a.  The company has only one class of equity shares having a par value
 of Rs. 10 per share. Each shareholder of equity share is entitled to
 one vote per share. The company declares and pays dividends in Indian
 rupees; the dividend proposed by the Board of Directors is subject to
 the approval of the shareholders in the ensuring Annual General
 Meeting.
 
 b.  During the year ended 31st March 2012, Dividend of Rs. 4/- per
 share (Previous year Rs. 4/- per share) is recognized as amount
 distributable to equity share holders.
 
 c.  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 of all preferential amounts. However, no such
 preferential amounts exist currently. The distribution will be in
 proportion to the number of equity shares held by the shareholders.
 
 Indian rupee term loan from Bank of Baroda is repayable in 16 quarterly
 installments each of Rs. 71,87,500/- to be repaid by March, 2015. The
 loan is secured by first pari passu charge on company''s fixed assets
 (excluding cars/ vehicles) and the second charge on pari passu basis on
 stocks and book debts as collateral security Indian rupee term loan
 from HDFC Bank is repayable in equated monthly installments each of Rs.
 86,410/-, by March 2015,and is secured against the vehicles purchased.
 
 Indian rupee term loan from Kotak Mahindra Prime Ltd is repayable in
 equated monthly installments each of Rs.71,251/-, by April, 2013 and is
 secured against the vehicles purchased.
 
 Indian rupee term loan from Bank of Baroda is repayable in 16 quarterly
 installments each of Rs. 2,29,00,000/- to be repaid by December, 2012.
 The loan is secured by first pari passu charge on company''s fixed
 assets (excluding cars/ vehicles) and the second charge on pari passu
 basis on stocks and book debts as collateral security.
 
 Indian rupee term loan from HDFC Bank is repayable in 16 quarterly
 installments each of Rs. 56,25,000/- to be repaid by December, 2012.
 The loan is secured by first pari passu charge on company''s fixed
 assets (excluding cars/vehicles) and the second charge on pari passu
 basis on stocks and book debts as collateral security
 
 1.1 Investment in SE Trasstadia Pvt. Ltd. and SETCO Engineering Pvt.
 Ltd., associate concerns have been made in terms of approval given by
 the members of the company in the Annual General Meeting of the company
 held on 24th September 2009.
 
 1.2 Investment in the equity shares of Rs. 10/- each of SE Transtadia
 Pvt. Ltd., have been made at a premium of Rs. 40/- based on the future
 projections and relative worth of the company.
 
 2 EXCEPTIONAL ITEM
 
 The exceptional item of Rs. 2,84,40,454/- represents amount of charge
 towards sharing of cost saving benefits in respect of Uttarakhand unit,
 as recovered by a major customer.
 
 3 MAT CREDIT
 
 During the year, company has recognised MAT Credit of Rs.5,08,84,979/-
 in respect of previous periods and Rs.4,05,53,355/- for current
 financial year and same is shown as adjustment from the current tax
 amount in the statement of profit and loss.
 
 4 SALES-IN-TRANSIT
 
 The Products dispatched from the factory, which remained in transit in
 respect of which the risk and reward have not been transferred till the
 date of approval of financial statements amounts to Rs.3,14,36,815/-
 (Rs.1,57,89,695/-). With a view to reflect true and correct position of
 revenue, the said amount is reduced from total sales of the year and
 the stock value there of Rs.2,27,30,187/- (Rs.1,32,37,006/-) is shown
 under the head Finished Goods in Note 18 under the head
 Inventories.
 
 5 INCOME TAX SURVEY AND TAX OF PREVIOUS PERIODS
 
 During the year, income tax department (''department'') carried out
 survey operations in the company premises.  Consequent to the review of
 records by the department representatives, declarations and submissions
 made on the basis of legal advice, Company re-worked certain tax
 benefits and also offered additional income of Rs 17,00,00,000/- to
 make up for deficiencies, if any, in respect of earlier years taxable
 income. The revised working resulted into additional tax liability of
 Rs. Nil, after adjusting MAT credit entitlement of Rs. 9,04,26,348/-
 there by changing the tax base from MAT to normal taxation for
 preceding financial year.
 
