Jain Irrigation Systems Ltd Management Discussions.

As the world population approaches 9 billion in the next one to two decades, there will be an increase in demand for basic services including water, food, energy and infrastructure. With many water adequate countries shifting their status to water stressed countries, water becomes an important commodity in this context. There are global reports showing drastic shortfall of water availability in most parts of the world by 2030. Water is required for drinking, growing & processing food, for public health, and for the production of goods. Water is also required throughout the energy value chain. The need for conscious and Judicious usage of the vital resources have become both more obvious and urgent, given that agriculture consumes more than 70% of the ground water resources globally.

Indian economy continues to be predominantly agrarian with majority of its workforce remain involved in agriculture and allied sectors. Government has set a vision to doubling the farmers income over next few years. To achieve this target a number of interventions and actions are required. Some of these measures include; increasing farm productivity, rationalization of water and agri-inputs through resource use efficiency, integrated farming systems, easing the access to finance & market, value addition and certain focused policy followed by regulatory measures. Integrated water resource management and increasing water use efficiency substantially among all sectors, are among the key solutions required to de-stress the water supply and demand cycle.

All United Nations Member States have adopted the Sustainable Development Goals (SDGs) in 2015 as a universal call to action to end poverty, protect the planet and ensure that all people enjoy peace and prosperity by 2030. Water, food and energy security are the key focus under this framework having separate goals defined for each sector. SDG 6 emphasizes ensuring availability and sustainable management of water and sanitation for all. Achieving food security, ending hunger, improving nutrition, and promoting sustainable agriculture are the objectives of SDG 2. The targets under this goal further aims at doubling the agricultural productivity and incomes of small-scale food producers through equal access to inputs, knowledge, financial services, markets and opportunities.

As a corporate, we have embedded food, water and energy security in our goals four decades ago. With our hi-tech micro-irrigation products and extension efforts we have been working to provide access of knowledge and technology to the most remote agrarian communities in the country. We have also invested substantially in research and development in the area of renewable energy. Through our solar and biogas based renewable energy solutions, we facilitate access to clean energy technology to farmers and to rural and urban populations.

Overall Economic Scenario

The following are the parameters of growth inflation, Forex rates and fiscal deficit in last 2 years and 1 quarter.

Parameter Q1 2019-20 2018-19 2017-18
GDP Growth % 5.8 6.8 6.7
CPI inflation (Average,%) 3.18 4.74 4.36
10-year G-sec (Year-end, %) 6.88 7.35 7.40
/ US$ (Year-end)/ Quarter End 68.92 69.17 69.17
Fiscal Deficit (as a % of GDP) 3.3* 3.4 3.53

*Estimated

Economy

India moved up by 23 places in the World Banks Ease of Doing Business Index 2018, ranking 77th in the world. This is attributed to 6 reforms this year- starting a business, getting electricity, construction permits, getting credit, paying taxes and trading across borders. GST has caused an increase in tax base, easier movement of goods across state borders and reduction in tax rate from 28% to 18% for several products. The monthly collection of GST crossed the 1 lakh crore mark in October 2018. However, the first quarter of 2018-19 saw a growth rate of 8.2%, the rate fell to 7.1% in the third quarter, much lower than the expected growth rate.

The Monetary Policy Report (April 2019) has estimated the GDP growth to improve from 7.0 per cent in 2018-19 to 7.2 per cent in 2019-20

Agriculture / Water

It is a stated goal to achieve the ambition of doubling farm income by 2022. The agriculture sector in India is expected to generate better momentum in the next few years due to increased investments in agricultural infrastructure such as irrigation facilities, warehousing and cold storage. India is expected to be self-sufficient in pulses in the coming few years due to concerted efforts of scientists to get early- maturing varieties and the increase in minimum support price.

Some of the recent major government initiatives in the Agriculture sector are as follows:

1) The Agriculture Export Policy, 2018 was approved by Government of India in December 2018. The new policy aims to increase Indias agricultural exports to US$ 60 billion by 2022 and US$ 100 billion in the next few years with a stable trade policy regime.

2) The Government of India has set target to cover 1 crore ha., under Micro Irrigation in the next five years starting from 2019-20. To Celebrate Mahamta Gandhijis 150th Birth Anniversary starting from 2nd Oct, 2019 to 2nd Oct, 2020, 300 Districts have been identified in which 150 farmers may be selected to each district to adopt MIS from present system of Flood irrigation.

3) With an aim to boost innovation and entrepreneurship in agriculture, the Government of India is introducing a new AGRI-UDAAN programme to mentor start-ups and to enable them to connect with potential investors.

4) The Government of India has launched the Pradhan Mantri Krishi Sinchai Yojana (PMKSY) with an investment of 50,000 crore aimed at development of irrigation sources for providing a permanent solution from drought.

5) The Government of India has allowed 100 per cent FDI in marketing of food products and in food product e-commerce under the automatic route.

1) Overview of Business

Jain Irrigation Systems Limited (JISL) is the flagship Company with operating subsidiary companies (Including fellow subsidiaries) with diverse businesses across the globe and aggregate revenues of over 80 billion. The Company is a leading agribusiness enterprise, present in the entire value-chain. It is the second largest micro-irrigation company globally, and is largest manufacturer of micro irrigation systems in India. It is also the largest manufacturer of Mango pulp, puree and concentrate in the world, and the second largest manufacturer of dehydrated onions. JISL is also Indias largest manufacturer of polyethylene pipes, leading PVC pipe manufacturer, and is also the worlds largest manufacturer of Tissue Culture banana plants. The Company is additionally into hybrid & grafted plants; greenhouses, poly and shade houses, bio- fertilizers, biogas and green energy (solar), solar water heating systems, solar panels, solar water pumps and plastic sheets. Many of the plants are ISO 50000 & HACCP certified, and meet International FDA requirements. JISL renders consultancy for complete or partial project planning and implementation, e.g. watershed or wasteland and/or crop selection, and rotation. All recent acquisitions and mergers have been a strategic fit, in order to strengthen the business and increase reach in every segment. The acquired companies have done well after acquisition and are performing well in the countries where they operate.

Each of our products is an outcome of an effort to conserve natures precious resources, through substitution or value addition. This is the legacy of a deliberate and conscious endeavour that stems from a deep-rooted concern for nature with a consistent focus for development and growth of agriculture, resulting in higher income for farmers.

2) The Strategy

Our objective is to leverage our strengths to continue to expand our business in long term as well as in the short to medium term. We intend to be the best water, food & natural resource management Company while creating value in entire chain across three areas of water, energy and food security.

