Notes to the financial statements

1. Significant accounting policies

1.1 Company overview

United Spirits Limited ("the Company") is a public company domiciled and headquartered in India. It is incorporated under the Companies Act, 1956 and its shares are listed on the BSE Limited and National Stock Exchange of India Limited. The Company is engaged in the business of manufacture, purchase and sale of beverage alcohol (spirits and wines).

1.2 Basis of brparation of financial statements

These financial statements of the Company are brpared in accordance with Indian Generally Accepted Accounting Principles (GAAP) under historical cost convention, except as otherwise stated, on the accrual basis of accounting. GAAP comprises Accounting Standards as brscribed under Section 133 of the Companies Act, 2013 ('Act') read with Rule 7 of the Companies (Accounts) Rules, 2014, the provisions of the Act and the Companies Act,1956 (to the extent applicable) and the guidelines issued by the Securities and Exchange Board of India ('SEBI').

1.3 Use of estimates

The brparation of the financial statements, in conformity with GAAP, requires that the Management makes estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent liabilities as at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could difer from those estimates. Any revision to accounting estimates is recognised prospectively in current and future periods.

1.4 Fixed assets (Tangible and Intangible)

(a) Tangible fixed assets are stated at their original cost of acquisition or construction and subsequent improvements thereto including taxes, duties, freight and other incidental expenses related to acquisition and installation of the assets concerned less accumulated debrciation, except amounts adjusted on revaluation and amalgamation. Interest on borrowings attributable to qualifying assets are capitalised and included in the cost of fixed assets as appropriate.

(b) The costs of fixed assets acquired in amalgamations (and accounted under purchase method) are determined at their fair values, on the date of acquisition or as approved under the schemes of amalgamation.

(c) Fixed assets held for disposal are stated at their net book value or estimated net realisable value, whichever is lower.

(d) Intangible fixed assets are stated at the consideration paid for acquisition less accumulated amortisation, if any.

(e) The cost of the fixed assets not ready for their intended use before such date, are disclosed as capital work-in-progress.

1.5 Leases

Assets acquired under leases, where the Company has substantially all the risks and rewards of ownership, are classified as finance leases. Such leases are capitalised at the inception of the lease at lower of the fair value or the brsent value of the minimum lease payments and a liability is created for an equivalent amount. Each lease rental paid is allocated between the liability and the interest cost, so as to obtain a constant periodic rate of interest on the outstanding liability for each period.

Assets acquired as under leases, where a significant portion of the risk and rewards of ownership are retained by the lessor, are classified as operating leases. Lease rentals are charged to the Statement of profit and loss on a straight line basis over the lease term.

Income from operating leases is credited to Statement of profit and loss on a straight line basis over the lease term.

1.6 Debrciation and amortisation

(a) Debrciation is provided on the Straight Line Method, including on assets revalued, at the useful life as brscribed in Part C of Schedule II of the Act except for the following, whose useful life is based on Management's estimate:

(i) Computers, Vehicles and Aircrafts over a period of three, five and eleven years respectively;

(ii) In respect of certain items of Plant and Machinery for which separate rates are brscribed in Part C of Schedule II of the Act based on the number of shifts, debrciation is provided for the full year on triple shift basis.

Useful lives of the above assets is based on the internal assessment. Management believes that the useful lives as given above best rebrsent the period over which Management expects to use these assets. Hence the useful lives for these assets is different from the useful life as brscribed under Part C of Schedule II of the Act.

(b) Fixed assets acquired on amalgamation are debrciated over the remaining useful life at the date of acquisition.

(c) Assets taken on finance lease are amortised over their estimated useful lives or the lease term, whichever is lower.

(d) Leasehold land is not amortised.

(e) Goodwill arising on amalgamation is charged to the Statement of profit and loss in the year of amalgamation.

1.6 Debrciation and amortisation (contd... )

(f) Intangible assets are amortised, on a straight line basis, commencing from the date the assets are available for use, over their respective individual estimated useful lives as estimated by the Management:

Brand - 10 years License - 5 years

(g) Leasehold improvements are amortised over the shorter of period of lease or useful life.

(h) Debrciation on additions and disposals during the year is provided on proportionate basis.

1.7 Impairment

The Company assesses at each Balance sheet date whether there is any indication that an asset, including intangible, may be impaired. If any such indication exists, the Company estimates the recoverable amount of the asset. If such recoverable amount of the asset or the recoverable amount of the cash generating unit to which the asset belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount. The reduction is treated as an impairment loss and is recognised in the Statement of profit and loss. If at the Balance sheet date there is an indication that if a brviously assessed impairment loss no longer exists, the recoverable amount is reassessed and the asset is reflected at the recoverable amount subject to a maximum of debrciable historical cost. An impairment loss is reversed only to the extent that the carrying amount of asset does not exceed the net book value that would have been determined, if no impairment loss had been recognised.

1.8 Investments

Long-term investments are stated at cost. Provision for diminution in the value is made to recognise a decline, other than temporary, in the value of long-term investments.

Current investments are valued at lower of cost or fair value, for each investment individually.

1.9 Inventories

Inventories which comprise of raw materials, work-in-progress, finished goods, stock-in-trade, packing materials, stores and spares and loose tools are carried at the lower of cost or net realisable value.

Cost of inventories comprises all costs of purchase, cost of conversion, borrowing cost and other costs incurred in bringing the inventories to their brsent location and condition.

In determining the cost, weighted average cost method is used. In the case of manufactured inventories and work-in-progress, fixed production overheads are allocated on the basis of normal capacity of production facilities.

Work-in-progress is valued at input material cost plus conversion cost as applicable.

Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimated costs necessary to make the sale. The comparison of cost and net realisable value is made on an item-by-item basis.

Adequate allowance is made for obsolete and slow moving items.

1.10 Cash and cash equivalents

Cash and cash equivalents includes cash in hand, demand deposits with banks, other short-term highly liquid investments with original maturities of three months or less.

1.11 Revenue recognition

Revenue from sale of goods is recognised on transfer of property in the goods for a price or all significant risks and rewards of ownership to the buyer which is generally on dispatch of goods from distilleries / warehouses of the Company in accordance with the terms of sale except where such terms provide otherwise, where sales are recognised based on such terms. Gross sales are inclusive of excise duty but are net of trade discounts and sales tax, where applicable.