 6 RELATED PARTY DISCLOSURES
 
 A.  Names of related parties and nature of relationship :
 
 a.  Shri Harish Sheth, the Chairman & Managing Director of the Company
 is interested in Setco Engineering Private Limited, SE Transstadia
 Private Limited, Transstadia (Ahmedabad) Private Limited, Transstadia
 Technologies Private Limited as director, and Western Engineering Works
 as partner.
 
 b.  Mr. Shvetal Vakil is Executive Director of the Company.
 
 c.  Mr. Udit Sheth - the Executive Director is a relative of the
 Chairman &Managing Director and also interested as Director in SE
 Transstadia Private Limited and Transstadia (Ahmedabad) Private
 Limited, Transstadia Technologies Private Limited and as partner in
 Western Engineering Works.
 
 d.  Mrs. Urja Harshal Shah (President - Corporate office) & Mr. Harshal
 J. Shah (Director) are relatives of Mr.  Harish K. Sheth and Mr. Udit
 H. Sheth the Chairman & Managing and Executive Director respectively.
 
 e.  List of Foreign Subsidiaries :
 
 - Setco Automotive UK Limited (UK)
 
 - Setco Automotive N.A. Inc. (USA)
 
 - WEW Holdings Limited, Mauritius
 
 f.  List of Associate Concerns :
 
 - SE Transstadia Private Limited
 
 - Transstadia (Ahmedabad) Private Limited
 
 - Transstadia Technologies Private Limited
 
 - Setco Engineering Private Limited
 
 - Transstadia Capital Private Limited.
 
 In terms of approval by the Central Government u/s 297 of the Companies
 Act, 1956 commission is payable to a firm (in which the directors are
 interested) on OE and SPD sales achieved @2% based on the sales figures
 reported in the audited accounts. Commission payable in respect of
 sales during the period 2010-2011 has been accounted during the year
 under review. Advance of Rs. 5,67,99,559/- (Rs. 4,93,50,282/-) due from
 the firm represents amount paid during the year to be adjusted against
 commission to be determined on approval of accounts for the year ended
 31st March, 2012 as per consistent policy followed from year to year.
 
 7 CONTINGENT LIABILITIES & COMMITMENTS
 
 A.  Contingent Liabilities
 
 i) Guarantees given by the bank on behalf of the Company Rs. 21,35,170
 (Rs. 24,62,937).
 
 ii) Guarantee given to ICICI Bank Limited, U.K. for ultimate
 subsidiary''s credit facilities Rs.18,91,06,000 (Rs. 16,70,26,000 )
 (£2.3 million).
 
 iii) Guarantee given to ICICI Bank Limited, Singapore. for ultimate
 subsidiary''s credit facilities Rs.3,34,23,000 (Rs. Nil ) ($ 0.65
 million).
 
 iv) Guarantee given to Bank of Baroda, New York, USA for ultimate
 subsidiary''s credit facilities Rs.30,82,62,900 (Rs. 26,95,35,200 ) ($
 5.995 million).
 
 v) Bills Receivable discounted with the Bank and not matured Rs. Nil
 (Rs 12,06,646).
 
 vi) Warranty Claims raised by Customer but not acknowledged of Rs.
 1,18,58,292 (Rs.51,14,338).
 
 B.  Commitments
 
 i) Estimated amount of contracts remaining to be executed on capital
 account and not provided for Rs.3,54,79,767 (Rs. 3,02,14,100)
 
 8 TRADE RECEIVABLES & PAYABLES
 
 i) Trade receivables and Trade payables balances are under
 reconciliation process. Necessary adjustments, if any, will be
 accounted when the same is reconciled. In respect of other debit/credit
 balances, balance confirmations have not been obtained and therefore,
 are subject to reconciliation and adjustment if any.
 
 ii) In the opinion of the management, current and non-current assets
 are recoverable in the normal course of business.
 
 9 EMPLOYEE BENEFITS
 
 Disclosure pursuant to AS - 15 (Revised) ''Employee Benefits''
 
 i) Defined Contribution Plans
 
 An amount of Rs 1,55,34,984/- (Rs. 1,21,42,637/-) (Provident Fund &
 ESIC) is recognized as an expense and included in Note 27 under the
 head Employee Benefits.
 
 ii) Defined Benefit Plans Contribution to Gratuity Fund
 
 10 EMPLOYEE STOCK OPTION PLAN - ESOP 2010.
 
 The company instituted Setco Automotive Limited Employee Stock Option
 Scheme 2010 as approved in earlier year by the shareholders of the
 company and administered by the Compensation Committee of the Board.
 
 Setco Automotive Limited Employee Stock Option Scheme 2010
 
 11 Research and development expenses aggregating to Rs.24,59,716/- in
 the previous financial year have been regrouped and debited to
 respective revenue expenses account.
 
 12 Figures in brackets represent previous year''s figures.
 
 13 The revised schedule VI has become effective from 1st April 2011 for
 the preparation of financial statements. This has significantly
 impacted the disclosure and presentation made in the financial
 statements. Previous year''s figures have been regrouped/ reclassified
 wherever necessary to correspond with the current year''s
 classification/ disclosure.