The principal elements of our current strategy are:

a) Expand the geographic markets and product offering

The Company continues to expand the geographic reach of its operations in India and overseas. While sales of the MIS products and piping systems in India have historically been focused primarily in the Western and Southern parts of the country, Company continues efforts to increase its sales in other regions through expanding the reach of its distribution network and leveraging the existing distribution capabilities. In addition,. By further diversifying the revenue stream geographically, Company believes will reduce concentration risks, such as foreign exchange related risks, weather and crop-related risks and economic risks associated with the countries where it operates.

Company also continues efforts to capitalize on growth opportunities and further strengthen its market position through the expansion of its product offering. Company continues to leverage its R&D capabilities to diversify the application of the MIS products in India, from staple crops (like sugarcane, cotton, vegetables and fruits), to applications for wheat and rice. Company believes this constitutes a significant opportunity for horizontal expansion to increase the sales of its MIS products. Company also continues to expand its processed fruit products offering by commencing the manufacture of processed citrus pulps and concentrates. In addition, it has commenced the manufacture of processed spices made from turmeric, chili, pepper, garlic, coriander, ginger etc. for both the B2B and retail markets, in India and overseas. Company has recently been approved and received certification for processing of organic food products at its food processing factories in Jalgaon. This will open avenues of expansion into the organic products market which is showing high growth rates in global markets. Company will also introduce organic range of Retail products catering to the health and environment conscious consumers.

In addition, the Company continues to maintain its position as a leading agricultural technology player. Company continues to develop its current portfolio of high technology irrigation monitoring devices and software products to add features which enable data collection, processing and analysis which Company continues to sell as a service to its customers. Company believes these services would provide significant analytical tools for farmers to optimize planting strategies to improve productivity, cut operational costs and minimize environmental impact.

b) Expand the retail product portfolio

Companys subsidiary Jain Farm Fresh Foods Limited (JFFFL) intends to expand its retail product portfolio of agro-processed products in order to capture opportunities to produce value. Company has commenced the production and marketing of convenient and healthy fruit snacks in India under an in-house brand (FRU2GO). Company will continue to use the processed fruit pulps that it produces as raw materials for the manufacturing of such value added processed fruit snacks. Company has introduced additional retail fruit products, such as frozen fruit puree made from jamun, strawberry and mango under the brand "FRUZEN" as well as straight and blended spices under the "Valley Spice" Brand.

c) Implement prudent financial strategy Company seeks to optimize its capital structure by assessing the benefits and suitability of utilizing different funding sources. In addition, Company intends to reduce the working capital requirements by continuing to implement the cash and carry policy for the sales of MIS products to dealers in India, which has resulted in reduction of the gross credit days for the sales of MIS products over last few years. Company also continues to leverage its relationship with Banks and rural credit institutions, to bolster the liquidity position, providing upfront cash for the purchases of its products. Company continues these measures to increase its free cash flow, enabling it to better pursue the development of the business even though currently there is a challenging situation on Government project related receivables, which is temporary in nature.

d) Debt reduction plans

At the end of FY 2019, the Net Debt was almost 4 times EBIDTA FY 2019, which is not a sustainable ratio going forward, hence the Board has now mandated the management to ensure debt reduction of at least 2,000 crores in the next 18-24 months. The broad plan could consist of one or more of the following:

• To infuse minority equity stake into the Food subsidiary to bring funds.

• To sell minority stake in the overseas irrigation entity to enable dilution of parent holding and raise funds.

• To hive off Piping entity into a subsidiary and list the same or get a private equity/strategic minority partner

• Together, a combination of any two or more of the above can bring in funds and reduce Parents net debt to a sustainable level of anywhere between 2,500 crores to 3,000 crores. The management has appointed Investment Bankers and is proceeding as per their advice to achieve the best outcome for shareholders.

3) Competitive Strengths

We believe that the following are our principal competitive strengths

a) Strong brand and leadership position in our businesses in India.

We are one of Indias leading manufacturers of micro irrigation systems, piping systems and agro-processed products. Our MIS products are customised to assist in meeting the special requirements of our customers in India. We have worked with farmers to provide them training and introduce them to more advanced processes and technology as well as with Indian state governments and international organisations to develop technology and support new initiatives to assist farmers. We have maintained our leadership position with extensive research and development in plant, in lab and on farm to improve our products. We have built an extensive and loyal distribution and dealership network throughout semi-urban and rural India, selling flagship brands such as Jain Drip, Jain Sprinklers, Jain Pipes, Chapin and Jain Farm Fresh, which are well known in the Indian and international markets.

b) International reach of the products

The international reach of our agro-processed products segment comprises operations in the United States and Europe. Our subsidiary in the United States, Dehydrated Ingredients Division (formerly Cascade), produces dehydrated onion products for a wide network of customers. In addition, Frozen Ingredients division (Formerly White Oak) produces reduced moisture frozen vegetable products, which it sells to multi-national food companies located in the United States. Our subsidiary in the United Kingdom, Sleaford, distributes spices and other blends of food ingredient products, which provides us with direct access to the United Kingdom food service and institutional markets.

c) Total solutions provider across the agricultural value chain and relationship with the farmer.

We have utilised our agriculture expertise and relationships to participate across the agricultural value chain and diversify our revenue. In addition to our micro and sprinkler irrigation systems, plastic piping and solar pumps which are used in irrigation, we also supply bio-tech tissue culture plantlets, which help farmers in disease control, reduce growing time and create higher crop yields. In addition, we work with our customers on a turnkey basis providing engineering, soil and water analysis, water resource estimation, crop planning, irrigation and fertigation scheduling, marketing assistance and other agronomical and technical support and training. We purchase onions, tomatoes and other vegetables for vegetable dehydration from our contract farmers. We are a major consumer of mangoes, bananas and other tropical fruits for our fruit processing operations. We believe that being involved across the value chain leverages our knowledge, relationships, brand name and strong distribution network to provide total solutions for farmers. Our unique relationship with the farmer helps us provide last mile traceability for customers looking more for sustainability and the increasing stringent requirements for food safety norms across the world.

d) Strong R&D capabilities and intellectual property Company has strong competence in R&D in each of its business segments. Company focuses its R&D operations in the development of new products and improvement of existing products. Companys R&D team is also responsible for developing new and more efficient production processes and the enhancement of existing production processes. Company believes that providing timely and cost-effective improvements in product quality is a key factor in ensuring customer satisfaction and retention. Company has gained significant product development expertise, which has enabled it to create a portfolio of innovative products. For instance, Company has the R&D capabilities to develop agro-processed products for the retail markets. In addition, Company began the production of irrigation monitoring devices and software, which monitor and analyze soil moisture, nitrogen, nutrient and weather conditions, under the "Puresense" brand in the United States, positioning it as a leading agricultural technology player in the United States. Companys "Puresense" products provide technology and software for farmers to monitor irrigation requirements at crops root levels on a real time basis. In addition, Company has developed a wireless sprinkler with modifiable water flow and pattern under the "Genesys" brand.