Income arising from sales by manufacturers under "Tie-up" agreements (Tie-up units) comprises surplus income from Tie-up units (net share of the Company) and is recognised on the basis of the information provided to the Company by the Tie-up units. Income arising from brand franchise are recognised in terms of the respective contracts on sale of the products by the Tie-up units / Franchisees. Income from brand franchise is net of service tax, where applicable.

Dividend income on investments are recognised and accounted for when the right to receive the payment is established. Income from distribution service is accounted based on the terms of the agreements for the service.

Interest income and guarantee commission is accounted on a time-proportion basis taking into account the amounts invested and the rate

.12 Foreign currency transactions

Transactions in foreign currency are recognised at the rates of exchange brvailing on the dates of the transactions.

Exchange differences arising on a monetary item that, in substance, forms part of an enterprise's net investment in a non-integral foreign operation is accumulated in a foreign currency translation reserve in the financial statements until the disposal of the net investment. Upon reclassification of such non-integral foreign operations to integral foreign operations, all future exchange differences on the said monetary items are adjusted to Statement of profit and loss. Exchange differences accumulated in foreign currency translation reserve till such reclassification are not adjusted to Statement of profit and loss until the disposal of such foreign operations.

Exchange differences in respect of all other monetary assets and liabilities denominated in foreign currency are restated at the rates ruling at the year end and all exchange gains / losses arising there from are adjusted to the Statement of profit and loss. The Company uses foreign exchange forward contracts to cover its exposure towards movements in foreign exchange rates. The Company does not use the foreign exchange forward contract for trading or speculative purposes. Premium or discount arising at the inception of forward contracts against the underlying assets is amortised as expense or income over the life of contract. Exchange differences on forward contracts are recognised in the Statement of profit and loss in the reporting period in which the exchange rates change.

For forward exchange contracts and other derivatives that are not covered by Accounting Standard (AS) -11 'The Effects of Changes in Foreign Exchange Rates', the Company follows the guidance in the announcement of the Institute of Chartered Accountants of India (ICAI), whereby for each category of derivatives, the Company records any net mark-to-market losses. Net mark-to-market gains are not recorded for such derivatives.

1.13 Employee benefits

(a) Defined-contribution plans

These are plans in which the Company pays br-defined amounts to separate funds and does not have any legal or informal obligation to pay additional sums. These comprise of contributions to the employees' provident fund with the government, superannuation fund and certain state plans like Employees' State Insurance and Employees' Pension Scheme. The Company's payments to the defined contribution plans are recognised as expenses during the period in which the employees perform the services that the payment covers.

Death benefit:

The Company has Group term policy with an Insurance company with lump sum coverage for a specific category of executives. Premium paid to Insurance company are recognised as expense. The Company will not have any further liability. On death of an employee, specific amount will be paid by Insurance company to the nominee of the deceased.

(b) Defined-benefit plans Gratuity:

The Company provides for gratuity, a defined benefit plan (the Gratuity Plan), to employees. Liability with regard to gratuity plan is accrued based on actuarial valuation, based on Projected Unit Credit Method at the Balance sheet date, carried out by an independent actuary. Actuarial gains and losses comprise experience adjustments and the effect of changes in the actuarial assumptions and are recognised immediately in the Statement of profit and loss as income or expense. Gratuity fund benefits are administered by a Trust formed for this purpose.

Provident fund:

The Company's provident funds administered by trusts set up by the Company where the Company's obligation is to provide the agreed benefit to the employees and the actuarial risk and investment risk if any fall, in substance, on the Company are treated as a defined benefit plan. Liability with regard to such provident fund plans are accrued based on actuarial valuation, based on Projected Unit Credit Method, carried out by an independent actuary at the Balance sheet date. Actuarial gains and losses comprise experience adjustments and the effect of changes in the actuarial assumptions and are recognised immediately in the Statement of profit and loss as income or expense, as the case may be.

(c) Other employee benefits:

i) Compensated absences which are not expected to occur within twelve months after the end of the period in which the employee renders the related services are recognised as a liability at the brsent value of the obligation as at the Balance sheet date based on an actuarial valuation.

ii) Undiscounted amount of short-term employee benefits expected to be paid in exchange for the services rendered by employees is recognised during the period when the employee renders the services. These benefits include compensated absences for e.g. paid annual leave, performance incentives, etc.

1.14 Research and development

Research costs are expensed as incurred. Product development costs are expensed as incurred unless technical and commercial feasibility of the project is demonstrated, further economic benefit are probable, the Company has an intention and ability to complete and use or sell the product and the costs can be measured reliably.

1.15 Taxes on income and deferred tax

Tax expense comprises current and deferred taxes. Current tax is determined as the amount of tax payable in respect of taxable income for the period.

Deferred tax is recognised on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted as on the Balance sheet date.

Deferred tax assets are recognised and carried forward to the extent that there is a reasonable / virtual certainty (as the case may be) that sufficient future taxable income will be available against which such deferred tax asset can be realised.

The Company offsets, the current tax assets and liabilities (on a year on year basis) where it has a legally enforceable right and where it intends to settle such assets and liabilities on a net basis.

Minimum Alternative Tax ('MAT') credit is recognised as an asset only when and to the extent there is convincing evidence that the Company will pay normal income-tax during the specified period. In the year in which the MAT credit becomes eligible to be recognised as an asset in accordance with the recommendations contained in the guidance note issued by Institute of Chartered Accountants of India ('ICAI'), the said asset is created by way of a credit to the statement of profit and loss. The Company reviews the same at each balance sheet date and writes down the carrying amount of MAT credit entitlement to the extent there is no longer convincing evidence to the effect that Company will pay normal income-tax during the specified period.

1.16 Earnings per share (EPS)

Basic EPS is arrived at based on net profit / (loss) after taxation available to equity shareholders to the weighted average number of equity shares outstanding during the year. The diluted EPS is calculated on the same basis as basic EPS, after adjusting for the effects of potential dilutive equity shares unless impact is anti-dilutive.

1.17 Provisions

A provision is recognised when the Company has a brsent obligation as a result of a past event and it is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions, other than employee benefits, are not discounted to their brsent value and are determined based on Management estimate required to settle the obligation at the Balance sheet date. These are reviewed at each Balance sheet date and adjusted to reflect the current Management estimates.

