...4 T he Indian Fertilizer industry is passing through a very challenging phase. The year was not...

SEEDSFERTILIZERSSOIL HEALTH PRODUCTSRESEARCHSOLVENT EXTRACTION

ANNUAL REPORT2012-13

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An inside view of the State-of-the-art,recently upgraded beneficiated rockphosphate plant at Nanded,Maharashtra.

An inside view of the state-of-the-art,solvent plant at Nanded, Maharashtra.

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Chairman’s Message 2

Director’s Message 4

Notice 6

Director’s Report 8

Management Discussion Analysis 12

Report On Corporate Governance 17

Standalone Financial Statements

Auditor’s Report 25

Balance Sheet 30

Statement of Profit and Loss 31

Cash Flow Statement 32

Notes on Financial Statements 34

Consolidated Financial Statements

Auditor’s Report 50

Balance Sheet 53

Statement of Profit and Loss 53

Cash Flow Statement 54

Notes on Financial Statements 56COMPANY INFORMATIONRegistered Office & WorksShri Hanuman Nagar,Osman Nagar Road,Village - Dhakni,Nanded 431708,Maharashtra.

AuditorsM/s. J. P. Falor & Co.Chartered AccountantsSanman Towers,Vazirabad,Nanded 431601,Maharashtra.

BankersUnion Bank of India,Santkripa Market,G. G. Road,Nanded 431601,Maharashtra.

Share Transfer AgentAarthi Consultants Pvt. Ltd.1-2-285, Domalguda,Hyderabad 500 029,Andhra Pradesh.

COMPANY INFORMATIONRegistered Office & WorksShri Hanuman Nagar,Osman Nagar Road,Village - Dhakni,Nanded 431708,Maharashtra.

AuditorsM/s. J. P. Falor & Co.Chartered AccountantsSanman Towers,Vazirabad,Nanded 431601,Maharashtra.

BankersUnion Bank of India,Santkripa Market,G. G. Road,Nanded 431601,Maharashtra.

Share Transfer AgentAarthi Consultants Pvt. Ltd.1-2-285, Domalguda,Hyderabad 500 029,Andhra Pradesh.

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The year was not good for fertilizer industrydue to erratic monsoon and severe droughtconditions prevailed in the Country. The economicperformance in the Indian economy was dampeneddue to fiscal deficit, inflation, volatile exchangerates, effects of global slowdown and slow pace ofstructural reforms. The economy slowed to around5% for the 2012–13 fiscal year compared with 6.2%in the previous fiscal.The sales of fertilizers witnessed a decline of 15%in FY 2012-2013. While urea volumes continued toremain relatively steady, a steep decline waswitnessed in the sales volumes of fertilizers suchas di- ammonium phosphate (DAP), single superphosphate (SSP) and NPK complexes with demandbeing affected by higher prices on account of lowersubsidy for these nutrients, increased cost of rawmaterials globally and rupee depreciation. Thedemand for these fertilizers was further impactedby inventory overhang and delayed monsoon. Asper the Fertilizers Association of India the N:P:Kusage ratio is expected to have deteriorated from6.5:2.9:1 in FY12 to 8.1:3.2:1 in Kharif 2012.Nevertheless, the core long-term demand driversfor the industry remain steady with improving farmeconomics and rising thrust on irrigation. However,price driven factors are increasingly impactingconsumption pattern among fertilizers. Thegrowing disparity between urea and phosphaticfertilizer pricing does offer significant challenges.Partial price deregulation (fixed urea price andvariable non urea fertiliser prices), lower subsidies(under NBS) and weak rupee have significantlywidened the retail price differential between ureaand non-urea fertilisers, thus further skewing theconsumption in favour of urea. This not onlyadversely affects the Government in balancing the

budget due to the burgeoning subsidy bill but alsothe overall soil health due to suboptimal skewedapplication of NPK fertilizers which affectsagricultural productivity. The Government is awareof these effects of the current subsidy policy and Iexpect a more balanced policy will emerge in thenear future.On the seed front, out BT cotton has alreadycaptured the market. We further expect to gainmarket share because of our differentiated andhigh-yielding seeds portfolio. We have continuedour research to provide quality seeds. Our R&D inpaddy seed has also brought good results and weare poised to grow faster in this field as well. OurR&D teams work closely with farmers in differentregions to recognize and understand their needsand deliver customized solutions using our widerange of seeds and soil health products.While this year offered some short-term challenges,growing population and rising income levels indeveloping economies have contributed to theincreased demand for food and nutrient products,which will fuel the demand for fertilizers in thelong term. Population of India is ever growing.Urbanization is also growing with the developingeconomy. This is resulting in reduction ofavailability of cultivable land. Coupled with theincrease in Population and reduction in availabilityof cultivable land it is necessary to increase foodgrain production. This is only possible through useof better agri inputs and efficient use of theavailable resources.Coupled with limited availability of land, thegrowth in population underscores an urgent needto improve farm productivity in order to attain self-sufficiency in food for most developing nations. Oflate grains also have created a non-traditional

CHAIRMAN’S MESSAGECHAIRMAN’S MESSAGE

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demand with agricultural produce now being usedto meet the energy needs. This particularly affectspricing of products like sugarcane, wheat, coarsegrains and vegetable oils. Currently the main thrustof productivity improvement is in fertilizers but willsoon turn to other methods like deployment ofsuperior seeds and a more efficient cropping pattern.We expect productivity gains to be backed byincreased use of fertilizers and expect it will be akey growth ingredient in developing countrieswhere per hectare usage still remains relatively low.In the medium-term a positive agricultural outlookis expected to stimulate fertilizer demand. Worlddemand is projected to be 188.3 million tonnes in2014-15 corresponding to an average compoundedannual growth rate of 2.5%. Phosphatic fertilizersespecially SSP is likely to witness a period of stronggrowth in the coming years. This is good news forShiva Global Agro since we are well-entrenched inthe Phosphatic fertilizer segment.We are doing our best to help farmer in all aspect.Our bio fertilizers & growth stimulants are alsouseful for farmers. We are making all our endeavors

to educate farmers so as to encourage soil specificcrop pattern and use of quality seeds & fertilizersto increase the farm productivity. We are educatingthe farmers to use available technological resourcesefficiently to further improve the yield. As it is ourresponsibility to ensure food security for ourcountry.In order to ensure sustained growth, we are lookingforward to set up additional manufacturingfacilities in other parts of the country. We expressour gratitude to all our stakeholders includingshareholders, customers, bankers, and farmers fortheir unstinted support and contribution which wevalue the most.

With warm regards,

____________________Omprakash K. Gilda

Founder and Chairman

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The Indian Fertilizer industry is passing througha very challenging phase. The year was not goodfor fertilizer industry. Erratic monsoon and severedrought conditions prevailed in the Country.During the year, the company’s production of SSPhas fallen by 9% as compared to last year and theproduction of NPK fertilizer has risen by 6%whereas the sales volume of SSP & NPK decreasedby 24% and 11% respectively. However due to thelikely forecast of early monsoon during the currentyear, we remain optimistic of good marketconditions during the current year and anticipateit will help the farm sector achieve higher food andgrain output during the year.We at Shiva are striving hard to attain higherproduction of SSP. In the last couple of years thecompany has put efforts and invested in the set upand operations of Beneficiated Rock PhosphatePlant to cater the needs of Raw Material i.e. RockPhosphate. During the year the company focusedon the upgradation of the plant. The BRP Plant wasfurther upgraded.I am pleased to report that, The Company’sconsolidated turnover increased from 398.54 croresin previous year to Rs.518.07 Crores in current year.Your company could endure the pressure ofeconomic woes, erratic monsoon and demandcontraction with a marginal fall in profits. Theprofits before tax of the consolidated entity stoodat Rs.905.65 crores as against Rs.927.58 crores ofprevious year.Seeds business is constantly remaining one of themost important part of Indian Economy. Our seedwing Kirtiman Agro has also contributed to someextent in such economic woes. The company couldnot achieve the targeted sales due to erratic and

irregular monsoon. Though the company is satisfiedwith the performance of its products in seedsportfolio. Our research variety paddy seeds namelyMugdha, Hina & Kanchan were short in supply asagainst their demand, which proves the goodcontributions in the coming years from seeddivision.The solvent business has made a remarkablecontribution during the year. Demand for oil andDOC has been good. Solvent business accounts for61% of the turnover and 47% of the profit beforetax of the consolidated entity. However the constantchanges in Soyabean prices have been a challenge.We are well prepared to face and expect our solventbusiness to remain steady. The company furtherexpects better results from the solvent business.The years ahead are expected to bring newchallenges. SSP sale is likely to increase as it ischeaper as compared to other fertilizers supplyingP. Now the government is planning to pay thesubsidy directly to the Farmers. Various steps inthis direction have already been taken. This willalso encourage use of SSP as it will be cheapestfertilizer under this circumstance. Howevercompetition is set to increase with the entry ofvarious new plants in the field. However we atShiva are ready to face new challenges and attainnew heights.We are committed for our growth and we arecommitted to translate our plans into actions. OurBRP plant is now fully upgraded and is runningsuccessfully giving strength to our SSP unit. Asmentioned in the last report, the MOU with TheM. P. State Mining Corporation Ltd. for supply ofRock Phosphate was signed in the year 2011 andthe plan to set up BRP and SSP plants in the state of

DIRECTOR’S MESSAGEDIRECTOR’S MESSAGE

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Madhya Pradesh, I am pleased to report you thatpositive steps were further taken during the currentyear to realize the plans and promises. Some of theapprovals of governmental agencies were receivedand some are in progress. We expect to commenceoperations in our first plant in Madhya Pradeshwithin next couple of years.Shiva Global Agro is committed to educate farmersto adopt quality seeds and use of soil specificfertilizers which can improve the yield and as partof this programme, we started educating farmersabout the fertilizer best management practices. Ourconstant endeavour is to increase our reach and bein a position to deliver our fertilizers and seeds toa larger section of farmers. We provide soil testing,field demonstrations, crop seminars and farmers

meetings to convince the farmers about the benefitsof balanced use of fertilizer.A formal plan is in place to achieve an ambitioustarget for the coming years and the Company isconfident of achieving the same. With the supportof Government and all stakeholders especiallyfarmers, your company would march aheadsuccessfully from strength to strength.

With warm regards,

__________________Deepak S. Maliwal

Director

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Notice is hereby given that the 21st ANNUALGENERAL MEETING of the Share holders of theCompany will be held at the Administrative Officeof the Company on Saturday the 28th September,2013 at 1.00 P.M. to transact the following.

ORDINARY BUSINESS

1) To receive, consider and adopt the AuditedProfit and Loss Account for the year ended 31st

March, 2013 and the Balance Sheet as at that datetogether with the reports of the Board of Directorsand Auditors thereon.

2) To elect a Director in place of Shri DeepakShyamsunder Maliwal who retires by rotation andbeing eligible offers himself for re-appointment.

3) To elect a Director in Place of ShriVijayprakash Onkarlal Agarwal who retires byrotation and being eligible offers himself for re-appointment.

4) To Declare Dividend for the year ended 31 st

March, 2013.

5) To appoint Auditors to hold office from theConclusion of this Annual General Meeting untilthe conclusion of the next Annual General Meetingand to fix their remuneration and to pass thefollowing resolution thereof:

RESOLVED THAT M/s J. P. Falor & Co., CharteredAccountants, be and are hereby re-appointed as theAuditors of the Company to hold the office fromthe conclusion of this Annual General Meeting tothe conclusion of next Annual General Meeting onsuch remuneration as may be determined by theBoard of Directors in consultation with the Auditors& the remuneration may be paid on a progressive

billing basis to be agreed between the Auditors andthe Board of Directors.

By the order of the Board

_________________Place : Nanded Omprakash GildaDated: 30th May, 2013 Managing Director

Notes

1. A member entitled to attend and vote atthe annual general meeting is entitled to appoint aproxy to attend and vote in the meeting and theproxy need not be a member of the company.

2. The instrument appointing the proxy mustbe deposited at the registered office of theCompany not less than 48 hours before thecommencement of the meeting.

3. Members/proxies should bring duly filledAttendance Slips sent herewith to attend themeeting.

4. The Register of Members and Share TransferBooks will remain closed from September 23, 2013to September 28, 2013 (both days inclusive)

5. Subject to the provisions of Section 206A ofthe Companies Act, 1956, dividend as recommendedby the Board of Directors, if declared at themeeting, will be paid to those members whosenames appear on the Register of Members as onSeptember 28, 2013.

6. Members are requested to address allcorrespondence, including dividend matters, to the

NOTICENOTICE

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Registrar and Share Transfer Agents, AarthiConsultants Pvt. Ltd., 1-2-285, Domalguda,Hyderabad – 500 029.

7. Members holding shares in dematerialisedform are requested to intimate all changes pertainingto their bank details, National Electronic ClearingService (NECS), Electronic Clearing Service (ECS),mandates, nominations, power of attorney, changeof address, change of name, e-mail address, contactnumbers, etc., to their Depository Participant (DP).Changes intimated to the DP will then beautomatically reûected in the Company’s recordswhich will help the Company and the Company’sRegistrars and Transfer Agents, Aarthi ConsultantsPrivate Limited to provide efficient and betterservices. Members holding shares in physical formare requested to intimate such changes to theregistrars and share transfer agents.

8. Members holding shares in physical formare requested to consider converting their holdingto dematerialized form to eliminate all risksassociated with physical shares and for ease inportfolio management. Members can contact theCompany or Aarthi Consultants Private Limited,for assistance in this regard.

9. Members desiring any informationconcerning accounts are requested to send theirqueries at least seven days before the date ofmeeting to the company so that informationrequired may be made available at the meeting.

10. The Ministry of Corporate Affairs (MCA),Government of India, has announced “Greeninitiative in the Corporate Governance” bypermitting the Companies to send the BalanceSheet, Profit & Loss Account, Directors’ Report,Auditor’s Report etc. to their members throughemail instead of mailing physical copies.Members are requested to support the GreenInitiative by the Government and get their emailaddresses registered with their DepositoryParticipants in case of shares held in demat form orwith Registrars in case of shares held in physicalform.


______________________Dated: 30th May, 2013 Omprakash GildaPlace : Nanded Managing Director

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YYYYYour Directors are pleased to place before you the Twenty First Annual Report and the Audited Accountsof the company for the year ended March 31, 2013.

PERFORMANCE OF THE COMPANY

Your company’s financial results are summarized hereunder:Particulars Consolidated Standalone

2012-13 2011-12 2012-13 2011-12Income From Operations 51,806.86 39,853.63 10,614.51 11,149.64Other 276.37 148.69 57.69 37.81Total 52,083.23 40,002.32 10,672.20 11,187.46ProfitProfit Before Interest, Depreciation and Taxation 2,837.98 2,818.34 1,013.82 1,124.03Less: Interest 1,676.53 1,646.98 635.29 574.27 Depreciation 255.80 243.79 95.53 88.51

Profit Before Tax 905.65 927.58 283.00 461.25Less: Provision for Tax 305.79 292.82 101.93 143.50(Including Deferred Tax and MAT Credit Entitlement)

Profit After Tax 599.86 634.76 181.06 317.75Add: Surplus brought forward 1,382.08 1,033.07 983.96 782.13Less: Transfer to Minority Interest 176.88 133.85 0.00 0.00Less: Adjustments on account of change in holding 35.33 23.85 0.00 0.00Amount available for appropriations 1,769.73 1,510.13 1,165.03 1,099.88

AppropriationsProposed Dividend (Including Dividend Tax) 55.82 110.91 55.82 110.91Transfer to General Reserve 17.07 17.13 5.00 5.00Surplus retained in the Profit & Loss Account 1,696.84 1,382.08 1,104.20 983.96

DIRECTOR’S REPORTDIRECTOR’S REPORT

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REVIEW OF OPERATIONS

The year gone was beset with challenges. In termsof production as well as Sales volumes, the yearunder review has been sluggish for fertilizersegment. Erratic monsoon resulted in near todrought conditions in many states including theprimary markets viz. Maharashtra, steep increasein P & K fertilizers prices due to weakening currencyand carryover of inventories on the part of dealers,demand for Fertilizers did not pick up which inturn impacted profitability of the company for theyear under review.

On the other front rising demand for Indian edibleoil favoured the company’s solvent segmentresulting in increase in consolidated turnover ofRs.51806.86 Lacs as against previous year’sconsolidated turnover of Rs.39853.63 Lacs.

Weak economic environments, high inflation,regulatory uncertainity, delay in release of subsidyfrom the Government of India and high interestrates adversely impacted profits. ConsolidatedProfits after tax stood to Rs.599.86 Lacs as againstprevious year’s consolidated profits after tax ofRs.634.76 Lacs.

Your company is confident of improving its existinglevel of performance which is expected to besupported by rational subsidy scheme from thegovernment and favourable market conditionscoupled with the fact that SSP is the cheapestfertilizer providing Phosphate to the farmers.

SUBSIDIARY COMPANIES:

i) Shiva Parvati Poultry Feed Private Limited:The Company (a 51% subsidiary) achieved a totalturnover of Rs.13,982.40 Lacs and earned Rs.109.33Lacs of Profits After Tax.

ii) Ghatprabha Fertilizers Private LimitedThe Company (a 75% subsidiary) achieved a totalturnover of Rs.7,174.47 Lacs and earned Rs.105.70Lacs of Profits After Tax.

iii) Shrinivasa Agro Foods Private LimitedThe Company (a 51% subsidiary) achieved a totalturnover of Rs.17,497.11 Lacs and earned Rs.181.84Lacs of Profits After Tax.

iv) Kirtiman Agrogenetics LimitedThe Company (a 64.50% subsidiary) achieved a totalturnover of Rs.2,769.13 Lacs and earned Rs. 21.93Lacs of Profits After Tax.

CONSOLIDATED FINANCIAL RESULTS :

Consolidated Financial Statements incorporatingthe operations of the Company and its subsidiariesis appended.As per Section 212 of the Companies Act, 1956, weare required to attach the Directors’ report, BalanceSheet, and Profit and Loss account of oursubsidiaries. The Ministry of Corporate Affairs,Government of India vide its circular no. 2/2011dated February 8, 2011 has provided an exemptionto companies from complying with Section 212,provided such companies publish the auditedconsolidated financial statements in the AnnualReport. Accordingly, the Annual Report of 2012-13does not contain the financial statements of oursubsidiaries. However, the Accounts of theSubsidiary Companies and the related informationwill be made available to the Members of ShivaGlobal Agro Industries Limited and its SubsidiaryCompanies on request and will also be kept forinspection at the Registered Office.

SAFETY, HEALTH AND ENVIRONMENT(SHE):

Company’s focus on Safety, Health andEnvironment continued during the year underreview across all locations with all manufacturingplants maintaining high safety standards. Theoverall safety environment continued to improveduring the year under review.

DIVIDEND :

Your Directors recommend a dividend @5% for theyear ended 31st March, 2013.

FIXED DEPOSIT :

Your company has accepted fixed deposits duringthe year and there are no unpaid/ overdue fixeddeposits.

DIRECTORS :

Mr. Deepak Shyamsunder Maliwal and Mr.Vijayprakash Onkarlal Agrawal, Directors of thecompany, retire by rotation and being eligible offerthemselves for reappointment.

AUDITORS :

The auditors, M/s J. P. Falor & Co., CharteredAccountants, retire at the ensuing Annual GeneralMeeting and have confirmed their eligibility andwillingness to accept office, if re-appointed.

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COST AUDITORS

In pursuance of Section 233B of the Companies Act,1956 the Central Government has ordered CostAudit for Fertilizers. Accordingly, Mr. Jayant B.Galande, Cost Accountants, were appointed CostAuditors to render reports to the CentralGovernment. The Report for the year 2011-12 wassubmitted on January 09, 2013 (due date February15, 2013) and for the year 2012-13 the reports willbe submitted on or before the due date.

MANAGEMENT DISCUSSION & ANALYSIS :

A report on Management Discussion and Analysis,which forms part of this Annual Report, inter-alia,deals with the operations as also current and futureoutlook of the company.

