
Net Gratuity Cost 3.48 2.26
Reconciliation of Present Value of the Obligation:
Opening Defined Benefit Obligations 5.87 2.95
Current Service Cost 1.35 0.99

CONSOLIDATED FINANCIAL STATEMENTS


Interest Cost 0.59 0.29
Actuarial (Gain)/Loss 1.54 0.98
Liability on Stake Change/Divestment/Amalgamation of Subsidiaries/Joint Ventures (0.08) 1.07
Benefits Paid (0.71) (0.41)
Closing Defined Benefit Obligations 8.56 5.87

Experience Adjustment 31st March, 31st March, 31st March, 31st March, 31st March,
2015 2014 2013 2012 2011

Defined Benefit Obligations 8.56 5.87 2.95 0.83 0.39


Experience Adjustment on Plan Liabilities 0.40 0.05 0.08
As at As at
31st March, 2015 31st March, 2014
Principal Actuarial Assumptions at the Balance Sheet Date
Discount Rate 7.75% - 8.00% 8.25% - 9.10%
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CONSOLIDATED FINANCIAL STATEMENTS

(c) The details of the Groups Defined Benefit Plans in respect of Group owned Provident Fund Trust
` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014

Contribution to the Group-Owned Employees Provident Fund Trust 12.45 12.82


(Excluding amount capitalised ` Nil (Previous Year: ` 0.10 Crore))
The Guidance Note on implementing AS-15 'Employee Benefits (Revised 2005), issued by the ICAI states that the Provident
Funds set-up by employers, which require interest shortfall to be met by the employer, needs to be treated as Defined Benefit
Plan. The Group set-up Provident Fund does not have existing deficit of Interest shortfall.
The actuary has provided the valuation and based on the below provided assumptions there is no shortfall as at
31st March, 2015, and 31st March, 2014. As per the actuarial valuation report, the interest shortfall liability being Other Long-
term Employee Benefits, detailed disclosures are not required.
` in Crores
As at As at
31st March, 2015 31st March, 2014
The details of the Plan Assets position as under:
Plan Assets at Fair Value 579.84 510.05
Liability Recognised in the Balance Sheet Nil Nil
Assumption used in determining the present value of obligation of interest rate
guarantee under the Deterministic Approach
Discount Rate for the term of the Obligations 7.82% - 7.90% 8.95% - 9.00%
Discount Rate for the remaining term of maturity of Investment Portfolio 7.87% 8.88%
Guaranteed Interest Rate 8.75% 8.75%
(d) The details of the Groups Defined Benefit Plans in respect of Pension (unfunded by the Group):
General Description of the Plan
In addition to the contribution to the state managed pension plan, the Group provides pension to some employees, which is
discretionary in the nature. The quantum of pension depends on the cadre of the employee at the time of retirement.
` in Crores
As at As at
31st March, 2015 31st March, 2014
Amounts recognised in the Balance Sheet in respect of Pension:
Present Value of unfunded Defined Benefit Obligations at the end of the year 6.62 6.27
Amounts recognised in Employee Benefits Expenses in the
Statement of Profit and Loss in respect of Pension:
Interest on Defined Benefit Obligations 0.51 0.46
Net Actuarial (Gain)/Loss recognised during the year 1.02 0.60
Net Pension Cost 1.53 1.06
CONSOLIDATED FINANCIAL STATEMENTS

Reconciliation of Present Value of the Obligations:


Opening Defined Benefit Obligations 6.27 6.39
Interest Cost 0.51 0.46
Actuarial (Gain)/Loss 1.02 0.60
Benefits Paid (1.18) (1.18)
Closing Defined Benefit Obligations 6.62 6.27

Financial Assumptions at the Valuation Date


Discount Rate 8.00% 8.90%
` in Crores
Experience Adjustment 31st March, 31st March, 31st March, 31st March, 31st March,
2015 2014 2013 2012 2011

Defined Benefit Obligations 6.62 6.27 6.39 6.46 6.93


Experience Adjustment on Plan Liabilities 0.75 0.90 0.37 0.13 0.05
` in Crores
Year Ended Year Ended
31st March, 2015 31st March, 2014
(e) Defined Contribution Plans
Amount recognised as an expense and included in the Note: 21
as Contribution to Provident and Other Funds 91.07 132.08
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NOTE: 34
DISCLOSURE UNDER EMPLOYEE STOCK OPTIONS SCHEME
EMPLOYEE STOCK OPTIONS PLAN
1) OF THE COMPANY
(A) Under the Employee Stock Options Scheme-2006 (ESOS-2006), the Company has granted Options to the eligible
employees of the Company and its Subsidiaries. The details are as under:
(i) Employee Stock Options Scheme:

Particulars Tranche - I Tranche - II Tranche - III Tranche - IV Tranche - V


No. of Options 163,280 166,093 17,174 11,952 3,370
Method of Accounting Intrinsic Value Intrinsic Value Intrinsic Value Intrinsic Value Intrinsic Value
Vesting Plan Graded Graded Graded Graded Graded
Vesting - 25% Vesting - 25% Vesting - 25% Vesting - 25% Vesting - 25%
every year every year every year every year every year
Exercise Period 5 Years from 5 Years from 5 Years from 5 Years from 5 Years from
the Date of the Date of the Date of the Date of the Date of
Vesting Vesting Vesting Vesting Vesting
Grant Date 23.08.2007 25.01.2008 20.08.2010 08.09.2010 07.06.2011
Grant/Exercise Price (` Per Share) 1,180.00 1,802.00 687.00 697.00 748.00
Re-pricing of the Option on
20th August, 2010 (` Per Share) 687.00 687.00
Market Price on the date of
Grant of Option (` Per Share) 1,282.55 1,948.70 816.85 839.80 905.10
Market Price on the date of
Re-pricing of Option (` Per Share) 816.85 816.85
(ii) Details of Activity in the Plan
2014-15 2013-14
Particulars Options Range of Weighted- Options Range of Weighted-
Exercise average Exercise average
Price (`) Exercise Price (`) Exercise
Price (`) Price (`)
Options Outstanding 116,235 687.00 to 689.80 168,841 687.00 to 688.93
at the beginning of the year 748.00 748.00
Granted during the year
Exercised during the year 52,221 687.00 687.97 51,766 687.00 687.00
Lapsed during the year 1,683 697.00 697.00 840 687.00 687.00

CONSOLIDATED FINANCIAL STATEMENTS


Options Outstanding 62,331 687.00 to 691.14 116,235 687.00 to 689.80
at the end of the year 748.00 748.00
Options Unvested at the 843 7,956
end of the year
Options Exercisable 61,488 687.00 to 690.36 108,279 687.00 to 688.78
at the end of the year 748.00 748.00
For the option exercised during the period, the weighted-average share price at the exercise date was ` 1494.92 per
share (Previous Year: ` 1,102.13 per share).
The weighted-average remaining contractual life for the stock options outstanding as at 31st March, 2015, is 1.65 years
(Previous Year: 2.06 years).
(iii) Fair Valuation:
The fair value of the options used to compute proforma net profit and earnings per share have been done by an
independent valuer on the date of grant using Black-Scholes Merton Formula. The key assumptions and the Fair Value
are as under:
Particulars On the Date of Grant
Tranche - I Tranche - II Tranche - III Tranche - IV Tranche - V
Risk-Free Interest Rate (%) 7.78 7.78 8.09 8.09 8.09
Option Life (Years) 5 5 5 5 5
Expected Volatility* 38 38 54.04 53.88 34.05
Expected Dividend Yield (%) 0.52 0.52 0.86 0.86 0.57
Weighted-average Fair Value per Option (`) 591.53 825.67 471.44 486.82 443.49
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CONSOLIDATED FINANCIAL STATEMENTS