Provision for onerous contracts, i.e. contracts where the expected unavoidable cost of meeting the obligations under the contract exceed the economic benefits expected to be received under it, are recognised when it is probable that an outflow of resources embodying economic benefits will be required to settle a brsent obligation as a result of an obligating event based on a reliable estimate of such obligation.

1.18 Contingencies

A disclosure for contingent liabilities is made where there is a possible obligation or a brsent obligation that may probably not require an outflow of resources or an obligation for which the future outcome cannot be ascertained with reasonable certainty. When there is a possible or a brsent obligation where the likelihood of outflow of resources is remote, no provision or disclosure is made.

1.19 Share issue expenses

Share issue expenses incurred are adjusted to the Securities Premium account as permitted by Section 52 of the Act.

1.20 Debt issue costs

Expenditure incurred for raising borrowed funds rebrsents ancillary costs incurred in connection with the arrangement of borrowings and is amortised over the tenure of the respective borrowings. Amortisation of such debt issue costs is included under finance costs.

1.21 Borrowing costs

Borrowing costs incurred for the acquisition or construction or manufacture of qualifying assets are recognised as part of cost of such assets when it is considered probable that they will result in future economic benefits to the Company while other borrowing costs are expensed in the period in which they are incurred.

1.22 Government grants related to revenue

Government grants related to revenue are recognised in the Statement of profit and loss on a systematic basis over the periods to which they relate when there is a reasonable assurance that the Company will comply with the conditions attaching to them and the reasonable certainty exists of the collection.

1.23 Exceptional items

When an item of income or expense within profit or loss from ordinary activity is of such size, nature or incidence that their disclosure is relevant to explain the performance of the Company for the year, the nature and amount of such items is disclosed as exceptional items.

21. (a) Defined contribution plans

The Company offers its Employees defined contribution plans in the form of Provident Fund (PF) and Employees' Pension Scheme (EPS) with the Government, Superannuation Fund (SF) and certain state plans such as Employees' State Insurance (ESI). PF and EPS cover substantially all regular employees while the SF covers certain executives and the ESI covers certain workers. Contribution to SF is made to United Spirits Superannuation Fund ('USSF') which was set up during the year. Before the formation of USSF, contributions were being made to United Breweries Staff Superannuation Fund ('UBSSF'). During the year, USSF has received X 298.419 Million out of X 449.585 Million from UBSSF. The balance amount of X 151.166 Million is yet to be received. Other contributions are made to the Government's funds. While both the employees and the Company pay brdetermined contributions into the Provident Fund and the ESI Scheme, contributions into the pension fund and the superannuation fund are made only by the Company. The contributions are normally based on a certain proportion of the employee's salary.

The Company has taken group term policy from an Insurance company to cover the death benefit of certain category of employees. On the death of employee, a specific amount will be paid by the insurance company to the nominee of the deceased employee as per the grade

(b) Defined benefit plans Gratuity:

The Company provides for gratuity, a defined benefit plan (the Gratuity Plan), to its employees. The Gratuity Plan provides a lump sum payment to vested employees, at retirement or termination of employment, of an amount based on the respective employee's last drawn salary and years of employment with the Company. The Company has employees' gratuity funds managed by the Company as well as by Insurance Companies.

Provident fund:

For certain executives and workers of the Company, contributions are made as per applicable Indian laws towards Provident Fund to certain Trusts set up and managed by the Company, where the Company's obligation is to provide the agreed benefit to the employees and the actuarial risk and investment risk fall, in substance, on the Company. Having regard to the assets of the Fund and the return on the investments, shortfall in the assured rate of interest notified by the Government, which the Company is obliged to make good is determined actuarially.

b) Operating leases

The Company's significant leasing arrangements in respect of operating leases for brmises (residential, office, stores, godown, manufacturing facilities etc.) and plant and machineries, which includes cancellable leases ranging between 11 months and 3 years generally (or longer in certain cases) and are usually renewable by mutual consent on mutually agreeable terms. The aggregate lease rentals payable are charged as rent under note 18 to the financial statements.

23. Segment reporting

The Company is engaged in the business of manufacture, purchase and sale of beverage alcohol (spirits and wines) including through tie-up manufacturing units / brand franchise, which constitutes a single business segment. The Company is primarily organised into two main geographic segments namely India and outside India. However, the Company's operations outside India did not exceed the quantitative threshold for disclosure envisaged in Accounting Standard-17 (AS-17) on "Segment Reporting" as brscribed under Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules, 2014. In view of the above, both primary and secondary reporting disclosures for business / geographical segment as envisaged in AS-17 are not applicable to the Company.

Entities having significant influence over the Company:

i) United Breweries (Holdings) Limited (effective till 25 February 2016)

ii) Kingfisher Finvest India Limited (effective till 25 February 2016)

Entities under common influence / control with the company

i) City Properties Maintenance Company Bangalore Limited (effective till 25 February 2016)

ii) United Breweries Limited (effective till 25 February 2016)

Enterprise where there is control:

(i) Subsidiary companies

1) United Spirits Nepal Private Limited (USNPL), 2) Asian Opportunities & Investment Limited (AOIL), 3) Palmer Investment Group Limited (PIG)A, 4) Montrose International SA (MI)A, 5) UB Sports Management Overseas Limited (Formerly known as " JIHL Nominees Limited") (UBS MOL)a, 6) McDowell (Scotland) Limited (MSL), 7) USL Holdings Limited (USLHL), 8) Royal Challengers Sports Private Limited (RCSPL), 9) USL Holdings (UK) Limited, 10) United Spirits (UK) LimitedA, 11) United Spirits (Great Britain) LimitedA, 12) Four Seasons Wines Limited (FSWL), 13) Liquidity Inc.A, 14) United Spirits Shanghai Trading Co. LimitedA, 15) Tern Distilleries Private Limited (Tern), 16) Sovereign Distilleries Limited, 17) Pioneer Distilleries Limited, 18) United Spirits Singapore Pte Limited, 19) Shaw Wallace Overseas Limited, 20) Bouvet Ladubay S.A.S (BL) $, 21) Chapin Landais S.A.S (CL) $, 22) Whyte and Mackay Limited*, 23) SW Finance Co. Limited &

ii) USL Benefit Trust Associates:

i) Wine Society of India Private LimitedA A No transactions during the year.