DIRECTORS RESPONSIBILITY STATEMENT

The Board of Directors of Shiva Global AgroIndustries Limited confirm that in the preparationof the statement of Profit & Loss for the year endedMarch 31, 2013 and the Balance Sheet as at that date(“financial statements”) :

the applicable accounting standards issuedby the Institute of Chartered Accountants ofIndia have been followed

appropriate accounting policies have beenselected and applied consistently and judgmentsand estimates that are reasonable and prudenthave been made so as to give a true and fairview of the state of affairs of the Company as atthe end of the financial year and of the profit ofthe Company for that period.

proper and sufficient care has been taken forthe maintenance of adequate accounting recordsin accordance with the provisions of theCompanies Act, 1956 for safeguarding the assetsof the Company and for preventing anddetecting fraud and other irregularities. Toensure this, the Company has establishedinternal control systems, consistent with its sizeand nature of operations, subject to the inherentlimitations that should be recognized inweighing the assurance provided by any suchsystem of internal controls. These systems arereviewed and updated on an ongoing basis.Periodic internal audits are conducted toprovide reasonable assurance of compliance

with these systems. The Audit Committee meetsat regular intervals to review the internal auditfunction.

Proper systems are in place to ensure complianceof all laws applicable to the Company.

The financial statements have been preparedon a going concern basis.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreement withthe Stock Exchange a separate section titled “Reporton Corporate Governance” is attached to thisAnnual Report.

CONSERVATION OF ENERGY, TECHNOLOGYABSORPTION, FOREIGN EXCHANGEEARNINGS & OUTGO

The particulars as prescribed under Sub-section(1)(e) of Section 217 of the Companies Act, 1956,read with the Companies (Disclosure of particularsin the report of the Board of Directors) Rules, 1988,are provided in the Annexure to the directors’report section.

PARTICULARS OF EMPLOYEES

Information in accordance with the provisions ofSection 217(2A) of the Companies Act., 1956 readwith the Companies (Particulars of Employees)Rules, 1975, as amended is not presently applicable.

ACKNOWLEDGEMENT

The Directors acknowledge and would like to placeon record the commitment and dedication on thepart of the employees of your Company for theircontinued efforts in achieving good results, in anadverse situation.The Directors also wish to acknowledge and recordtheir appreciation of the continued support andassistance received by the Company from UnionBank of India and other Banks, financial institutions,as well as from various Government bodies bothat the Centre and the State.


_________________Place : Nanded Omprakash GildaDated : 30th May, 2013 Managing Director

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Particulars 31.03.2013 31.03.2012

A. POWER AND FUEL CONSUMPTION

1. Electricity

a) Purchased Units 2997540 Units 2212572 Units

Amount (Rs. In Lacs) 223.87 148.72

Rate per unit 7.47 6.72

b) Own Generation - -

2. Coal, Bio-Coal & Husk 3820.544 MT 3247.854 MT

B. CONSUMPTION PER UNIT OF PRODUCTION

Electricity (Units) 26.02 PMT 15.97 PMT

Coal, Bio-Coal & Husk (MT) 0.0332 PMT 0.0234 PMT

ANNEXURE TO THE DIRECTORS REPORTFORM FOR DISCLOSURE OF PARTICULARS WITH RESPECT TO CONSERVATION OF ENERGYA) CONSERVATION OF ENERGY:The company has taken various measures for its energy conservation. Small Group Activity teams havebeen constituted to constantly look at the energy conservation and other improvement schemes at plants.

B) TECHNOLOGY ABSORPTION :

Company has fully absorbed the technology to manufacturing Single Super Phosphate (SSP) with an installedcapacity of 400 TPD. The plant has been operated at its full efficiency level.

C) FOREIGN EXCHANGE EARNINGS AND OUTGO :

The Foreign Exchange outgo on account of purchase of raw materials and interests on Foreign CurrencyLoan is Rs. 505.73 Lacs. (Previous year Rs. 92.52 Lacs)

FORM A

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Indian Fertilizer Industry Overview

Fertilizer is one of the key inputs in crop production.Indian fertilizer industry has made a greatcontribution in ensuring adequate and timelyavailability of fertilizers in every nook and cornerof the country. Despite being the second largestconsumer of fertilizers in the world, India’s perhectare fertilizer consumption is still low andimbalanced.Irregular and deficient monsoon affected the

Production of SSPQuantity in ‘000 Tonnes

500045004000350030002500200015001000

5000

2003-04 2004-05 2005-06 2006-07 2007-08 2008-09 2009-10 2010-11 2011-12 2012-13

MANAGEMENT DISCUSSION ANALYSISMANAGEMENT DISCUSSION ANALYSIS

economic performance in general and particularlyto fertilizer industry. During the current year thefertilizer industry felt the impacts of NBS policyon prices and market dynamics. Depreciatingcurrency, economic slowdown, increase in the pricesof raw materials, carryover of inventories on thepart of dealers and other suboptimal conditionsresulted in decrease in sales of fertilizers inspite ofincrease in production of fertilizers. The productionof SSP in last ten years is depicted below;

Limited availability of land, the growth in populationunderscores an urgent need to improve farmproductivity in order to attain self-sufficiency in foodfor most developing nations. Currently the mainthrust of productivity improvement is in fertilizers.This offers an opportunity to the company like usserving Single Super Phosphate, a cheapest fertilizerin the country, to attain persistent growth.

SSP Segment

The major ingredients of our SSP fertilizer isPhosphorous, Calcium and Sulphur which plays amajor role in improving fertility of land. SSPprovides 15% of total phosphate requirement of thecountry with lowest price per kg (in non-ureafertilizer) and preferred by small and marginalfarmers. Moreover, it is the cheapest source of

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Sulphur for the soil.The production of SSP marked a phenomenalincrease after changes in SSP policy since 2008-09and onwards. The implementation of NBS policysince 1st May, 2010 enabled the SSP industry tomaintain the momentum of positive growth inproduction. There has been a consistent highgrowth in production of SSP during 2009-10 to 2011-12. During 2009-10, 2010-11 and 2011-12, theproduction of SSP increased by 22%, 20% and 17%,respectively. During 2012-13, the production of SSPtouched 4.414 MMT with a modest growth rate of2.1% over the previous year. The rate of growth inSSP slowed down in 2012-13 due to weak monsoonand uneven distribution of rainfall. The sales of SSPfertilizers decreased during the year, the same canbe seen in the following graphs:

During the year under review, following majorchanges took place in SSP industry;

8 new SSP Plants added to the list makingtotal number of SSP plants in India to 90.

All India capacity of SSP increased from 8.044million tonnes (te) during 2011-12 to 8.944million te during 2012-13.

All-India capacity utilisation of SSP reducedfrom 60.2% during 2011-12 to 54.3% during 2012-13.

Total despatches of SSP during 2012-13 at4.200 million te witnessed a decline of 8.9% over

2011-12. Kharif : Rabi share in total despatcheswas 46:54.

Stock of SSP increased from 281.8 thousandte as on 31st March, 2012 to 517.9 thousand teas on 31st March, 2013, representing 39 days production level.

Outlook

Growing population, increasing urbanization,higher disposable income levels and changes inconsumption patterns towards higher protein, fruitsand vegetables intake will continue to be the long-term growth drivers for the agricultural inputssector. The core long term demand drivers for thefertiliser industry remain steady with improvingfarm economics and rising thrust on irrigation.While the long-term demand side fundamentals arefirmly in place, the short-term supply sidefundamentals are continuing to emerge in India.The NBS policy that is currently in place willcontinue to face pressure from multiple fronts —imbalanced nutrient application resulting in poorsoil health & productivity, high fiscal deficit andindustrial advocacy to name a few. TheGovernment will continue to lower subsidies forthe decontrolled fertilisers in the near term to reducethe burgeoning subsidy payments and reduce fiscaldeficit. Substantial increase in Urea price and itseventual move to NBS is an urgent need to correctnutrient use balance which has worsened over thelast three years.While the policy issues will continue to be debatedand developed over a period of time, the Companyhas been actively planning to meet the long termdemands of the agricultural inputs sector. With thehelp of newly set up BRP Plant and furtherupgradations to it during the current year, thecompany would be able to meet its raw materialrequirements and thereby continuous production.With these changes, the manufacturing base of theCompany has been positioned to be capable ofmeeting the needs of the phosphatic fertiliser sector.Further, the Company is planning to set upadditional manufacturing facilities in the states ofMadhya Pradesh in near future, which wouldfurther increase the company s presence in themarket.

Seeds

Seeds are a critical input for agricultural crops.Farmers typically rely on farm-saved seeds, over

Overall SSP Sales

t a

a

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use of which leads to a low seed replacement rateand poor yield.An Indian Seed Programme for encouraging thedevelopment of new varieties and protecting therights of farmers and plant breeders has been putin place with the participation of central and stategovernments, the Indian Council of AgriculturalResearch (ICAR), state agricultural universities,seed cooperatives, and private sectors. A central-sector Scheme for Development and Strengtheningof Infrastructure Facilities for Production andDistribution of Quality Seeds with the aim ofmaking quality seeds of various crops available tofarmers at affordable price is under implementationsince 2005-06. As a result of this initiative,availability of certified quality seeds has increasedfrom 140.5 lakh quintals in 2005-06 to 328.6 lakhquintals in 2012-13; 426 seed-processing plants havebeen sanctioned and an amount of Rs 37.24 crorereleased to small entrepreneurs for creation of 85.89lakh quintal seed-processing capacity and 30.30 lakhquintal storage capacity; and seed processingcapacity of 4.7 lakh quintals and seed storagecapacity of 2.4 lakh quintals has been created in thepublic sector during 2011-12 (up to 31.10.2012).For achieving timely availability of seeds ataffordable price to farmers in hilly/remote areasof north-eastern states, a Transport Subsidy onMovement of Seeds scheme is in operation wherebygrants-in-aid of Rs.12.6 crore was reimbursed tovarious implementing agencies for movement of 9.7lakh quintals of seeds during the Eleventh Five YearPlan. A Sub-Mission on Seed and Planting Materialunder the National Mission for AgriculturalExtension and Technology with an allocation ofRs.2088 crore is under consideration for the TwelfthFive Year Plan.Research and reach are the determining factors forsuccess in the seeds segment. On both these countsShiva Global Agro, through Kirtiman, is looking toput up a strong show. We are simultaneouslybuilding our capabilities in the segment throughinvestment of money and time and this will proveto be beneficial over the long run. Our efforts areevidently in the right direction. Our researchfacilities, which have capabilities for molecular andaided breeding, have been approved by theDepartment of Science and Industrial Research. Inaddition, our R&D lab is certified by the Directorateof Research, Mahatma Phule Krishi Vidyapeeth atRahuri in Maharashtra. We are engaged in a

transgenic technology licence with MahycoMonsanto Biotech (India) Ltd. which aids us inproduct addition and testing.We are seeking to extend research in order towiden our germ plasm base so as to include greatergenetic diversity among various gene pools. Webelieve this will assist us in intermeshingcharacteristics and gaining newer hybrid varietiesto add to our expanding product list.Most seed companies are looking at sales growthbetween 20-25% and with accompanying superiorgross margins it enables them to reinvest the samein research and garnering increased reach. One ofthe prerequisites in the seed industry is the intensiveefforts into research and development which is timeconsuming and requires a long-term perspective.It is currently estimated that more than half ofIndia s population is involved in agriculture whichcontributes 15% to the country s GDP. The sectorwitnessing significant investment plans from theprivate equity community given the magnitude ofthe population it affects. At Shiva Agro we haveexperienced the benefits flowing to the agriculturalcommunity over the past year, particularly in cottondue to adoption of higher technology and improvedfarming techniques. Following were theachievements in the cotton hybrids during the year;

Our hybrid KCHH -2725 ranked II in thecentral zone both in seed cotton & lint yieldrecording 31.20% & 27.40 % more yieldrespectively.

Our hybrid KCHH -2735 recorded 15.00% &8.40 % more seed cotton & lint yieldrespectively.

Our hybrid KCHB -3355 ranked II in the southzone both in seed cotton & lint yield recording30.00% & 28.90% more yield respectively.

Our hybrid KCHH — 2904 recorded 6.84 &21.22 % more seed cotton yield respectively.

We remain firmly committed to the growth andbetterment of the community and look to improveupon our capabilities in the areas of generatingfurther reach and research. We believe increasedfocus on these two parameters will aid us in beingof more utility to the grower and in turn drivegrowth for us as well.

Solvent Extraction and Deoiled Cakes

World s consumption of edible oil was to the tuneof 82 Million MT in 1990-91 and has doubled in thetwo decades. Palm, Soya and Mustard oil are

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expected to constitute 64% of the total global oilconsumption.India is the 4 th largest edible oil economy after U.S.,China and Brazil. As we can see that Asianindustries are emerged as the most promisingindustry at the world and the global cues suggestthat the next round of growth will come from Asianeconomies like China and India which have agrowing population to feed, youngerdemographics, better lifestyles and increasedpurchasing power due to local development.Soya bean is an important oil crop grown in centralIndia. Traditionally it has been used for derivingoil (about 18% of the grain weight) and the restbears usage as deoiled cake which has takers fromthe poultry feed industry both locally and overseas.India imports about 8-9 MT of oil every year andexports approximately 12-13 MT of deoiled cake ofwhich soya cake accounts for between 5-6 MT perannum.The presence of large number of players, bothorganized as well as unorganized, make theindustry compete and operate at lower margins.The vagaries of volatile commodity prices andforeign exchange fluctuations compound the burdenfurther. It is estimated that India plays an importantrole in the global edible oil market, accounting forapprox. 10% of consumption.Shiva Global Agro is present in the space primarilythrough its subsidiaries Shiva Parvati Poultry FeedPvt. Ltd. and Shrinivasa Agro foods Pvt. Ltd., bothof which are operating at 90,000 tpa soya crushingfacility. The raw material for the same is soya beanwhich is available locally since it is a regionalproduce. Deoiled cake (DOC) has takers from southIndia-based poultry feed manufacturers who findNanded an attractive location to meet their rawmaterial needs. We expect the sector to performwell as latent demand in the Indian economy,arising from growing per capita income coupledwith global soya and oil production bottlenecks,may keep interest and prices firm. Higher exportdemand was also witnessed in DOC of which ShivaGlobal Agro is aiming to capture a larger chunk.Overall, we are positive of the business prospectsin this sector and look forward to being in a positionto serve India s oil needs and earn foreign exchangefor the country via sale of DOC.

Soil Health Products

Successful gardens depend on the health of the soil.

Compost, designed by Mother Nature herself,enhances soil health naturally by improving itsstructure and increasing its nutrient content. Unlikechemical fertilizers that only include the basicelements required for plant growth, compostcontains micronutrients and organic matter vital tothe long-term health of the soil system. Soilsamended with compost demonstrate a robuststructure with increased water holding capacity,increased oxygen flow to the roots, improveddrainage and buffered pH changes. Building up thestrength of the root zone environment consequentlyreduces wind and water erosion.Increased use of fertilizers, especially those notsuitable for the soil have caused great harm in manyparts of the country. Soil nutrient imbalance is agrowing challenge for farmers seeking to cultivatehigh-yield crops. This has led to an increaseddemand for plant nutrients that replace nutrient lossthrough continued intensive agriculture. At ShivaGlobal Agro Industries we have seized theopportunity provided by this still-nascent marketby offering soil health products through oursubsidiary Shiva Global Biotech, GhatprabhaFertilizers Pvt.Ltd. and Kirtiman Agrogenetics Ltd.Additionally, synthetic inputs like NPK fertilizersare provided by affiliated group arms. Themicronutrients improve the plant s health and spurits growth. Based on experimentation on variouscrops, specific nutrient requirement for individualcrop are worked out and the products are designedaccordingly.A fact that the entire range of our products isnatural, ensures wide acceptance in the market. Thegrowth potential displayed by these soil healthproducts encourages to accelerate the researchactivity in this space and offer soil health productsfor diverse crops. Anticipating the strong growthin this space, we are following a threefold strategyfor increasing sales, penetrating newer markets andstrengthening the market share and brand in itscurrent markets.

Human Resources

The human resources strategy enabled the Companyto attract, integrate, develop and retain the besttalent required for driving business growth. TheCompany has created a performance drivenenvironment where innovation is encouraged,performance is recognised and employees aremotivated to realise their potential. Our relentless

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pursuit to connect with employees on a regular basis,communicate in an open and transparent manner,provide opportunities to learn and grow within theorganisation are yielding desired results as isevident from the high retention rates and themotivation and engagement levels of ouremployees.The Company continued to invest in enhancing itshuman capital through building skills andcompetencies for its associates. Efforts are madecontinuously to integrate differently-abledindividuals into the workforce. At the end of March2013 we had employee close to 450 people acrossthe group, including our subsidiaries. We believethat our employee-induction techniques andstrategies are in tune with our enterprise mission.We aim to induct professionals with a forwardlooking spirit and offer them a reasonable careerprogression plan. We believe in investing in learningand skill development and the training programmesundertaken by us are meant to update skill sets atall levels. A healthy leadership pipeline ismaintained through the layered framework ofLeadership & Development, focusing ondeveloping behavioural, business and peoplecompetencies. Potential leaders are identified andare nurtured and given challenging roles to buildleadership capability.A number of non-work related employeeengagement initiatives such as fun events, sports,cultural activities and volunteering for social causeswere organised. The culture of volunteering helpsemployee bonding within the organisation andreduces stress at work. Employees are alsoencouraged to involve their families in theseactivities.Employee health and safety are of crucialimportance. Health awareness sessions, periodicmedical check-ups, are some of the importantinitiatives undertaken by the Company toencourage health consciousness. A number of eventswere organised throughout the year to enhance theawareness level of our employees towards roadsafety.

The Company regularly monitors the changes inlegislation pertaining to employment, labour andimmigration laws across the globe to ensure total

compliance, assisted by regular audits. The keyareas where Shiva needs to introduce new policiesor modify the existing policies to remain compliantare identiûed and acted upon.

Corporate Social Responsibility

Corporate social responsibility is an integral partof the company s ethos, policy and an extension ofour core area of operations. We have been pursuingthis on a sustained basis. At Shiva Global Agro wemarry the latest agricultural practices with theefforts of farmers to help them higher yields. Wehave covered a few thousand farmers through ourawareness and education programme to educatethem about the benefits of adoption of higher yieldtechniques in farming. The response has beenoverwhelming. During the period under review thecompany played a constructive role ininfrastructural development of surrounding areasviz. construction/repairing of roads, organisedmedical camp, supplied drinking water. varioussports and cultural events were organised at all theplants. Technical education and training areimparted at Nanded and Raibag. Emphasis was laidon creation of awareness amongst the villagersabout the need to protect the environment. CSRactivities carried out by the company havestrengthened its relationship with local people.We have organized training camps across variousdistricts in Maharashtra such as Nanded, Hingoli,Beed, Latur, Yavatmal, Bhandara, Gondia,Chandrapur, Nagpur and Buldhana on crop wiserequirements of fertilizer to obtain the best yield.Additionally, we also extend free soil-testingfacilities that enable farmers to firm up theircropping patterns and specific agri-nourishmentinputs. We started educating famers about thefertilizer best management practices. We providefinancial support to non-profit institutions and alsoencourage contributions by our employees to suchorganizations. These actions emanate from ourrealisation that giving back to society is the duty ofan organization. Through programmes aimed atstrengthening and modernising farming practicesin many parts of Maharashtra, we aim to improvethe overall quality of life. It also is an affirmationof our belief in the sector and our goal to improvethe living standards not just our employees but ofa larger part of the society.

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Pursuant to Clause 49 of the Listing Agreementwith the Stock Exchange in India, compliance withthe requirements of Corporate Governance is setout below:

COMPANY÷S÷PHILOSOPHY

Shiva Global Agro Industries Ltd is committed tothe highest standards of corporate governance inall its activities and processes.Corporate Governance deals with conductingaffairs of a Company to maximize shareholders

value, such that:a) Trust is built around that enterprises is managedadequately and efficiently in its chosen business.b) There is openness, integrity and accountabilityin the dealings of the Company to the extent,possible.c) There is fairness to its shareholders.d) There is adequate supervision of its businessactivities.The following is a report on the corporategovernance.