56 products/process are applied for patent by the Company and its subsidiaries worldwide including in the united States, Europe, Israel, Australia, Cadada and India which are granted in some countries and in process of granting in other countries.

e) Strong product quality and internal quality controls

The Company has implemented a comprehensive quality management program and adhere to a strict quality control system over its entire operations. Company believes its strong product quality and internal quality controls allow it to operate its manufacturing facilities efficiently by reducing defects and waste and have fostered the trust of its customers in the products that it manufactures. For instance, Companys operations in India possess the certifications which allow its product to access export markets. With respect to its agro- processed products, Company also implements "Jain Good Agricultural Practices (JAINGAP) and Sustainable

Agricultural Codes" to promote traceability, food safety, worker welfare, hygiene, sanitation as well as environmental and biodiversity protection, conservation and enhancement. In addition, Companys manufacturing facilities of MIS products utilises equipment which automatically rejects defective products.

f) Experienced board and management team

Our senior management team has deep experience in the industries in which we operate. We believe that the experience of our management team in the agriculture sector and international markets will help us increase our penetration internationally and expand the range of our product offerings. Our management team also has long-standing relationships with many of our major customers, distributors/dealers and suppliers. Further, we have one of the largest pools of committed agricultural scientists, technicians and engineers in the private sector in India, comprising over 1,000 agricultural scientists, technicians and engineers. Our after sales support, training and other services are one of our main selling points.

4) Subsidiary Operations

The Corporate Structure is provided on the website of the Company and the link is : http://jisl.co.in/temp/ Jains%20Corporate%20Structure%202018.pdf

A) Overseas Holding Companies

a) JISL Overseas Ltd., Mauritius ("JISO") is a wholly owned subsidiary of JISL India and was incorporated in 1994 under the laws of Mauritius. JISO acts as a holding Company for the UK and USA based overseas subsidiaries. It holds 54.53 % in Jain (Europe) Ltd., and 69.45% in Jain America Holdings Inc., USA. Its total income includes interest income from its fellow-subsidiaries. It has made a net loss of US$ 411,191 in FY 2018-19 against net loss of US$ 408,794 in FY 2017-18.

b) Jain International Trading B.V., The Netherlands ("JITBV") is a wholly owned subsidiary of JISL India and incorporated in March 2010 under the laws of The Netherlands. It holds 45.47 % in Jain (Europe) Ltd., and 30.55% in Jain America Holdings Inc., USA. JITBV had a net profit of US$ 5,234,491 in FY 201819 against net loss of US$ 1,516,899 in FY 201718. Profit in FY 2018-19 mainly on account of fair valuation gain on Bond. The Bond of US$ 200 million is payable in February 2022.

c) Jain Overseas B.V., The Netherlands ("JOBV") is a wholly owned subsidiary of the Jain International Trading BV, The Netherlands and was incorporated under the laws of The Netherlands. It is in Business since 2007. JOBV has a net loss of US$ 1,181,455 in FY 2018-19 against net loss of US$ 1,116,719 in FY 2017-18 primarily on account of higher interest payable during the year to parent company / related parties on funds borrowed.

d) Jain (Israel) B.V., The Netherlands ("JIBV") is a wholly owned subsidiary of the Jain Overseas B.V., The Netherlands and was incorporated under the laws of The Netherlands. It is in business since 2007. JIBV had a net loss of US$ 4,763,402 in FY 2018-19 against net loss of US$ 4,489,597 in FY 2017-18, primarily on account of higher interest payable during the year to parent company / related parties on funds borrowed.

e) JISL Global SA, Switzerland ("JGSA") is a wholly owned subsidiary of the Jain Overseas B.V., The Netherlands and was incorporated under the laws of Switzerland. It is a holding company since 2007. JGSA had a net profit of CHF 449,401 in FY 2018-19 against net loss of CHF 21,639 in FY

2017- 18. Profit in FY 2018-19 mainly on account of dividend income from subsidiary company.

f) JISL Systems SA, Switzerland ("JSSA") is a wholly owned subsidiary of the JISL Global SA., Switzerland and was incorporated under the laws of Switzerland. It is in business since 2007. JSSA had a net profit of CHF 467,470 in FY 2018-19 against net loss of CHF 5,497 in FY 2017-18. Profit in FY 2018- 19 mainly on account of dividend income from subsidiary company.

B) Overseas Sales and Distribution Companies

a) Jain (Europe) Ltd., UK ("JEL") is a wholly owned subsidiary of the Company and was incorporated in 1996, under English laws. Jain (Europe) Ltd. is our marketing and distribution arm in the UK and other EU countries. The sales of the company declined by 19% from GBP 2.77 million in FY 2017-18 to GBP 2.23 million in FY 2018-19.

b) Jain International Foods Ltd., UK ("JIFL") [Erstwhile SQF 2009 Ltd., UK] is a wholly owned subsidiary of the Jain Farm Fresh Foods Ltd., India ("JFFFL) and incorporated under English laws. As a part of food business restructuring has acquired JIFL from Jain (Europe) Ltd., UK. and further food marketing business of JEL has been transferred to JIFL. The sales of the company are broadly almost same as last year. In FY 2017-18 sales was GBP 25.35 million and in FY 2018-19 GBP 25.52 million.

c) Jain America Foods Inc., USA ("JAF") [Erstwhile Jain (Americas) Inc., USA] is a wholly owned subsidiary of the Company and was incorporated in 1994, under the laws of Ohio, USA. It is our marketing, distribution and investment arm in the United States for food business. The sales of the company declined from US$ 3.16 million in FY 2017-18 to US$ 2.92 million in FY 2018-19.

d) Jain America Holdings Inc., USA ("JAH") is a wholly owned subsidiary of the Company and was incorporated in February 2016, under the laws of Delaware, USA. It is now our key marketing, distribution and investment arm in the United States for Plastic sheet & Hi-tech agri business. The sales of the company decreased by 13% from US$ 16.49 million in FY 201718 to US$ 14.38 million in FY 2018-19.

e) Jain MENA DMCC, Dubai ("JMENA") is a wholly owned subsidiary of the Company of Jain International Trading B.V., The Netherlands and was incorporated in 2017, registered in Dubai Multi Commodities Center, Dubai. JMENA is our marketing and distribution arm in the Dubai and other neighboring countries. The sales of the company increased from AED 0.36 million in FY 2017-18 to AED 2.08 million in FY 2018-19.