$ Bouvet Ladubay S.A.S and Chaplin Landis S.A.S ceased to be subsidiary with effective from 18 November 2015 & SW Finance Co. Limited merged with the Company on 28 September 2015 * Ceased to be subsidiary from 31 October 2014

Pursuant to the settlement agreement entered on 25 February 2016 with Dr. Vijay Mallya, erstwhile Chairman and non-executive director, the parties mentioned below will not be considered as related party:

a) United Breweries (Holdings) Limited

b) Kingfisher Finvest India Limited

c) City Properties Maintenance Company Bangalore LImited

d) United Breweries Limited

Key Management Personnel:

i) Mr. Anand Kripalu - Managing Director and Chief Executive Officer

ii) Mr. P A Murali - Executive Director and CFO (effective upto 22 April 2015)

iii) Mr. Ashok Capoor - Managing Director (effective upto 30 April 2014)

Employees' Benefit Plans where there is significant influence:

i) McDowell & Company Limited Staff Gratuity Fund (McD SGF)

ii) McDowell & Company Limited Officers' Gratuity Fund (McD OGF)

iii) Phipson & Company Limited Management Staff Gratuity Fund (PCL SGF)

iv) Phipson & Company Limited Gratuity Fund (PCL GF)

v) Carew & Company Ltd. Gratuity Fund (CCL GF)

vi) McDowell & Company Limited Provident Fund (McD PF)

vii) Shaw Wallace & Associated Companies Employees Gratuity Fund (SWCEGF)

viii) Shaw Wallace & Associated Companies Executive Staff Fund (SWCSGF)

ix) Shaw Wallace & Co. Associated Companies Provident Fund (SWCPF)

x) Balaji Distilleries Employees Gratuity Trust (until 30 March 2015)

xi) United Spirits Superannuation Fund (with effect from 15 June 2015)

25. Prepayment of Credit Facility

During the year ended 31 March 2014, the Company decided to brpay credit facilities availed in the earlier years from a bank, amounting to Rs. 6,216.6 Million, secured by assets of the Company and pledge of shares of the Company held by the USL Benefit Trust. The Company deposited a sum of Rs. 6,280.0 Million, including brpayment penalty of Rs. 40.0 Million, with the bank and instructed the bank to debit the amount from the cash credit account towards settlement of the loan and release the assets / shares pledged by the Company. The bank, however, disputed the brpayment. The Company has disputed the same and a petition is pending before the Honourable High Court of Karnataka. On 31 March 2015, the bank demanded an amount of Rs. 474.0 Million towards principal and interest on the said loan, which the Company contested in the Honourable High Court of Karnataka. As per the order of the Honourable High Court of Karnataka, the Company plans to engage with the bank to commence discussions. The tenure of the said credit facility has been completed as on 31 March 2015. Furthermore, during the year, the bank obtained an ex parte injunction in proceedings between the bank and Kingfisher Airlines Ltd before the Debt Recovery Tribunal Bangalore ("DRT"), restraining the USL Benefit Trust from disposing of the pledged shares until further orders. The Company and USL Benefit Trust have, upon receiving notice of the said order, filed its objections against such ex parte order passed in proceedings in which neither the Company nor the USL Benefit Trust are or have been enjoined as parties, and is vigorously contesting the same. During the quarter ended 31 December 2015, the Honourable High Court of Karnataka issued a stay order restraining the bank from

25. Prepayment of Credit Facility (contd... )

dealing with the above-mentioned pledged shares until further orders by the Honourable High Court. Thereafter, the Company received another notice from the relevant bank seeking to recall the loan which had been brpaid, and demanding a sum of Rs. 459.4 Million, as well as a subsequent notice issued under section 13(2) of SARFAESI Act in relation to the same loan. Pursuant to an application filed by the Company before the Honourable High Court, in the writ proceedings, the Honourable High Court directed that if the Company deposited the sum of Rs. 459.4 Million with the bank, the bank should hold the same in a suspense account and should not deal with any of the secured assets pledged by the Company under the loan till the disposal of the first petition filed by the Company in the Honourable High Court of Karnataka. Subsequent to the year end, the Company has accordingly deposited the said sum and has replied to the bank's various notices in light of the above. Pending closure of this matter, the demand by the bank has been disclosed as a contingent liability.

26. Provision for doubtful receivable, advances and deposits

During the financial year ended 31 March 2014, the Board directed a detailed and expeditious inquiry in relation to certain matters, including those referred to in paragraphs (a) and (b) below, the role of individuals involved and potential non-compliance (if any) with the provisions of the Companies Act, 1956, and other regulations applicable to the Company in relation to such transactions, and the possible existence of any other transaction of a similar nature (hereinafter referred to as "the Inquiry"). Pursuant to the directions of the Board, the Inquiry was headed by the Managing Director and Chief Executive Officer ("MD & CEO") of the Company. The Board also directed the MD & CEO to engage independent advisers and specialists as required. At its meeting held on 25 April 2015, the Board discussed and considered in detail the report submitted by the MD & CEO in relation to the Inquiry ("Inquiry Report"), the inputs and expert advice of the independent advisers and specialists and other relevant inputs.

26. a) During the financial year ended 31 March 2014, certain parties who had brviously given undisputed balance confirmations for the financial year ended 31 March 2013, claimed in their balance confirmations to the Company for the financial year ended 31 March 2014 that they had advanced certain amounts to certain alleged UB Group entities and that the dues owed by such parties to the Company would, to the extent of the amounts owing by such alleged UB Group entities to such parties in respect of such advances, be paid / refunded by such parties to the Company only upon receipt of their dues from such alleged UB Group entities. These dues of such parties to the Company were on account of advances by the Company in the earlier years under agreements for enhancing capacity, obtaining exclusivity and lease deposits in relation to tie-up manufacturing units ("TMUs"); agreements for specific projects; or dues owing to the Company from customers. In response to these claims, under the instruction of the Board, a brliminary internal inquiry was initiated by the Management. Based on the findings of the brliminary internal inquiry by the Management, the Management's assessment of recoverability and other considerations, as a matter of prudence, an aggregate amount of Rs. 6,495.5 Million (including interest claimed) was provided in the financial statements for the financial year ended 31 March 2014 and was disclosed as a prior period item. Management sought confirmations of balances from these counterparties for the year ended 31 March 2015 and 31 March 2016, but did not receive responses from some of them.