Particulars On the Date of Repricing


Tranche - I Tranche - II
Risk-Free Interest Rate (%) 8.09 8.09
Option Life (Years) 5 5
Expected Volatility * 54.04 54.04
Expected Dividend Yield (%) 0.36 0.5
Weighted-average Fair Value per Option (`) 355.12 366.54
* Expected volatility of the Companys stock price is based on NSE price data of last two years.
(B) Under the Employee Stock Options Scheme-2013 (ESOS-2013), the Company has granted options and Restricted
Stock Units (RSUs) to the eligible employees of the Company. The details are as under:
(a) Stock Options:
(i) Employee Stock Options Scheme:
Particulars Tranche - I Tranche - II Tranche - III
No. of Options 104,272 16,239 35,060
Method of Accounting Intrinsic Value Intrinsic Value Intrinsic Value
Vesting Plan Graded Vesting - 25% Graded Vesting - 25% Graded Vesting - 25%
every year every year every year
Exercise Period 5 Years from the Date 5 Years from the Date 5 Years from the Date
of Vesting of Vesting of Vesting
Grant Date 07.12.2013 29.01.2014 12.11.2014
Grant/Exercise Price (` Per Share) 1,239.80 1,053.85 1,726.95
Market Price on the date of
Grant of Option (` Per Share) 1,239.80 1,053.85 1,726.95

(ii) Details of Activity in the Plan

2014-15 2013-14
Particulars Options Range of Weighted- Options Range of Weighted-
Exercise average Exercise average
Price (`) Exercise Price (`) Exercise
Price (`) Price (`)
Options Outstanding at the 120,511 1,053.85 to 1,214.74
beginning of the year 1,239.80
Granted during the year 35,060 1,726.95 1,726.95 120,511 1,053.85 to 1,214.74
1,239.80
Exercised during the year
CONSOLIDATED FINANCIAL STATEMENTS

Lapsed during the year 56,916 1,239.80 1,239.8


Options Outstanding 98,655 1,053.85 to 1,382.32 120,511 1,053.85 to 1,214.74
at the end of the year 1,726.95 1,239.80
Options Unvested at the 86,096 120,511
end of the year
Options Exercisable at the 12,559 1,053.85 to 1,179.67
end of the year 1,239.80
The weighted-average remaining contractual life for the stock options outstanding as at 31st March, 2015, is 6.62 years
(Previous Year: 7.21 years).
(iii) Fair Valuation:
The fair value of the options used to compute proforma net profit and earnings per share have been done by an
independent valuer on the date of grant using Black-Scholes Merton Formula. The key assumptions and the Fair Value
are as under:
Particulars On the Date of Grant
Tranche - I Tranche - II Tranche - III
Risk-Free Interest Rate (%) 8.88 8.87 7.91
Option Life (Years) 5 5 5
Expected Volatility * 30.02 29.97 30.45
Expected Dividend Yield (%) 0.61 0.73 0.42
Weighted-average Fair Value per Option (`) 509.65 428.05 694.22
* Expected volatility of the Companys stock price is based on NSE price data of last three years.
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(b) Restricted Stock Units:


(i) Employee Stock Options Scheme:
Particulars Tranche - I Tranche - II Tranche - III
No. of Options 101,731 9,567 12,630
Method of Accounting Intrinsic Value Intrinsic Value Intrinsic Value
Vesting Plan Bullet Vesting-end of 3 Bullet Vesting-end of 3 Bullet Vesting-end of 3
years from the grant date years from the grant date years from the grant date
Exercise Period 5 Years from the Date 5 Years from the Date 5 Years from the Date
of Vesting of Vesting of Vesting
Grant Date 07.12.2013 29.01.2014 12.11.2014
Grant/Exercise Price (` Per Share) 10.00 10.00 10.00
Market Price on the date of
Grant of Option (` Per Share) 1,239.80 1,053.85 1,726.95

(ii) Details of Activity in the Plan


2014-15 2013-14
Particulars Options Range of Weighted- Options Range of Weighted-
Exercise average Exercise average
Price (`) Exercise Price (`) Exercise
Price (`) Price (`)
Options Outstanding at the 111,298 10.00 10.00
beginning of the year
Granted during the year 12,630 10.00 10.00 111,298 10.00 10.00
Exercised during the year
Lapsed during the year 18,887 10.00 10.00
Options Outstanding 105,041 10.00 10.00 111,298 10.00 10.00
at the end of the year
Options unvested at the 105,041 111,298
end of the year
Options exercisable
at the end of the year
The weighted-average remaining contractual life for the stock options outstanding as at 31st March, 2015, is 6.82 years
(Previous Year: 7.71 years).
(iii) Fair Valuation:
The fair value of the options used to compute proforma net profit and earnings per share have been done by an
independent valuer on the date of grant using Black-Scholes Merton Formula. The key assumptions and the Fair Value
are as under:

CONSOLIDATED FINANCIAL STATEMENTS


Particulars On the Date of Grant
Tranche - I Tranche - II Tranche - III
Risk-Free Interest Rate (%) 8.88 8.87 7.91
Option Life (Years) 5.5 5.5 5.5
Expected Volatility * 30.02 29.97 30.45
Expected Dividend Yield (%) 0.62 1.23 0.70
Weighted-average Fair Value per Option (`) 1,195.33 1,008.87 1,684.01
* Expected volatility of the Companys stock price is based on NSE price data of last three years.
2) OF SUBSIDIARY COMPANY
(A) Pantaloons Fashion & Retail Limited (PFRL)
The Company provides Share-based Payment schemes to its employees. During the year ended 31 March, 2014, an
employee stock option plan (ESOP) was introduced. The relevant details of the scheme and the grant are as below:
On 22nd July, 2013, the ESOP Compensation Committee (Committee) and the Board of Directors (Board) approved
the introduction of an ESOP Scheme, viz., Pantaloons Employee Stock Option Scheme-2013 (Scheme) for issue of
Stock options (Options) and Restricted Stock Units (RSUs) to the key employees and directors of the Company,
subject to the approval of the Shareholders of the Company. Shareholders of the Company, vide a resolution passed at
the Sixth Annual General Meeting of the Company, held on 23rd August, 2013, approved the introduction of the Scheme
and authorised the Board/Committee to finalise and implement the scheme. Accordingly, pursuant to the resolution
passed by the Committee on 25th October, 2013, the Committee finalised the scheme and granted Options and RSUs
to the Eligible Employees. The details of the Scheme, are as below:
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CONSOLIDATED FINANCIAL STATEMENTS

(i) Employee Stock Options Scheme:


Particulars Stock Options RSUs
Tranche - I Tranche - II Tranche - I Tranche - II
No. of Options 830,382 11,686 259,849 5,000
Method of Accounting Intrinsic Value Intrinsic Value Intrinsic Value Intrinsic Value
Vesting Plan Graded Vesting - Graded Vesting - Graded Vesting - Graded Vesting -
25% every year 25% every year 25% every year 25% every year
Exercise Period 5 Years from the 5 Years from the 5 Years from the 5 Years from the
Date of Vesting Date of Vesting Date of Vesting Date of Vesting
Grant Date 25.10.2013 10.06.2014 25.10.2013 10.06.2014
Grant/Exercise Price (` Per Share) 102.10 118.20 10.00 10.00
Market Price on the date of
Grant of Option (` Per Share) 102.10 118.20 102.10 118.20

(ii) Details of Activity in the Plan


Particulars Year Ended Weighted- Year Ended Weighted-
31st March, average 31st March, average
2015 Exercise 2014 Exercise
Price (`) Price (`)
Options Granted under ESOS-2013
Options Outstanding at the beginning of the year 830,382 102.10
Granted during the year 11,686 118.20 830,382 102.10
Exercised during the year
Lapsed during the year 264,956 102.10
Options Outstanding at the end of the year 577,112 102.32 830,382 102.10
Options Unvested at the end of the year 577,112 830,382
Options Exercisable at the end of the year
Remaining Contractual Life of Outstanding Options (Years) 5 6
RSUs Granted under ESOS-2013
Options Outstanding at the beginning of the year 259,849 10.00
Granted during the year 5,000 10.00 259,849 10.00
Exercised during the year
Lapsed during the year 32,728
CONSOLIDATED FINANCIAL STATEMENTS