Sr. Name of the Executive / Non No.of other No. of other CommitteeNo. Director(s) Executive / Directorship Memberships**

Independent in PublicLimited Chairmanship MembershipCompanies*

1. Mr. Omprakash Gilda Executive — 1 Nil NilManaging Director

2. Mr. Arun Toshniwal Non Executive Nil 1 23. Mr. Deepak Maliwal Non Executive 1 1 14. Mr. Narayanlal Kalantri Non Executive 1 Nil Nil5. Mr. Sambhaji Pawar Non Executive 1 Nil Nil6. Mr. Vijay Agrawal Non Executive Nil Nil Nil7. Mr. Satish Maheshwari Independent Nil Nil Nil8. Dr. Ruturaj Jadhav Independent Nil Nil Nil9. Dr. Santosh Malpani Independent Nil Nil Nil

10. Mr. Divakar Shetty Independent Nil Nil Nil11. Mr. Narayanrao Dastapure Independent Nil Nil Nil12. Mr. Rajgopal Bhutada Independent Nil Nil 1

REPORT ON CORPORATE GOVERNANCEREPORT ON CORPORATE GOVERNANCE

* Excludes alternate directorships/directorships of private companies, foreign companies and companies under section 25 of theCompanies Act, 1956.** Represents Directorships/Memberships of Audit and Investor s Grievance Committee of Public Limited Companies governed byCompanies Act, 1956.

1. BOARD OF DIRECTORS

a. Composition and size of the Board and the number of Directorship, Membership and Chairmanshipheld in Committees of other Companies as on 31 st March, 2013.

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b. Board Meetings and attendance:

During the Financial year 2012-2013, SevenMeetings of the Board of Directors were held. Thedates on which the meetings were held as follows:The maximum time gap between two BoardMeetings was not more than four calendar months.

c. Attendance of each Director at the BoardMeetings and the last Annual General Meeting(AGM)

2. AUDIT COMMITTEE:

a. Terms of Reference/Powers The Terms of Reference/Powers of this committeeare wide enough covering all the matters specifiedfor Audit Committee under the Listing Agreementswith Stock Exchanges.b. Audit Committee Meetings and attendancei. Four Audit Committee Meetings were heldduring the year. The dates on which the meetingswere held are 30/05/2012, 14/08/2012, 12/11/2012and 31/01/2013.ii. Details of the composition of the Audit Committeeand attendance of Members during the year are asfollows:

The Head of the Accounts Function andrepresentatives of the firm of Statutory Auditorsand Cost Auditors are the permanent invitees tothe Audit Committee.

During the year, the Audit Committee, in itsmeetings, discussed among other things, thefollowing:

Reviewed with management, quarterly, halfyearly and annual financial statements, beforesubmission to the Board.

Recommended appointment & fees ofAuditor s and discussed with the Management& the Statutory Auditors the scope andprogramme of internal Audit.

Reviewed with the Management, and theStatutory Auditors, adequacy of internal controlsystem.

Discussed with the Management, Auditorsfinding in the audit report.

Deliberated on the applicability, compliance& impact of various Accounting Standards andguidelines issued by the Institute of CharteredAccountants of India form time to time.

The Chairman of the Audit Committee has briefedthe Board of Directors, about the Audit committeeon various issues discussed at its meetings. Minutesof the Audit Committee Meetings are alsocirculated to all the board members along withagenda of the subsequent meeting.All the suggestions/recommendations of the AuditCommittee during the financial year 2012-2013 havebeen accepted by the Board of Directors.

3. REMUNERATION COMMITTEE:

Since at present the company is not paying anyremuneration to any of its directors hence noremuneration committee is formed.The Independent Directors are paid remunerationby way of sitting fees of Rs.1000/- for attendingeach meeting of the Board.The company has not advanced any loans to any ofthe directors.

Directors Board Annual GeneralMeeting Meetings

Mr. Omprakash K. Gilda 5 YesMr. Arun R. Toshniwal 6 YesMr. Deepak S. Maliwal 7 YesMr. Narayanlal P. Kalantri 5 YesMr. Sambhaji L. Pawar 4 YesMr. Vijay O. Agrawal 5 YesMr. Satish Maheshwari 6 YesDr. Ruturaj Jadhav 6 YesDr. Santosh Malpani 5 YesMr. Divakar Shetty 5 YesMr. Shankarrao Dastapure 4 YesMr. Rajgopal Bhutada 5 Yes

Sr. Date of Meeting Board No. ofNo Strength Directors

present1 30th April, 2012 12 72 30th May,2012 12 123 31st July,2012 12 94 14th August,2012 12 75 31st October, 2012 12 106 12th November,2012 12 107 31st January, 2013 12 8

Name Designation Category Attenof Directorship dance

Mr. Arun R. Toshniwal Chairman Non-Executive 4

Mr. Deepak S. Member Non-Executive 4MaliwalMr. Rajgopal Member Non-Executive 3Bhutada & Independent

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4. Details of Directors seeking re-appointment at the Annual General Meeting(In pursuance of Clause 49 of the Listing Agreement)

Name of Director Deepak Shyamsunder Maliwal Vijayprakash Onkarlal AgrawalAge 54 Years 64 YearsQualifications Chartered Accountant. Mechanical engineer.Date of Appointment Since Incorporation 25 th Septemebr 1993Expertise 23 years of Business Experience 35 years of Business ExperienceDirectorship as on 31 st March, a. Shiva Global Agro Industries Ltd. a. Shiva Global Agro Industries Ltd.2013 b. Kirtiman Agrogenetics Ltd. b. Durgeshwari Industries Ltd.

c. Sanman Infraprojects Pvt. Ltd. c. Varad Fertilisers Pvt. Ltd.Chairman/Member of the AuditCommittee as on 31st March, 2013 Yes NilChairman/Member of theShareholders /Investors GrievanceCommittee as on 31st March, 2013 Nil NilChairman/Member of theRemuneration Committee as on31st March, 2013 Nil NilShareholding in the Company 565850 Shares 42575 Shares

5.SHAREHOLDERS/INVESTORS GRIEVANCES:

a. Four meetings of the committee were held during the year. The dates on which the meetings were heldare 30/05/2012, 14/08/2012, 12/11/2012 and 31/01/2013.

b. Details of the composition of the Share Transfer & Investors Grievance Committee and attendance ofMembers during the year are as follows:

c. Name, designation and address of the Compliance Officer:Mr. Navin JainChief Executive — Finance”Shiva House‘ , Near State Bank of India,New Mondha, Nanded — 431602.Ph. No. 02462 — 284400 Fax : 02462 — 284729Email ID: [email protected]

d. During the year the Company had received 2 complaints from the shareholders and all of them wereresolved satisfactorily. There were no transfers pending at the close of the financial year.

e. In order to facilitate faster redressal of investors grievances the company requests all the investors andshareholders to lodge their query/complaints to email id [email protected] which would be attendedto immediately.

Name Designation Category Attendance of Directorship

Mr. Arun Toshniwal Member Non-Executive 4Mr. Navin Jain Member “ 4

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Particulars FY 2009-10 FY 2010-11 FY 2011-12

Day Monday Monday Saturday

Date & Time 27th Sep., 2010 1:00 p.m. 26th Sep., 2011 1:00 p.m. 29th Sep., 2012 1:00 p.m.Venue ”Shri Hanuman Nagar , ”Shiva House‘ Near State ”Shiva House‘ Near State

Osmannagar Road,Village Bank of India, New Bank of India,New Mondha,Dhakni,Taluka Loha, District Mondha, Nanded, District Nanded District Nanded. (Maharashtra) Nanded. (Maharashtra) (Maharashtra)

Whether any special Yes No. No.resolutions passedin the previous 3AGMs

6. DETAILS OF LAST THREE ANNUAL GENERAL MEETINGS HELD:

7. DISCLOSURES:

CEO and CFO CertificationThe Managing Director and Chief Financial officer have given a certificate to the Board as contemplated inClause 49 of the Listing Agreement.

Related Party Transactions:There has not been any materially significant related party transaction between the Company and itsDirectors, promoters etc., that may have potential with the interest of the company at large. Howevertransactions with related parties have been disclosed in Notes on Accounts with the Audit Report.

Strictures / Penalty :No penalties/strictures have been imposed against the company by SEBI, Stock Exchange or any otherstatutory authority during the last three years.

Risk Management:The Board regularly discusses the significant business risks identified by the management process beingtaken up.

Miscellaneous:The company has complied with all the regulations of Stock-Exchange, Securities and Exchange Board ofIndia (SEBI) or other statutory on any matters related to capital market.The Company has complied with all the mandatory requirements and adopted part of the non-mandatoryrequirements.None of the directors have any relation inter-se.

8. MEANS OF COMMUNICATION:

Half Yearly / Quarterly Results are not sent to the shareholders; instead the quarterly, half yearly andannual results of the Company s financial performance are published in the newspapers viz. Daily Ekjoot.These, before release to the press, are submitted to the Stock Exchange. The results are also displayed onthe Company s website: www.shivaagro.com

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a) Annual General Meeting Saturday 28th September, 2013 at 01:00 P.M.Day, Date, Time and Venue ‘ Shiva House‘ , Near State Bank of India,

New Mondha, District Nanded (Maharashtra)b) Financial Year/Calendar Financial Year — April to March

-First Quarter Results On or before 14th August, 2013*-Second Quarter Results On or before 14th November, 2013*-Third Quarter Results On or before 14th February, 2014*-Results for the year ending on On or before 30th May, 2014*31.03.2014 *Provisional

c) Date of Book Closure Monday 23rd September, 2013 to Saturday 28th

Septermber, 2013 (Both days inclusive)d) Dividend Payment Date Before 27th October, 2013.e) Registered Office ’Shri Hanuman Nagar , Osmannagar Road,

Village Dhakni, Taluka Loha,District Nanded (Maharashtra)

f) Administrative Office ”Shiva House‘ , Near State Bank of India,New Mondha, Nanded Dist. Nanded.(Maharashtra)

g) Phone, Fax, E-mail Phone: (02462) 284036, 284039Fax: (02462) 284729E-mail: [email protected]: www.shivaagro.com

h) Plant Location 1.’Shri Hanuman Nagar , Osmannagar Road,Village Dhakni, Taluka Loha, District Nanded (Maharashtra)2. B-17/2 MIDC, Nanded Dist.Nanded (Maharashtra)

i) Registrar & Share Transfer Agent (RTA) Aarthi Consultants Pvt Ltd&÷Address÷for÷investor÷s÷correspondence 1-2-285, Domalguda, Hyderabad -500 029.

j) Phone, Fax, E-mail of RTA Phone : (040) 2763 3716 Fax : (040) 2763 2184E-mail : [email protected]

k) Listing on Stock Exchanges Bombay Stock Exchange Limited (BSE)Annual Listing Fee for the Financial Year 2013-14 hasbeen paid to the exchange.

l) Stock Code & Scrip ID 530433 "SHIVAAGRO‘m) Demat ISIN in NSDL and CDSL INE960E01019n) Market Price Data for 2012-13:

Month Share Price BSE SensexHigh Low High Low

April 25.45 20.00 17664.10 17010.16May 20.90 17.30 17432.33 15809.71June 21.00 16.70 17448.48 15748.98July 20.50 18.05 17631.19 16598.48August 19.90 16.00 17972.54 17026.97September 19.90 16.00 18869.94 17250.80October 24.35 19.00 19137.29 18393.42November 23.45 17.25 19372.70 18255.69December 19.95 17.05 19612.18 19149.03January 20.70 18.00 20203.66 19508.93February 20.35 16.55 19966.69 18793.97March 20.40 14.25 19754.66 18568.43

9. GENERAL SHAREHOLDER INFORMATION:

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o) Distribution of shareholding as on 31 st March, 2013:Distribution of No.of Shareholders Percentage to total No. of Shares held Percentage to totalShares (Slabwise) no. of Shareholders share capitalUpto 5000 1856 72.08% 380788 3.99%5001 — 10000 300 11.65% 255215 2.67%10001 — 20000 142 5.51% 222297 2.33%20001 — 30000 78 3.03% 201565 2.11%30001 — 40000 32 1.24% 115709 1.21%40001 — 50000 29 1.13% 138719 1.45%50001 — 100000 52 2.02% 393306 4.12%100001 & above 86 3.34% 7835401 82.11%Total 2575 100.00% 9543000 100.00%p) Share Holding Pattern as on 31st March, 2013.Sr. No. Particulars No. of Shares % of Shareholdinga. Promoters 4262962 44.67%b. Private Corporate Bodies 1480539 15.51%c. Indian Public 3787727 39.69%d. NRI s/OCB s 8598 0.09%e. Clearing Members 3174 0.03%

Total 9543000 100.00%

q) Share Transfer System:

Company s shares are compulsorily traded in thedemat segment on the stock exchange(s) and mosttransfers of shares takes place in the electronic form.For expediting the physical transfer of shares, theBoard has delegated the share transfer formalitiesto the Share Transfer Committee, to approve thetransfer of shares on every Monday. Physicaltransfers are effected well within the stipulatedperiod of 30 days.

r) Dematerialisation of Shares:

The shares of the company are available forDematerialization (Holding of shares in electronicform) on both the depositories viz. NationalSecurities Depository Limited (NSDL) and CentralDepository Services (India) Limited (CDSL)The shares of your company are to be compulsorilytraded in the dematerialized form. As on 31st March

2013, 9105625 Equity shares comprising of 95.42%of paid up capital of the company have beendematerialized by the investors and bulk oftransfers take place in the demat segment.

s) Unclaimed Dividend:

Under the Companies Act, 1956 dividend that areunclaimed for a period of seven years automaticallyget transferred to the Investors Educations andProtection Fund administered by the CentralGovernment.

On behalf of the Board

____________________Date: 30th May, 2013. Omprakash K. GildaPlace: Nanded. Managing Director

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AUDITOR÷S÷CERTIFICATE

Auditor÷s÷Certificate÷on÷compliance÷with÷the÷conditions÷of÷Corporate÷Governance÷under÷Clause÷49÷ofthe Listing Agreement

ToThe Members ofShiva Global Agro Industries Limited, Nanded.

We have examined the compliance of conditions of Corporate Governance by Shiva Global Agro IndustriesLtd, for the year ended on 31 st March, 2013, as stipulated in clause 49 of the Listing Agreement executed bythe said Company with the Stock Exchange(s).

The Compliance of conditions of Corporate Governance is the responsibility of the Management. Ourexamination was limited to a review of the procedures and implementation thereof, adopted by the Companyfor ensuring compliance with the conditions of the Corporate Governance. It is neither an audit nor anexpression of opinion on the financial statement of the company.

In our opinion and to the best of our information and according to the explanations given to us, and therepresentation made by the Directors and the Management, we certify that the company has compliedwith the conditions of Corporate Governance as stipulated in the above mentioned Listing Agreement.

As required by the Guidance Note issued by the Institute of Chartered Accountants of India, we have tostate that the Registrar and Share Transfer Agents of the Company has maintained records to showInvestors Grievances against the Company and have certified that as on 31st March-2013, there are noInvestor Grievances remaining unattended/pending for a period exceeding six month.

We further state that such compliance is neither an assurance as to the future viability of the Company orthe efficiency with which the Management has conducted the affairs of the Company.

For J.P. Falor & CoChartered Accountants

Registration No. 102835W

___________________CA Jaiprakash S. Falor

Place : Nanded ProprietorDate : 30th May, 2013 Membership No. 043337

DECLARATION ON CODE OF CONDUCT

This is to confirm that the Board has laid down a code of conduct for all Board members and senior managementpersonnel of Company. The code of conduct has also been posted on the website of the Company. It is furtherconfirmed that all Directors and senior management personnel of the Company have affirmed compliance with theCode of Conduct of the Company for the financial year ended on March 31, 2013 as envisaged in clause 49 of thelisting agreement with stock exchange.

Dated : 30th May, 2013 Omprakash K. GildaPlace : Nanded Managing Director

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Standalone Financial Statements for the yearended 31st March, 2013

25

TO THE MEMBERS OFSHIVA GLOBAL AGRO INDUSTRIES LIMITED

Report on the Financial Statements

We have audited the accompanying financialstatements of SHIVA GLOBAL AGROINDUSTRIES LIMITED (”the Company‘ ), whichcomprise the Balance Sheet as at 31 st March, 2013,the Statement of Profit and Loss and the Cash FlowStatement for the year then ended and a summaryof the significant accounting policies and otherexplanatory information.

Management÷s÷Responsibility÷for÷the÷FinancialStatements

The Company s Management is responsible for thepreparation of these financial statements that givea true and fair view of the financial position,financial performance and cash flows of theCompany in accordance with the AccountingStandards referred to in Section 211(3C) of theCompanies Act, 1956 (”the Act‘ ). This responsibilityincludes the design, implementation andmaintenance of internal control relevant to thepreparation and presentation of the financialstatements that give a true and fair view and arefree from material misstatement, whether due tofraud or error.

Auditors÷÷Responsibility

Our responsibility is to express an opinion on thesefinancial statements based on our audit. Weconducted our audit in accordance with theStandards on Auditing issued by the Institute ofChartered Accountants of India. Those Standardsrequire that we comply with the ethical

requirements and plan and perform the audit toobtain reasonable assurance about whether thefinancial statements are free from materialmisstatements.An audit involves performing procedures to obtainaudit evidence about the amounts and thedisclosures in the financial statements. Theprocedures selected depend on the auditor sjudgement, including the assessment of the risks ofmaterial misstatement of the financial statements,whether due to fraud or error. In making thoserisk assessments, the auditor considers the internalcontrols relevant to the Company s preparation andfair presentation of the financial statements in orderto design audit procedures that are appropriate inthe circumstances. An audit also includes evaluatingthe appropriateness of the accounting policies usedand the reasonableness of the accounting estimatesmade by the Management, as well as evaluating theoverall presentation of the financial statements.We believe that the audit evidence we haveobtained is sufficient and appropriate to provide abasis for our audit opinion.

Opinion

In our opinion and to the best of our informationand according to the explanations given to us, theaforesaid financial statements give the informationrequired by the Act in the manner so required andgive a true and fair view in conformity with theaccounting principles generally accepted in India:(a) In the case of the Balance Sheet, of the state ofaffairs of the Company as at 31st March, 2013;(b) In the case of the Statement of Profit and Loss,of the profit of the Company for the year ended onthat date and(c) In the case of the Cash Flow Statement, of the

Lbt bb Lh t h Lbt bb Lh t h

26

cash flows of the Company for the year ended onthat date.

Report on Other Legal and RegulatoryRequirements

1. As required by the Companies (Auditor s Report)Order, 2003(”the Order‘ ) issued by the CentralGovernment in terms of Section 227(4A) of the Act,we give in the Annexure a statement on the mattersspecified in paragraphs 4 and 5 of the Order.2. As required by Section 227(3) of the Act, wereport that:

(a) We have obtained all the information andexplanations which to the best of ourknowledge and belief were necessary for thepurposes of our audit.(b) In our opinion, proper books of account asrequired by law have been kept by theCompany so far as it appears from ourexamination of those books [and proper returnsadequate for the purposes of our audit havebeen received from the branches not visited byus].(c) The Balance Sheet, the Statement of Profit

and Loss, and the Cash Flow Statement dealtwith by this Report are in agreement with thebooks of account [and with the returns receivedfrom the branches not visited by us].(d) In our opinion, the Balance Sheet, theStatement of Profit and Loss, and the CashFlow Statement comply with the AccountingStandards referred to in Section 211(3C) of theAct.(e) On the basis of the written representationsreceived from the directors as on 31st March,2013 taken on record by the Board of Directors,none of the directors is disqualified as on 31 st

March, 2013 from being appointed as a directorin terms of Section 274(1)(g) of the Act.

For J. P. Falor & Co.Chartered Accountants

Firm Registration No. 102835W

_____________________Jaiprakash S. Falor

Place: Nanded ProprietorDate: 30th May, 2013 Membership No. 043337

27

Referred to in Paragraph 1 under the headingof ”Report on Other Legal and RegulatoryRequirements‘ of our report of even date:1. (a) The Company has maintained proper

records showing particulars, includingquantitative details and situation of its fixedassets;

(b) As explained to us certain items of fixedassets were physically verified by theManagement at regular intervals, which inour opinion is reasonable, looking to the sizeof the Company and the nature of its assets.According to the information andexplanations given to us, no materialdiscrepancies were observed on suchverification;

(c) The Company has not disposed offsubstantial part of its fixed assets duringthe year and the going concern status of theCompany is not affected.