The Inquiry Report stated that between 2010 and 2013, funds involved in many of these transactions were diverted from the Company and / or its subsidiaries to certain UB Group companies, including in particular, Kingfisher Airlines Limited ("KFA"). The diverted amounts were included in the provision made by the Company in the financial statements for the year ended 31 March 2014. The Inquiry also indicated that the manner in which certain transactions were conducted, prima facie, indicates various improprieties and potential violations of provisions, inter alia, of the Companies Act, 1956, and the then listing agreements signed by the Company with various stock exchanges in India on which its securities are listed. The financial impact of these non-compliances were estimated by Management to be not material.

During the year ended 31 March 2015, an additional provision of Rs. 216.0 Million was made for interest claimed.

In connection with the recovery of the funds that were diverted from the Company and / or its subsidiaries, pursuant to the decision of the Board at its meeting held on 25 April 2015, the Company initiated steps for recovery against the relevant parties, so as to seek to expeditiously recover the Company's dues from such parties, to the extent possible. During the quarter ended 30 September 2015, the Company reached a settlement with one of the parties pursuant to which the party had withdrawn claims aggregating Rs. 278.6 Million. Accordingly, provision amounting to Rs. 278.6 Million has been written back. Subsequent to the year end, the Company has signed a settlement agreement with 3 other parties and based on the said settlements has reversed a provision with respect to interest claimed amounting to Rs. 264.6 Million as at the balance sheet date. Settlements with the other parties have not been reached as yet and management is continuing discussions in this regard. During the year ended 31 March 2016, based on its assessment of recoverability, the Management has written off Rs. 5,666.0 Million out of the amounts provided for with respect to the aforesaid counterparties. The Management has determined that in light of these provisions, no additional material adjustment to the financial results are required on this account.

26. b) Certain br-existing loans / deposits / advances were due to the Company and its wholly-owned subsidiaries from United Breweries (Holdings) Limited ("UBHL") and were in existence as on 31 March 2013. In addition, the amounts owed by UBHL to the Company's wholly-owned subsidiaries had been assigned by such subsidiaries to the Company and recorded as loans from such subsidiaries in the books of the Company. Such dues (together with interest) aggregating X 13,374.0 Million, were consolidated into, and recorded as, an unsecured loan by way of an agreement entered into between the Company and UBHL on 3 July 2013. The interest rate under the above mentioned loan agreement with UBHL is 9.5% p.a., with the interest to be paid at six-monthly intervals starting at the end of 18 months from the effective date of the loan agreement. The loan has been granted for a period of eight years and is payable in three annual instalments commencing from the end of 6th anniversary of the effective date of the loan agreement. Pursuant to the directions of the Board, the Inquiry also included a review of documentation to further understand and assess elements of and background to the above loan arrangement and to establish the rationale / basis for the interest rate applicable in respect of the consolidated loan amount. With regard to the prior transactions that were consolidated into the single loan on 3 July 2013, the Inquiry Report stated that, prima facie, between 2010 and July 2013, certain transactions appear to have been undertaken and certain accounting entries appear to have been made to show a lower exposure of the Company (and its subsidiaries) to UBHL than the exposure that actually existed at that time. Prima facie, this indicates various improprieties and potential violations of provisions, inter alia, of the Companies Act, 1956, and the then listing agreements signed by the Company with various stock exchanges in India on which its securities are listed. The financial impact of these non-compliances were estimated by Management to be not material.

During the year ended 31 March 2014, as a matter of prudence, the Company had provided for receivables in relation to interest income of Rs. 963.069 Million and had provided Rs. 3,303.186 Million towards the principal outstanding as at 31 March 2014. The notes to accounts for the year ended 31 March 2014 had recorded the Management's belief that it should be able to recover, and that no further provision is required for the balance amount of Rs.9,954.597 Million. The notes also mentioned that the Management would continue to assess the recoverability of the said loan on an on-going basis.

As per the terms of the said loan agreement, interest payable by UBHL to the Company in January 2015 amounted to Rs. 1,911.0 Million (gross of tax) and a further interest amounting to Rs. 1,270.5 Million (gross of tax) was due in January 2016. However, the Company is yet to receive such interest payments from UBHL. The Company received letters from UBHL stating that it is involved in litigations with various creditors of Kingfisher Airlines Limited in different courts all over the country, and that some of the winding up petitions filed against UBHL have been admitted by the High Court of Karnataka and due to Court orders passed in winding up proceedings it is unable to pay such sums without leave of the Court which it proposes to seek. Despite prior undertakings to obtain such leave from the Court to pay USL the amounts due, and despite repeated follow up by the Company with UBHL in this regard, the Company has not received any update or information from UBHL indicating whether UBHL has applied to the Court for the requisite leave to pay USL. As a result of the above and other relevant factors, and as a matter of prudence, the Company had provided a further amount of Rs. 9,954.6 Million towards the entire balance principal amount (i.e., the entire principal amount due under the loan agreement less the amount already provided in the accounts for the financial year ended 31 March 2014) and did not recognise interest income of Rs.1,207.0 Million for the year ended 31 March 2015. Accordingly, the Company has also not recognised interest income of Rs.1,270.5 Million for the year ended 31 March 2016. The Company will pursue all rights and claims to recover the entire amount of the loan together with accrued interest from UBHL and has written to UBHL demanding payment of all sums. As a result of the foregoing and other relevant considerations, subsequent to the end of the quarter ended 31 December 2015, the Company has filed affidavits in the winding up proceedings against UBHL updating the Court with information regarding UBHL's conduct and default in payment of amounts due under the loan agreement. Additionally, during the current year, the Company has set-off an amount of Rs. 249.3 Million payable to UBHL under the trademark agreement against the provision for interest receivables from UBHL.

Also refer note 24 (d) in connection with the non-approval by the Company's shareholders of the loan agreement with UBHL (and of other potential related party transactions).