Options Outstanding at the end of the year 232,121 10.00 259,849 10.00
Options Unvested at the end of the year 232,121 259,849
Options Exercisable at the end of the year
Remaining Contractual Life of Outstanding Options (Years) 7 8
(iii) Fair Valuation:
The fair value of the options used to compute proforma net profit and earnings per share have been done by an
independent valuer on the date of grant using Black-Scholes Merton Formula. The key assumptions and the Fair Value
are as under:
Particulars On the Date of Grant
Stock Options RSUs
Tranche - I Tranche - II Tranche - I Tranche - II
Risk-Free Interest Rate (%) 8.58 7.91 8.58 7.91
Expected Volatility * 45.93 44.77 45.93 44.77
Expected Dividend Yield (%) NIL NIL NIL NIL
Weighted-average Fair Value per Option (`) 52.96 59.32 95.9 111.75

* Expected volatility of the Companys stock price is based on the Companys comparable peer groups stock price on
NSE based on the price data of the last three years upto the date of grant as the Company has been listed only for a
few months prior to the date of grant.
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CONSOLIDATED FINANCIAL STATEMENTS

(B) Aditya Birla Money Limited (ABML)


During the year, the Company had formulated the ABML Employee Stock Option Scheme-2014 (ABML ESOP Scheme-
2014) with the approval of the shareholders at the Annual General Meeting dated 9th September, 2014. The Scheme
provides that the total number of options granted thereunder will be 2,770,000 and to follow the Market Value Method
(Intrinsic Value) for valuation of the Options. Each option, on exercise, is convertible into one equity share of the Company
having face value of ` 1 each. Subsequently, the Nomination and Remuneration Committee of the Board of Directors on
2nd December, 2014 has granted 2,509,341 stock options to its eligible employees under the ABML ESOP
Scheme-2014 at an exercise price of ` 34.25/-. The Exercise Price was based on the latest available closing price, prior
to the 2nd December, 2014 (the date of grant by the Nomination & Remuneration Committee) on the recognised stock
exchanges on which the shares of the Company are listed with the highest trading volume.
(i) Employee Stock Options Scheme:
Particulars Stock Options
No. of Options 2,509,341
Method of Accounting Intrinsic Value
Vesting Plan 25% every year
Exercise Period Within 5 years from the date of
vesting of respective options
Grant Date 02.12.2014
Grant/Exercise Price (` Per Share) 34.25
Market Price on the date of Grant of Option (` Per Share) 34.25

(ii) Details of Activity in the Plan


Particulars Year Ended Weighted-average
31st March, 2015 Exercise Price (`)
Options Granted under ESOS-2014
Options Outstanding at the beginning of the year
Granted during the year 2,509,341 34.25
Exercised during the year
Lapsed during the year 60,440 34.25
Options Outstanding at the end of the year 2,448,901 34.25
Options Unvested at the end of the year 2,448,901
Options Exercisable at the end of the year

(iii) Fair Valuation:


The fair value of the options used to compute proforma net profit and earnings per share have been done by an

CONSOLIDATED FINANCIAL STATEMENTS


independent valuer on the date of grant using Black-Scholes Merton Formula. The key assumptions and the Fair Value
are as under:
Particulars On the Date of Grant
Stock Options
Tranche - II
Risk-Free Interest Rate (%) 8.13
Expected Volatility 54.26
Expected Dividend Yield (%) NIL
Expected Life 5 Years

3) OF JOINT VENTURE OF THE COMPANY


IDEA Cellular Limited (IDEA), the Joint Venture of the Company, had granted options under the Employee Stock Options
Scheme-2006 (ESOS-2006) and stock options as well as Restricted Stock Units (RSUs) under ESOS 2013 to its
eligiblee employees from time to time. These Options would vest in 4 equal annual instalments after one year of the grant, and
the RSUs will vest after 3 years from the date of grant. The maximum period for exercise of Options and RSUs is 5 years from
the date of vesting. Each Option and RSU, when exercised, would be converted into one fully paid-up equity share of ` 10/-
of IDEA. The Options and RSUs granted under the ESOS-2013 and Options granted under ESOS-2006 carry no rights
to dividends and no voting rights till the date of exercise. As at the end of the financial year, details of outstanding options
are as follows:
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CONSOLIDATED FINANCIAL STATEMENTS

(A) Details of Activity in the Plan


Particulars Year Ended Weighted- Year Ended Weighted-
31st March, average 31st March, average
2015 Exercise 2014 Exercise
Price (`) Price (`)
i) Options Granted under ESOS-2006
Options Outstanding at the beginning of the year 7,344,086 51.06 12,757,580 50.44
Options Granted during the year
Options Forfeited/Lapsed during the year 29,250 68.86 75,749 61.49
Options Exercised during the year 2,453,513 49.53 5,309,995 49.48
Options Expired during the year 9,750 45.55 27,750 39.3
Options Outstanding at the end of the year 4,851,573 51.74 7,344,086 51.06
Options Unvested at the end of the year 564,566
Options Exercisable at the end of the year 4,851,573 51.75 6,779,520 49.58
Range of Exercise Price of Outstanding Options (`) 39.30 - 68.86 39.30 - 68.86
Remaining Contractual Life of Outstanding
Options (Years) 0.31 - 4.82 0.31 - 5.82
ii) Options Granted under ESOS-2013
Options Outstanding at the beginning of the year 18,565,428 126.45
Options Granted during the year 559,677 150.10 18,565,428 126.45
Options Forfeited/Lapsed during the year 427,809 126.45
Options Exercised during the year 40,016 126.45
Options Expired during the year
Options Outstanding at the end of the year 18,657,280 127.16 18,565,428 126.45
Options Unvested at the end of the year 14,162,887 18,565,428
Options Exercisable at the end of the year 4,494,393 126.45
Range of Exercise Price of Outstanding Options (`) 126.45 - 150.10 126.45
Remaining Contractual Life of Outstanding
Options (Years) 4.87 - 8.75 5.87 - 8.87
iii) RSUs Granted under ESOS-2013
Options Outstanding at the beginning of the year 8,105,587 10.00
Options Granted during the year 254,499 10.00 8,105,587 10.00
Options Forfeited/Lapsed during the year 199,978 10.00
Options Exercised during the year
Options Expired during the year
Options Outstanding at the end of the year 8,160,108 10.00 8,105,587 10.00
Options Unvested at the end of year 8,160,108 8,105,587
Options Exercisable at the end of the year
CONSOLIDATED FINANCIAL STATEMENTS

Range of Exercise Price of Outstanding Options (`) 10.00 10.00


Remaining Contractual Life of Outstanding
Options (Years) 6.87 - 7.75 7.87
(B) Fair Valuation:
The fair value of each option is estimated using Black and Scholes Option Pricing Model on date of grant/repricing
based on the following:
ESOS-2006
Particulars On the Date of Grant On the Date of Re-pricing
Tranche - I Tranche - II Tranche - III Tranche - IV Tranche - I Tranche - II
Expected Dividend Yield (%) Nil Nil Nil Nil Nil Nil
Option Life 6 years and 6 years and 6 years and 6 years and 4 years and 5 years and
6 months 6 months 6 months 6 months 6 months 9 months
Risk-Free Interest Rate (%) 7.78 7.5 7.36 8.04 - 8.14 7.36 7.36
Expected Volatility (%) 40 45.8 54.54 50.45 54.54 54.54
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CONSOLIDATED FINANCIAL STATEMENTS

Particulars ESOS-2013
Tranche - I Tranche - II
Stock Options RSUs Stock Options RSUs
Excepted Dividend Yield (%) 0.24 Nil 0.40 0.40
Option Life 6 years and 6 years and 6 years and 5 years and
6 months 6 months 6 months 6 months
Risk-Free Interest Rate (%) 8.81 - 8.95 8.91 8.04 - 8.06 8.05
Expected Volatility (%) 34.13 - 44.81 43.95 34.28 - 42.65 35.66

STOCK APPRECIATION RIGHTS (SARs)


1) OF THE COMPANY
(A) Stock Appreciation Rights Scheme:
Particulars Tranche - I Tranche - II Tranche - III
Nos. of Options 91,239 14,199 30,678
Method of Accounting Intrinsic Value Intrinsic Value Intrinsic Value
Vesting Plan Graded Vesting - Graded Vesting - Graded Vesting -
25% every year 25% every year 25% every year
Exercise Period 3 Years from the date 3 Years from the date 3 Years from the date
of Vesting or 6 years of Vesting or 6 years of Vesting or 6 years
from the date of grant, from the date of grant, from the date of grant,
whichever is earlier whichever is earlier whichever is earlier
Grant Date 07.12.2013 29.01.2014 12.11.2014
Grant Price (` Per Share) 1,239.80 1,053.85 1,726.95
Market Price on the Date of Grant
of Option (` Per Share) 1,239.80 1,053.85 1,726.95