2. (a) As explained to us, inventories have beenphysically verified during the year by themanagement. In our opinion the frequencyof verification is reasonable;

(b) The procedure explained to us, which arefollowed by the Management for thepurpose of physical verification ofinventories, are in our opinion, reasonable& adequate in relation to the size of theCompany and the nature of business carriedon by it;

(c) On the basis of our examination of theinventory records of the Company, we areof the opinion, that the Company ismaintaining proper records of its inventory.The discrepancies noticed on physical

verification as compared to book records,were not material and have been properlydealt with in the books of account.

3. (a) The Company has taken loan from 2 partiescovered in the register maintained underSection 301 of the Companies Act, 1956. Themaximum amount involved during the yearwas Rs. 322.31 lakhs and the year endbalance of loans taken from such parties isRs. 45.48 lakhs. The Company has notgranted loans to parties covered in theregister maintained under Section 301 of theCompanies Act, 1956.

(b) In our opinion the rate of interest and otherterms and conditions on which loans havebeen taken from Companies, firms or otherparties listed in the register maintainedunder Section 301 are not, prima facie,prejudicial to the interest of the Company.

(c) In respect of loans taken, repayment of theprincipal amount is as stipulated andpayment of interest has been regular.

4. In our opinion and according to theexplanations given to us, there are generallyadequate internal control procedurescommensurate with the size of the Companyand the nature of its business with regardsto purchase of inventory, fixed assets andfor sale of goods and services. Further, onthe basis of our examination of the booksand records of the Company and accordingto the information and explanations givento us, we have neither come across nor havebeen informed of any continuing failure tocorrect major weaknesses in the aforesaidinternal control systems.

bb h Lbt bb Lh t h bb h Lbt bb Lh t h

28

5. (a) In our opinion and according to theinformation and explanations given to us,the particulars of contracts or arrangementsreferred to in Section 301 of the CompaniesAct, 1956 that need to be entered in to theregister maintained under Section 301 havebeen so entered.

(b) In our opinion and according to theinformation and explanations given to us,the transactions made in pursuance ofcontracts or arrangements entered in theregister maintained under Section 301 of thecompanies Act, 1956 exceeding the value ofrupees five lakhs in respect of any partyduring the year have been made at priceswhich are reasonable having regard toprevailing market prices at the relevanttime.

6. In our opinion and according to theinformation and explanation given to us, theCompany has complied with the provisionsof Section 58A and 58AA of the CompaniesAct, 1956 and its Rules, and also thedirectives of Reserve Bank of India withregard to acceptances of deposits from thepublic. According to the information andexplanations given to us, no order has beenpassed by the Company Law Board orNational Company Law Tribunal or ReserveBank of India or any Court or any otherTribunal on the Company in respect of theaforesaid deposits.

7. In our opinion, the Company has an internalaudit system commensurate with the sizeand nature of its business.

8. We have broadly reviewed the books ofaccounts maintained by the Companypursuant to the rules made by the CentralGovernment for the maintenance of costrecords under Section 209(1) (d) of theCompanies Act, 1956 in respect of theCompany s products to which the said rulesare made applicable and are of the opinionthat prima facie, the prescribed accountsand records have been made andmaintained. However, we have not made adetailed examination of the records with aview to determine whether they areaccurate or complete.

9. (a) According to the information andexplanations given to us and the records ofthe Company examined by us, in our

opinion, the Company is generally regularin depositing undisputed statutory duesincluding Provident Fund, InvestorEducation and Protection Fund, EmployeesState Insurance, Income Tax, Sales Tax,Service Tax, Excise duty, Cess and otherstatutory dues with the appropriateauthorities.

(b) According to the information andexplanation given to us there were noundisputed amounts payable in respect ofthe statutory dues referred to the abovewhich have remained outstanding as at 31 st

March, 2013 for a period of more than sixmonths from the date they became payable.

10. The Company does not have accumulatedlosses as at 31st March, 2013. The Companyhas not incurred cash losses during thefinancial year covered by the audit and inthe immediately preceding financial year.

11. On the basis of the records examined by usand the information and explanations givento us, the Company has not defaulted inrepayment of dues to financial institutions& banks.

12. In our opinion and according to theexplanations given to us and based on theinformation available, no loans andadvances have been granted by theCompany on the basis of security by wayof pledge of shares, debentures and anyother securities.

13. The Company is not chit fund or a nidhi/mutual benefit fund/society. Therefore, theprovisions of clause (xiii) of paragraph 4 ofthe Order are not applicable to theCompany.

14. In our opinion, the Company is not dealingin or trading in shares, securities,debentures and other investments.Accordingly, the provisions of clause (xiv)of paragraph 4 of the Order are notapplicable to the Company.

15. According to the information andexplanations given to us, and therepresentations made by the Management,the Company has not given any guaranteefor loans taken by others from any bank orfinancial institutions.

16. In our opinion and according to theinformation and explanations given to us,term loans availed by the Company were,

29

prima facie, applied by the Company duringthe year for the purposes for which the loanswere obtained.

17. According to the information andexplanations given to us and on overallexamination of the financial statements ofthe Company and after placing reliance onthe reasonable assumptions made by theCompany for classification of usage offunds, we are of the opinion that, prima-facie, short term funds have not beenutilized for long term investment.

18. During the year, the Company has not madeany preferential allotment of shares toparties and companies covered in theregister maintained under Section 301 of theCompanies Act, 1956.

19. The Company has not issued any debenturesduring the year.

20. The Company has not raised any money byway of public issue during the year.

21. According to the information andexplanations given to us, and to the best ofour knowledge and belief, no fraud on orby the Company, has been noticed orreported during the year, nor have we beeninformed of any such case by theManagement.

For: J.P. Falor & Co.Chartered Accountants


_______________________CA Jaiprakash S. Falor


30

Particulars Note As at As at No 31 March, 2013 31 March, 2012

I. EQUITY AND LIABILITIES(1)÷Shareholders÷÷Funds(a) Share Capital 2 9,54,30,000 9,54,30,000(b) Reserves and Surplus 3 30,95,96,261 29,70,72,220(2) Non-Current Liabilities(a) Long-Term Borrowings 4 5,98,21,639 3,95,22,997(b) Deferred Tax Liabilities (Net) 5 1,17,37,390 1,02,52,952(c) Other Long Term Liabilities 6 32,56,418 23,55,000(d) Long Term Provisions 7 1,52,309 1,52,309(3) Current Liabilities(a) Short-Term Borrowings 8 38,80,26,465 34,64,57,830(b) Trade Payables 24,21,70,238 22,42,54,398(c) Other Current Liabilities 9 2,77,38,758 1,53,02,981(d) Short-Term Provisions 10 1,20,76,811 1,92,57,364 Total 1,15,00,06,288 1,05,00,58,050

II. ASSETS(1) Non-Current Assets(a) Fixed Assets 11 (i) Tangible Assets 13,86,70,028 13,09,76,673 (ii) Intangible Assets 2,57,038 2,87,697 (iii) Capital Work-in-Progress 3,58,83,253 1,22,24,032(b) Non-Current Investments 12 19,62,90,962 18,56,79,543(c) Long Term Loans and Advances 13 1,20,22,042 1,79,14,765(d) Other Non-Current Assets 14 22,17,794 1,53,22,250(2) Current Assets(a) Inventories 15 30,47,98,196 30,81,38,229(b) Trade Receivables 16 40,38,98,275 36,17,75,667(c) Cash and Bank Balances 17 1,04,28,480 51,17,808(d) Short-Term Loans and Advances 18 4,47,21,702 1,13,31,833(e) Other Current Assets 19 8,18,518 12,89,553 Total 1,15,00,06,288 1,05,00,58,050

Significant Accounting Policies 1 - -Notes on Financial Statements 2 to 37

As per our report of even date For and on behalf of the BoardFor: J.P. Falor & Co.Chartered AccountantsFirm Registration No.: 102835W ____________________

Omprakash K. Gilda_______________________ Managing DirectorCA Jaiprakash S. FalorProprietorMembership No. 043337 ___________________ ___________________Place: Nanded Deepak S. Maliwal Arun R. ToshniwalDated: 30th May, 2013 Director Director

SHIVA GLOBAL AGRO INDUSTRIES LIMITED, NANDEDBalance Sheet as at 31st March, 2013 (Amount in Rs. )

31

Particulars Note For the year ended For the year endedNo 31 March, 2013 31 March, 2012

I. Revenue from Operations 20 1,06,14,50,688 1,11,49,64,359

II. Other Income 21 57,69,523 37,81,351

Total Revenue 1,06,72,20,211 1,11,87,45,710

III. Expenses:

Cost of materials consumed 22 73,54,54,717 72,51,79,289

Purchases of Stock-in-Trade 23 11,00,68,954 5,42,63,269

Changes in inventories of finished goods 24 (6,98,99,995) 4,18,79,059

work-in-progress and Stock-in-Trade

Employee benefits expense 25 2,77,70,138 3,37,11,318

Finance costs 26 6,35,29,120 5,74,27,256

Depreciation and amortization expense 27 95,52,942 88,50,732

Other expenses 28 16,02,53,254 15,11,33,649

Total Expenses 1,03,67,29,131 1,07,24,44,572

IV. Profit before Prior Period Items & Tax 3,04,91,080 4,63,01,138

V. Add/(Less) : Prior Period Items (21,91,555) (1,75,890)

VI. Profit before tax (V - VI) 2,82,99,525 4,61,25,248

VII. Tax expenses:

(1) Current tax 87,08,629 1,28,41,096

(2) Deferred tax 14,84,438 15,09,353

VIII.Profit/(Loss) for the year (VII - VIII) 1,81,06,458 3,17,74,799

IX. Earnings per equity share: 29 1.90 3.33

- Basic & Diluted




SHIVA GLOBAL AGRO INDUSTRIES LIMITED, NANDEDStatement of Profit and Loss for the year ended 31st March, 2013 (Amount in Rs. )

32

SHIVA GLOBAL AGRO INDUSTRIES LIMITED, NANDEDCash Flow Statement for the period ended 31st March, 2013

(Amount inRs.)

Particulars For the year ended For the year ended31st March,2013 31st March,2012

A CASH FLOW FROM OPERATING ACTIVITIES

Net Profit Before Tax 3,04,91,080 4,63,01,138

Adjustments:

Add: Interest Paid 6,35,29,120 5,74,27,256

Loss on sale of fixed assets 0 44,935

Depreciation & Amortization 95,52,942 88,50,732

Amortisation of Preliminary Expenses 0 7,30,82,062 91,002 6,64,13,926

Less: Prior Period Expenses 21,91,555 1,75,890

Interest Received 25,89,696 19,93,723

Dividend Income 24,258 31,334

Share of profits from partnership firm 19,82,831 11,20,294

Other non-operating income 11,72,738 79,61,078 6,36,000 39,57,241

Operating Profit Before Working Capital

Changes 9,56,12,064 10,87,57,823

Adjustments For:

Trade and other receivables (5,60,44,262) (19,96,64,991)

Inventories 33,40,033 (2,39,47,527)

Trade payables and other liabilities 2,71,04,516 (2,55,99,713) 17,52,20,678 (4,83,91,840)

Cash Generated From Operations 7,00,12,351 6,03,65,983

Less: Taxes For the Year

Direct Taxes Paid 1,26,47,806 92,60,107

NET CASH FLOW FROM OPERATING ACTIVITIES 5,73,64,545 5,11,05,876

B CASH FLOW FROM INVESTING ACTIVITIES

Purchase of Fixed Assets (4,08,74,859) (1,80,13,396)

Investment Made (1,06,11,419) (2,98,66,225)

Interest Received 25,89,696 19,93,723

Dividend Received 24,258 31,334

Share of profits from partnership firm 19,82,831 11,20,294

Other non-operating income 11,72,738 6,36,000

Sale of Fixed Assets - 50,222

NET CASH USED IN INVESTING ACTIVITIES (45716755) (44048048)

33

(Amount inRs.)

Particulars For the year ended For the year ended31st March,2013 31st March,2012

C CASH FLOW FROM FINANCING ACTIVITIESProceeds From Short Term Borrowings 4,15,68,635 6,22,61,000

Proceeds/(Repayment) of Long Term

Borrowings 1,28,81,916 (69,49,740)

Proceeds / (Repayment) of Unsecured

Loans 1,40,72,992 -

Interest Paid (6,35,29,120) (5,74,27,256)

Dividend Paid (97,83,426) (91,13,289)

Dividend distribution tax paid (15,48,113) (15,84,973)

NET CASH FROM / USED IN FINANCING ACTIVITIES (63,37,116) (1,28,14,258)

D Net Increase in Cash and Cash

Equivalents (A+B+C) 53,10,673 (57,56,431)

E Cash and Cash Equivalents at the

beginning of the year 51,17,808 1,08,74,238

F Cash and Cash Equivalents at the

end of the year (D+E) 1,04,28,480 51,17,808



34

A ) BASIS FOR PREPARATION OFFINANCIAL STATEMENTS :

The financial statements are prepared under thehistorical cost convention, on the accrual basis ofaccounting and in accordance with generallyaccepted accounting principles in India and complywith the Accounting Standards prescribed by theCompanies (Accounting Standards) Rules, 2006, tothe extent applicable and in accordance with theprovisions of the Companies Act, 1956.

B) USE OF ESTIMATES :

The presentation of the financial statements requirescertain estimates and assumptions. Theseestimations and assumptions affect the reportedamount of assets and liabilities on the date of thefinancial statements and the reported amount ofrevenues and expenses during the reporting period.Difference between the actual result and estimatesare recognized in the period in which the resultsare known or materialized.

C) OWN FIXED ASSETS AND DEPRECIATION& AMORTIZATION :

i) Tangible Fixed Assets:Fixed Assets are stated at original cost net of tax/duty credits availed, if any, less accumulateddepreciation and impairment losses. Cost ofacquisition comprises all costs incurred to bring theassets to their location and working condition uptothe date the assets are put to use. Costs ofconstruction are composed of those costs that relatedirectly to specific assets and those that areattributable to the construction activity in generaland can be allotted to the specific assets upto thedate the assets are put to use. The expenditure

incurred during the period of construction isdebited to the capital work-in-progress and oncompletion the costs are allotted to the respectivefixed assets.Depreciation on fixed assets is provided on straightline method at the rates and in the manner specifiedin Schedule XIV of the Companies Act, 1956.ii) Intangible Assets :Intangible Assets are stated at their cost ofacquisitions less accumulated amortization andimpairment losses. An asset is recognized, whereit is probable that the future economic benefitsattributable to the assets will flow to the enterprisesand where its cost can be reliably measured.Specified software purchased is amortized over aperiod of three years.

D) INVESTMENTS :

Long term investments are carried at cost lessprovision for diminution, other than temporary, inthe value of such investments. Current investmentsare carried individually, at lower of cost and fairvalue.

E) INVENTORIES :

i) Finished goods are valued at cost or net realizablevalue whichever is lower. Cost comprises ofmaterial, labour, power, depreciation andappropriate portion of overheads incurred inbringing the inventories to their present location& condition.ii) Raw materials, stores and spares and packingmaterials are valued at cost (net of input credits)or net realizable value whichever is lower.

F) EXCISE DUTY :

Excise duty is accounted on the basis of both,

NOTE 1: SIGNIFICANT ACCOUNTING POLICIES:NOTE 1: SIGNIFICANT ACCOUNTING POLICIES:

35

payments made in respect of goods cleared as alsoprovision made for goods lying in bondedwarehouses.

G) REVENUE RECOGNITION :

i) Revenue from sale of products is recognized whenthe significant risks and rewards of ownership ofthe goods have passed to the buyer and there is nouncertainty regarding amount of consideration &collectivity.ii) Subsidy is recognized on the basis of theconcession scheme announced by the Governmentof India from time to time. Subsidy is accountedfor on the basis of sale made by the company.iii) Dividend income is recognized when right toreceive is established.iv) Interest income is recognized on time proportionbasis taking into account the amountoutstanding and rate applicable.

H) UNAMORTIZED EXPENDITURE :

Unamortized Expenditure is amortized equally overa period of 5 years.

I)BORROWING COST:

Borrowing Costs that are attributable to theacquisition or construction of qualifying assets arecapitalized as part of such assets. A qualifying assetis one that necessarily takes substantial period oftime to get ready for its intended use. All otherborrowing costs are charged to the Statement ofProfit and Loss.

J) PROVISION FOR CURRENT ANDDEFERRED TAX :

i. Provision for current tax is made after taking intoconsideration benefits admissible under theprovisions of Income Tax Act, 1961.ii. Deferred tax is recognized on the basis of timingdifference between the taxable income andaccounting income that originates in one year andare capable of being reversal in one or moresubsequent years.

K) EARNINGS PER SHARE :

Basic earning per share has been calculated bydividing profit for the year attributable to equityshares holders by the weighted average number ofequity shares outstanding during the year. TheCompany has not issued any potential equity sharesand accordingly, the basic earning per share anddiluted earning per share are the same.

L) PRIOR PERIOD AND EXCEPTIONAL ITEMS:

i) All identifiable items of Income and Expenditurepertaining to prior period are accounted through”Prior Period Adjustment Account‘ .ii) Exceptional items are generally non-recurringitems of income and expense within profit or lossfrom ordinary activities, which are of such size, natureor incidence that their disclosure is relevant toexplain the performance of the company for the year.

M) EMPLOYEE BENEFITS :

i) Short-term employee benefits are recognized asan expense at the undiscounted amount in theStatement of Profit and Loss for the year in whichthe related service is rendered.ii) The eligible employees of the company areentitled to receive benefits under the ProvidentFund, a defined contribution plan in which boththe employees and the company makes monthlycontributions at a specified percentage of thecovered employees salary. The contributions asspecified under the law are paid to the RegionalProvident Fund Commissioner and the CentralProvident Fund under the Pension scheme. Thecompany recognizes such contributions as expenseof the year in which the liability is incurred.iii) Termination benefits are recognized as anexpense as and when incurred.

N) PROVISIONS, CONTINGENT LIABILITIES& CONTINGENT ASSETS :

i) Provisions involving substantial degree ofestimation in measurement are recognized whenthere is a present obligation as a result of past eventsand it is probable that there will be an outflow ofresources.ii) Contingent liabilities are not recognized but aredisclosed in the notes.iii) Contingent assets are neither recognized nordisclosed in the financial statements.

O) FOREIGN CURRENCY TRANSACTIONS :

i) Transactions in foreign currencies are recordedat the exchange rates prevailing on the date oftransaction. Foreign currency monetary assets andliabilities are translated at year end exchange rates.Exchange difference arising on settlement oftransactions and translation of monetary items arerecognized as income or expense in the year in whichthey arise.ii) In respect of forward exchange contracts, thedifference between the forward rate and the

36

2 Share Capital (Amount in Rs.)

As at 31.03.2013 As at 31.03.2012

Equity Share CapitalAuthorised:1,00,00,000 Equity Shares of Rs.10/- each 10,00,00,000 10,00,00,000(Previous Year 1,00,00,000 Equity Shares of Rs.10 each)Issued, Subscribed and Fully Paid-Up95,43,000 Equity Shares of Rs.10/- each 9,54,30,000 9,54,30,000(Previous Year 95,43,000 Equity Shares of Rs.10 each)

Total 9,54,30,000 9,54,30,000

(a) Terms/ rights attached to equity shares

(i) The company has one class of equity shares having a par value of Rs.10 per share. Each holder ofequity shares is entitled to one vote per share. The dividend proposed by the Board of Directors, ifany, is subject to the approval of the shareholders in the ensuing Annual General Meeting, except incase of interim dividend. In the event of liquidation, the equity shareholders will be entitled to re-ceive the remaining assets of the company after distribution of all preferential amounts. The distribu-tion will be in proportion to the number of equity shares held by the shareholders.