26. c) With regard to the possible existence of any other transaction of a similar nature, the Inquiry identified references to certain additional parties ("Additional Parties") in various documents, which also dealt with transactions involving the counterparties referred to in note 26 (a) above. The Inquiry also identified certain additional matters ("Additional Matters") where the documents identified raised concerns as to the propriety of the underlying transactions. The Management made the following provisions with respect to such transactions: (a) Rs. 200.0 Million made in the Company's financial statements for the year ended 31 March 2016, (b) Rs. 678.1 Million made in the Company's financial statements for the financial year ended 31 March 2015, (c) Rs.445.4 Million made in the Company's subsidiaries' financial statements for the financial year ended 31 March 2015, (d) Rs. 157.0 Million made in the year ended 31 March 2014 in the Company's financial statements, and (e) Rs. 1,087.1 Million made in the year ended 31 March 2014 in the Company's consolidated financial statements. The Management believes these provisions are adequate and no additional material adjustments are likely to be required in relation thereto. As the Board determined it was necessary to assess whether the additional matters or the transactions with the additional parties were improper, the Board directed the MD & CEO to expeditiously review these aspects during the period covered by the Inquiry and report to the Board his conclusions on the transactions and any further impact on the Company's financial statements. This review is in progress.

26. d) The Company received a letter dated 5 May 2014 from the lawyers of an entity ("Alleged Claimant") alleging that the Alleged Claimant had given loans amounting to Rs. 2,000 Million to KFA at an interest rate of 15% p.a. purportedly on the basis of agreements executed in December 2011 and January 2012. The letter alleged that amongst several obligations under these purported agreements, certain investments held by the Company were subject to a lien, and required the Company, pending the repayment of the said loan, to pledge such investments in favour of the Alleged Claimant to secure the aforesaid loans. The Company responded to this letter received from the lawyers of the Alleged Claimant by its letter dated 3 June 2014, wherein the Company disputed the claim and denied having created the alleged security or having executed any document in favour of the Alleged Claimant. The Company reiterated its stand in a follow-up letter dated 28 July 2014 and asked for copies of purported documents referred to in the letter dated 5 May 2014. Subsequent to the above, the Company received a letter dated 31 July 2014 from the Alleged Claimant stating that in light of certain addenda to the aforesaid purported agreements (which had inadvertently not been informed to their lawyers) the Alleged Claimant has no claim or demand of any nature whatsoever against inter alia the Company, including any claim or demand arising out of or connected with the documents / agreements referred to in their lawyer's letter dated 5 May 2014. The Company replied to the Alleged Claimant by its letter dated 6 August 2014, noting the above mentioned confirmation of there being no claim or demand against the Company, and asked the Alleged Claimant to immediately provide to the Company all the alleged documents referred to in the letter dated 5 May 2014 and the addendum referred to in the letter dated 31 July 2014, and to also confirm the identity and capacity of the signatory to the letter dated 31 July 2014. Subsequently, in September 2014, the Company obtained scanned copies of the purported agreements (including the purported power of attorney) and various communications between KFA and the Alleged Claimant.

These documents indicated that while the purported agreements may have sought to create a lien on certain investments of the Company, subsequently, the Alleged Claimant and KFA sought to negotiate the release of the purported obligation to create such lien, which was formalised by way of a second addendum in September 2012. The notes to accounts for the year ended 31 March 2014 recorded that the Management had verified from a perusal of the minutes of meetings of the Board of Directors of the Company that the Board of Directors of the Company at the relevant time had not approved or ratified any such purported agreement. The Management had also rebrsented to the Board that till the receipt of scanned copies of the purported agreements in September 2014, the Company had no knowledge of these purported agreements.

Pursuant to the directions of the Board, the Inquiry included a review of documentation to further understand and assess the Company's position in relation to the above matter. The Inquiry indicated that no Board authorisation or approval had been obtained to authorize anyone to execute any such agreement seeking to create a lien on the investments of the Company to secure the obligations of the Alleged Claimant.

No further claims have been received from the Alleged Claimant or any other person.

Based on the Inquiry and its current knowledge, Management does not expect any liability or obligation to arise on the Company out of this matter.

27. a) During the brvious year, the scheme of arrangement between the Company and Enrica Enterprises Private Limited ("Enrica") and its

shareholders and creditors as the case may be in respect of transfer of undertaking of the Company in Tamil Nadu by way of slump sale, on a going concern basis, under Section 391 read with Section 394 of the Companies Act, 1956 (the "Scheme") with an Appointed Date of 1 April 2013 was sanctioned by the Honourable High Courts of Karnataka and Madras under their orders dated 19 February 2015 and 31 July 2014 respectively.

Upon necessary filing with the respective Registrar of Companies, the Scheme became effective from 30 March 2015 (the 'Effective Date') and the effect of the Scheme was given in the financial statements for the year ended 31 March 2015 of the Company. Consequently,

i) the entire business and undertaking of the 'Transferred Undertaking' of the Company, including all assets and liabilities, as a goingconcern, stands transferred into Enrica with effect from 1 April 2013 being the Appointed Date. The book value of net assets of the Transferred Undertaking as at 1 April 2013 amounts to Rs. 894.200 million.

ii) The Company recorded a net profit of Rs. 356.500 Million pursuant to sale of the Transferred Undertaking during the brvious year. Theprofit was credited to the Statement of profit and loss and was been disclosed separately under the head "Exceptional items (net)".

27. b) Further to Diageo plc's undertakings offered to UK's Office of Fair Trade ("OFT") (now called Competition and Markets Authority, UK), in January 2014, the Company's Board of Directors decided to initiate a process based on the outlined time-table provided in connection with the decision of the OFT to explore a potential sale of all or part of Whyte and Mackay. As a culmination of this process, on 9 May 2014 the Company's then wholly owned subsidiary, United Spirits (Great Britain) Limited ("seller" or "USGBL") entered into a Share Sale and Purchase agreement with Emperador UK Limited and Emperador Inc. in relation to the sale of the entire issued share capital of Whyte and Mackay Group Limited ("WMG") for an enterprise value of GBP 430 Million (calculated with a normalized level of working capital), from which deduction had been made for the payment of a warranty and indemnity insurance brmium of GBP 0.85 Million agreed between the seller and the purchaser. An opinion from a leading merchant banker, addressed to the Board, confirmed that the enterprise value is fair from a financial point of view of the Company.