(B) Details of Activity in the Plan:


2014-15 2013-14
Particulars Options Range of Weighted- Options Range of Weighted-
Exercise average Exercise average
Price (`) Exercise Price (`) Exercise
Price (`) Price (`)
Options Outstanding at the 105,438 1,053.85 to 1,214.74
beginning of the year 1,239.80
Granted during the year 30,678 1,726.95 1,726.95 105,438 1,053.85 to 1,214.74
Exercised during the year 1,239.80
Lapsed during the year 49,802 1,239.80 1,239.80
Options Outstanding at the 86,314 1,053.85 to 1,382.35 105,438 1,053.85 to 1,214.74

CONSOLIDATED FINANCIAL STATEMENTS


end of the year 1,726.95 1,239.80
Options Unvested at the 75,324 105,438
end of the year
Options Exercisable at the 10,990 1,053.85 to 1,179.67
end of the year 1,239.80
The weighted-average remaining contractual life for the Stock Appreciation Rights outstanding as at 31st March, 2015,
is 4.35 years (Prevoius Year: 4.96 years).
(C) Fair Valuation:
The fair value of the options used to compute proforma net profit and earnings per share have been done by an
independent valuer using Black-Scholes Merton Formula. The key assumptions and the Fair Value are as under:
Particulars Tranche - I Tranche - II Tranche - III
Risk-Free Interest Rate (%) 7.91 7.91 7.91
Option Life (Years) 2.60 2.73 3.50
Expected Volatility * 29.73 29.73 29.73
Expected Dividend Yield (%) 0.46 0.46 0.46
Weighted-average Fair Value per Option (`) 676.44 812.61 508.39

* Expected volatility of the Companys stock price is based on NSE price data of last three years.
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CONSOLIDATED FINANCIAL STATEMENTS

2) OF SUBSIDIARY COMPANY
Pantaloons Fashion & Retail Limited (PFRL)
On 22nd July, 2013, the ESOP Compensation Committee (Committee) and the Board of Directors (Board) of PFRL approved
the introduction of an ESOP Scheme, viz., Pantaloons Employee Stock Options Scheme-2013 (Scheme) for Stock Appreciation
Rights (SARs) to the key employees and directors of PFRL, subject to the approval of the Shareholders of PFRL. Shareholders
of PFRL, vide a resolution passed at the Sixth Annual General Meeting of PFRL, held on 23rd August, 2013, approved the
introduction of the Scheme and authorised the Board/Committee of PFRL to finalise and implement the Scheme. Accordingly,
pursuant to the resolution passed by the Committee of PFRL on 25th October, 2013, finalised the SARs to the eligible employees.
The details of the Scheme, are as below:
(A) Stock Appreciation Rights Scheme:
Particulars Tranche - I Tranche - II
No. of Options 308,295 10,225
Method of Accounting Intrinsic Value Intrinsic Value
Vesting Plan Graded Vesting - 25% every year Graded Vesting - 25% every year
Exercise Period 5 Years from the Date of Vesting 5 Years from the Date of Vesting
Grant Date 25.10.2013 10.06.2014
Grant Price (` Per Share) 102.10 118.20
Market Price on the date of Grant
of Option (` Per Share) 102.10 118.20

(B) Details of Activity in the Plan:


Particulars Year Ended Weighted- Year Ended Weighted-
31st March, average 31st March, average
2015 Exercise 2014 Exercise
Price (`) Price (`)
Options Outstanding at the beginning of the year 308,295 102.10
Granted during the year 10,225 118.20 308,295 102.10
Exercised during the year
Lapsed during the year 127,263 102.10
Options Outstanding at the end of the year 191,257 102.96 308,295 102.10
Options Unvested at the end of the year 191,257 308,295
Options Exercisable at the end of the year

The weighted-average remaining contractual life for the stock options outstanding as at 31st March, 2015, is 5 years
(Previous Year: 6 years).
CONSOLIDATED FINANCIAL STATEMENTS

(C) Fair Valuation:


The fair value of the options used to compute proforma net profit and earnings per share have been done by an
independent valuer using Black-Scholes Merton Formula. The key assumptions and the Fair Value are as under:

Particulars Tranche - I Tranche - II


Risk-Free Interest Rate (%) 8.58 7.91
Option Life (Years) 5 5
Expected Volatility * 45.93 44.77
Expected Dividend Yield (%) Nil Nil
Weighted-average Fair Value per Option (`) 52.96 59.32
* Expected volatility of the Companys stock price is based on the Companys comparable peer groups stock price on
NSE based on the price data of the last three years upto the date of grant as the Company has been listed only for a
few months prior to the date of grant.
The Group is following the intrinsic value for valuation.
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Had the compensation cost for the stock options granted been recognised based on the fair value in accordance with
the Fair Value approach (calculated using valuation methods as mentioned above), the proforma amount of profit for the
year and earnings per share of the Group would have been as under:
` in Crores
Particulars Year Ended Year Ended
31st March, 2015 31st March, 2014
Net Profit attributable to owners 1,415.50 1,142.88
Add: Compensation Cost as per Intrinsic Value 12.84 3.40
Less: Compensation Cost as per Fair Value 31.25 8.37
Adjusted Net Income 1,397.09 1,137.91
Weighted-average Number of Basic Equity Shares Outstanding (In Nos.) 130,111,149 124,121,740
Weighted-average Number of Diluted Equity Shares Outstanding (In Nos.) 130,320,557 125,418,294
Face Value of the Equity Share (In `) 10.00 10.00
Reported Earnings Per Share (EPS)
Basic EPS (`) 108.79 92.08
Diluted EPS (`) 108.62 91.12
Proforma Earnings Per Share (EPS)
Basic EPS (`) 107.38 91.68
Diluted EPS (`) 107.20 90.73

NOTE: 35
DISCLOSURE IN RESPECT OF RELATED PARTIES PURSUANT TO ACCOUNTING STANDARD-18
1. List of Related Parties
Joint Ventures
IDEA Cellular Limited (IDEA)
Associates
Birla Securities Limited (BSL) (Upto 13th November, 2014)
Key Management Personnel
Mr. Lalit Naik Managing Director (Deputy Managing Director upto 30th June, 2014)
Dr. Rakesh Jain Managing Director (Upto 30th June, 2014)
Mr. Sushil Agarwal Whole-time Director
Enterprises having Common Key Management Personnel (KMP)
Aditya Birla Science & Technology Company Private Limited (ABSTCPL) - Common KMP Mr. Lalit Naik (w.e.f. 30th March, 2015)
2. During the year, following transactions were carried out with the related parties:

CONSOLIDATED FINANCIAL STATEMENTS


` in Crores
Transaction/Nature of Relationship Joint Associates Key Enterprises Grand Total
Ventures Management having
Personnel Common Key
Management
Personnel
(KMP)
Interest Received
ABSTCPL 0.01 0.01

TOTAL 0.01 0.01

Other Expenses
IDEA 5.92 5.92
(5.65) (5.65)
TOTAL 5.92 5.92
(5.65) (5.65)
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CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
Transaction/Nature of Relationship Joint Associates Key Enterprises Grand Total
Ventures Management having
Personnel Common Key
Management
Personnel
(KMP)
Managerial Remuneration Paid*
Mr. Lalit Naik 5.49 5.49
(3.22) (3.22)
Dr. Rakesh Jain 6.72 6.72
(6.88) (6.88)
Mr. Sushil Agarwal 3.94 3.94
(2.27) (2.27)
TOTAL 16.15 16.15
(12.37) (12.37)
Sale of Investments
BSL 0.01 0.01

TOTAL 0.01 0.01

Advance Given
Mr. Lalit Naik 0.19 0.19

TOTAL 0.19 0.19

Outstanding Balances as on 31st March
Amounts Receivable 0.19 14.19 14.38

Amounts Payable 0.67 0.67
(0.25) (0.25)
Investment Outstandings 2.40 2.40

Figures in brackets represent corresponding amount of Previous Year.
No amount, in respect of the related parties have been written off/back, is provided for during the year.
Related parties relationships have been identified by the management and relied upon by the auditors.
* Expenses towards gratuity and leave encashment provisions are determined actuarially on an overall Company basis at the
end of each year, and accordingly have not been considered in the above information, except to the extent of amount paid to
CONSOLIDATED FINANCIAL STATEMENTS

Dr. Rakesh Jain.