(b) Details of shareholders holding more than 5% shares in the company

31 March, 2013 31 March, 2012

Number of % holding in Number of % holding inShares the class Shares the class

Equity Shares:Deepak Maliwal 5,65,850 5.93% 5,65,850 5.93%Omprakash Gilda 5,23,000 5.48% 5,23,000 5.48%Rhombus Securities and 5,51,754 5.78% - -Financial Consultant Pvt.Ltd

exchange rate at the inception of contract isrecognized as income or expense over the periodof the contract.iii) Gains or losses on cancellation/settlement offorward exchange contracts are recognized asincome or expense.

P) IMPAIRMENT OF ASSETS :

The carrying amounts of assets are reviewed at each

balance sheet date, if there is any indication ofimpairment based on internal / external factors. Ifthe carrying amount of fixed assets exceeds therecoverable amount on the reporting date, thecarrying amount is reduced to the recoverableamount. The recoverable amount is measured asthe higher of the net selling price and the value inuse determined by the present value of estimatedfuture cash flows.

3 Reserves and Surplus (Amount in Rs.)As at 31.03.2013 As at 31.03.2012

Capital Reserve 76,07,500 76,07,500Securities Premium Account 17,01,77,915 17,01,77,915General ReserveBalance as at the beginning of the year 2,08,90,370 2,03,90,370Add: Transferred from Surplus in Statement of Profit 5,00,000 5,00,000and Loss during the yearBalance as at the end of the year 2,13,90,370 2,08,90,370

37

As at 31.03.2013 As at 31.03.2012

Surplus in Statement of Profit and LossBalance as at the beginning of the year 9,83,96,435 7,82,12,749Add: Profit for the year 1,81,06,458 3,17,74,799Less: Appropriations Proposed dividend on equity shares for the year 47,71,500 95,43,000 Dividend distribution tax on proposed dividend on 8,10,916 15,48,113 equity shares Transfer to General Reserve 5,00,000 5,00,000Balance as at the end of the year 11,04,20,476 9,83,96,435

Total 30,95,96,261 29,70,72,220

4 Long-term borrowings (Amount in Rs.)

As at 31.03.2013 As at 31.03.2012SecuredTerm Loan from Bank 4,17,48,647 3,55,22,997UnsecuredLoans and Advances From Others 1,80,72,992 40,00,000Total 5,98,21,639 3,95,22,997

(a) Nature of Security and terms of repayment for secured borrowings:

Nature of Security Terms of Repayment

Term Loan amounting to Rs.3,60,15,366/- from Bank is secured Repayable in 60 equal monthlyby mortgage of factory land & building and hypothecation installments from May, 2011 alongof plant & machinery, office equipments & furniture & fixtures with prevailing interest rate ofof the BRP Unit. Further, the loan has been guaranteed by the 12.75% per annum.personal guarantee of all the directors of the Company.

Term Loan amounting to Rs.2,43,77,381/-from Bank is secured Repayable in 60 equal monthlyby mortgage of factory land & building and hypothecation of installments from January, 2013plant and machinery, office equipments & furniture & fixtures along with prevailing interest rateof the BRP & SSP Unit. Further, the loan has been guaranteed of 12.75% per annum.by the personal guarantee of all the directors of the Company.

(b) Terms of repayment for Unsecured borrowings:Out of Unsecured loans and advances from others Rs.1,40,72,992/- carry interest @12% per annumand Rs.40,00,000/- carry interest @18% per annum and are repayable after a period of 5 years from thedate of loan and the parties have a right to renew the agreement.

5 Deferred Tax Liabilities (Net) (Amount in Rs)

As at 31.03.2013 As at 31.03.2012

Opening Deferred Tax Liabilities 1,02,52,952 87,43,599Add/(Less):Difference between book and tax depreciation 15,30,131 15,55,046Disallowance U/s 43B (45,693) (45,693)Total 1,17,37,390 1,02,52,952

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6 Other Long Term Liabilities (Amount in Rs.)As at 31.03.2013 As at 31.03.2012

Trade Payable 1,08,504 -Dealership Deposits 28,10,000 23,55,000Advances from Customers 3,37,914 -Total 32,56,418 23,55,000

7 Long Term Provisions (Amount in Rs.)As at 31.03.2013 As at 31.03.2012

Provision for Employee Benefits 1,52,309 1,52,309Total 1,52,309 1,52,309

8 Short-Tems Borrowings (Amount in Rs.)As at 31.03.2013 As at 31.03.2012

SecuredWorking Capital Loans repayable on demand- Rupee Loan from Bank 34,48,30,543 33,96,81,844UnsecuredDeposits 4,31,95,922 67,75,986Total 38,80,26,465 34,64,57,830

Working Capital loan from bank is secured by first charge on inventories, book debts, bills for collec-tion and second charge on entire fixed assets of the Company. Further, the loan has been guaranteed bythe personal guarantee of all the directors of the Company. The loan is repayable on demand and carriesinterest at the rate of 12.75% p.a.

9 Other Current Liabilities (Amount in Rs.)

As at 31.03.2013 As at 31.03.2012Current maturities of long term debt 1,82,01,708 1,12,80,000Advances From Customers 45,18,685 -Interest accrued but not due on borrowings 88,065 1,38,042Interest accrued and due on borrowings 3,54,327 5,69,792Unclaimed Dividends (Refer Note (a) below) 10,67,345 13,07,771Other Payables Statutory Dues 35,08,628 20,07,376Total 2,77,38,758 1,53,02,981

There are no amounts due for payment to the Investor Education and Protection Fund under Section205C of the Companies Act,1956 as at the year end.

10 Short-Term Provisions (Amount in Rs.)

As at 31.03.2013 As at 31.03.2012

Provision for Employee Benefits 2,13,719 2,39,882Other Provisions : Taxation (net of taxes paid) 15,03,911 60,49,776 Less: MAT Credit Entitlement - (6,06,688) Proposed Dividend 47,71,500 95,43,000 Corporate Dividend Tax 8,10,916 15,48,113 Expenses 47,76,765 24,83,281Total 1,20,76,811 1,92,57,364

40

12 Non-Current Investments (Amount in Rs.)

As at 31.03.2013 As at 31.03.2012

Other Investments (Valued at costunless stated otherwise)QuotedInvestments in Equity Instruments500 (Previous Year: 100) Equity Shares of Rs.2/-each(Previous Year Rs.10/- each) fully paid up inGujarat State Fertilizers & Chemicals Ltd. 13,892 13,89233 (Previous Year: 33) Equity Shares of Rs.10/-each fullypaid up in Aditya Birla Nuvo Ltd. 14,043 14,043100 (Previous Year: 100) Equity Shares of Rs.10/-each fullypaid up in Zuari Global Ltd 9,752 9,752100 (Previous Year: Nil) Equity Shares of Rs.10/-each fullypaid up in Zuari Agro Chemicals Ltd - -100 (Previous Year: 100) Equity Shares of Rs.10/-each fullypaid up in Rashtriya Chemicals & Fertilizers Ltd. 3,898 3,8981500 (Previous Year: 1500) Equity Shares of Rs.2/-each fullypaid up in Coromandel International Ltd. 36,800 36,800500 (Previous Year: 500) Equity Shares of Rs.1/-each fully paid up in Nagarjuna Oil Refinery Ltd. 3,969 39692321 (Previous Year: 2321) Equity Shares of Rs.10/-eachfully paid up in Union Bank Of India 2,55,310 2,55,31050 (Previous Year: 50) Equity Shares of Rs.10/-each fullypaid up in Deepak Fertilisers & PetrochemicalsCorporation Ltd. 4,587 4,58720 (Previous Year: 20) Equity Shares of Rs.10/-each fullypaid up in Monsanto India Ltd. 16,635 16,63550 (Previous Year: 50) Equity Shares of Rs.10/-each fullypaid up in Kaveri Seed Company Ltd. 12,577 12,577Investments in Debentures1500 (Previous Year: Nil) 9.00% Unsecured RedeemableNon-Convertible fully paid-up Bonus Debentures of Rs.15/-each fully paid up in Coromandel International Ltd. - -UnquotedInvestments in Equity Instruments550 (Previous Year: 550) Equity Shares of Rs.1/- each fullypaid up in Kakinada Fertilizers Ltd. 4,366 4,366Investments in Subsidiaries229500 (Previous Year: 229500) Equity Shares of Rs.100/-each fully paid up in Shiva Parvati Poultry Feed Pvt.Ltd. 2,80,93,100 2,80,93,100171250 (Previous Year: 171250) Equity Shares of Rs.100/-each fully paid up in Ghatprabha Fertilizers Pvt. Ltd. 2,05,50,000 2,05,50,000313854 (Previous Year: 255000) Equity Shares of Rs.100/-each fully paid up in Shrinivasa Agro Foods Pvt. Ltd. 3,43,28,100 2,55,00,000859300 (Previous Year: 859300) Equity Shares of Rs.100/-each fully paid up in Kirtiman Agrogenetics Ltd. 10,24,30,000 10,24,30,000Investment in Government SecuritiesNational Savings Certificate 75,000 10,000Investments in Partnership FirmsShiva Global Biotech 74,09,338 60,95,614

41

Laxmi Sai Developers 30,29,595 26,25,000Aggregate amount of quoted investments 3,71,463 3,71,463Market Value of quoted investments 9,71,358 11,47,150Aggregate amount of unquoted investments 19,59,19,499 18,53,08,080

Total 19,62,90,962 18,56,79,543

(a) Details of Investments in Partnership FirmsInvestment in M/s Shiva Global Biotech

Names of the Partners Share of Profits (%)

March 31, 2013 March 31, 20121. Shiva Global Agro Industries Ltd. 55.00% 55.00%2. Mrs. Rajshree Sharma 22.00% 22.00%3. Mr. Sanjay Laddha 23.00% 23.00%Total Capital of the Firm 13494568 10212501

Investment in M/s Laxmi Sai DevelopersNames of the Partners Share of Profits (%)

March 31, 2013 March 31, 20121. Shiva Global Agro Industries Ltd 15.00% 15.00%2. Mr. Hitesh Nihalani 40.00% 40.00%3. Mr. Jairam Nihalani 10.00% 10.00%4. Mr. Shailesh Shetty 10.00% 10.00%5. Mrs. Chitrakala Shetty 2.00% 2.00%6. Mr. Sanket Shetty 1.00% 1.00%7. Mr. Murtuza Bhetosiwala 6.00% 6.00%8. Mr. Mahesh Teil 6.00% 6.00%9. Mr. Dilip Agraharkar 5.00% 5.00%10. Mrs. Madhuri Kothari 5.00% 5.00%Total Capital of the Firm 18100484 18040633

13 Long Term Loans and Advances (Amount in Rs.)

Unsecured, Considered Good As at 31.03.2013 As at 31.03.2012Security Deposit 23,17,640 20,36,560Other Loans & Advances Other Deposits 11,85,688 7,65,000 Balance with Tax Authorities 16,15,988 79,91,502 Advances to Suppliers & Others 69,02,726 71,21,703Total 1,20,22,042 1,79,14,765

14 Other Non-Current Assets (Amount in Rs.)

Unsecured, Considered Good As at 31.03.2013 As at 31.03.2012Long Term Trade Receivables 6,13,129 1,83,858Non Current Bank BalancesLong Term deposits with banks having maturityperiod more than 12 months- In Margin Deposits 14,39,879 1,48,78,938- In Fixed Deposits 1,64,786 2,59,454Total 22,17,794 1,53,22,250

42

15 Inventories (Amount in Rs.)

As at 31.03.2013 As at 31.03.2012Raw materials 16,50,80,453 24,37,50,793Packing Materials 39,35,834 38,63,503Work-in-progress 1,10,14,565 1,10,59,344Finished goods 11,08,94,632 3,32,14,514Stock-in-trade 94,656 78,30,000Stores and spares 1,37,78,056 84,20,075Total 30,47,98,196 30,81,38,229

16 Trade Receivables (Amount in Rs.)Unsecured, Considered Good As at 31.03.2013 As at 31.03.2012Over six months 15,26,693 43,732Others 40,23,71,582 36,17,31,935

Total 40,38,98,275 36,17,75,667

17 Cash and Bank Balances (Amount in Rs.)

As at 31.03.2013 As at 31.03.2012Cash and Cash EquivalentsBalances with BanksIn Current Accounts 5,60,304 25,62,924Cash on hand 8,97,875 12,47,113Other Bank BalancesUnpaid Dividend Accounts 10,67,345 13,07,771Short Term deposits with banks having maturity periodless than 12 months- In Margin Deposits 77,56,805 -- In Fixed Deposits 1,46,151 -

Total 1,04,28,480 51,17,808

18 Short Term Loans and Advances (Amount in Rs.)

Unsecured, Considered Good As at 31.03.2013 As at 31.03.2012Loans and Advances to Related Parties 2,34,615 23,11,121Other Loans and AdvancesStaff Imprest and Advances 14,05,659 8,41,202Prepaid Expenses 10,75,541 16,59,842Advances to Suppliers & Others 4,20,05,886 65,19,668

Total 4,47,21,701 1,13,31,833

19 Other Current Assets (Amount in Rs.)

Unsecured, Considered Good As at 31.03.2013 As at 31.03.2012Accrued Interest on Deposits 8,18,518 12,89,553

Total 8,18,518 12,89,553

43

20 Revenue from Operations (Amount in Rs.)31 March, 2013 31 March, 2012

Revenue from -Sale of ProductsFinished Goods 94,74,29,982 1,06,80,12,305Traded Goods 11,76,86,280 4,79,65,811Sale of Services 13,40,000 39,49,000Other Operating Revenue 19,46,166 9,30,876

1,06,84,02,428 1,12,08,57,992Less: Excise Duty (69,51,740) (58,93,633)Total 1,06,14,50,688 1,11,49,64,359

Particulars of Salesa Finished Goods (Amount in Rs.)

31 March, 2013 31 March, 2012Fertilizers 93,97,26,245 1,05,44,91,637Briquette 77,03,737 1,35,20,667Total 94,74,29,982 1,06,80,12,305

b Traded Goods (Amount in Rs.)31 March, 2013 31 March, 2012

Fertilizers 11,76,86,280 4,79,65,811Total 11,76,86,280 4,79,65,811Particulars of Sale of Services (Amount in Rs.)

31 March, 2013 31 March, 2012Granulation Charges 13,40,000 39,49,000Total 13,40,000 39,49,000

21 Other Income (Amount in Rs.)31.03.2013 31.03.2012

Interest Income 25,89,696 19,93,723Dividend income 24,258 31,334Share of profits from partnership firm (Refer Note (a)) 19,82,831 11,20,294Other non-operating income 11,72,738 6,36,000Total 57,69,523 37,81,351

22 Cost of Materials Consumed (Amount in Rs.)31.03.2013 31.03.2012

Raw Material ConsumedOpening Inventory 24,37,50,793 17,54,10,723Add: Purchases (net) 63,18,51,751 76,83,58,578Less: Inventory at the end of the year 16,50,80,453 24,37,50,793Cost of Raw materials consumed 71,05,22,091 70,00,18,508Packing Material ConsumedOpening Inventory 38,63,503 66,61,052Add: Purchases (net) 2,59,82,434 2,32,69,153Less:Inventory at the end of the year 39,35,834 38,63,503Cost of Sales 9,77,478 9,05,920Cost of Packing materials consumed 2,49,32,626 2,51,60,782Total 73,54,54,717 72,51,79,289

44

(a) Particulars of ConsumptionRaw Material (Amount in Rs.)

31 March, 2013 31 March, 2012Fertilizers 19,31,08,828 16,52,79,753Rock 41,68,29,543 40,48,33,418Acid 9,17,05,978 11,72,65,055Agro Waste 56,06,550 84,73,388Others 32,71,192 41,66,894Total 71,05,22,091 70,00,18,508

Packing Material (Amount in Rs.)

31 March, 2013 31 March, 2012HDPE Bags 2,49,32,626 2,51,60,782Total 2,49,32,626 2,51,60,782

23 Purchases of Stock-in-Trade (Amount in Rs.)31 March, 2013 31 March, 2012

Fertilizers 10,90,91,476 5,33,57,349Others 9,77,478 9,05,920Total 11,00,68,954 5,42,63,269

24 Changes in Inventories of Finished Goods, Work-in-Progress and Stock-in-Trade (Amount in Rs.)

31 March, 2013 31 March, 2012Stock at the beginning of the yearFinished Goods 3,32,14,514 8,00,74,829Work-in-progress 1,10,59,344 1,09,15,528Stock-in-trade 78,30,000 29,92,560Less: Stock at the end of the yearFinished Goods 11,08,94,632 3,32,14,514Work-in-progress 1,10,14,565 1,10,59,344Stock-in-trade 94,656 78,30,000Total (6,98,99,995) 4,18,79,059

(a) Particulars of Inventory (Amount in Rs.)

31 March, 2013 31 March, 2012Finished GoodsFertilizers 11,07,52,303 3,31,15,795BRP Rock 1,42,329 98,719

Work-in-progressFertilizers 1,10,14,565 1,10,59,344

Stock-in-tradeFertilizers 94,656 78,30,000

25 Employee Benefits Expense (Amount in Rs.)

31 March, 2013 31 March, 2012Salaries, Wages and Bonus 2,64,53,914 3,20,41,767Contribution to Provident Fund 10,19,112 15,07,894Staff Welfare Expenses 2,97,112 1,61,657Total 2,77,70,138 3,37,11,318

45

26 Finance Costs (Amount in Rs.)31 March, 2013 31 March, 2012

Interest Expenses 6,02,83,491 5,30,54,801Other Borrowing Costs 32,45,629 43,72,455Total 6,35,29,120 5,74,27,256

27 Depreciation and Amortization Expense (Amount in Rs.)31 March, 2013 31 March, 2012

Depreciation on Tangible Assets 93,30,303 86,26,346Amortisation on Intangible Assets 2,22,639 2,24,386Total 95,52,942 88,50,732

28 Other Expenses (Amount in Rs.)

31 March, 2013 31 March, 2012Consumption of stores and spare parts 2,17,10,923 3,39,49,347Power and Fuel 3,81,51,753 3,18,89,672Rent 8,03,769 13,95,840Repairs to Buildings 6,99,682 4,04,228Repairs to Machinery 65,38,437 79,34,589Insurance 4,07,355 4,53,815Rates and Taxes 25,35,398 5,97,949Excise Duty (Refer Note (b)) 4,96,085 14,354Miscellaneous expensesOutward Freight and Transportation 4,81,92,882 4,14,62,548Discounts & Commissions 2,91,38,100 1,93,45,714Other Expenses 1,15,78,870 1,36,85,593Total 16,02,53,254 15,11,33,649

(a) Particulars of Payment to Auditors (Amount in Rs.)31 March, 2013 31 March, 2012

Audit Fees 1,25,000 1,00,000Certification Fees 50,000 25,000Tax Audit Fees 45,000 35,000Vat Audit Fees 45,000 35,000Income Tax Matters 45,000 30,000Out of Pocket Expenses 41,125 25,000Total 3,51,125 2,50,000

(b) Represents excise duty related to the difference between the closing stock and opening stock of fin-ished goods.

29 Earnings Per Share (Amount in Rs.)

31 March, 2013 31 March, 2012a. Profit after Tax as per the Statement of Profit & Lossattributable to equity shareholders 1,81,06,458 3,17,74,799b. Weighted average number of equity shares outstanding 95,43,000 95,43,000c. Basic & Diluted earnings per share in rupee 1.90 3.33(Face value Rs.10 per share)

30 The balance in parties accounts are subject to confirmation and reconciliation, if any. In the opinion ofthe management all current assets including stock-in-trade/sundry debtors and loans and advances in thenormal course of business would realize the value at least to the extent stated in the Balance Sheet.

46

31 Micro, Small and Medium Enterprises:There are no dues outstanding to Micro, Small and Medium Enterprises beyond the due date as at

the Balance Sheet date. The above information regarding Micro, Small and Medium enterprises have beendetermined to the extent such parties have been identified on the basis of information available with theCompany and relied upon by the auditors.