C) Operating Subsidiary Companies

a) Sleaford Quality Foods Ltd., UK ("SQF") is based in Sleaford town in Lincolnshire County in the East Midlands region of England. Primary nature of its business is blending, repacking, trading & distribution of food ingredients. The sales of the company marginally increased by 2% from GBP 55.58 million in FY 2017-18 to GBP 56.85 million in FY 2018-19.

b) Ex-cel Plastics Ltd., Ireland ("EPL") is a company limited by shares and was incorporated in 2013 under the laws of Republic of Ireland. The Company is wholly owned subsidiary through Jain (Europe) Ltd., UK. The company is engaged in manufacturing of Plastic sheets products. The sales of the company increased by 15% from EUR 22.46 million in FY 2017-18 to EUR 25.87 million in FY 201819 due to good demand of plastic sheet products in Europe market.

c) Jain Farm Fresh Foods. Inc ("JFFFI, USA") [Erstwhile Cascade Specialties Inc. USA] (Including its business division White Oak Frozen Foods) is a wholly owned subsidiary of the Company through Jain America Foods Inc., USA. It is engaged in onion, garlic dehydration, ready to eat frozen vegetables business and frozen foods business with specialization in natural low bacteria and organic dehydrated products. The sales of the company increased by 14% from US$ 49.60 million in FY 201718 to US$ 56.67 million in FY 2018-19.

d) Jain Irrigation Inc.,USA ("JII") (Including Chapin Watermatics Inc., Point Source Irrigation Inc., Jain Agricultural Services.-erstwhile PureSense Environment, Inc., Jain Agriculture Services Australia Pty Ltd erstwhile Observant Pty Ltd and ET Water Systems, Inc)

Jain Irrigation Inc. is wholly owned subsidiary of the Jain America Holdings Inc., USA. Company is engaged in drip tape manufacturing and distribution business.

Jain Agriculture Services Australia Pty Ltd was formed in February 2017, for the purpose of purchasing the assets of Observant Pty Ltd, an Australian Company.

Jain Agriculture Services Australia Pty Ltd is owned 100% by Jain Agriculture Services, LLC which is owned 100% by Jain Irrigation, Inc. The company is engaged in the business of hardware and software development for farm weather and irrigation management. These are wholly owned subsidiaries of the Company through the Jain America Holdings Inc. Jain Agricultural Services sells a moisture monitoring system for agricultural use. The products include both hardware and monitoring systems on a subscription basis. The sales of the company decreased by 7% from US$ 73.22 million in FY 201718 to US$ 68.15 million in FY 2018-19.

e) NaanDanJain Irrigation Ltd., Israel ("NDJ")

is a wholly owned subsidiary of the Company through the Jain (Israel) B.V & Jain Overseas B.V It is engaged in the manufacturing of drip / sprinkler irrigation. NaanDanJain has manufacturing facilities in Israel, Chile, Brazil, Turkey and Spain. The sales of the company increased by 4% from ILS 539.89 million in FY 2017-18 to ILS 559.94 million in FY 2018-19.

f) Gavish Control Systems Ltd., Israel ("GAVISH") is owned to the extent of 51% through the Jain (Israel) B.V. It is engaged in the manufacturing of software and computer equipment for agriculture applications. The sales of the company declined from ILS 5.62 million in FY 2017-18 to ILS 4.87 million in FY 2018-19.

g) THE Machines Yvonand SA, Switzerland ("THE") is a wholly owned subsidiary of the Company through the JISL Systems SA. It is a Switzerland based manufacturer of plastic extrusion equipment with laser technology. The sales of the company decreased by 29% from CHF 18.41 million in FY 201718 to CHF 13.04 million in FY 2018-19.

h) Pro Tool AG, Switzerland ("PRO TOOL") is a Switzerland based manufacturer of plastic injection mould. The Company is owned to the extent of 75% through the THE Machines Yvonand SA. The sales of the company declined from CHF 2.47 million in FY 2017-18 to CHF 2.17 million in FY 2018-19.

i) Excel Plastic Piping Systems SAS, France ("EPPL")

It was formed in March 2017, for the purpose of assets purchase of Unistar Europe, France. Excel Plastic Piping Systems SAS is owned 100% by Jain (Europe) Ltd., UK. The company is engaged in the distribution of plastic fittings and pipes in various countries worldwide. The sales of the company increased by 4% from EUR 2.33 million in year 201718 to EUR 2.43 million in year 2018-19.

j) Jain Distribution Holdings Inc, USA ("JDH") is a wholly owned subsidiary of Jain America Holdings Inc, Delaware, USA and incorporated in 2017 under the laws of Delaware, USA. JDH has acquired two of the largest Micro Irrigation Dealers

"Agri- Valley Irrigation LLC." (AVI) & "Irrigation Design and Construction LLC" (IDC) in May 2017. It holds 80% stake in both the companies. Consolidated sales of the JDH group including AVI & IDC for FY 2017-18 (post acquisition) was US$ 102.94 million and US$ 106.21 in FY 2018-19.

k) Jain Farm Fresh Holdings SPRL, Belgium ("JFFH") is a wholly owned subsidiary of Jain International Foods Ltd., Belgium and incorporated in 2018 under the laws of Belgium. JFFH has acquired 100% stake in Innovafoods N.V Belgium and its affiliated company Innova Trading BVBA, Belgium. Innovafood is a leading importer, stockist and distributor of food ingredients and has become one of the leading player in the dehydrated vegetables, spices and other food ingredients in Belgium, The Netherlands, France and other neighbouring countries. Consolidated sales of the JFFH group including Innovafoods & Innova Trading for FY 2017-18 (post acquisition) was EUR 2.09 million and FY 2018-19 is EUR 18.86 million.

l) Pacific Shelf 1218 Ltd., UK ("Pacific")

On August 31,2018 the parent entity through its wholly owned subsidiary Jain (Europe) Ltd., UK, acquired 100% of the issued capital of Pacific Shelf 1218 Ltd., Pacific Shelf 1218 Ltd is engaged in manufacture and distribution of polypropylene twin-walled plastic sheets. Company was acquired to expand the product range, extend the presence in key European distributors, expand the markets for plastic products and provide with plastic manufacturing base in United Kingdom to service that market. Company is one of largest manufacturer of polypropylene plastic sheets in Europe, and has excellent reputation for product quality and service. Company also employs latest extrusion technology at its plant in Northern Ireland, and complements our existing plastic sheet operations in Republic of Ireland. The sales of the company is GBP 6.58 million in year 2018-19 (post acquisition).