NOTE: 36
DISCLOSURE IN RESPECT OF CORPORATE SOCIAL RESPONSIBILITY UNDER SECTION 135 OF THE COMPANIES
ACT, 2013 AND RULES THEREON
` in Crores
Nature of Expenses Year Ended
31st March, 2015
Revenue Expenditure 6.21
Construction of Capital Assets under CSR Projects 4.58
Total 10.79
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NOTE: 37
STATEMENT OF DERIVATIVES AND UNHEDGED FOREIGN CURRENCY EXPOSURE
a) Derivatives: Outstanding at the Balance Sheet Date
Amount in Foreign Currency
Nature of Contract Foreign Option As at As at Purpose
Currency 31st March, 2015 31st March, 2014
Currency and Interest Rate Swap USD Buy 103,666,667 157,818,000 Hedging of Loan
Currency and Interest Rate Swap JPY Buy 2,307,300,000 2,947,300,000 Hedging of Loan
Buy 208,694,753 252,963,056
Forward Contracts USD Sell 23,194,250 111,978,931 Hedging Purpose
Buy 15,724,398 10,503,831
Forward Contracts EUR Sell 3,524,110 6,803,514 Hedging Purpose
Buy 172,947 449,976
Forward Contracts GBP Sell 1,577,166 1,224,394 Hedging Purpose
Forward Contracts JPY Buy 1,342,567,659
Sell 111,044,500 45,070,000 Hedging Purpose
Forward Contracts CNY Buy 4,063,500 Hedging Purpose
Forward Contracts and USD Buy 17,455,869 10,000,000 Hedging of Loan
Interest Rate Swap
b) Foreign Currency Exposure which are not hedged
Particulars Currency Foreign Currency ` in Crores
As at 31st March, 2015
Trade Receivables USD 5,582,078 34.94
EUR 341,809 2.31
GBP 34,272 0.32
Loans and Advances USD 11,545 0.07
EUR 19,848 0.13
JPY 1,181,846 0.06
Other Current Liabilities USD 401,398 2.51
EUR 10,986 0.07
Borrowings USD 110,282,368 690.27
Trade Payables USD 16,395,348 102.62
EUR 565,692 3.82
GBP 220,204 2.04
AUD 536,314 2.60
AED 10,000 0.02
CAD 1,000
HKD 4,000
KRW 140,000

CONSOLIDATED FINANCIAL STATEMENTS


MNT 175,000
SAR 1,000
SGD 3,000 0.01
THB 10,000
As at 31st March, 2014
Particulars Currency Foreign Currency ` in Crores
Trade Receivables USD 10,366,015 62.30
EUR 42,204 0.35
GBP 883,195 8.82
JPY 5,664,000 0.33
CAD 141,000 0.77
MYR 150,000 0.28
Loans and Advances USD 26,730 0.16
EUR 199
Other Current Liabilities USD 72,014 0.44
Borrowings USD 119,524,756 718.34
Trade Payables USD 21,309,003 128.07
EUR 1,766,761 14.59
GBP 498,888 4.98
JPY 779,300 0.05
Other Current Assets USD 1,303,000 7.83
GBP 90,000 0.90
CAD 10,000 0.05
CHF 4,000 0.03
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CONSOLIDATED FINANCIAL STATEMENTS

NOTE: 38
SEGMENT DISCLOSURES
Segments have been identified in line with the Accounting Standard on Segment Reporting (AS-17), taking into account the
organisational structure as well as differential risk and returns of these segments.
The Group has considered business segment as the primary segment for disclosure. The products and services included in each
of the reported business segments are as follows:
SEGMENT ACTIVITIES
Life Insurance Life Insurance Services
Other Financial Services Asset Management, Non-Bank Financial Services, Private Equity, Equity and
Commodity Broking, Wealth Management and General Insurance Advisory
Telecom Telecommunication Services
Branded Apparels and Accessories Branded Apparels and Accessories
Textiles Linen Yarn and Fabric, Worsted Yarn and Wool Tops
Agri-Business Fertilisers, Agro-Chemicals and Seeds
Rayon Yarn Viscose Filament Yarn, Caustic Soda and Allied Chemicals
Insulators Insulators
IT-ITeS (Refer Note: 32) Business Process Outsourcing Services and Software Services
The Group considers secondary segment based on revenues within India as Domestic Revenues and outside India as Export
Revenues. Assets are segregated based on their geographical location.
Information about Primary Business Segments ` in Crores
Segment Revenue For the Year Ended 31st March, 2015 For the Year Ended 31st March, 2014
External Inter- Total External Inter- Total
Segment Segment
Life Insurance 5,264.34 5,264.34 4,701.36 4,701.36
Other Financial Services 2,661.52 4.11 2,665.63 1,935.88 10.32 1,946.20
Telecom 7,467.49 7,467.49 6,668.65 6,668.65
Branded Apparels and
Accessories 5,450.10 5,450.10 4,759.19 4,759.19
Textiles 1,420.44 15.03 1,435.47 1,289.10 10.95 1,300.05
Agri-Business 2,557.60 2,557.60 2,312.96 2,312.96
Rayon 864.58 864.58 860.29 860.29
Insulators 547.78 547.78 505.46 505.46
IT-ITeS (Refer Note: 32) 282.16 1.00 283.16 2,858.61 39.12 2,897.73
Total Segment 26,516.01 20.14 26,536.15 25,891.50 60.39 25,951.89
Eliminations 20.14 60.39
CONSOLIDATED FINANCIAL STATEMENTS

Total Revenue 26,516.01 25,891.50


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` in Crores
Segment Result (PBIT) For the Year Ended For the Year Ended
31st March, 2015 31st March, 2014
Life Insurance 285.03 370.75
Other Financial Services 528.51 354.14
Telecom 1,305.10 951.81
Branded Apparels and Accessories 260.71 199.14
Textiles 146.30 141.37
Agri-Business 115.89 55.87
Rayon 155.69 171.97
Insulators 76.49 60.88
IT-ITeS (Refer Note: 32) (16.45) 181.15
Total Segment 2,857.27 2,487.08
Less: Finance Cost 652.25 809.16
Add: Interest Income 54.77 70.29
Add: Unallocable Income (Net of Unallocable Expenses) 78.10 18.67
Profit Before Exceptional Items and Tax 2,337.89 1,766.88
Exceptional Items (Refer Note: 28) (13.33) 5.42
Profit Before Tax 2,324.56 1,772.30
Tax Expenses 833.48 550.50
Profit Before Minority Interest 1,491.08 1,221.80
Minority Interest 75.58 78.92
Profit for the Year 1,415.50 1,142.88
* Finance Cost excludes Finance Cost of ` 1,105.32 Crore (Previous Year: ` 741.66 Crore) and Interest Income excludes interest
income of ` 148.81 Crore (Previous Year: ` 141.63 Crore) on Financial Services Business, since it is considered as an expense
and income, respectively, for deriving Segment Result.
Information about Primary Business Segments ` in Crores
Other Information Carrying Amount of Carrying Amount of
Segment Assets Segment Liabilities as on
(including Goodwill) as on
31st March, 31st March, 31st March, 31st March,
2015 2014 2015 2014
Life Insurance 31,095.09 25,710.06 29,548.62 24,366.30
Other Financial Services 19,081.16 12,767.90 15,802.12 10,426.57
Telecom 13,041.73 13,182.02 1,908.70 1,819.68

