SCHOOL

WEAVING
SUSTAINABILITY

WELSPUN INDIA LIMITED ANNUAL REPORT 2015-16

FORWARD-LOOKING STATEMENT
In this Annual Report, we have disclosed forward looking information to enable investors to comprehend our prospects
and take investment decisions. This report and other statements - written and oral - that we periodically make contain
forward looking statements that set out anticipated results based on the managements plans and assumptions. We have
tried, wherever possible, to identify such statements by using words such as anticipate, estimate, expects, projects,
intends, plans, believes, and words of similar substance in connection with any discussion of future performance. We
cannot guarantee that these forward looking statements will be realised, although we believe we have been prudent in our
assumptions. The achievements of results are subject to risks, uncertainties and even inaccurate assumptions. Should known
or unknown risks or uncertainties materialize, or should underlying assumptions prove inaccurate, actual results could vary
materially from those anticipated, estimated or projected. Readers should keep this in mind. We undertake no obligation to
publicly update any forward looking statement, whether as a result of new information, future events or otherwise.

CONTENTS

The Welspun
India Story 1-43 2015-16
About Welspun India
Milestones
2
4
was an exceptional year for your
Global Presence 6 company. We delivered record
Our Products and Solutions
Financial Highlights
8
14
sales, profits and expanded our
Chairmans Message 16 business in key growth markets.
Sourcing Sustainably
Environment Management
18
20
We were ranked No. 1 among the
Spun: Threads with a soul 22 Top 15 Home Supplier Giants
Our Strategy
Welspun 2.0
24
26
to USA for the 4th consecutive
The People Edge 28 year. Our unmatched focus on
Corporate Social Value
Swachh Welspun Abhiyan
30
40
customer centricity, innovation
Awards & Recognition 42 and technology enabled us
Corporate Information 43
to strengthen our leadership
position.
Governance
Reports 44-106
Revenue up by EBIDTA Margin at

13%
Management Discussion
and Analysis
Directors Report
Corporate Governance Report
44
64
94
YOY 26% UP BY 202 BPS

Profit after tax up by EBIDTA up by

Financial
Statements 107-205
30% YOY 20% YOY

Standalone 107
Consolidated 161

For more information please visit www.welspunindia.com

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

Welspun India is guided by the belief that

sustainability is about crafting material impact for
its stakeholders and communities. This helps us
understand the rapidly transforming market and
prepares us to align our insight to build sustainable
business models, communities and environment.

As India implements significant initiatives focus on the 3Es - Our overall efforts reflect a
policy measures for greater Education, Environment and higher purpose that goes
social inclusion, our designs, Health and Empowerment. beyond our products and
products, and initiatives Our objective is to seamlessly bottom line.
are intertwined for our own integrate our weaves with
sustainable future and the the lives of our community Our sustainable operations
communities that we operate in. members. result in, not just better value
for our stakeholders but also in
We strongly believe in the By creating such experiences, improving the society around
exciting synergies achieved we ensure our growth positively us and the communities that we
from our sustainable business impacts livelihoods and serve.
model. They ensure consistent environment.
performance, optimal resource
allocation and value creation for
our stakeholders.

Sustainability forms an intrinsic

part of our DNA at Welspun
India and does not just stop
at having a business model that
is strongly sustainable for times
to come. It is reflected from
sourcing cotton responsibly, to
the multitude of environment-
friendly practices in
manufacturing and operations,
to our initiatives under the
SPUN project. Besides this, our
Corporate Social Value (CSV)
ABOUT WELSPUN INDIA

A part of the US$ 3 billion Welspun Group, Welspun India

Limited (WIL) is one of the worlds largest home textile
manufacturer. Welspun India is a fully integrated one-stop
shop for home textiles. Our product portfolio comprises
of towels, bath robes, bath rugs/mats, area rugs, carpets,
bed sheets, utility bedding and fashion bedding.

Our presence across categories

34% With a distribution presence in
more than 50 countries, WIL is helps in cross-selling and provides
of FY16 sales was contributed us with the competitive edge as a
also the largest exporter of home
by innovative products
textile products from India and has complete home solution provider
developed/ owned by the
been consistently recognised by to our clients. Major global markets
company
TEXPROCIL for last several years. for us constitute US, UK and
During FY16 we also became the Europe. Welspun India actively
largest exporter of bed linen from engages with emerging markets
India. like India, Middle East and China
and new markets like Australia,
The Company has world-class
During FY16 we became the Latin America and the Far East.
manufacturing facilities at Anjar
largest exporter of bed linen
and Vapi in Gujarat. Centered on
from India.
excellence and transparency, WIL Our revenue growth is driven by
has been a trusted partner to 18 volumes from existing and new
of the top 30 global retailers such customers, new geographies,
as Walmart, Costco, Bed Bath and new product categories and new
Beyond, Target, Macys, Carrefour channels such as e-commerce,
and so on. hospitality and healthcare.