m) Jain Farm Fresh Foods Ltd., India ("JFFFL") company incorporated in April-2015 and is owned to the extent of 88.81% by JISL India & JPFTIPL. JISL had sold "Indian Food Business" to JFFFL by way of slump sale including all assets, liabilities, employees, customers, IP brands, etc. in FY 2016 Revenue of the company is 8,200.73 million in FY 2018-19 as against 8,377.79 million during the FY 2017-18.

n) Jain Processed Foods Trading & Investments Pvt. Ltd., India ("JPFTIPL") is a wholly owned subsidiary of the Company. JPFTIPL holds 74% of Driptech India Pvt Ltd. & 7.16 % in JFFFL. Revenue of the company has increased by 36% from 4.29 million during the year 2017-18 to 5.82 million in FY 2018-19 by trading activity.

o) DripTech India Pvt. Ltd., India is owned to the extent of 74% by JPFTIPL and 1% by JISL. The Company produces affordable, high- quality irrigation systems designed for small-plot farmers. The Company caters to both domestic and international markets. Revenue of the company has increased by 33% from 96.85 million in FY 2017-18 to 129.11 million in FY 2018-19.

5) Overview of Segments

[A] High-Tech Agri Input Products

This segment comprises of Micro and Sprinkler irrigation systems and Tissue Culture. Revenue from domestic sales of our Hi-Tech Agri Input Products has increased by 13.1% in FY 2019 to 22,513 million from 19,902 million in FY 2018, mainly due to significant increase in MIS project sales. Export of HiTech Agri Input Products has decreased by 20.8% to 2,653 million in FY 2019 from 3,351 million in FY 2018, mainly due to completion of Tanzania project.

a) Micro and sprinkler irrigation

i) Industry

The Indian micro irrigation market majorly consists of drip irrigation systems in terms of revenue. It is highly competitive, with the presence of large and small scale drip and sprinkler irrigation equipment producers and marketers across numerous states of India. The other component is sprinkler irrigation systems, where the industry segment is small but niche; your Company is present and leader in both the segments.

ii) Performance

MIS Revenue has increased by 8.6% in FY 2019 to 23,759 million from 21,869 Million in FY 2018. The Domestic Revenue showed a growth of 14% to 21,107 million in FY 2019 from 18,518 million in FY 2018. The export revenue decreased by 20.8% to 2,652 million in FY 2019 from 3,350 million in FY 2018. The Business contributed over 53.5% the Companys total turnover.

iii) Opportunity & Outlook

The main objective of the fund is to facilitate the States in mobilizing the resources for expanding coverage of Micro Irrigation by taking up special and innovative projects and also for incentivizing micro irrigation beyond the provisions available under Per Drop More Crop (PDMC) component of Pradhan Mantri Krishi Sinchayee Yojana (PMKSY) to encourage farmers to install micro irrigation system.

The Ministry of Agriculture has notified that they will cover 150 farmers in each of 300 districts across India to set a target of 1 crore Ha in 5 years starting from 2019 for MIS coverage instead of traditional method. This plan, if implemented can potentially be a big opportunity for the Company.

iv) Risks & Challenges

Micro-irrigation requires pressure for water delivery in delivery lines, it requires pumps regardless of whether the source of water is surface or groundwater, hence it is facing problem of Energy Crisis. Water leakage from a sprinkler system caused by the inadequate

repair of components defeats the purpose of saving water on Indian farms. Farmers now have to invest further to replace obsolete components of drip/ sprinkler systems such as filters, clogged pipe network, electrical/electronic components, pumps, silted water bodies etc., all of which are not covered in any of the governments financial schemes. Agriculture is among those sectors which have been continuing to post retarded growth since the latter half of the last fiscal year. Rural consumption was affected because of the loan waivers, which in turn resulted in the inability of farmers to get new loans to buy irrigation systems. Drought affected many regions, especially during the second half of the monsoon resulting in reduced demand for microirrigation products during the Rabi season.

We are closely monitoring our receivables which have remained on the higher side for the last couple of months. Our account receivables were at 115- days for March-18 which are increased to 127-days for March-19. This is considerably higher, the fact that during December-18 the receivables were at 103 days. There is a specific underneath cause apart from the rural distress - the parallel elections in Rajasthan, Madhya Pradesh, Hyderabad, and Telangana. These are the states of substantial micro-irrigation and piping business for us. Since agriculture and water are the state subjects, major portion of our micro-irrigation and piping business has exposure to government projects in the said states. The response of concerned departments already started slowing down even before the code of conduct was declared. Not to mention these elections were extended in multiple phases. Taking a lesson from this we intend to reduce exposure of our projects to the State Governments. We will plan and take substantial steps in this direction in upcoming months. Simultaneously, we are working internally to take all necessary steps which are within our control. Given our past performance we hope to bring down receivables around 100 days during FY 19-20.

b) Biotech Tissue Culture

i) Industry

According to a report, the global Tissue Culture media market was valued at around USD 676 million in the year 2017 and it is expected to reach approximately USD 1,394 million by 2026. The global tissue culture media market is expected to exhibit a CAGR of more than 8.2% p.a. between 2018 and 2026. Increasing incidences of chronic diseases and rising demand for customized treatment will boost the growth virus index of the tissue culture market in the coming years. Emerging economies such as China and India are expected to experience a significant market growth owing to developing pharmaceutical & biotechnology industrial infrastructure. Biotech research application segment is anticipated to grow at the highest CAGR over the upcoming period, due to rising number of biotechnological research and studies supported by government initiative.

ii) Performance

The Business contributed about 3.2% to the Companys corporate turnover. The Tissue Culture Revenue has increased by 1.7% in FY 2019 to 1,407 million from 1,384 Million in FY 2018.

iii) Opportunity & Outlook

Tissue culture is one of the most rapidly growing areas of biotechnology because of its high potential to develop improved crops and ornamental plants. With the advances made in the tissue culture technology, it is now possible to regenerate species of any plant in the laboratory.

iv) Risks & Challenges

Some of the challenges faced by the industry are short shelf life and stringent quality requirements. However, there is need for proper management of operations by selected alternatives for costly inputs and thrust on developing indigenous varieties with enhanced traits, resulting in improvement of sustainability. Given that majority of the farmers are small land holders farmers of the Company hence in accessibility to the financial institutions leading to investments barriers affect the ability of the farmers to pay for the higher cost despite the high quality of planting material which ensures multifold increase in the yield.