CONSOLIDATED FINANCIAL STATEMENTS


Branded Apparels and Accessories 4,402.99 4,157.47 1,592.21 1,543.04
Textiles 804.21 747.44 567.68 430.30
Agri-Business 1,782.78 1,757.38 142.20 141.60
Rayon 859.42 871.47 102.17 112.87
Insulators 551.95 509.67 96.77 79.88
IT-ITeS (Refer Note: 32) 2,006.03 303.58
Total Segment 71,619.33 61,709.44 49,760.47 39,223.82
Inter-Segment Eliminations (6.04) (7.15) (6.04) (7.15)
Unallocated Corporate Assets/Liabilities 4,008.67 1,328.78 12,194.50 11,847.05
Total Assets/Liabilities 75,621.96 63,031.07 61,948.93 51,063.72
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NOTES FORMING PART OF Aditya Birla Nuvo Limited - Annual Report 2014-2015
CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
Other Information Cost incurred to Acquire Depreciation/Amortisation
Segment Fixed Assets for the Year Ended
(including CWIP and Capital
Advance) for the Year Ended
31st March, 31st March, 31st March, 31st March,
2015 2014 2015 2014
Life Insurance 30.02 23.71 19.02 16.40
Other Financial Services 36.35 18.76 37.70 34.26
Telecom 1,638.06 3,791.40 1,254.27 1,140.22
Branded Apparels and Accessories 211.57 211.63 263.63 194.64
Textiles 40.47 77.13 28.03 29.33
Agri-Business 41.68 177.30 30.55 20.46
Rayon 43.27 62.66 38.50 48.16
Insulators 12.23 9.82 17.71 21.44
IT-ITeS (Refer Note: 32) 12.89 71.91 10.78 101.80
Total Segment 2,066.54 4,444.32 1,700.19 1,606.71
Unallocated 0.45 0.95 2.56 2.15
Total 2,066.99 4,445.27 1,702.75 1,608.86
Information about Secondary Business Segments ` in Crores
For the Year Ended
31st March, 2015 31st March, 2014
Revenue by Geographical Market
In India 25,483.30 22,429.91
Outside India 1,032.71 3,461.59
Total 26,516.01 25,891.50
Carrying Amount of Segment Assets
In India 75,483.99 61,888.35
Outside India 137.97 1,142.72
Total 75,621.96 63,031.07
Cost Incurred to acquire Segment Fixed Assets
In India 2,053.65 4,385.31
Outside India 13.34 59.96
Total 2,066.99 4,445.27
CONSOLIDATED FINANCIAL STATEMENTS

NOTE: 39
ADDITIONAL INFORMATION PERSUANT TO SCHEDULE III TO THE COMPANIES ACT, 2013, FOR CONSOLIDATED FINANCIAL
STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2015
` in Crores
Name of the Entity Net Assets* Share in Profit or Loss
% of Consolidated Amount % of Consolidated Amount
Net Assets Profit and Loss
HOLDING COMPANY
Aditya Birla Nuvo Ltd 66.20% 8,518.99 37.28% 527.69
SUBSIDIARY COMPANIES
Aditya Birla Financial Services Ltd 16.79% 2,160.20 -3.43% (48.56)
Aditya Birla Capital Advisors Pvt Ltd 0.21% 26.44 0.31% 4.44
Aditya Birla Customer Services Ltd 0.02% 2.67 -4.33% (61.35)
Aditya Birla Trustee Co. Pvt Ltd 0.00% 0.23 0.00% 0.04
Aditya Birla Money Ltd 0.28% 35.97 0.50% 7.08
Aditya Birla Commodities Broking Ltd 0.01% 0.88 -0.08% (1.18)
Aditya Birla Financial Shared Services Ltd 0.00% 0.20 0.01% 0.07
Aditya Birla Finance Ltd 20.09% 2,584.83 19.12% 270.68
Aditya Birla Securities Pvt Ltd 0.00% 0.00% (0.00)
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF
CONSOLIDATED FINANCIAL STATEMENTS

` in Crores
Name of the Entity Net Assets* Share in Profit or Loss
% of Consolidated Amount % of Consolidated Amount
Net Assets Profit and Loss
Aditya Birla Insurance Brokers Ltd 0.25% 32.27 1.24% 17.59
Aditya Birla Money Mart Ltd -0.09% (11.46) 0.76% 10.76
Aditya Birla Money Insurance Advisory Services Ltd -0.19% (24.01) -0.42% (5.98)
Aditya Birla Housing Finance Limited 0.36% 45.78 -0.36% (5.13)
Birla Sun Life Asset Management Co. Ltd 4.82% 620.67 8.93% 126.34
Birla Sun Life Trustee Company Pvt. Ltd 0.00% 0.46 0.01% 0.08
ABNL Investment Ltd 0.31% 40.30 0.17% 2.47
Shaktiman Mega Food Park Pvt Ltd 0.00% 0.00 -0.02% (0.35)
Birla Sun Life Insurance Company Ltd 11.98% 1,541.88 20.16% 285.40
Birla Sun Life Pension Management Limited 0.00% (0.32) -0.03% (0.37)
Indogld Trade and Services Ltd 8.94% 1,150.68 -0.18% (2.56)
ABNL IT & ITES Limited 3.23% 415.38 -2.09% (29.65)
Madura Garments Lifestyle Retail Company Limited 0.61% 77.94 -1.84% (25.98)
Pantaloons Fashions & Retail Limited 2.69% 345.57 -16.12% (228.14)
Aditya Birla Minacs Worldwide Ltd 0.00% -0.32% (4.50)
Aditya Birla Minacs BPO Private Limited 0.00% 0.56 -0.02% (0.25)
FOREIGN SUBSIDIARY COMPANIES
Aditya Birla Sun Life AMC Pte. Ltd., Singapore 0.02% 3.07 -0.39% (5.46)
Aditya Birla Sun Life AMC Ltd., Dubai 0.05% 5.85 -0.03% (0.36)
Birla Sun Life AMC (Mauritius) Ltd 0.03% 4.14 0.35% 5.00
Aditya Vikram Global Trading House Ltd 0.00% 0.02
Aditya Birla Minacs Philippines Inc. -0.01% (0.19)
A V Transworks Limited, Canada 0.00% 0.03
Aditya Birla Minacs Worldwide Inc., Canada -0.67% (9.43)
Minacs Worldwide S.A. de C.V., Mexico 0.00% 0.01
The Minacs Group (USA) Inc. -0.52% (7.34)
Bureau Collections Recovery, LLC (USA) -0.02% (0.32)
Minacs Limited, UK 0.01% 0.11
Minacs Worldwide GmbH, Germany 0.01% 0.19
Minacs Kft., Hungary 0.00% 0.03
Aditya Birla Minacs BPO Limited, UK 0.00% (0.06)
Minority Interest -6.23% (801.83) -5.34% (75.58)
JOINT VENTURE

CONSOLIDATED FINANCIAL STATEMENTS


IDEA Cellular Limited 41.66% 5,360.88 53.39% 755.67
ASSOCIATES
Birla Securities Limited
Consolidation Eliminations and Adjustments (9,270.22) (85.46)
TOTAL ATTRIBUTABLE TO OWNERS 12,868.00 1,415.50
Notes:
* Net Assets = Total Assets - Total Liabilities.
1. India Advantage Fund Limited (IAFL), wholly owned Subsidiary of Birla Sun Life Asset Management Company Limited, is a
collective investment scheme set-up as a fund in Mauritius with the status of a limited company under the Mauritius Companies
Act. In terms of constitution and private placement memorandum, IAFL has classes of redeemable participating shares.
Each class of participating shares has its own Balance Sheet and Statement of Profit and Loss. The Profit/Loss of each such
class belongs to the participating shareholders of that class. Birla Sun Life Asset Management Company Limited (BSAMC)
owns 100% of the management share, and management shareholder is not entitled to any beneficial interest in the profit/loss
of various classes nor is required to make good any shortfall. In substance, there are no direct or indirect economic benefits
received by the management shareholders. The substance over form must prevail. Accordingly, the Group has not consolidated
IAFL in the Consolidated Financial Statements.
2. Aditya Birla Sun Life AMC Pte. Limted, Singapore, has made investment in international Opportunities Fund. International
Opportunities Fund SPC(IOF) is segregated portfolio company set-up as a fund in Cayman islands under the Cayman Islands
Monetary Act. In terms of constitution and private placement memorandum, IOF has various segregated portfolio which issue
redeemable participating shares. Each Segregated Portfolio of participating shares has its own Balance Sheet and Profit and
Loss Account. The Profit/Loss of each such Portfolio belongs to the participating shareholders of that segregated portfolio.
Aditya Birla Sun Life Asset Management Pte. Limited (ABSLAMC) owns 100% of the management share and management
shareholder is not entitled to any beneficial interest in the profit/loss of various segregated portfolios nor is required to make
good any shortfall. In substance there are no direct or indirect economic benefits received by the management shareholders.
The substance over form must prevail. Accordingly, the Group has not consolidated IOF in the Consolidated Financial Statement.
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NOTES FORMING PART OF Aditya Birla Nuvo Limited - Annual Report 2014-2015
CONSOLIDATED FINANCIAL STATEMENTS