32 Contingent Liabilities (Amount in Rs.)

(to the extent not provided for) 31 March, 2013 31 March, 2012Outstanding bank guarantees 3,30,25,000 5,94,25,000Claims against the Company not acknowledged as debts 55,66,391 55,66,391

Total 3,85,91,391 6,49,91,391

33 Value of imports calculated on C.I.F. basis (Amount in Rs.)

31 March, 2013 31 March, 2012

Raw Materials 6,11,45,365 -

Total 6,11,45,365 -

Subsidiaries:

i) Kirtiman Agrogenetics Ltd.ii) Shiva Parvati Poultry Feeds Pvt. Ltd.iii) Shrinivasa Agro Foods Pvt. Ltd.iv) Ghatprabha Fertilizers Pvt. Ltd.

Key Management Personnel

i) Mr. Omprakash K. Gildaii) Mr. Arun R. Toshniwaliii) Mr. Deepak S. Maliwaliv) Mr. Narayanlal P. Kalantriv) Mr. Sambhaji L. Pawarvi) Mr. Vijay O. Agrawalvii) Mr. Satish P. Maheshwariviii) Dr. Ruturaj Jadhavix) Dr. Santosh Malpanix) Mr. Diwakar Shettyxi) Mr. Shankarrao Dastapurexii) Mr. Rajgopal Bhutada

Relatives of Key Management Personnel

i) Mrs. Sarojdevi N. Kalantriii) Mrs. Ahilyadevi K. Maliwal

iii) Mrs. Vijaya Toshniwaliv) Mr. Nandkishor Toshniwalv) Ms. Preeti M. Kalantri

Enterprises owned or significantly influenced bygroup of individuals or their relatives who havecontrol or significant influence over theCompany:

i) Kalantri Engineering Worksii) Madhu Industriesiii) Ravito Engineering Worksiv) Sai Trading Companyv) Vijay Fertilizers Agencyvi) Kedarnath Jaivik Khate Utpadak Purvatha

Sahakari Sanstha Maryadit Ltd.vii) Kedar Krishi Seva Kendraviii) Durgeshwari Seeds & Fertilizersix) Preeti Enterprises Incorporatedx) Kartik Agro Chem Pvt. Ltd.

Associates

i) Shiva Global Biotechii) Laxmi Sai Developers

Note: Related party relationship have been certified by the Management and relied upon by the auditors.

34 Related Party Disclosures

(a) Names of related parties and nature of related parties relationship where control exists.

47

(b) Transaction with Related Parties: (Amount in Rs.)

Nature of Subsidiaries Relatives Enterprises owned Associates TotalTransaction of Key or significantly

Management influenced by groupPersonnel of individuals or

their relatives whohave control or

significantinfluence overthe Company

Purchase of Goods - - 2,70,21,844 - 2,70,21,844- - (4,98,74,955) - (4,98,74,955)

Sale of Goods 1,92,71,240 - 10,46,62,950 71,844 12,40,06,034- - (4,08,99,555) (2,39,200) (4,11,38,755)

Services Received - - 6,86,899 - 6,86,899- - (47,75,165) - (47,75,165)

Services Rendered - - - 22,74,236 22,74,236- - - (45,85,000) (45,85,000)

Loan Taken - 10,00,000 4,19,34,241 - 4,29,34,241- (35,94,674) (37,24,326) - (73,19,000)

Loan Repaid - 11,22,959 4,96,15,000 - 5,07,37,959- (52,07,951) (37,24,326) - (89,32,277)

Interest Paid - 1,38,777 - - 1,38,777- (3,54,825) - - (3,54,825)

Interest Received - - - 7,31,474 7,31,474- - - (6,45,309) (6,45,309)

Investment made 88,28,100 - - - 88,28,100- - - - -

Fixed Assets - - 4,00,000 - 4,00,000Purchased - - - - -

Share of Profits - - - 19,82,831 19,82,831- - - (11,20,294) (11,20,294)

Closing Balance 22,76,240 11,55,024 1,07,55,556 1,04,38,933 2,46,25,753- (11,39,206) (3,35,20,308) (1,13,97,121) (4,60,56,635)

Note: Figures in the brackets represents previous year s figures.

48

35 Segment Reporting: (Amount in Rs.)The Company operates in the business segments of Fertilizers, Briquette and BRP in the domestic

market.

Particulars Fertilizers BRP Others Total

Segment Revenue

Operating Revenue 1,05,37,46,951 - 77,03,737 1,06,14,50,688(1,10,14,43,692) - (1,35,20,667) (1,11,49,64,359)

Other Income 57,69,523 - - 57,69,523(37,81,351) - - (37,81,351)

Segment Result

Profit Before Tax 2,73,78,429 - 9,21,096 2,82,99,525(4,39,85,290) - (21,39,958) (4,61,25,248)

Provision for Tax 1,01,93,067 - - 1,01,93,067(1,43,50,449) - - (1,43,50,449)

Other InformationSegment Assets 1,02,41,83,336 12,27,87,143 30,35,809 1,15,00,06,288

(96,89,24,525) (7,88,54,256) (22,79,269) (1,05,00,58,050)Segment Liabilities 68,23,15,255 6,26,64,772 - 74,49,80,027

(60,83,17,201) (4,92,38,629) - (65,75,55,830)


36 Previous year s figures have been regrouped and reclassified, wherever required.

37 Figures have been rounded off to the nearest rupee.



49

Consolidated Financial Statements ofShiva Global Agro Industries Ltd.

and its Subsidiaries

50

TOTHE BOARD OF DIRECTORS OFSHIVA GLOBAL AGRO INDUSTRIESLIMITED

Report on the Consolidated FinancialStatements

We have audited the accompanyingconsolidated financial statements of SHIVAGLOBAL AGRO INDUSTRIES LIMITED(the ”Company‘ ) and its subsidiaries (theCompany and its subsidiaries constitute ”theGroup‘ ), which comprise the ConsolidatedBalance Sheet as at 31st March, 2013, theConsolidated Statement of Profit and Loss andthe Consolidated Cash Flow Statement for theyear then ended, and a summary of thesignificant accounting policies and otherexplanatory information.Management÷s÷Responsibility÷for÷theConsolidated Financial StatementsThe Company s Management is responsible forthe preparation of these consolidated financialstatements that give a true and fair view ofthe consolidated financial position,consolidated financial performance andconsolidated cash flows of the Group inaccordance with the accounting principlesgenerally accepted in India includingAccounting Standards referred to in Section211(3C) of the Companies Act, 1956 (”theAct‘ ).This responsibility includes the design,implementation and maintenance of internalcontrols relevant to the preparation andpresentation of the consolidated financial

statements that give a true and fair view andare free from material misstatements, whetherdue to fraud or error.Auditors÷÷ResponsibilityOur responsibility is to express an opinion onthese consolidated financial statements basedon our audit. We conducted our audit inaccordance with the Standards on Auditingissued by the Institute of CharteredAccountants of India. Those Standards requirethat we comply with the ethical requirementsand plan and perform the audit to obtainreasonable assurance about whether theconsolidated financial statements are free frommaterial misstatement.An audit involves performing procedures toobtain audit evidence about the amounts andthe disclosures in the consolidated financialstatements. The procedures selected dependon the auditor s judgement, including theassessment of the risks of materialmisstatement of the consolidated financialstatements, whether due to fraud or error. Inmaking those risk assessments, the auditorconsiders the internal controls relevant to theGroup s preparation and presentation of theconsolidated financial statements that give atrue and fair view in order to design auditprocedures that are appropriate in thecircumstances. An audit also includesevaluating the appropriateness of theaccounting policies used and the reasonablenessof the accounting estimates made by theManagement, as well as evaluating the overallpresentation of the consolidated financialstatements. We believe that the audit evidencewe have obtained is sufficient and appropriateto provide a basis for our audit opinion.

Lbt bb Lh t h Lbt bb Lh t h

51

Opinion

In our opinion and to the best of ourinformation and according to the explanationsgiven to us, the aforesaid consolidated financialstatements give a true and fair view inconformity with the accounting principlesgenerally accepted in India:

(a) in the case of the Consolidated BalanceSheet, of the state of affairs of the Group as at31st March, 2013;(b) in the case of the Consolidated Statementof Profit and Loss, of the profit of the Group

for the year ended on that date and(c) in the case of the Consolidated Cash FlowStatement, of the cash flows of the Group forthe year ended on that date.

For: J.P. Falor & Co.Chartered Accountants


_______________________CA Jaiprakash S. Falor


52

SHIVA GLOBAL AGRO INDUSTRIES LIMITED, NANDEDConsolidated Balance Sheet as at 31st March, 2013

Particulars Note No 31 March, 2013 31 March, 2012I. EQUITY AND LIABILITIES(1)÷Shareholders÷÷Funds(a) Share Capital 2 9,54,30,000 9,54,30,000(b) Reserves and Surplus 3 40,98,91,890 37,31,97,767(2) Minority Interest 19,19,69,296 16,57,62,492(3) Non-Current Liabilities(a) Long-Term Borrowings 4 17,54,19,734 18,87,52,863(b) Deferred Tax Liabilities (Net) 5 3,93,59,181 3,63,04,195(c) Other Long Term Liabilities 6 2,15,08,795 1,63,12,057(d) Long Term Provisions 7 1,52,309 4,19,052(4) Current Liabilities(a) Short-Term Borrowings 8 1,30,55,39,693 99,61,08,268(b) Trade Payables 51,69,76,132 32,87,66,920(c) Other Current Liabilities 9 10,67,82,923 8,32,92,611(d) Short-Term Provisions 10 2,35,96,614 2,34,17,144Total 2,88,66,26,565 2,30,77,63,370II. ASSETS(1) Non-Current Assets(a) Fixed Assets 11 (i) Tangible Assets 39,28,64,315 38,91,51,198 (ii) Intangible Assets 3,61,538 6,63,202 (iii) Capital Work-in-Progress 3,64,79,193 1,53,02,030 (iv) Intangible Assets under Development 7,50,11,943 7,45,44,793(b) Non-Current Investments 12 1,69,12,692 1,24,79,373(c) Long Term Loans and Advances 13 3,34,81,874 4,25,07,761(d) Other Non-Current Assets 14 6,72,54,089 5,08,58,502(2) Current Assets(a) Current Investments 15 40,500 40,500(b) Inventories 16 89,74,77,291 88,68,29,533(c) Trade Receivables 17 1,10,75,59,954 73,13,35,137(d) Cash and Bank Balances 18 14,26,25,398 1,55,65,917(e) Short-Term Loans and Advances 19 10,92,89,174 7,67,10,589(f) Other Current Assets 20 72,68,603 1,17,74,834Total 2,88,66,26,565 2,30,77,63,370

Significant Accounting Policies 1 - -Notes on Financial Statements 2 to 38As per our report of even date For and on behalf of the BoardFor: J.P. Falor & Co.Chartered AccountantsFirm Registration No.: 102835W ____________________

Omprakash K. Gilda_______________________ Managing DirectorCA Jaiprakash S. FalorProprietorMembership No. 043337 ___________________ ___________________

Place: Nanded Deepak S. Maliwal Arun R. ToshniwalDated: 30th May, 2013 Director Director

(Amount in Rs.)

53

SHIVA GLOBAL AGRO INDUSTRIES LIMITED, NANDEDConsolidated Statement of Profit and Loss for the Year Ended 31st March, 2013

Particulars Note No 31 March, 2013 31 March, 2012I. Revenue from Operations 21 5,18,06,86,343 3,98,53,62,531II. Other Income 22 2,76,36,787 1,48,69,299

Total Revenue 5,20,83,23,130 4,00,02,31,829III. Expenses:

Cost of materials consumed 23 3,74,14,26,183 3,00,05,87,988Purchases of Stock-in-Trade 24 73,00,33,275 29,59,46,161Changes in inventories of finished goods,work-in-progress and Stock-in-Trade 25 (6,98,74,972) (3,63,68,645)Employee benefits expense 26 7,70,00,180 8,16,60,847Finance costs 27 16,76,52,689 16,46,97,589Depreciation and amortization expense 28 2,55,80,175 2,43,78,774Other expenses 29 44,29,83,602 37,65,70,967Total Expenses 5,11,48,01,132 3,90,74,73,682

IV. Profit before Prior Period Items and Tax 9,35,21,998 9,27,58,147V. Add/(Less) : Prior Period Items (29,56,986) (404)VI. Profit before tax 9,05,65,012 9,27,57,743VII. Tax expenses:

(1) Current tax 2,75,23,581 2,52,59,260(2) Deferred tax 30,54,986 64,71,641(3) MAT Credit Entitlement - (24,49,133)

VIII. Profit/(Loss) before Minority Interest 5,99,86,445 6,34,75,975IX. Minority Interest 1,76,88,327 1,33,85,002X. Profit/(Loss) after Minority Interest 4,22,98,118 5,00,90,973XI. Earnings per equity share: 30

- Basic & Diluted 4.31 5.14





(Amount in Rs.)

54

(Amount in Rs.)

SHIVA GLOBAL AGRO INDUSTRIES LIMITED, NANDEDConsolidated Cash Flow Statement for the period ended 31st March, 2013

Particulars 31 March, 2013 31 March, 2012A CASH FLOW FROM OPERATING ACTIVITIES

Net Profit Before Tax 7,58,33,671 7,93,73,145Adjustments:Add: Interest Paid 16,76,52,689 16,46,97,589 Depreciation & Amortization 2,55,80,175 2,43,78,774 Amortisation of Preliminary Expenses 15,61,644 15,52,645 Loss/(Profit) on Sale of Fixed Assets 10,72,307 19,58,66,815 89,413 19,07,18,421Less: Prior Period Income 29,56,986 404 Interest Received 1,98,85,836 45,08,378 Dividend Income 35,562 42,638 Share of profits from partnership firm 19,82,831 11,20,294 Other non-operating income 57,32,558 3,05,93,773 91,97,989 1,48,69,703Operating Profit Before WorkingCapital Changes 24,11,06,712 25,52,21,864Adjustments For: Trade and other receivables (41,38,78,037) (33,53,73,552) Inventories (1,06,47,759) 39,43,648 Trade payables and other liabilities 21,65,41,223 (20,79,84,573) 20,60,59,374 (12,53,70,530)Cash Generated From Operations 3,31,22,139 12,98,51,334Less: Taxes For the Year Direct Taxes Paid 2,72,75,224 2,37,54,970

NET CASH USED IN/FROM OPERATING ACTIVITIES 58,46,915 10,60,96,364

B CASH FLOW FROM INVESTING ACTIVITIES

Purchase of Fixed Assets (5,26,71,203) (3,89,06,079)Interest Received 1,93,13,164 44,60,378Dividend Received 35,562 42,638Share of profits from partnership firm 19,82,831 11,20,294Other non-operating income 57,32,558 91,97,989Sale of Fixed Assets 9,62,955 2,72,444Investment Made (44,33,319) (41,36,225)Movement in Minority Interest 2,62,06,804 4,86,09,787Miscellaneous Expenditure (10,00,000) (30,03,000)Adjustment on account of changein holding (29,66,828) (79,94,785)Securities Premium Received 29,45,250 -

NET CASH USED IN/FROM INVESTING ACTIVITIES (38,92,226) 96,63,441

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C CASH FLOW FROM FINANCING ACTIVITIES

Proceeds From Short Term Borrowings 30,94,31,425 4,88,30,327Repayment From Long Term Borrowings (54,65,359) (1,28,00,290)Repayment of Unsecured Loans (4,49,720) -Interest Received 5,72,672 48,000Interest Paid (16,76,52,689) (16,46,97,589)Dividend Paid (97,83,426) (91,13,289)Dividend distribution tax paid (15,48,113) (15,84,973)

NET CASH USED IN/FROM FINANCING ACTIVITIES 12,51,04,792 (13,93,17,813)

D Net Increase in Cash and CashEquivalents (A+B+C) 12,70,59,481 (2,35,58,009)

E Cash and Cash Equivalents atthe beginning of the year 1,55,65,916 3,91,23,925

F Cash and Cash Equivalents atthe end of the year (D+E) 14,26,25,398 1,55,65,916




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A ) BASIS OF PREPARATION OFCONSOLIDATED FINANCIAL STATEMENTS :

The consolidated financial statements have beenprepared on the basis of going concern, under thehistoric cost convention on accrual basis, to complyin all material aspects with applicable generallyaccepted accounting principles in India (”IndianGAAP‘ ), the Accounting Standards (”AS‘ ) notifiedunder section 211 (3C) of the the Companies Act,1956 (”the Act‘ ) and the relevant provisions of theAct.

B) PRINCIPLES OF CONSOLIDATION :

The Consolidated Financial Statements have beenprepared in accordance with Accounting Standard21 ”Consolidated Financial Statements‘ notifiedunder sub-section (3C) of section 211 of theCompanies Act 1956, and other relevant provisionsof the Companies Act, 1956. These relate to ShivaGlobal Agro Industries Limited (the Company) andit s Subsidiaries. The Consolidated FinancialStatements have been prepared on the followingbasis :1. The financial statements of the Holding Companyand its Subsidiaries have been consolidated on aline by line basis by adding together the book valuesof like items of assets, liabilities, income andexpenses, after fully eliminating intra-groupbalances and intra-group transactions resulting inunrealized profits or losses.2. The difference between the costs of investmentin the subsidiaries, over the net assets at the timeof acquisition of shares in the subsidiaries isrecognized in the financial statements as goodwillor capital reserve as the case may be.3. Minority interest in the net assets of the

subsidiaries consists of the amount of equityattributable to minority shareholders at the dateson which investments are made by the company inthe subsidiary companies and further movementsin their share in the equity since the date the parent-subsidiary relationship came into existence.4. The Consolidated Financial Statements areprepared by adopting uniform accounting policiesfor like transactions and other events in similarcircumstances and are presented, to the extentpossible, in the same manner as the company sseparate financial statements.

C) USE OF ESTIMATES :

The presentation of the consolidated financialstatements requires certain estimates andassumptions. These estimations and assumptionsaffect the reported amount of assets and liabilitieson the date of the consolidated financial statementsand the reported amount of revenues and expensesduring the reporting period. Difference betweenthe actual result and estimates are recognized inthe period in which the results are known ormaterialized.

D) OWN FIXED ASSETS AND DEPRECIATION& AMORTIZATION :

i) Tangible Fixed Assets:

Fixed Assets are stated at original cost net of tax/duty credits availed, if any, less accumulateddepreciation and impairment losses. Cost ofacquisition comprises all costs incurred to bring theassets to their location and working condition uptothe date the assets are put to use. Costs ofconstruction are composed of those costs that relatedirectly to specific assets and those that are

NOTE 1: SIGNIFICANT ACCOUNTING POLICIES:NOTE 1: SIGNIFICANT ACCOUNTING POLICIES:

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attributable to the construction activity in generaland can be allotted to the specific assets upto thedate the assets are put to use. The expenditureincurred during the period of construction isdebited to the capital work-in-progress and oncompletion the costs are allotted to the respectivefixed assets.Depreciation on fixed assets is provided on straightline method at the rates and in the manner specifiedin Schedule XIV of the Companies Act, 1956.ii) Intangible Assets :

Intangible Assets are stated at their cost ofacquisitions less accumulated amortization andimpairment losses. An asset is recognized, where itis probable that the future economic benefitsattributable to the assets will flow to the enterprisesand where its cost can be reliably measured.Specified software purchased is amortized over aperiod of three years.

E) INVESTMENTS :

Long term investments are carried at cost lessprovision for diminution, other than temporary, inthe value of such investments. Current investmentsare carried individually ,at lower of cost and fairvalue..

F) INVENTORIES :

i) Finished goods are valued at cost or net realizablevalue whichever is lower. Cost comprises ofmaterial, labour, power, depreciation andappropriate portion of overheads incurred inbringing the inventories to their present location &condition.ii) Raw materials, stores and spares and packingmaterials are valued at cost (net of input credits) ornet realizable value whichever is lower.

G) EXCISE DUTY :

Excise duty is accounted on the basis of both,payments made in respect of goods cleared as alsoprovision made for goods lying in bondedwarehouses.

H) REVENUE RECOGNITION :

i)Revenue from sale of products is recognized whenthe significant risks and rewards of ownership ofthe goods have passed to the buyer and there is nouncertainty regarding amount of consideration &collectivity.ii) Subsidy is recognized on the basis of theconcession scheme announced by the Government

of India from time to time. Subsidy is accountedfor on the basis of sale made by the company.iii) Dividend income is recognized when rightto receive is established.iv) Interest income is recognized on timeproportion basis taking into account the amountoutstanding and rate applicable.