What makes us different

FULLY INTEGRATED PRODUCT SUSTAINABLE
SUPPLY CHAIN DEVELOPMENT BUSINESS MODEL
We have a fully backward and & DESIGN Strongly reflected through our
forward integrated supply INFRASTRUCTURE efforts right from sourcing cotton
chain where we engage with We have state of the art design responsibly to environment
the customers on various studios in Mumbai, Anjar, Vapi and friendly practices in manufacturing
levels . New York. and operations.

ENHANCED BUSINESS FOCUS ON INNOVATION

CAPABILITIES TRANSFORMATION AND BRANDING
We invested USD 380 mn ACROSS VALUE CHAIN Our customers are at the heart of
from 2013-14 to 2015-16 for We are engaging with global our innovation philosophy. 34%
modernisation, automation consulting firms to transform our of FY16 sales was contributed by
and expansion of our facilities. value chain. innovative products developed/
This investment will help us owned by the company. We have
in increasing the capacities 26 patents including pending ones.
at required time in the future During FY16, the share of branded
without investing too much in sales reached 13% in the overall
upgradation. sales of the company.

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Few of our global retail partners

UNITED STATES INDIA EUROPEAN UNION

Bed Bath & Beyond, @Home, HomeTown, Auchan, Carrefour, JYSK,
Costco, Home Depot Lifestyle, Shoppers Stop, Kaufland, LIDL, Rusta
Macys, Target, All major e-tailers
Walmart 1000+ multi brand outlets

UNITED KINGDOM
ASDA, Debenhams,
House of Frazer, John
Lewis, Tesco, Sainsbury,

Our definitive strengths

Currently, our home textile Since 2005, our textile
Welspun India is one of the
products are exported to over business revenue has posted
worlds largest home textile
50 countries and are sold by 18 22% CAGR.
manufacturer and supplier.
out of the top 30 global retailers We have 26 global patents
Our state-of-the-art such as Walmart, J C Penny and including pending ones.
manufacturing facilities are Macys.
located at Vapi and Anjar in We are certified as a Womens
Gujarat, India. We are also the proud suppliers Business Enterprise by
of towels to sports tournaments the US-based WEConnect
Welspun India has been ranked such as the Wimbledon International.
No. 1 among the Top 15 Home Championship, 2015 Rugby
Supplier Giants to USA for the World Cup and ICC World 1st Indian textiles Company to
4th consecutive year by Home & Twenty20 India 2016. be certified with the Egyptian
Textiles Today, a leading industry Cotton Trade Mark.
magazine. For the record, every 5th towel
sold in the US is manufactured
by Welspun India.

Annual Report 2015-16 | 3

MILESTONES

2005
Welspun sets up its
manufacturing facility at
2011
Anjar, Gujarat. Welspun India Ltd. raised
INR 1,560 million through
Qualified Institutional
Placement.
Conferred with
Sustainability Award
for Process Innovation
by Indian Carbon
Outlook.
1993
Welspun India sets up its
2008
manufacturing facility at Vapi, Marked our entry into the Rugs
Gujarat. category.

2000 2010
Welspun USA incorporated Welspun India Ltd.
as a wholly owned demerged its Sales and
subsidiary of Welspun India Marketing and Investment
Ltd. divisions into two separate
companies Welspun
Global Brands Ltd. and
Welspun Investments
& Commercials Ltd.,
respectively.

1985 2006
Our journey began as Acquired Christy the
Welspun Winilon Silk most prestigious brand of
Mills Pvt. Ltd., a synthetic towels in the UK.
yarn business in India.