On 31 October 2014, the sale of the entire issued share capital of WMG by USGBL to Emperador UK Limited was completed. With the above sale, WMG and its 45 subsidiaries had ceased to be subsidiaries of the Company. Part of the proceeds from the sale was used to repay Whyte and Mackay acquisition debt amounting to GBP 370 million. A Retention Deposit of GBP 10 million was retained for any claims for a period of 7 months post completion. The sale had resulted in true up of provision towards the recoverability of the investments and loans given for WMG, including Palmer and Montrose amounting to Rs. 45,064.887 Million. Consequently, additional provision of Rs. 72.660 Million (2015: Rs. 1,848.520 Million) was recorded for the year ended 31 March 2015 as an exceptional item. The Company had received a letter dated 16 October 2014 from the authorised dealer advising the Company to complete the disinvestment of WMG and subsequent liquidation of the intermediary wholly owned subsidiary companies. The provisional write off approval is subject to submission of the required documents within a period of 30 days from the date of liquidation of the aforesaid wholly owned subsidiaries. The Company believes that it will comply with the requisite conditions specified by the authorised dealer and obtain the necessary approvals in accordance with applicable law

28. During the year ended 31 March 2016, the Company has recorded the provisions for diminution on long-term investments in subsidiaries amounting to Rs. 3,431.432 Million (2015: Rs. 3,618.093 Million) and loans and advances to subsidiaries amounting to Rs. 376.415 Million (2015: Rs. 3,543.507 Million). This provision arises primarily due to low capacity utilization, negative margins or strategic shift in focus of the business. The Company has recorded this provision based on third party valuations.

29. a) During the year, the Company has further infused:

i) equity capital of Rs. 986.763 Million in Tern Distilleries Private Limited, a wholly owned subsidiary of the Company (Tern"). Tern has repaid the loans (Rs. 767.436 Million) and accrued interest (Rs. 207.756 Million) to USL. Subsequent to the infusion, TERN has made an application to the Board for Industrial and Financial Reconstruction ("BIFR") for deregistering its name from the list of sick industrial undertakings. Accordingly, the Draft Rehabilitation Scheme for the amalgamation of TERN with the Company, as submitted to the BIFR, stands abandoned.

ii) equity capital of Rs. 4,266.964 Million in Sovereign Distilleries Limited, a wholly owned subsidiary of the Company ("SDL"). SDL has repaid the loans (Rs. 3,399.370 Million) and accrued interest (Rs. 857.245 Million) to USL.

29. b) The Scheme of Amalgamation between the Company and SW Finance Co. Limited, a wholly owned subsidiary of the Company ("SWFCL"), under Section 391 and 394 read with Sections 100 to 103 of the Companies Act, 1956 (the "Scheme") with the appointed date of 1 January 2014 has been sanctioned by the Honourable High Court of Karnataka and Honourable High Court of Judicature at Bombay under the orders dated 12 June 2015 and 28 August 2015 respectively. Upon necessary filings with the respective Registrars of Companies, the Scheme has become effective from 28 September 2015 (the 'Effective Date') and effect thereof have been given in these financial statements. Consequently:

(i) the Share capital of SWFCL to the extent held by SWFSL Trust stood cancelled;

(ii) the entire business and undertakings of SWFCL including all assets and liabilities, as a going concern transferred to and vested in the Company in accordance with the provisions of the Scheme with effect from the appointed date;

(iii) the Authorised capital of the Company increased to Rs. 7,192.0 Million divided into 548,000,000 equity shares of Rs. 10 each, 159,200,000 brference shares of Rs.10 each and 1,200,000 brference shares of Rs.100 each; and

(iv) SWFCL ceased to be subsidiary of the Company, and as SWFCL was a wholly owned subsidiary (WOS) of the Company, no consideration was payable pursuant to amalgamation of SWFCL with the Company. Shaw Wallace Overseas Limited, a WOS of SWFCL has become a direct subsidiary of the Company

The Company has given effect to the Scheme in the accounts with effect from 1 January 2014, being the Appointed Date. As stipulated in the Scheme,

- Surplus arising out of cancellation of equity shares to the extent held by SWFSL Trust in SWFCL has been credited to "Capital Reserve" under "Reserves and Surplus".

- Difference between the value of net assets of SWFCL (including reserves) transferred to the Company after adjusting for investments cancelled has been debited to "General Reserve" under "Reserves and Surplus".

Net loss for the period from 1 January 2014 till 31 March 2015 has been debited to the 'Surplus as per the statement of profit and loss' under "Reserves and Surplus"; and

The net loss of SWFCL for the six months ended 30 September 2015 have been given effect in the financial statements.

29. c) During the year, on 15 January 2016, the Company entered into an agreement for the sale of its entire holding in United Spirits Nepal Private Limited of 67,716 equity shares (constituting 82.46% of the paid up equity share capital of United Spirits Nepal Private Limited). The consideration is subject to finalisation of accounts and deduction of taxes in Nepal. Further the sale is also subject to various regulatory approvals (both in India and Nepal) and other conditions brcedent which are normal for such transactions, which the Company is in the process of seeking.

29. d) During the year ended 31 March 2016 USL's wholly owned subsidiary Asian Opportunities & Investments Limited (AOIL), has sold its entire interest in Bouvet Ladubay S.A.S. (and its wholly owned subsidiary Chapin Landais S.A.S). Consequent to the above sale Bouvet Ladubay S.A. (and its wholly owned subsidiary Chapin Landais S.A.S) ceased to be subsidiaries of the Company.

30. The following letters / notices were received by the Company with respect to the matters under Inquiry.

a) The Company has received a notice from the Ministry of Corporate Affairs ("MCA") for an inspection, under Section 206(5) of the Act, of the books of accounts and other books and papers of the Company. Following the said inquiry, the Company and its directors and officers (including former directors and officers) have received a notice dated 11 January 2016 from the Joint Director, MCA requesting explanations and comments as to why action should not be initiated in relation to various contraventions alleged by the Joint Director under provisions of the Act. The Company has responded to this notice. A notice under Section 131 of the Income Tax Act, 1961 has also been received. The Company is cooperating fully with the authorities in relation to the same.

b) The Company has also received letters from erstwhile auditors who served as the Company's statutory auditors during the period covered by the Inquiry, seeking to understand the impact of the findings of the Inquiry on their respective audit reports. Any remedial  actions proposed by the brvious auditors will be considered by the Company in the light of applicable legal provisions.

c) As directed by the Board, the Company provided a copy of the Inquiry Report to its statutory auditors for their review and further actions as may be required. Following this, the Audit Committee of the Board has received from the statutory auditors a report under Section 143(12) of the Act and the relevant rules there under, seeking the Audit Committee's reply / observations. The Audit Committee had provided its reply / observations to the statutory auditors. Thereafter, the statutory auditors issued a report to the Central Government under Section 143(12) of the Act and the relevant rules there under.