I) GOVERNMENT GRANTS AND SUBSIDIES :

Grants and subsidies from the government arerecognized when there is a reasonable assurancethat the grant/subsidy will be received and allattaching conditions will be complied with.When the grant or subsidy relates to an expenseitem, it is recognized as income over the periodsnecessary to match them on a systematic basis tothe costs, which it is intended to compensate. Whenthe grant or subsidy relates to an asset, its value isdeducted from the gross value of the assetconcerned in arriving at the carrying amount of therelated asset.

J) BORROWING COST:

Borrowing Costs that are attributable to theacquisition or construction of qualifying assets arecapitalized as part of such assets. A qualifying assetis one that necessarily takes substantial period oftime to get ready for its intended use. All otherborrowing costs are charged to the Statement ofProfit and Loss.

K) UNAMORTIZED EXPENDITURE:

Unamortized Expenditure is amortized equally overa period of 5 years

L) PROVISION FOR CURRENT &DEFERRED TAX :

i.Provision for current tax is made after taking intoconsideration benefits admissible under theprovisions of Income Tax Act, 1961.ii. Deferred tax is recognized on the basis of timingdifference between the taxable income andaccounting income that originates in one year andare capable of being reversal in one or moresubsequent years.

M) EARNINGS PER SHARE:

Basic earning per share has been calculated bydividing profit for the year attributable to equityshareholders by the weighted average number ofequity shares outstanding during the year. TheCompany has not issued any potential equity sharesand accordingly, the basic earning per share and

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diluted earning per share are the same.

N) PRIOR PERIOD AND EXCEPTIONAL ITEMS:

i) All identifiable items of Income and Expenditurepertaining to prior period are accountedthrough”Prior Period Adjustment Account‘ .ii) Exceptional items are generally non-recurringitems of income and expense within profit or lossfrom ordinary activities, which are of such size,nature or incidence that their disclosure is relevantto explain the performance of the company for theyear.

O) EMPLOYEE BENEFITS:

i) Short-term employee benefits are recognized asan expense at the undiscounted amount in theStatement of Profit and Loss for the year in whichthe related service is rendered.ii) The eligible employees of the company areentitled to receive benefits under the ProvidentFund, a defined contribution plan in which boththe employees and the company makes monthlycontributions at a specified percentage of thecovered employees salary. The contributions asspecified under the law are paid to the RegionalProvident Fund Commissioner and the CentralProvident Fund under the Pension scheme. Thecompany recognizes such contributions as expenseof the year in which the liability is incurred.iii) Termination benefits are recognized as anexpense as and when incurred.

P) PROVISIONS, CONTINGENT LIABILITIES &CONTINGENT ASSETS:

i) Provisions involving substantial degree ofestimation in measurement are recognized whenthere is a present obligation as a result of past eventsand it is probable that there will be an outflow ofresources.ii) Contingent liabilities are not recognized but aredisclosed in the notes.iii) Contingent assets are neither recognized nordisclosed in the consolidated financial statements.

Q) FOREIGN CURRENCY TRANSACTIONS:

i) Transactions in foreign currencies are recordedat the exchange rates prevailing on the date oftransaction. Foreign currency monetary assets andliabilities are translated at year end exchange rates.Exchange difference arising on settlement oftransactions and translation of monetary items arerecognized as income or expense in the year in whichthey arise.ii) In respect of forward exchange contracts, thedifference between the forward rate and theexchange rate at the inception of contract isrecognized as income or expense over the periodof the contract.iii) Gains or losses on cancellation/settlement offorward exchange contracts are recognized asincome or expense.

R) IMPAIRMENT OF ASSETS:

The carrying amounts of assets are reviewed at eachbalance sheet date, if there is any indication ofimpairment based on internal / external factors. Ifthe carrying amount of fixed assets exceeds therecoverable amount on the reporting date, thecarrying amount is reduced to the recoverableamount. The recoverable amount is measured asthe higher of the net selling price and the value inuse determined by the present value of estimatedfuture cash flows.

S) RESEARCH AND DEVELOPMENTEXPENDITURE :

i) Research and Development expenditure isrecognized as an expense except that cost incurredon development of products are recognized asintangible assets to the extent that all the necessarycriteria are met.ii) Development costs that have been capitalizedare amortized as research and developmentexpenses from the commencement of the commercialproduction of the product to which they relate onstraight line basis.

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2 Share Capital (Amount in Rs.)31 March, 2013 31 March, 2012

Equity Share CapitalAuthorised:1,00,00,000 Equity Shares of Rs.10/- each 10,00,00,000 10,00,00,000(Previous Year 1,00,00,000 Equity Shares of Rs.10 each)Issued, Subscribed and Fully Paid-Up95,43,000 Equity Shares of Rs.10/- each fully paid up 9,54,30,000 9,54,30,000(Previous Year 95,43,000 Equity Shares of Rs.10 eachfully paid up)

Total 9,54,30,000 9,54,30,000

(a) Terms / rights attached to equity sharesThe company has one class of equity shares having a par value of Rs.10 per share. Each holder of

equity shares is entitled to one vote per share. The dividend proposed by the Board of Directors, if any,is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case ofinterim dividend. In the event of liquidation, the equity shareholders will be entitled to receive the remainingassets of the company after distribution of all preferential amounts. The distribution will be in proportionto the number of equity shares held by the shareholders.

3 Reserves and Surplus (Amount in Rs.)

31 March, 2013 31 March, 2012Capital ReserveSpecial Capital IncentiveBalance as at the beginning of the year 79,59,335 82,49,623Adjustments on account of change in holding - (2,90,288)Balance as at the end of the year 79,59,335 79,59,335Capital ReserveBalance as at the beginning of the year 3,38,22,777 3,89,15,242Adjustments on account of change in holding 12,20,054 (50,92,465)Balance as at the end of the year 3,50,42,831 3,38,22,777Securities Premium AccountBalance at the beginning of the year 17,01,77,915 17,01,77,915Add: Received during the year 29,45,250 -Less: Adjustments on account of change in holding (5,52,294) -Balance as at the end of the year 17,25,70,871 17,01,77,915

31 March, 2013 31 March, 2012

Number of % holding in Number of % holding inShares the class Shares the class

Equity Shares:Deepak Maliwal 5,65,850 5.93% 5,65,850 5.93%Omprakash Gilda 5,23,000 5.48% 5,23,000 5.48%Rhombus Securities 5,51,754 5.78% - -and Financial ConsultantPrivate Limited

(b) Details of shareholders holding more than 5% shares in the company

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General ReserveBalance as at the beginning of the year 2,30,29,513 2,15,43,166Add: Transferred from Surplus in Statement ofProfit and Loss 17,07,488 17,13,469Less: Adjustments on account of change in holding (1,01,667) (2,27,122)Balance as at the end of the year 2,46,35,333 2,30,29,513Surplus in Statement of Profit and LossBalance as at the beginning of the year 13,82,08,227 10,33,06,746Add: Profit for the year 4,22,98,118 5,00,90,973Less: Appropriations Proposed dividend on equity shares for the year 47,71,500 95,43,000 Dividend distribution tax on proposed dividend on equity shares 8,10,916 15,48,113 Transfer to General Reserve 17,07,488 17,13,469 Adjustments on account of change in holding 35,32,920 23,84,911Balance as at the end of the year 16,96,83,521 13,82,08,227

Total 40,98,91,890 37,31,97,767

4 Long-term borrowings (Amount in Rs.)

31 March, 2013 31 March, 2012SecuredTerm Loan from Banks 6,31,38,170 7,60,21,579UnsecuredLoans and Advances From Related Parties 7,37,51,019 9,33,09,685Loans and Advances From Others 3,85,30,545 1,94,21,599Total 17,54,19,734 18,87,52,863

5 Deferred Tax Liabilities (Net) (Amount in Rs.)

31 March, 2013 31 March, 2012Opening Deferred Tax Liabilities 3,63,04,195 2,98,32,554Add/(Less):Difference between book and tax depreciation 31,00,679 65,17,334Disallowance U/s 43B (45,693) (45,693)Total 3,93,59,181 3,63,04,195

6 Other Long Term Liabilities (Amount in Rs.)

31 March, 2013 31 March, 2012Trade Payables 37,89,183 27,68,824Advances from Customers 57,47,764 28,61,802Staff Balances 8,70,848 7,83,432Dealership Deposits 1,11,01,000 98,98,000Total 2,15,08,795 1,63,12,057

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8 Short-Term Borrowings (Amount in Rs.)

31 March, 2013 31 March, 2012SecuredWorking Capital Loans repayable on demand- Rupee Loan from Banks 1,18,48,91,538 98,93,32,282Warehousing Loan repayable on demand 6,54,52,233 -UnsecuredDeposits 5,51,95,922 67,75,986Total 1,30,55,39,693 99,61,08,268Working Capital loan from bank is secured by first charge on inventories, book debts, bills for

collection and second charge on entire fixed assets of the Company. Further, the loan has been guaranteedby the personal guarantee of all the directors of the Company. The Loan is repayable on demand andcarries interest @ 11.50% p.a. to 13% p.a.

9 Other Current Liabilities (Amount in Rs.)

31 March, 2013 31 March, 2012Current maturities of long term debt 3,76,21,444 3,00,62,268Advances from Customers 5,48,88,762 3,63,97,689Interest accrued but not due on borrowing 88,065 1,38,042Interest accrued and due on borrowings 7,64,048 8,55,197Unclaimed dividends (Refer Note (a) below) 10,67,345 13,07,771Staff Balances 40,67,512 66,02,442Other Payables Statutory Dues 82,85,748 79,29,202

Total 10,67,82,923 8,32,92,611

There are no amounts due for payment to the Investor Education and Protection Fund under Section205C of the Companies Act,1956 as at the year end.

10 Short-Term Provisions (Amount in Rs.)

31 March, 2013 31 March, 2012Provision for Employee Benefits 6,16,698 9,45,338Other Provisions: Taxation (net of taxes paid) 50,71,466 70,79,317 Less: MAT Credit Entitlement - (6,06,688) Proposed Dividend 47,71,500 95,43,000 Corporate Dividend Tax 8,10,916 15,48,113 Expenses 1,23,26,034 49,08,064

Total 2,35,96,614 2,34,17,144

7 Long Term Provisions (Amount in Rs.)

31 March, 2013 31 March, 2012Provision For Employee Benefits 1,52,309 2,84,052Others - 1,35,000Total 1,52,309 4,19,052

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12 Non-Current Investments (Amount in Rs.)

31 March, 2013 31 March, 2012

Other Investments (Valued at cost unless statedotherwise)Quoted

Investments in Equity Instruments

500 (Previous Year: 100) Equity Shares of Rs.2/- each(Previous Year Rs.10/- each) fully paid up in Gujarat StateFertilizers & Chemicals Ltd. 13,892 13,89233 (Previous Year: 33) Equity Shares of Rs.10/-each fullypaid up in Aditya Birla Nuvo Ltd. 14,043 14,043100 (Previous Year: 100) Equity Shares of Rs.10/-each fullypaid up in Zuari Global Ltd 9,752 9,752100 (Previous Year: Nil) Equity Shares of Rs.10/-each fullypaid up in Zuari Agro Chemicals Ltd - -100 (Previous Year: 100) Equity Shares of Rs.10/-each fullypaid up in Rashtriya Chemicals & Fertilizers Ltd. 3,898 3,8981500 (Previous Year: 1500) Equity Shares of Rs.2/-each fullypaid up in Coromandel International Ltd. 36,800 36,800500 (Previous Year: 500) Equity Shares of Rs.1/-each fullypaid up in Nagarjuna Oil Refinery Ltd. 3,969 3,9693734 (Previous Year: 3734) Equity Shares of Rs.10/-each fullypaid up in Union Bank Of India 4,10,740 4,10,74050 (Previous Year: 50) Equity Shares of Rs.10/-each fully paidup in Deepak Fertilisers & Petrochemicals Corporation Ltd. 4,587 4,58720 (Previous Year: 20) Equity Shares of Rs.10/-each fully paidup in Monsanto India Ltd. 16,635 16,63550 (Previous Year: 50) Equity Shares of Rs.10/-each fully paidup in Kaveri Seed Company Ltd. 12,577 12,577

Investments in Debentures

1500 (Previous Year: Nil) 9%Unsecured RedeemableNon-Convertible fully paid-up Bonus Debentures of Rs.15/-each fully paid up in Coromandel International Ltd. - -

Investments in Mutual funds

- Union KBC Asset Allocation Fund 338144 units 34,50,000 7,50,000(Previous year: 75000) of Face Value Rs.10/- each- Union KBC Tax Saver Growth 19980 units 2,00,000 9,50,000(Previous year: 94990) of Face Value Rs.10/- each- Union KBC Dynamic Bond Fund Nil Units - 15,00,000(Previous year: 149990) of Face Value Rs.10/-each- Union KBC Capital Protection Oriented Fund 219990 22,00,000 - Units (Previous year: Nil) of Face Value Rs.10/-each

UnquotedInvestments in Equity Instruments

550 (Previous Year: 550) Equity Shares of Rs. 1/-each fullypaid up in Kakinada Fertilizers Ltd. 4,366 4,366

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Investment in Government SecuritiesNational Savings Certificate 92,500 27,500Investment in Partnership FirmsShiva Global Biotech 74,09,338 60,95,614Laxmi Sai Developers 30,29,595 26,25,000Aggregate amount of quoted investments 63,76,893 37,26,893Market Value of quoted investments 70,26,677 47,85,009Aggregate amount of unquoted investments 1,05,35,799 87,52,480

Total 1,69,12,692 1,24,79,373

(a) Details of Investments in Partnership FirmsInvestment in Shiva Global Biotech

Names of the Partners Share of Profits (%)31 March, 2013 31 March, 2012

1. Shiva Global Agro Industries Ltd 55.00% 55.00%2. Mrs. Rajshree Sharma 22.00% 22.00%3. Mr. Sanjay Laddha 23.00% 23.00%

Total Capital of the Firm 1,34,94,568 1,11,03,511

Investment in Laxmi Sai DevelopersNames of the Partners Share of Profits (%)

31 March, 2013 31 March, 20121. Shiva Global Agro Industries Ltd 15.00% 15.00%2. Mr. Hitesh Nihalani 40.00% 40.00%3. Mr. Jairam Nihalani 10.00% 10.00%4. Mr. Shailesh Shetty 10.00% 10.00%5. Mrs. Chitrakala Shetty 2.00% 2.00%6. Mr. Sanket Shetty 1.00% 1.00%7. Mr. Murtuza Bhetosiwala 6.00% 6.00%8. Mr. Mahesh Teil 6.00% 6.00%9. Mr. Dilip Agraharkar 5.00% 5.00%10. Mrs. Madhuri Kothari 5.00% 5.00%Total Capital of the Firm 1,81,00,484 1,80,40,633

13 Long Term Loans and Advances (Amount in Rs.)

Unsecured, Considered Good 31 March, 2013 31 March, 2012

Capital Advances 8,89,530 14,37,530Security Deposit 69,80,920 65,79,903Loans & Advances to related parties - 1,06,816Other Loans & Advances Prepaid Expenses - 30,000 Other Deposits 15,45,688 11,25,000 Balance with Tax Authorities 66,30,149 1,25,42,013 MAT Credit Entitlement 67,40,186 89,16,670 Advances to Suppliers & Others 6,23,028 91,35,334 Staff Imprest and Advances 8,86,854 5,19,045 Others 91,85,520 21,15,450Total 3,34,81,874 4,25,07,761

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14 Other Non-Current Assets (Amount in Rs.)

Unsecured, Considered Good 31 March, 2013 31 March, 2012Trade Receivables 4,95,85,592 2,63,55,759Non Current Bank Balances Long Term deposits with banks having maturity period more than 12 months - In Margin Deposits 27,02,379 1,61,41,438 - In Fixed Deposits 1,64,786 2,59,454Others Unamortised Expenses 47,87,207 54,01,851 Others 1,00,14,125 27,00,000Total 6,72,54,089 5,08,58,502

15 Current Investments (Amount in Rs.)Other Investments(Valued at cost unless otherwise stated) 31 March, 2013 31 March, 2012UnquotedInvestment in Government Security National Saving Certificate 40,500 40,500Aggregate value of Unquoted Investments 40,500 40,500Total 40,500 40,500

16 Inventories (Amount in Rs.)31 March, 2013 31 March, 2012

Raw materials 44,14,41,647 50,18,85,600Packing Materials 2,70,04,179 2,43,95,185Work-in-progress 1,10,14,565 1,10,59,344Finished goods 36,84,69,058 29,42,53,918Stock-in-trade 2,17,62,690 2,60,58,079Stores, Spares and Consumables 2,77,85,152 2,91,77,406Total 89,74,77,291 88,68,29,533

17 Trade Receivables (Amount in Rs.)

Unsecured, Considered Good 31 March, 2013 31 March, 2012Over six months 6,32,21,191 1,06,76,948Others 1,04,43,38,762 72,06,58,189

Total 1,10,75,59,954 73,13,35,137

18 Cash and Bank Balances (Amount in Rs.)

31 March, 2013 31 March, 2012Cash and Cash Equivalents Balances with Banks In Current Accounts 10,78,18,619 73,98,842Cash on hand 54,48,657 39,79,304Other Bank Balances Unpaid Dividend Accounts 10,67,345 13,07,771 Short Term deposits with banks having maturity period less than 12 months - In Margin Deposits 77,56,805 - - In Fixed Deposits 2,05,33,972 28,80,000Total 14,26,25,398 1,55,65,917

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19 Short Term Loans and Advances (Amount in Rs.)

Unsecured, Considered Good 31 March, 2013 31 March, 2012Loans and Advances to Related Parties 1,93,26,704 5,34,44,658Other Loans and Advances Staff Imprest and Advances 21,29,158 30,77,799 Advances to Suppliers & Others 8,17,82,792 1,39,01,910 Prepaid Expenses 16,73,719 22,70,976 Balance with Tax Authorities 43,76,801 40,15,247Total 10,92,89,174 7,67,10,589

20 Other Current Assets (Amount in Rs.)

Unsecured, Considered Good 31 March, 2013 31 March, 2012Accrued Interest on Deposits 18,42,996 22,21,775Subsidy Receivable 39,10,964 80,91,414Unamortised Expenses 15,14,643 14,61,645Total 72,68,603 1,17,74,834

21 Revenue from Operations (Amount in Rs.)31 March, 2013 31 March, 2012

Revenue from -Sale of ProductsFinished Goods 4,42,12,32,776 3,68,68,81,688Traded Goods 76,83,96,371 30,20,06,772Sale of Services 13,40,000 39,49,000Other Operating Revenue 25,17,262 13,71,260

5,19,34,86,409 3,99,42,08,719Less: Excise Duty (1,28,00,066) (88,46,189)Total 5,18,06,86,343 3,98,53,62,531

Details of Salesa Finished Goods (Amount in Rs.)

31 March, 2013 31 March, 2012Fertilizers 1,47,55,43,289 1,30,95,55,419Seeds 24,05,91,630 27,56,42,995Crude Oil 83,80,01,753 77,03,43,486Poultry Feed 1,81,12,54,535 1,25,34,86,744Soil Conditioner 4,79,89,207 5,57,49,624Briquette 77,03,737 1,35,20,667Others 1,48,625 85,82,752

Total 4,42,12,32,776 3,68,68,81,688

b Traded Goods (Amount in Rs.)31 March, 2013 31 March, 2012

Fertilizers 23,39,51,883 12,67,14,444Seeds 2,84,26,527 5,44,22,884Crude Oil 91,80,243 4,07,06,470Poultry Feed 48,73,02,344 6,55,80,197Turmeric 22,11,690 -Crop Nutrition Products and Fertilizers 73,23,684 1,45,82,779Total 76,83,96,371 30,20,06,773

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Details of Sale of Services (Amount in Rs.)31 March, 2013 31 March, 2012

Granulation Charges 13,40,000 39,49,000Total 13,40,000 39,49,000

22 Other Income (Amount in Rs.)

31 March, 2013 31 March, 2012

Interest Income 1,98,85,836 45,08,378Dividend income 35,562 42,638Share of profits from partnership firm (Refer Note (a)) 19,82,831 11,20,294Other non-operating income 57,32,558 91,97,989Total 2,76,36,787 1,48,69,299

23 Cost of Materials Consumed (Amount in Rs.)31 March, 2013 31 March, 2012

Raw Material ConsumedOpening Inventory 50,18,85,600 53,96,45,232Add: Purchases (net) 3,64,01,67,454 2,90,43,50,276Add: Transfer for Re-processing - 27,10,226Less: Inventory at the end of the year 44,14,41,647 50,18,85,600Cost of Raw materials consumed 3,70,06,11,408 2,94,48,20,133Packing Material ConsumedOpening Inventory 2,43,95,185 2,61,71,526Add: Purchases (net) 6,74,76,237 5,48,97,434Less:Inventory at the end of the year 2,70,04,179 2,43,95,185Cost of Sales 9,77,478 9,05,920Cost of Packing materials consumed 6,38,89,765 5,57,67,856

Total 3,76,45,01,172 3,00,05,87,989

(a) Details of ConsumptionRaw Material (Amount in Rs.)