NOTE: 40
OTHER SIGNIFICANT NOTES
(i) The Group has a process whereby periodically all long-term contracts are assessed for material foreseeable losses. At
the year end, the Company has reviewed and ensured that adequate provision as required under any law/accounting
standards for material foreseeable losses on such long-term contracts has been made in the books of account.
(ii) The Groups pending litigations comprise of claims by or against the Company primarily by the workers/employees/
customers/suppliers, etc., and proceedings pending with tax and other government authorities. The Group has reviewed
its pending litigations and proceedings and has adequately provided for where Provisions are required and disclosed
the contingent liabilities where applicable, in its financial statements. The Group does not expect the outcome of these
proceedings to have a materially adverse effect on its financial results. In respect of litigations, where the management
assessment of a financial outflow is probable, the Group has made adequate provision in the financial statements and
appropriate disclosure for contingent liabilities is given in Note 26.
(iii) The Board of Directors of Aditya Birla Nuvo Limited (the Company) at its meeting held on 3rd May, 2015, have considered
and approved a Composite Scheme of Arrangement between the Company, Madura Garments Lifestyle Retail Company
Limited (MGLRCL) (100% subsidiary) and Pantaloons Fashion & Retail Limited (PFRL) (72.62% subsidiary) and their respective
shareholders and creditors u/s Sections 391 to 394 of the Companies Act, 1956 [Composite Scheme]. Pursuant to the said
scheme, Madura Fashion, a branded apparel retailing division of the Company and Madura Lifestyle, a luxury branded
apparel retailing division of MGLRCL, will be demerged into PFRL. Shareholders to the Company will get 26 new equity
shares of PFRL for every 5 equity shares held in the Company pursuant to demerger of Madura Fashion. Shareholders of
MGLRCL will get 7 new equity shares of PFRL for every 500 equity shares held in MGLRCL. Preference shareholder of
MGLRCL will get 1 new equity share of PFRL. After the scheme of arrangement new holding of the Company (directly and
through other subsidiaries) in PFRL would be 9.06%. The Scheme is subject to the necessary statutory and regulatory
approvals including approvals of the respective High Courts, the Stock Exchanges, SEBI, the respective Shareholders and
lenders/creditors of each of the companies involved in the Composite Scheme. The appointed date of the Scheme will be
1st April, 2015, and expected to be consummated in next 6 to 9 months.
(iv) In respect of a Jointly Controlled Entity of the Company, viz., Idea Cellular Limited (IDEA)
A) The Department of Telecommunications (DoT) conducted auctions for frequency blocks in the 800, 900, 1800 and
2100 Mhz spectrum bands in March 2015. The frequency blocks that were put to auction in the 900 and 1800 Mhz
band in 17 service areas included the blocks that are currently held by existing licencees whose licences for the
respective service areas are due to expire during the financial years (FY) 2015-16 and 2016-17. IDEA successfully bid
for its requirements in the nine service areas of Maharashtra, Madhya Pradesh, Kerala, Gujarat, Andhra Pradesh,
Haryana, Punjab, Karnataka and Uttar Pradesh (West) where its licences are due to expire during FY 2015-16/2016-
17 and also additional spectrum at Group share of total cost of ` 7,015.59 Crore as under:
54 Mhz of 900 Mhz spectrum in the 9 service areas of Maharashtra, Madhya Pradesh, Kerala, Gujarat, Andhra
Pradesh, Haryana, Punjab, Karnataka and Uttar Pradesh (West).
20.4 Mhz of 1800 Mhz spectrum in the 6 service areas of Karnataka, Uttar Pradesh (West), Orissa, Tamilnadu,
Himachal Pradesh and North East.
5 Mhz of 2100 Mhz spectrum in Kolkata service area.
The validity of the above spectrum will be for a fresh 20-year period starting from the effective date as mentioned in the
Letter of Intent (LOI) when issued, which, in case of spectrum blocks currently held by the existing licencees, should
be the date of expiry of existing licences. As per the payment options available, the Company has chosen the deferred
payment option. Group share of the upfront payment amount under the deferred payment option due on or before
9th April, 2015, was ` 1,800.41 Crore. of which Group share of ` 450.44 Crore was paid on 31st March, 2015, and the
CONSOLIDATED FINANCIAL STATEMENTS

Group share in balance amount of ` 1,349.97 Crore was paid on 9th April, 2015. Pending completion of subsequent
formalities as per the Notice Inviting Applications (NIA) for the auction and any orders that may be passed by the
Honble Supreme Court in related and connected matters currently before it, the amount paid as on 31st March, 2015,
has been disclosed as Capital Advances and the Group share in balance amount of ` 6,565.15 Crore has been
disclosed under capital commitments.
B) During the year, 223,880,597 equity shares of face value of ` 10 each has been issued and allotted to eligible Qualified
Institutional Buyers at a price of ` 134 per share, including a premium of ` 124 per Equity Share, aggregating to
groups share of ` 698.35 Crore. Also during the year, 51,838,540 Equity Shares of face value ` 10 each to Axiata
Investment 2 (India) Limited on preferential basis at a price of ` 144.68 per Equity Share, including a premium of
` 134.68 equity shares, aggregating to groups share of ` 174.59 Crore. Consequently, the stake of the Company in
IDEA decreased from 25.2295% in the previous year to 23.2786% in the current year.
(v) A) The CFS of Aditya Birla Minacs Worldwide Inc. and the Financial Statements of Aditya Birla Minacs Philippines Inc.
have been prepared based on Management accounts till 8th May, 2014. These have ceased to be subsidaries of the
Company with effect from 9th May, 2014.
The accounts of Aditya Birla Securities Private Limited and Aditya Vikram Global Trading House Limited have been
consolidated based on management accounts received from respective subsidiaries till 10th September, 2014, and
29th September, 2014, respectively. These have ceased to be subsidiaries.
B) For the purpose of consolidation, Aditya Vikram Global Trading House Limited is considered as integral operations.
The Company has been liquidated on 29th September, 2014. AV TransWorks Limited, Aditya Birla Minacs Worldwide
Inc. (CFS), Aditya Birla Minacs Philippines Inc., Birla Sun Life AMC (Mauritius) Ltd., Aditya Birla Sun Life AMC Ltd.,
Dubai, and Aditya Birla Sun Life AMC Pte. Ltd., Singapore, are considered as non-integral operations. AV TransWorks
Limited, Aditya Birla Minacs Worldwide Inc. (CFS), Aditya Birla Minacs Philippines Inc., have ceased to be subsidiaries
of the Company with effect from 9th May, 2014.
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Aditya Birla Nuvo Limited - Annual Report 2014-2015 NOTES FORMING PART OF
CONSOLIDATED FINANCIAL STATEMENTS