d) In February 2016, certain directors of the Company, including independent directors, were requested to provide statements and information to the Serious Frauds Investigation Office ("SFIO") in relation to the SFIO's investigation into Kingfisher Airlines.

e) The Company has also received letters from the National Stock Exchange Limited ("NSE") pursuant to SEBI circular no. CIR/CFD/ DIL/7/2012 dated 3 August 2012 in relation to Form B, along with audited financial statements for the financial year ended 31 March 2014. SEBI has directed the NSE to advise the Company to suitably rectify / provide relevant information / explanations on the qualifications raised by the statutory auditors. The Company has suitably addressed the same to the extent possible and responded to the NSE's letters.

f) By a letter dated 21 October 2015, the Institute of Chartered Accountants of India has also sought a copy of the Inquiry Report, pursuant to the provisions of Section 21C of the Chartered Accountants Act, 1949. The Company has responded to the request.

g) By a letter dated 29 October 2015, the Company received a request from the Enforcement Directorate of the Government of India, seeking information and documents regarding USL's brsent and former joint ventures and wholly-owned subsidiaries abroad, including USL Holdings Limited (BVI) and its subsidiaries. The Company has responded to the Enforcement Directorate and provided the information sought, and assured the authorities of such further cooperation as may be sought by them.

h) By a warrant dated 24 November 2015, issued by the Office of the Tax Recovery Officer (TDS"), the Company was informed that a certificate had been drawn up by the tax recovery officer against Kingfisher Airlines Limited, and its chairman cum managing director (who was also a director of the company), and stating that a sum of Rs. 3,506.0 Million had not been paid in satisfaction of the said certificate. The Company was accordingly directed to serve a copy of the warrant on the said director, and unless after such service the said director "pays forthwith the said sum of Rs. 3,506.0 Million together with interest at the rate of one and one-half per cent, for every month or part of a month" thereon, to proceed to attach the "salary, remuneration and allowances" of the director named in the warrant and to hold the same until further orders from the tax recovery officer. The Company has accordingly served such warrant.

i) By a letter dated 9 March 2016, the Securities and Exchange Board of India ("SEBI") sought further information regarding various aspects of the settlement agreement referred to in note 24 (e) above. The Company has responded to SEBI and provided the information and clarifications sought. The Company recently received a follow up request, dated 11 May 2016 seeking additional clarifications including on the matters covered by the Company's inquiry referred to in note 26 above. The Company is in the process of brparing and submitting its responses to this additional request and will be cooperating fully with SEBI in this matter.

j) By a letter dated 5 May 2016, the Enforcement Directorate ("ED") summoned one of the Company's senior officers to appear in person or by authorized agent and provide a statement and tender evidence in connection with the ED's investigation into matters under the Prevention of Money Laundering Act, 2002. The Company's officer duly responded to the summons and the Company will also be providing additional information, as requested by the ED, and cooperating fully with the authorities.

31. At an extraordinary general meeting of the shareholders of the Company on 22 January 2016, the shareholders approved the reporting of erosion of more than fifty per cent of the Company's peak net worth in the immediately brceding four financial years as required under Section 23(1)(a)(ii) read with Section 23(1)(b) of the Sick Industrial Companies (Special Provisions) Act, 1985 ("SICA"). The Company has reported the fact of such erosion to the BIFR as required under Section 23(1)(a)(i) of SICA.

32. Capital and other commitments

(a) Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. 815.599 Million (2015: Rs. 1,474.206 Million).

(b) Other commitments relating to advertisement, sales promotion and trade mark fee Rs. 2,688.326 Million (2015: Rs. 3,616.568 Million). The amount with respect to contracts not approved by the Shareholders as mentioned in note 24(d) have not been disclosed as commitments.

(c) The Company has also given letter of support to the following subsidiaries to conduct their operations in such a manner as to enable to meet its obligations.

i) Pioneer Distilleries Limited ii) Sovereign Distilleries Limited iii) Tern Distilleries Private Limited iv) Four Seasons Wines Limited v) Royal Challengers Sports Private Limited vi) Asian Opportunities & Investment Limited vii) United Spirits Singapore Pte Limited viii) Montrose International SA ix) Palmer Investment Group Limited x) UB Sports Management Overseas Ltd (Formerly known as "JIHL Nominees Limited") xi) USL Holdings Limited xii) USL Holdings (UK) Limited xiii) United Spirits (UK) Limited xiv) United Spirits (Great Britain) Limited xv) Liquidity Inc xvi) United Spirits (Shanghai) Trading Co. Limited

33. Appointment of Chief Financial Officer

The Board of Directors of the Company at its meeting held on 2 November 2015 have appointed Mr. Sanjeev Churiwala as Chief Financial Officer of the Company w.e.f 16 November 2015.

34. Corporate Social Responsibility:

Since average net profits of the Company made during the three immediately brceding financial years is negative, therefore the Company has not earmarked specific funding for Corporate Social Responsibility and sustainable activities as required under the provision of section 135 of the Act.

35. The managerial remuneration for the financial year ended 31 March 2015 aggregating Rs.64.907 Million and Rs. 153.092 Million towards remuneration of the MD & CEO and the Executive Director and Chief Financial Officer ("ED & CFO"), respectively, was approved by the shareholders of the Company at the annual general meeting of the Company held on 30 September 2014. The aforesaid remuneration includes amounts paid in excess of the limits brscribed under the provisions of Schedule V to the Companies Act, 2013 ("Act"). Accordingly, the Company applied for the requisite approval from the Central Government for such excess remuneration. Subsequent to the year end, the Company has received communications from the Central Government not approving such excess remuneration. The Company has responded to the Central Government requesting reconsideration of its application for approval of such excess remuneration.

36. Previous year's figures have been regrouped / reclassified as per the current year's brsentation for the purpose of comparability.

As per our report of even date attached

for B S R & Co. LLP

Chartered Accountants

Firm registration number: 101248W/W-100022

Sunil Gaggar

Partner  

Membership number:104315

for and on behalf of the Board of Directors

Mahendra Kumar Sharma  

Chairman

Anand Kripalu

Managing Director & CEO

Sanjeev Churiwala  

Chief Financial Officer

V. Ramachandran

Company Secretary

Place: Bangalore

Date: 26 May 2016