[B] Plastic Products

The segment business includes the varied business lines like PVC Pipe, PE pipes and PVC Sheets for industrial applications. Revenue from domestic business of our Plastic products has increased by 2.5% in FY 2019 to 16,611 million from 16,206 million in FY 2018. The revenue from export of Plastic products has increased by 23.6% in FY 2019 to 1,742 million from 1,409 million in FY 2018.

a) PVC Piping

i) Industry

The Indian PVC Pipes Market size was valued at $3,346 million in 2018 and is anticipated to expand at a CAGR of 10.2% to reach $6,224 million by 2023. Polyvinyl chloride (PVC) is the third largest selling plastic commodity after polyethylene & polypropylene. It is beneficial over other materials, owing to its chemical resistance, durability, low cost, recyclability, and others; thus, it can replace wood, metal, concrete, and clay in different applications. PVC pipes are manufactured by extrusion method in a variety of dimensions such as solid wall or cellular core construction. They are corrosion resistant, cost- effective, flame resistant, easy to install & handle, and environmentally sound, with long service life.

ii) Performance

During FY 2019, this business contributed about 16% to the Companys turnover. The revenue from PVC decreased by 6.9% to 7,096 million in FY 2019 from 7,624 million in FY 2018. The revenue from export of PVC Pipe has increased by 41.2% in FY 2019 to 265 million from 188 million in FY 2018.

iii) Opportunity & Outlook

PVC pipes have captured a greater share in the market because of their sturdiness and superior quality. In India, about 70% of the demand for plastic pipes is expected to come from the agricultural sector. The other 30% would be from the non- agricultural segments such as construction, plumbing and sewage systems. Increased demand for these pipes across the globe is majorly due to forthcoming replacement projects.

In view of robust government plans, major global projects, replacement needs in the foreign market, this is the right time for Company to tap the underpenetrated pipe industry. The increasing focus of government towards agriculture as well as housing will be the major demand driver for the Indian pipe industry. Urbanization will create the demand with rising construction and building of infrastructure. In the wake of expected exponential growth of the pipe industry, stringent quality controls, international standard certifications, and technological advancements are the only tools with which the Company can withstand the competitors in the industry.

The government is planning an aggressive target of providing piped water to all households by 2024 under its scheme "Nal Se Jal - Piped water for all". This indeed is a massive task given the sheer numbers involved i.e. 150 million households across 5,00,000+ villages need to be brought under the scheme over the next five years. As per the study of various water supply projects and proposals from the past, the estimated per capita spending for piped water projects could be 8,000-9,000, which means that for complete coverage, the spending on the water network would be at least doubled in FY 202425 as compared to FY 2014-19.

Jal Shakti Ministry combines major water/river related activities across prior two ministries (Ministry of Drinking Water and Sanitation and Ministry of Water Resources, River Development and Ganga Rejuvenation), over 144 million rural households are to be connected under "Nal Se Jal" project.

iv) Risks & Challenges

Indias plastics market depends on labor intensive equipment which has adversely impacted the productivity. Unreliable power and high energy costs in India as compared with other countries are also constraints which hamper capacity utilization. Transportation of piping products sometimes becomes big hurdle for business. Maintaining good quality of products has been a challenge for the industry.

b) PE Piping

i) Industry

The Indian PE pipe market is forecast to grow at a CAGR of 10.4% from 2018 to 2022. The major growth drivers for this market are the growth of government infrastructure spending, increasing residential and commercial construction, industrial production, irrigation sector, and replacement of aging conventional metal pipelines.

ii) Performance

This business contributed about 22.9% to the Companys corporate turnover. This segment showed a significant growth. The revenue from PE Piping has increased by 15.9% to 10,174 million in FY 2019 from 8,781 million in FY 2018. The revenue from export of PE Piping has increased by 258.6% in FY 2019 to 671 million from 187 million in FY 2018.

iii) Opportunity & Outlook

PE pipe market is expanding owing to increasing water development infrastructure, increasing awareness on water conservation and aim to become 100% open defecation free nation. The major aim of the government project(s) is to make sure that every citizen of India has optimum access to safe and hygienic drinking water. The government of India has been focusing on providing housing to each and every citizen of India by 2022. Rise in number of houses in the country will increase the need for constructing pipe infrastructure to transport water. Many irrigation projects and dams are under construction to aid the pipe market in India. Increasing population rate, rising FDI in construction and development, high investment in improving gas distribution network and increasing number of housing units are some other key factors that may have positive impact on the market creating additional and replacement demand in the future.

The new Government has set up Jal Shakti Ministry to emphasis on clean drinking water for every household ("Har Ghar Jal") by 2024. We are already world leaders in Micro-Irrigation and Agri-Tech and over the last few decades, we have also gained leading position in 24*7 drinking water supply projects. We are providing clean drinking water supply to the residents of more than 15 cities across the Country including metropolitan cities like Pune. We are optimistic that a good monsoon and the various initiatives announced by the new Government in water infrastructure and irrigation sectors would give us enough opportunities to serve the economy in the medium and long term in a sustainable manner.

As per a report of Petroleum and Natural Gas Regulatory Board (PNGRB) gas consumption of India is expected to grow by 0.5% every year till 2040 and to promote gas usage the PNGRB has proposed Capital Grant for Transmission Pipelines to connect Eastern India. Central Government has laid foundation of City Gas Distribution (CGD) Projects in 65 Geographical Areas in 129 districts. Around 96 cities and districts in different parts of the country were covered for development of CGD network.

Having an enviable track record of over 20 years of timely supplies of quality Silicoat HDPE ducts, micro ducts and bundled (multi) micro ducts, double walled corrugated ducts, JISL Is catering the Intensifying demand for silicoat HDPE cable ducts and accessories as per demanding delivery schedules

from lts 3 strategically located production units in India, viz. mother plant at Jalgaon (Maharashtra), Hyderabad (Telangana) and Alwar (Rajasthan). It has till date supplied around 5,00,000 km of HDPE ducts to various telecom operators and has the plans for further expansion of Its production capacity In all the locations.

iv) Risks & Challenges

Delay in implementation of projects remains the major risk faced by the business. Lack of awareness about quality needs at the customers end provide significant challenge. Also conversion of HDPE from steel or concrete still sometimes becomes difficult due to unwillingness to change old specifications at engineering levels, though we are experiencing the shift of mind-set on large scale now and which is a positive sign.

c) PVC Sheets

i) Industry

The furniture, doors and interiors Panel market by the day is moving towards adoption of high quality, moisture resistant, excellent machinability and Green building rated qualifying material. The market is strongly looking at superior substitutes to Plywood and Wood; PVC Sheets/WPC Sheets qualify for the same, thus being able to drive this new product growth in market. Hence, there is a considerable YOY growth in demand of PVC sheets for Retail branding and visibility through Signages and POS displays across all major growing markets.