(vi) Pursuant to a Share Purchase Agreement (SPA) between the Company and Mr. Prataph C. Reddy and others, Erstwhile
Promoters, Aditya Birla Money Limited (ABML), a subsidiary of the Company, dated August 28, 2008, the Company had
agreed to acquire 31 million equity shares in ABML. The transaction was completed on March 6, 2009.
As per the SPA, the Erstwhile Promoters had agreed to indemnify and hold harmless the Company to the extent of any
Losses, resulting from or consequent upon or relating to such breach of representations or warranties, covenants or agreement
including but not limited to the recoveries of receivables and other assets in the books of ABML, contingencies on tax and
related matters, etc.
Subsequent to the completion of the above transaction, the Company noted several breaches of representations and warranties
including but not limited to non-recovery of debtors, irrecoverable advances, missing fixed assets, etc. Accordingly, the Company
based on its internal assessment of the recoverability of receivables, fixed assets, other assets and matters relating to tax and
other contingencies arrived at an amount of ` 16.66 Crore as losses incurred on account of breach of representation warranties
in the SPA. Further, the Company, vide its letter dated March 5, 2011, made a separate claim of ` 0.52 Crore for amounts
becoming due and payable on accounts of various cases initiated by the customers of the ABML. The Company invoked the
arbitration mechanism and filed their Statement of Claim on February 26, 2011, with the Arbitration Tribunal.
Pending the final outcome of the arbitration proceedings, ABML has identified all such receivables, assets, etc., which have
not been recovered and other items, which are the subject matter of the claim to the extent they are in the books of account
of the ABML as at March 31, 2014, aggregating ` 14.90 Crore (Previous Year: ` 14.90 Crore) and disclosed the same in
Short-term Loans and Advances in Note 12B of the Balance Sheet, as these amounts would be paid directly to the ABML by
the Erstwhile Promoters at the direction of the Company as and when the settlement happens.
Both parties completed filing of documents. On July 04, 2012, a hearing was held and M/s. Delloitte Haskins & Sells were
asked to act as auditors by the Arbitrators with a mandate to submit a report on whether from an accounting perspective,
including the accounting treatment that has been given to the items set out in the Statement of Claim, the amounts as
claimed are correct as per accounting practice.
The arbitral tribunal then directed the Claimants and Respondents to file their objections, if any, to the audit report submitted by
M/s. Deloitte Haskins & Sells and had also directed the Respondents to file their list of witnesses (if any) by the end of April
2013. The Respondents filed their objections to the audit report and the Company had also filed its reply to the said objections.
Arguments in rebuttal by the Claimant was completed on October 25, 2013, and written submissions were filed by October
29, 2013. The tribunal has reserved the award.
During the current year, Arbitral Tribunal has passed an award, allowing claim of ` 10.24 Crore, which excluded premature
claims pertaining to income tax, service tax, etc. Further, such award directed the Erstwhile Promoters to pay a sum of ` 5.73
Crore (being 56% of ` 10.23 Crore, as the Company has purchased only 56% of shares), along with interest @ 14% from the
date of award. This award was received by the Company on 27th May, 2014.
Subsequently, during the year both parties have filed petitions under Section 34 of the Arbitration and Conciliation Act, 1996,
seeking to set aside the award and the same are admitted and pending on the file of the High Court of Madras.
In respect of such receivables, which excludes premature claims pertaining to income tax, service tax, etc., the Company
has created adequate provision, which also includes claims not awarded by the Arbitral Tribunal to the extent of 44%. In
respect of tax claims, the Company has obtained favourable order for certain assessment years and is confident of recovering
such amount in due course. Such amounts are fully recoverable from the Income Tax Department.
Based on legal opinion received and internal assessment, the Company is confident of recovering the allowed claim through
the legal process.
(vii) The Actuarial liabilities of Life Insurance Business are calculated in accordance with the accepted actuarial practice,

CONSOLIDATED FINANCIAL STATEMENTS


requirements of the Insurance Act, 1938, Regulations notified by the IRDA and Practice Standard prescribed by the Institute
of Actuaries of India.
(viii) Figures of ` 50,000 or less have been denoted by .
(ix) Previous Years figures have been regrouped/rearranged, wherever necessary.

As per our attached Report of even date For and on behalf of the Board of Directors

For KHIMJI KUNVERJI & CO. For S R B C & CO LLP LALIT NAIK TARJANI VAKIL
ICAI Firm Registration No. 105146W ICAI Firm Registration No. 324982E Managing Director P. MURARI
Chartered Accountants Chartered Accountants B. R. GUPTA
G. P. GUPTA
S. C. BHARGAVA
Directors

SUSHIL AGARWAL
Whole-time Director & CFO
Per SHIVJI VIKAMSEY Per VIJAY MANIAR
Partner Partner ASHOK MALU
Membership No. 2242 Membership No. 36738 Joint President & Company Secretary
Mumbai, May 14, 2015 Mumbai, May 14, 2015
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NUVO
ADITYA BIRLA NUVO LIMITED & ITS SUBSIDIARIES / JOINT VENTURES*

ADITYA BIRLA NUVO LIMITED : Fashion & Lifestyle, Manufacturing (Agri, Caustic Soda
and Allied Chemicals, Insulators, Viscose Filament
Yarn) Textile.
I) FINANCIAL SERVICES
Subsidiaries
I
Birla Sun Life Insurance Company Limited : Life Insurance
[JV with Sun Life Financial Inc of Canada]
G
Birla Sun Life Pension Management Limited : Management of Pension Fund under NPS Scheme
I
Aditya Birla Financial Services Limited (ABFSL)
(formerly Aditya Birla Financial Services Private Limited) : Core Investment Company
G
Aditya Birla Capital Advisors Private Limited : Private Equity Investment, Advisory & Management
Services
G Aditya Birla Customer Services Limited : Financial & IT enabled services
(formerly Aditya Birla Customer Services Private Limited)
G
Aditya Birla Finance Limited : NBFC/ Fund Based Lending
G
Aditya Birla Financial Shared Services Limited : Financial & IT enabled services
G
Aditya Birla Housing Finance Limited : Housing Finance
G Aditya Birla Insurance Brokers Limited : Composite Non-life Insurance Advisory & Broking
G Aditya Birla Money Limited : Equity Broking
 Aditya Birla Commodities Broking Limited : Commodities Broking
G Aditya Birla Trustee Company Private Limited : Trustee of Private Equity Fund
G Aditya Birla Money Mart Limited : Wealth Management & Distribution
 Aditya Birla Money Insurance Advisory Services Limited : Life Insurance Advisory- Corporate Agent

}
G Birla Sun Life Asset Management Company Limited
[JV with Sun Life Financial Inc of Canada]
 Birla Sun Life AMC (Mauritius) Limited
 Aditya Birla Sun Life AMC Limited, Dubai : Asset Management
 Aditya Birla Sun Life AMC Pte. Limited, Singapore
!
International Opportunities Fund - SPC
(formerly known as Aditya Birla Sun Life - SPC :
 India Advantage Fund Limited
G Birla Sun Life Trustee Company Private Limited : Trustee of Birla Sun Life Mutual Fund
[JV with Sun Life Financial Inc of Canada]
I
Aditya Birla Health Insurance Limited : Health Insurance (Proposed)
(Proposed JV with MMI Holdings Limited, South Africa)

II) GARMENTS & OTHERS SUBSIDIARIES


I
Madura Garments Lifestyle Retail Company Limited : Branded Apparel and Accessories
I
Indigold Trade & Services Limited
G
Pantaloons Fashion and Retail Limited
I
Shaktiman Mega Food Park Pvt. Limited
I
ABNL IT & ITES Limited
G Aditya Birla Minacs BPO Private Limited
I
ABNL Investment Limited

IV) TELECOM (JOINT VENTURE)


I
Idea Cellular Ltd. : Telecommunication Services
th
* As on 14 May, 2015
CMYK CMYK

A D I T YA B I R L A N U V O L I M I T E D
ANNUAL REPORT 2014 -2015

NUVO
Aditya Birla Nuvo Limited
Corporate Finance Division
A-4, Aditya Birla Centre, S.K. Ahire Marg, Worli, Mumbai 400 030.
Telephone +91 22 66525000, 24995000 Fax +91 22 66525821, 24995821
E-mail : nuvo.cfd@adityabirla.com, nuvo-investors@adityabirla.com
Registered Office & Investor Service Centre
Indian Rayon Compound, Veraval 362 266, Gujarat
Telephone +91 2876 245711, 248629/248495 Fax +91 2876 243220
Thomson Press

E-mail : abnlsecretarial@adityabirla.com
Website : www.adityabirlanuvo.com, www.adityabirla.com

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