Man Industries (India)

1.  Contingent Liabilities not provided in respect of:
 
                                                      (Rs. in Lakhs)
 
 Sr. No.        Particulars                  As on          As on
                                       31st March 2008  31st March 2007
 
 a) Guarantees / Letter of Credit 
 Outstanding                                73,128.05        35,738.58
 
 b) Excise Duty Matters                         88.17           273.72
  
 c) Sales Tax Matters                           39.70            44.07
 
 d) Income Tax Matters                           8.04            98.21
 
 e) Estimated amount of contract 
    remaining to be executed                 2,315.00           172.00 
    on capital account (net of advances)
 
 f) Service Tax Matters                             -           114.47
 
 g) Corporate Guarantee Issued                   8,02             4.00
 
 TOTAL                                      83,602.96        36,441.05
 
 2.  a.  Term Loans from Financial Institutions/Banks are secured by
 first charge on all the Companys fixed assets and by way of second
 charge on the Current Assets of the Company.
 
 b.  Working capital facilities are secured by hypothecation of stock of
 raw material, work in progress / finished goods, stores & spares and
 book debts and by way of second charge on the fixed assets of the
 Company.
 
 3.  Balances of Sundry Creditors and Debtors are subject to
 confirmations, reconciliation and consequent adjustments, if any.
 
 4.  (i) The Company had raised US $ 500 Lakhs (Rs. 20300 Lakhs) by way
 of Zero Coupon Foreign Currency Convertible Bonds during the year ended
 31st March, 2008. The Bondholders have an option to convert these Bonds
 into equity shares, at an initial conversion price of Rs. 143.50 per
 share with a fixed rate of exchange on conversion of Rs. 41.1475 = US $
 1 at the option of the Bondholders at any time on or after 1 July 2007.
 The conversion price is subject to adjustment in certain circumstances.
 The Bonds may be redeemed in whole, at the option of the Company, at
 any time on or after 22nd May, 2010 subject to satisfaction of certain
 conditions.  Unless previously converted, redeemed or repurchased and
 cancelled, the Bonds will be redeemed on 23niMay, 2012 at 146.572 per
 cent of the principal amount so as to give a gross yield of 7.795% per
 annum to the bondholder.
 
 (ii) The part proceeds received from the issue of FCCB of Rs. 10900
 Lakhs have been utilized for the object of the issue viz. for funding
 of expansion of Pipe and Coating Complex at Anjar. The issue proceeds
 of Rs. 9399.72 Lakhs (net of unrealized exchange gain of Rs. 112.46
 lakhs pending utilization) have been invested in short term deposits
 with Banks outside India.
 
 (iii) The Board is of the opinion that it is more likely that
 bondholders would opt for conversion rather than redemption of bonds
 accordingly, believes that the payment on premium on redemption, if
 any, is contingent in nature, hence at this stage, provision of
 redemption premium is not considered necessary and has not been
 recognized in the financial statements. The amount of premium on the
 entire quantum of bonds determined on time proportion basis till March
 31, 2008 aggregates to Rs. 1364.79 lakhs.
 
 5.  Directors of the Company have certified that the Current Assets,
 Loans & Advances and Current Liabilities have a value on realization at
 least equal to the amount at which they are stated in the Balance
 Sheet.
 
 6.  During the year, the Company has deferred the expenses amounting to
 Rs. 624.54 Lakhs incurred for issue of Foreign Currency Convertible
 Bond by writing off the same over a period of up to five year. The
 profit before tax/reserves are over stated by Rs.499.63 Lakhs.
 
 7.  Segmental Reporting as required under Accounting Standard - 17 is
 not applicable as the Company operates in one segment.
 
 8.  The Company has not received any intimation from suppliers
 regarding their status under the Micro, Small and Medium Enterprise
 Development Act, 2006 and hence disclosure requirements in this regards
 as per Schedule VI of the Companies Act, 1956 could not be provided.
 
 9.  Related Party Disclosures:
 
 Related party disclosure as required by Accounting Standard -18th
 Related Party Disclosures issued by Institute of Chartered
 Accountants of India are given below :
 
 a) Names of the parties where control exists :
 
 i.  Man Infraprojects Limited - Subsidiary of the Company.
 
 ii..  Merino Shelters Private Limited - Wholly owned subsidiary of Man
 Infraprojects Limited
 
 iii.  Man USA Inc. - Wholly owned subsidiary.
 
 b) Names of the Enterprise in which Management has significant
 interest:
 
 i.  Man UK Limited
 
 ii.  JPA Holdings Private Limited
 
 iii.  Man Aluminum Limited
 
 iv.  Man Global FZC, UAE.
 
 c) Names of the Key Management Personnel :
 
 i.  Mr. R.C. Mansukhani - Chairman
 
 ii.  Mr. J.C. Mansukhani - Managing Director
 
 iii.  Mr. J.L. Mansukhani - Executive Director
 
 d) Names of the Relatives of Management Personnel :
 
 i.  Mrs. Kimatdevi Mansukhani
 
 ii.  Mrs. Anita Mansukhani
 
 iii.  Mrs. Deepa Mansukhani
 
 iv.  Mr. Nikhil Mansukhani
 
 v.  Ms. Heena Mansukhani
 
 G.  Based on the information available with the Company, the Sundry
 Creditors include Rs 2,564,178/-due to small scale industrial
 undertaking which are due for more than 30 days as on Balance Sheet
 date. The names of small scale industrial undertaking are as follows:
 
 Action Engineers, Adhar Enterprises, Amin Machinery, Anand Metal
 Roofing, Arihant Bearing Services P. Ltd., Bhandari Techno Trade P.
 Ltd., Biren Industries, Carbonic Industries, Dewas Metal Sections Ltd.,
 Diagnostic Automation & Control, Digitial Integrator P. Ltd., Dwekam
 Electrodes P. Ltd., Economos India P. Ltd., Ghanshyam Engineering P.
 Ltd., Goma Engineering P. Ltd., Hawa Valves Automation, Hydmark
 Applicon, Jacktech Hydrolics, K - Electronics, M. D. Engineering,
 Mechno - Tech Engineering, Padmini Industries Limited, Shashwat Systems
 P. Ltd., Tiwari Engineering, Well Bore Engineering Co., East West
 Engineering & Electro.
 
 The above information regarding small scale industrial undertaking has
 been determined to the extent such parties have been identified on the
 basis of information available with the Company. This has been relied
 upon by the Auditors.
 
 10.  Previous year figures have been regrouped /reclassified, wherever
 necessary.