31 March, 2013 31 March, 2012Fertilizers 68,74,85,072 35,90,32,339Rock 41,68,29,543 40,48,33,418Acid 9,17,05,978 11,72,65,055Oil Seeds 2,36,60,73,342 1,93,65,91,653Raw Mix 16,28,548 13,24,993Seeds 9,92,15,174 7,33,45,275Agro Waste 82,47,721 1,70,19,538Neem 35,48,025 1,71,70,897Castor 31,26,384 53,32,924Shea 7,83,488 43,29,678Micronutrient 26,51,311 -Others 1,93,16,821 85,74,365

Total 3,70,06,11,408 2,94,48,20,133

68

Packing Material (Amount in Rs.)

31 March, 2013 31 March, 2012

HDPE Bags 5,83,86,828 5,16,17,145Bardana 55,02,937 41,50,711Total 6,38,89,765 5,57,67,856

24 Purchases of Stock-in-Trade (Amount in Rs.)

31 March, 2013 31 March, 2012

Fertilizers 20,45,01,672 11,86,42,543Poultry Feed 47,29,25,200 6,24,15,386Crude Oil 90,11,230 3,93,60,890Seeds 1,54,62,420 7,07,10,917Crop Nutrition Products and Fertilizers 3,38,410 39,10,505Others 47,19,489 9,05,920

Total 70,69,58,421 29,59,46,161

25 Changes in Inventories of Finished Goods, Work-in-Progress and Stock-in-Trade (Amount in Rs.)

31 March, 2013 31 March, 2012Stock at the beginning of the year Finished Goods 29,42,53,919 26,34,95,339 Work-in-progress 1,10,59,344 1,09,15,528 Stock-in-trade 2,60,58,079 2,33,02,055Less Transferred for Re-processing - (27,10,226)Less: Stock at the end of the year Finished Goods 36,61,37,036 29,42,53,918 Work-in-progress 1,10,14,565 1,10,59,344 Stock-in-trade 2,40,94,712 2,60,58,079

Total (6,98,74,972) (3,63,68,645)

(a) Details of Inventory (Amount in Rs.)

31 March, 2013 31 March, 2012

Finished GoodsFertilizers 19,76,13,012 5,52,07,086Seeds 4,91,23,437 4,81,70,261BRP Rock 1,42,329 98,719Crude Oil 3,04,65,405 10,24,50,519Poultry Feed 8,13,57,035 7,57,39,519Soil Conditioner 74,35,818 1,23,26,580Others - 2,61,234Work-in-progressFertilizers 1,10,14,565 1,10,59,344Stock-in-tradeFertilizers 94,656 78,30,000Seeds 28,19,293 96,53,542Crude Oil - 61,120Poultry Feed 1,15,86,939 31,059Crop Nutrition Products and Fertilizers 72,61,802 84,82,358Others 23,32,022 -

69

26 Employee Benefits Expense (Amount in Rs.)

31 March, 2013 31 March, 2012Salaries, Wages and Bonus 7,32,05,536 7,72,42,205Contribution to Provident Fund 23,45,669 28,55,268Staff Welfare Expenses 14,48,975 15,63,374

Total 7,70,00,180 8,16,60,847

27 Finance Costs (Amount in Rs.)31 March, 2013 31 March, 2012

Interest Expenses 16,03,39,065 15,48,91,807Other Borrowing Costs 73,13,624 98,05,782

Total 16,76,52,689 16,46,97,589

28 Depreciation and Amortization Expense (Amount in Rs.)

31 March, 2013 31 March, 2012Depreciation on Tangible Assets 2,50,86,531 2,38,06,108Amortisation on Intangible Assets 4,93,644 5,72,666

Total 2,55,80,175 2,43,78,774

29 Other Expenses (Amount in Rs.)

31 March, 2013 31 March, 2012

Consumption of stores and spares 5,25,57,130 5,54,63,431Power and Fuel 10,72,72,633 8,76,73,121Rent 61,44,521 90,24,701Repairs to Buildings 16,73,400 10,48,529Repairs to Machinery 81,83,429 90,14,903Insurance 20,50,431 19,83,271Rates and Taxes 46,30,758 26,21,134Excise Duty (Refer Note (b)) 11,85,099 19,396Miscellaneous expenses Outward Freight and Transportation 8,35,13,254 6,85,23,454 Discount and Commission 7,66,05,190 6,02,22,367 Sales Promotion and Advertisement Expenses 2,20,39,375 1,65,24,843 Other Expenses 7,71,28,247 6,44,51,818Total 44,29,83,467 37,65,70,967

(a) Details of Payment to Auditors (Amount in Rs.)

31 March, 2013 31 March, 2012Audit Fees 3,90,000 3,25,000Certification Fees 60,000 30,000Tax Audit Fees 1,70,000 1,35,000Vat Audit Fees 1,55,900 1,25,000Income Tax Matters 55,000 30,000Out of Pocket Expenses 59,665 25,000Total 8,90,565 6,70,000

(b) Represents excise duty related to the difference between the closing stock and opening stock

70

30 Earnings Per Share (Amount in Rs.)31 March, 2013 31 March, 2012

a. Profit after Tax as per the Statement ofProfit & Loss attributable to equity shareholders 4,11,71,621 4,90,33,980b. Weighted average number of equity shares outstanding 95,43,000 95,43,000c. Basic & Diluted earnings per share in rupee 4.31 5.14(Face value Rs.10 per share)

31 The balance in parties accounts are subject to confirmation and reconciliation, if any. In the opinion ofthe management all current assets including stock-in-trade/sundry debtors and loans and advances in thenormal course of business would realize the value at least to the extent stated in the Balance Sheet.

32 Micro, Small and Medium Enterprises:

There are no dues outstanding to Micro, Small and Medium Enterprises beyond the due date as at theBalance Sheet date. The above information regarding Micro, Small and Medium enterprises have beendetermined to the extent such parties have been identified on the basis of information available with theCompany and relied upon by the auditors.

33 Contingent Liabilities (Amount in Rs.)

31 March, 2013 31 March, 2012(to the extent not provided for)Contingent liabilitiesOutstanding bank guarantees 3,60,75,000 6,24,75,000Claims against the Company not acknowledged as debts 60,66,391 60,66,391

Total 4,21,41,391 6,85,41,391

34 Value of imports calculated on C.I.F. basis (Amount in Rs.)31 March, 2013 31 March, 2012

Raw Materials 6,43,00,948 10,02,308Total 6,43,00,948 10,02,308

35 Related Party Disclosures

(a) Names of related parties and nature of related parties relationship where control exists.

Key Management Personnel

1 Mr. Omprakash K. Gilda 12 Mr. Rajgopal Bhutada2 Mr. Arun R. Toshniwal 13 Mr. Rajesh Maliwal3 Mr. Deepak S. Maliwal 14 Mr. Anand Omprakash Gilda4 Mr. Narayanlal P. Kalantri 15 Mr. Kailash Shashikant Puramwar5 Mr. Sambhaji L. Pawar 16 Mr. Madhusudan Kalantri6 Mr. Vijay O. Agrawal 17 Mr. Dnyaneshwar B. Mamde7 Mr. Satish P. Maheshwari 18 Mr. Deelip B. Chakkarwar8 Dr. Ruturaj Jadhav 19 Mr. Shriram U. Medewar9 Dr. Santosh Malpani 20 Mr. Sujeet S. Medewar10 Dr. Divakar Shetty 21 Mr. Jaswantsingh Sidhu11 Mr. Shankarrao Dastapure

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Relatives of Key Management Personnel

1 Mrs. Sarojdevi N. Kalantri 16 Shri Rajeshwar Medewar2 Mrs. Ahilyadevi K. Maliwal 17 Shri Sadanand Medewar3 Mrs. Vijaya Toshniwal 18 Shri Sanjay Chintawar4 Mr. Nandkishor Toshniwal 19 Shri Sunil Medewar5 Ms. Preeti M. Kalantri 20 Shri Sushil Medewar6 Madhusudan Kalantri HUF 21 Shri Vasant Medewar7 Mrs. Santoshdevi Kalantri 22 Sow Kshipra N. Kailaswar8 Narayanlal Kalantri HUF 23 Sow Mayuri S Medewar9 Ravikumar Kalantri HUF 24 Sow Rupali S. Medewar10 Laxminivas Kalantri 25 Sow Seema Sanjay Chintawar11 Ms. Pooja Kalantri 26 Sow Sheela Medewar12 Deelip Chakkarwar HUF 27 Sow Vijaya S. Medewar13 Mrs. Deepali D. Chakkarwar 28 Shri Vasant U. Medewar14 Ms. Nitin Kailaswar 29 Shri Udhavrao M. Medewar HUF15 Shri Madhav S. Medewar

Enterprises owned or significantly influenced by group of individuals or their relatives who havecontrol or significant influence over the Company:

1 Kalantri Engineering Works 14 Charumati Finance Pvt. Ltd.2 Madhu Industries 15 Virgo Fiscal Pvt. Ltd.3 Ravito Engineering Works 16 Bhumata Agro Traders4 Sai Trading Company 17 Parsewar Seeds & Fertilizers5 Vijay Fertilizers Agency 18 Krushna Godavari KBBUVVSS Ltd.6 Kedarnath Jaivik Khate Utpadak Purvatha 19 Active Vinimay Pvt. Ltd.

Sahakari Sanstha Maryadit Ltd. 20 Balaji Oil Industries, Naigaon7 Kedar Krishi Seva Kendra 21 Govindraj Agro Industries, Krushnoor8 Durgeshwari Seeds & Fertilizers 22 Shrinivasa Cold Storage & Warehousing9 Preeti Enterprises Incorporated 23 Textile Corporation of Marathwada Ltd.10 Kartik Agro Chem Pvt. Ltd. 24 Shrinivasa Agencies, Nanded11 Krishnaveni Seeds & Fertilizers 25 Shrinivasa Cattle Feeds Pvt. Ltd.12 Kailash Fertilizer 26 Mamde Krushi Seva Kendra13 Bhumata Trading Co.Associates

1 Shiva Global Biotech 3 Sohan Coppertech Pvt. Ltd.2 Laxmi Sai Developers

Note: Related party relationship have been certified by the Management and relied upon by the auditors.

72

(b) Transaction with Related Parties: (Amount in Rs.)

Sr. Nature of Key Relatives Enterprises ownedNo. Transaction Management Key of or significantly

Personnel Management influenced by group Associates Total

Personnel of individualsor their relativeswho have control orsignificant influenceover the Company

1 Purchase of 3,20,781 9,63,262 38,94,14,911 - 39,06,98,954Goods (3,16,051) (18,87,968) (24,87,19,186) - (25,09,23,205)

2 Sale of Goods - 10,07,885 17,50,44,092 71,844 17,61,23,821- (8,48,828) (14,04,55,733) (2,39,200) (14,15,43,761)

3 Services 5,60,808 - 6,86,899 - 12,47,707Received (10,62,781) - (61,00,271) - (71,63,052)

4 Remuneration 3,00,000 - - - 3,00,000Paid (6,00,000) - - - (6,00,000)

5 Loan Taken 1,37,00,000 1,82,06,000 7,88,15,426 - 11,07,21,426(1,30,61,000) (1,54,50,674) (2,65,94,326) (1,50,00,000) (7,01,06,000)

6 Loan Repaid 25,00,000 11,22,959 4,96,15,000 - 5,32,37,959(25,00,000) (52,07,951) (37,24,326) - (1,14,32,277)

7 Loan Given - - 1,80,17,394 - 1,80,17,394 - - - - -

8 Interest Paid 11,93,383 26,85,448 53,74,223 - 92,53,054(15,25,120) (30,09,028) (86,56,161) (2,58,904) (1,34,49,213)

9 Share Alloted - - 84,96,900 - 84,96,900(26,50,000) (20,00,000) (1,15,50,000) - (1,62,00,000)

10 Services - - - 22,74,236 22,74,236Rendered - - - (45,85,000) (45,85,000)

11 Share of - - - 19,82,831 19,82,831Profits - - - (11,20,294) (11,20,294)

12 Interest - - - 7,31,474 7,31,474Received - - - (6,45,309) (6,45,309)

13 Purchases of - - - - -Water - - (1,19,475) - (1,19,475)

14 Other - - 3,04,810 - 3,04,810Payments - - (7,72,361) - (7,72,361)

15 Purchase of - - 4,00,000 - 4,00,000Fixed Assets - - (1,55,976) - (1,55,976)

16 Closing 76,23,810 1,89,01,016 15,80,18,761 1,04,38,933 19,49,82,520Balance (59,08,348) (1,76,10,406) (14,13,36,130) (1,13,97,121) (17,62,52,005)


73

36 Segment Reporting: (Amount in Rs.)The Company operates in the business segments of Fertilizers, Briquette and BRP in the domestic

market.Particulars Fertilizers Seeds Solvent BRP Others TotalSegment RevenueOperating Revenue 1,74,74,16,294 27,69,12,937 3,14,79,50,565 - 84,06,547 5,18,06,86,343

(1,48,80,53,174) (34,50,47,417) (2,13,01,58,522) - (2,21,03,419) (3,98,53,62,531)

Other Income 76,18,244 1,10,23,875 89,94,668 - - 2,76,36,787(41,36,502) (2,02,458) (1,05,30,339) - - (1,48,69,299)

Segment ResultProfit Before Tax 4,33,22,616 36,35,214 4,26,81,441 - 9,25,741 9,05,65,012

(5,46,84,917) (29,93,517) (3,21,15,272) - (29,64,037) (9,27,57,743)Provision for Tax 1,55,94,074 14,18,569 1,35,64,531 - 1,393 3,05,78,567

(1,80,70,265) (11,17,333) (1,00,94,170) - - (2,92,81,768)

Other InformationSegment Assets 1,55,24,38,213 38,19,83,551 1,00,92,09,775 12,27,87,143 57,78,701 3,07,21,97,383

(96,61,63,544) (37,99,02,726) (76,48,48,093) (19,14,47,222) (54,01,785) (2,30,77,63,369)

Segment Liabilities 1,12,93,54,381 21,94,57,430 77,80,28,415 6,26,64,772 - 2,18,95,04,998(82,46,26,207) (21,93,99,633) (58,01,08,642) (4,92,38,629) - (1,67,33,73,111)


37 The subsidiary companies considered in the consolidated financial statements are:

Sr. Name of the subsidiaries Country of Proportion of ownership AccountingNo Incorporation 31.03.2013 31.03.2012 year ending on

1 Kirtiman Agrogenetics Limited India 64.50% 64.50% 31.03.20132 Ghatprabha Fertilizers Private Limited India 75.00% 75.00% 31.03.20133 Shiva Parvati Poultry Feed Private Limited India 51.00% 51.00% 31.03.20134 Shrinivasa Agro Foods Private Limited India 51.00% 51.01% 31.03.2013

38 Figures have been rounded off to the nearest rupee

As per our report of even date For and on behalf of the Board

For: J.P. Falor & Co.Chartered AccountantsFirm Registration No.: 102835W ____________________



74

SHIVA GLOBAL AGRO INDUSTRIES LTD.”Shiva House‘ , Near State Bank of India, New Mondha, Nanded,

District Nanded (Maharashtra) — 431 602.

Registered Folio No.:______________________ No. of Shares Held: _______________________

PROXY FORM

I/We*______________________________________________________of______________________ the district_______________________________________________ being a member/members* of the above namedcompany hereby appoint as my/our* Proxy to vote for me/us* on my/our* behalf at the 21st AnnualGeneral Meeting of the Company to be held on Saturday, 28th September, 2013 at 1:00 p.m. at theadministrative office of the Company, and at any adjournment thereof.

Signed this__________________day of_____________________2013

Notes:a) Proxy need not be a member.b) The Proxy form duly signed by the member(s) should reach theCompany s administrative office, at least 48 hours before the timefixed for the meeting.- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

SHIVA GLOBAL AGRO INDUSTRIES LTD.”Shiva House‘ , Near State Bank of India, New Mondha, Nanded,

District Nanded (Maharashtra) — 431 602.

THIS ATTENDANCE SLIP DULY FILLED IN IS TO BE HANDEDOVER AT THE ENTRANCE OF THE MEETING HALL

Name of the attending member (in Block Letters) __________________________________________________

Member s Folio Number _____________________________________________________________________

Name of Proxy (in Block Letters, to be filled if the Proxy attends instead of the Member____________________________________________________________________________________________

No. of Shares held___________________________________________________________________________

I hereby record my presence at the 21st Annual General Meeting held on Saturday, 28th September,2013 at 1:00 p.m. at the administrative office of the Company.

___________________________Member/Proxy s Signature**

* Cancel whatever is not applicable.** To be signed at the time of handing over this slip.

AFFIX

REVENUE

STAMP

75

Statement pursuant to Section 212 of the Companies Act, 1956relating to Subsidiary Companies

(Amount in Rs. Lacs)

Name of Subsidiary Ghatprabha Kirtiman Shiva Parvati ShrinivasaFertilizers Agrogenetics Poultry Feed Agro FoodsPrivate Limited Private PrivateLimited Limited Limited

Share Capital 228.33 1,332.30 450.00 615.40

Reserves and Surplus 611.25 292.96 731.16 515.25

Total Assets 5,332.74 3,819.84 5,524.13 4,567.99

Total Liabilities* 4,493.15 2,194.57 4,342.97 3,437.34

Total Income (Including other income) 7,193.20 2,879.37 14,029.75 17,539.70

Profit Before Taxation 159.73 36.11 161.50 265.31

Provision for Taxation 54.02 14.19 52.17 83.48

Profit After Taxation 105.70 21.93 109.33 181.84

Proposed Dividend - - - -

Details of Investments

Investments in Equity Shares - - 1.55 -

Investments in Mutual Funds 45.50 - 13.00 -

Investments in Government Securities 0.07 - 0.51 -

Turnover 7,174.47 2,769.13 13,982.40 17,497.11

* (Non Current Liabilities + Current Liabilities)

Mr. Deepak Maliwal, Director ofShiva Global Agro Industries Ltd.,

addressing the gathering at Dealers Meetat Chandrapur District of Maharashtra

A view of dealers attending meetingduring dealers tour at Jaipur, Rajasthan

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SHIVA GLOBAL AGRO INDUSTRIES LTD.(FORMERIY KNOWN AS SHIVA FERTILIZERS ITD,)

'Shivo House, New Mondho, Nonded - 431 602 (M.S.)Iel.r 02462 - 284036, 284039 * Fox I 02462 - 284729E-mait : shivoogrol @gmoil,com * Web : www.shivoogro.com

nef. No. i

Deepa k S. Maliwal

Director

Place: Nanded

Date: 30/05/2013

FORM A

Works : Shi Honumon Nogor Neor Villoge Dhokni, OsmonTq. Loho Disr. Nonded Pin - 431 708 i Tel. I 02462-?26955

7 Name ofthe Company M/s Shiva Global Agro lndustries Ltd

2 Annual financial statements for the year

ended

31't March 2013

3 Type of Audit observation U n-q ualified

4 Frequency of observation N.A.

For J. P. Falor & Co.

Membership No.: 43337

...4 T he Indian Fertilizer industry is passing through a very challenging phase. The year was not...

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