ii) Performance

The business contributed about 2.4% to the Companys corporate turnover. This business has degrown by 10.05% to 1,083 million in FY 2019 from 1,210 million of FY 2018. The domestic revenue has increased by 57.1% to 276 million in FY 2019 from 176 million in FY 2018.

iii) Opportunity & Outlook

This segment has been commercialized and used in consumer products, industrial products, agriculture products and construction. The global plastic films and sheets market is fragmented and markets such as North America and Europe are mature. However, Asia-Pacific market shows a huge potential for growth. The rising disposable income of middle class in India and China is expected to drive the plastic films and sheets market in the upcoming years.

iv) Risks & Challenges

The threat of substitute products is high in the market. This is primarily due to the availability of a large number of substitute products such as glass and metal, MDF, Plywood etc

[C] Others

The Other Division includes Solar Thermal, Solar

Power, Solar Water Heating Systems and Other

Agricultural Products. The revenue for the segment for

FY 2019 was recorded at 908 million as compared to

1,264 million in FY 2018. It contributed 2.04% to the corporate revenue of the Company. The contribution of this segment to overall business of the Company is marginal as compared to main segments and hence the information is not separately presented under the heads the Industry, Performance, Opportunity & Outlook, Risk and Challenges.

6) Risks and concerns at corporate level

The Company has significant experience in managing risks related to farming, weather, seasonality, global markets, currency fluctuation and impact of government policy. During last few very volatile years, this experience and expertise has helped the Company to navigate turbulent times in a smooth manner, to result in sustained growth, improved margins and increased market share, despite financial meltdown and violent disruption of all types of global/domestic markets and economy.

The risk management, inter alia, provides for periodical review of the procedures to ensure that executive management controls the risks through a properly defined framework. The Company has identified the risks and their owners within the organization and the following risks have emerged as the top 6 risks:

• Commodity Price Risk

• Seasonality in agriculture and monsoon

• Foreign Currency Exchange Rate Risk

• Lower capacity utilization

• Uncertain regulatory environment.

• Liquidity risk

Commodity Price Risk

The Company is exposed to fluctuations in prices of polymers and resins and fruits, vegetables which are used by it as raw materials. These products are commodities whose prices are determined by the supply and demand in the Indian and international markets for those products and by the price of petroleum. The prices for these commodities are volatile and this volatility has an effect on Companys income and net profit. Company depends on certain key raw materials including materials derived from petroleum. Consequently, its business, financial condition and results of operations may be materially and adversely affected by increases/ decreases in the price of these raw materials. Company currently does not hedge against market risk resulting from fluctuation in prices of these commodities mainly due to the lack of traded futures and other hedging instruments for its plastic resin and fruit and vegetable materials.

Seasonality in agriculture

The Companys performance is also dependent on the seasonality in agriculture sector. Our manufacturing of agro-processed products varies over the course of each year, reflecting seasonal changes in the availability of raw materials and their prices. The effects of the monsoon and weather in India, including flooding, droughts and subsequent damage to crops, significantly affect the success of crop harvesting and can be more severe in India than in other countries.

Foreign Currency Exchange Rate Risk

Currency risk is the risk that changes the market prices such as foreign exchange rates, interest rates and equity prices etc. The Companys operations involve foreign exchange transactions including import, export as well as financing and investment transactions and are exposed to foreign exchange risk arising from foreign currency transactions, primarily with respect to US$, EUR, GBP and CHF. Foreign currency risk arises from future commercial transactions and recognised in assets and liabilities denominated in foreign currency that is not Companys functional currency (i.e., ). The risk is measured through a forecast of highly probable foreign currency cash flows. The objective of the hedges is to minimise the volatility of the cash flows of a high probable forecast transactions. The exports of Company and operations of its subsidiaries provide natural hedge.

Lower capacity utilization

Sometimes the Company is unable to utilize all of its capacity to the fullest. The dependency of the business on season, competition and possibly because the 5 year PMKSY program didnt take off well, could be a reason for lower capacity utilization of the Company.

Uncertain regulatory environment

Change in Government policy/ change in Government decisions, at central and state level may result in declaration of new policies which may not be in favour of Company impacting Companys growth plan. Completion of turnkey projects, subsidy model, drip irrigation contracts may get impacted due to change in Government policies.

Liquidity Risk

Our financial condition and liquidity has been and will continue to be influenced by a variety of factors, including:

• our ability to generate cash flow from our operating activities;

• our ability to obtain financing when required;

• the level of our outstanding indebtedness and the interest that we are obligated to pay on our indebtedness, which together affect our overall finance costs;

• prevailing domestic and international interest rates, which affect our debt service requirements;

• cash collection cycle.

• Delays in government receivables

Our principal cash requirements consist of the following

• operating and working capital requirements;

• the servicing of our indebtedness; and

• purchases of capital equipment.

As mandated the Company has a Risk Management Committee in place which meets as necessary to take a review of risks and plans to mitigate those risks.

7) Analysis of the Standalone Financial Performance

a) Net sales ( in Million)

Business 2018-19 2017-18 Change absolute Change %
Hi Tech Agri Input Products Division 25,166 23,252 1,914 8.2
Plastic Division 18,354 17,615 738 4.2
Other Division 908 1,264 (356) (28.1)
Total Revenue 44,428 42,131 2,296 5.5
Domestic 40,032 37,371 2,661 7.1
Export 4,396 4,760 (364) (7.7)

Total revenue of the Company on a standalone basis has increased by 5.5% to 44,428 million in FY 2019 vis-a-vis 42,131 million in FY 2018. The major growth driver was increase in revenue of both Hi-tech Agri Input products and plastic segments.

Companys total domestic revenue has increased by 7.1% for FY 2019 to 40,032 million from 37,371 million in FY 2018. The revenue from exports has decreased by 7.7% in FY 2019 to 4,396 million from 4,760 million in FY 2018. Export sale has accounted for 9.9% of aggregate standalone sales of FY 2019 as compared to 11.3% of FY 2018.

i) Hi Tech Agri Input Products Division:

Revenue from domestic sales of Companys HiTech Agri Input Products has increased by 13.1% in FY 2019 to 22,513 million from 19,902 million of FY 2018 mainly due to significant increase in MIS project sale. Export of Hi-Tech Agri Input Products has decreased by 20.8% to 2,653 million in FY 2019 from 3,351 million of FY 2018, mainly due to completion of Tanzania project.

ii) Plastic Products:

Revenue from domestic business of Plastic Products division has increased by 2.5% in FY 2019 to 16,611 million from 16,206 million in FY 2018. The revenue from export of Plastic division has increased by 23.6% in FY 2019 to 1,742 million from 1,409 million of FY 2018.

iii) Other Division:

Other division includes Solar Water Heating systems, Solar Photovoltaic Systems, and Agricultural products. Revenues from other division has decreased by 28.1% in fiscal 2019 to 908 million from 1,264 million of FY 2018 mainly due to degrowth in solar division as a part of planned strategy.

b) Non-Operating Income ( in Million)

Particulars 31st Mar 2019 31st Mar 2018 Change absolute Change %
Incentives & Assistance 819.12 758.16 60.96 8.04

Incentives & Assistance includes government grant in the form of exemption from electricity duty, stamp duty

and industrial promotional subsidy for investment in Jalgaon and Alwar. It also includes saving in import duty on procurement of capital goods and export incentives under MEIS scheme.

c) Raw material consumption ( in Million)

Particulars 31st Mar 2019 31st Mar 2018 Change absolute Change %
Polymers, Chemicals & additives, packing material etc. 25,057.58 23,141.66 1,915.92 8.28

Raw material consumption has increased by 8.28% to 25,057.58 million in FY 2019 as compared to 23,141.66 million of FY 2018, due to change in product mix.

d) Other Expenses ( in Million)

Particulars 31st Mar 2019 31st Mar 2018 Change absolute Change %
Other Expenses 9,390.77 9,220.30 170.47 1.85

Other Expenses were increased by 1.85% to 9,390.77 million in FY 2019 as compared to 9,220.30 million of FY 2018, due to change in product mix.

e) Employees Benefit Expenses ( in Million)

Particulars 31st Mar 2019 31st Mar 2018 Change absolute Change %
Employees 3,198.34 2,880.21 318.13 11.05
Benefit
Expenses

Employee cost has increased by 11.05% to 3,198.34 million for FY 2019 as compared to 2,880.21 million of FY 2018, due to increase in select categories as a part of bi annual review of salaries.

f) Finance Costs ( in Million)

Particulars 31st Mar 2019 31st Mar 2018 Change absolute Change %
Interest Expenses 2,715.23 2404.99 310.24 12.90
Bank Charges 383.30 353.64 29.66 8.39
Total 3,098.53 2,758.63 339.90 12.32

The Finance Cost has increased by 12.32% to 3,098.53 million for FY 2019 as compared to 2,758.63 million of FY 2018, on an overall larger borrowing base.

g) Fixed Assets ( in Million)

Particulars 31st Mar 2019 31st Mar 2018 Change absolute Change %
Gross Block (net of disposal) 42,994.39 41,100.45 1,893.94 4.61
Less: Depreciation 13,530.45 11,902.60 1,627.85 13.68
Net Block 29,463.94 29,197.85 266.09 0.91

Gross block of Fixed Assets has increased by 1,893.94 million during the year under review & accumulated depreciation has increased by 1,627.85 million during the year under review..

h) Investments ( in Million)

Particulars 31st Mar 2019 31st Mar 2018 Change absolute Change %
Investment in wholly owned subsidiary (WoS)/ Subsidiary/ Step Down Subsidiary Company 10,949.20 10,791.87 157.33 1.46
Other Investment 609.83 609.83 - -
Total 11,559.03 11,401.70 157.33 1.38

There is an increase of 157.33 million in investments in WOS in JISL Overseas Limited, Mauritius & Jain International Trading B V Netherland

i) Inventories ( in Million)

Particulars 31st Mar 2019 31st Mar 2018 Change absolute Change %
Inventories 7,574.25 7,984.47 (410.22) (5.14)

The overall inventory has decreased by 410.22 million during FY 2019 as compared to FY 2018, primarily due to better working capital control.

j) Trade Receivables ( in Million)

Particulars 31st Mar 2019 31st Mar 2018 Change absolute Change %
Gross Receivables 25,467.89 18,621.64 6,846.25 36.77
Less: Impairment allowances 1,602.10 1,392.10 210.00 15.09
Net Receivables 23,865.79 17,229.54 6,636.25 38.52

The net receivables increased by 38.52% to 23,865.79 million for FY 2019 due to project related receivables as compared to 17,229.54 million of FY 2018 and there was an increase in impairment allowances of 210.00 million.

k) Short Term Loans and Advances ( in Million)

Particulars 31st Mar 2019 31st Mar 2018 Change absolute Change %
Short Term Loans & Advances 4,157.90 4,223.67 (65.77) (1.56)

Short Term Loans & Advances have decreased by 65.77 million for FY 2019 mainly due to reduction in advances.

l) Current Liabilities ( in Million)

Particulars 31st Mar 2019 31st Mar 2018 Change absolute Change %
Current Liabilities 24,006.79 22,648.99 1,357.80 5.99

Current Liabilities have increased by 1,357.80 million to 24,006.79 million for FY 2019 from 22,648.99 million for FY 2018, mainly due to increase in current borrowings by 2,875.76 million & Current Tax by 288.53 million during the year under review. The trade payables decreased by 1,682.564 million to 10,455.33

million for FY 2019 from 12137.87 million for FY 2018. Other current liabilities have decreased by 339.46 million during the year under review.

m) Long Term Borrowing ( in Million)

Particulars 31st Mar 2019 31st Mar 2018 Change absolute Change %
Long Term Borrowing (incl. the current maturities) 7,896.34 6,440.04 1,456.30 22.61

The Long Term Borrowing has increased by 22.61% to 7,896.34 in FY 2019 from 6,440.04 in FY 2018 .

n) Shareholders Funds ( in Million)

Particulars Equity Capital Premium Share Other Reserves Retained Total
Balance as on 1st April 2018 1,031.32 14,504.65 3,878.11 26,173.40 45,587.48
a) Allotted during the year
b) Share option outstanding
b) Profits for the year - - - 2,345.16 2,345.16
c) Dividend paid (incl. dividend tax) (621.67) (621.67)
d)Adjustments - - (11.71) (89.02) (100.73)
Sub Total (a to d) - - (11.71) 1,634.47 1,622.76
Balance as on 31st March 2019 1,031.32 14,504.65 3866.40 27,807.87 47,210.24

o) Dividend

The Board has proposed to pay dividend on Ordinary Equity Shares and DVR Equity Shares @ 1.00 per share (50%) to all eligible Shareholders, subject to approval of Shareholders at the ensuing AGM. The dividend cash- outgo (including dividend tax) would be 621.66 million. The dividend pay-out as percent of Net Profit works out to 26.51% as compared to 22.12% in previous year.

( in Million)

Particulars 2018-19 2017-18 Change absolute Change %
Equity Dividend 516.66 516.66 - -

Disclaimer

The Management cautions that some of statements above are directional and forward looking and do not represent correctness of the underlying projections as they are dependent on various factors some of which may be outside control of management.