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1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

2016
Ranked No. 1 among the Top 15
2014 Home Supplier Giants to USA
for the 4th consecutive year
by Home & Textiles Today, a
No. 1 Home Textiles exporter leading industry magazine.
to the US for the 2nd
consecutive year. Expanded the sports portfolio
to manufacture towels for
Initiated backward Rugby World Cup and ICC T20
integration in Spinning and World Cup 2016.
Weaving at Anjar.
1st Indian textiles Company to
Welspun Global Brands Ltd. be certified with the Egyptian
recognised as a Certified Cotton Gold Seal.
Woman Business Enterprise.
Highest Overall Global Exports,
Conferred with Highest Exports in Bed
Environmental Growth Category and Highest Exports
through effective Recycling in Towels Category from India
and Energy initiative Award TEXPROCIL.
by Business Excellence
Awards. Conferred with Responsible
Sourcing Award by Target.
Conferred with Green
Believers Award by Frost & Conferred with Frost &
Sullivan. Sullivans Sustainability 4.0
Challengers Certificate of Merit.

2015
No. 1 Home Textiles exporter to
the US for the 3rd year in a row.
Commissioned Indias largest
spinning facility under one roof
at Anjar, Gujarat.
Foray into e-commerce: Launch
of Shopwelspun.in in India and
Shopwelspun.com in the US.
Launched major campaign
for Spaces in India with actor

2013 Parineeti Chopra as the brand

ambassador; launched the
No. 1 Home Textiles brand, SPUN, globally; Hygro
exporter to the US by branding campaign in the US,
Home & Textiles Today. and Christy stores in China.

Re-organisation of the Conferred with Global Inclusion

home textiles business and Diversity Award by J C
and consolidation of Penney.
the textiles business Conferred with Green
under a single umbrella Manufacturing Excellence
to create a unified Award by Frost & Sullivan.
stronger entity.
Conferred with Golden
Peacock Eco Innovation Award.

Annual Report 2015-16 | 5

GLOBAL PRESENCE

Delivery and Reach in over

50 countries

Corp HQ/Marketing Offices Country Served

Manufacturing Facilities Warehouses

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Annual Report 2015-16 | 7

OUR
PRODUCTS
AND
SOLUTIONS
We seek to redefine our
customers tastes and needs
while designing, innovating
and manufacturing our
products.

8 | Welspun India Limited

Our Brands

Hygrocotton is an ingredient
brand where the fabric is
made via a patented fabric
manufacturing process.

Largest Terry Towel brand in the

UK, growing well in China and the
Middle East. Present in the US;
good growth in e-commerce.

Premium brand with presence in

India, Footprint of 200 shop-in-
shop outlets and distribution.

Value brand in the UK with a

focus on bedding. Targeting the
affordable fashion segment.

Value brand; presence in India

via mass retailers; also growing
via distributors.

Handcrafted indigenous products

like decorative pillows, rugs, table
linen sets, duvet covers, quilts and
other accessories made out of
remnant fabric.

Annual Report 2015-16 | 9

 Towels
Leading supplier of bath
towels in the US. Every fifth
towel sold in the US is made
by us.
Product range includes wash
cloths, face towels, hand
towels, bath towels, bath
sheets and beach towels.
Understand the unique taste
and requirements of our
customers and this reflects in
the towels that we make.
Differentiated products
comprise simple, solid colour
towels to intricate yarn-dyed
jacquards.
Manufacture towels using
carded/combed cotton, ring
spun, zero twist, low twist
and Hygrocotton yarns.

Bath Rugs/Mats
Added bath rugs
manufacturing plant with a
capacity of 8 mn pieces in
2009.
With machine tufting and
hand tufting capabilities,
it manufactures Cotton,
Nylon, PET and Polyester
filament-based Drylon and
Resilon yarn rugs and the bi-
component fibre (BCF) rugs
called Kushlon.

Bed sheets
Largest supplier of bed sheets from
India in FY16.
Began bed sheets production in 2004-05
with a sheeting facility at Anjar, Gujarat.
Produces solid-colour flat and fitted sheets,
damask stripes, intricate jacquards and
woven dobby patterns across thread
counts in cotton and blended yarn/fabric.
Equipped with rotor and digital printing
capabilities.

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Utility Bedding
Manufactures pillow fillers,
mattress pads and down-
alternative filled comforters,
known as Utility Bedding, at
Anjar.
Fashion core comforters
in solid and stripes that
coordinate with its sheets
also produced.

Fashion Bedding
Welspuns design studios
create and develop unique
printed and woven textured
patterns for bedrooms.
Utility and Fashion Bedding
capacities produce a
combined 1.8 mn units per
annum.

Area Rugs
Our expertise in fibre extrusion
and design innovation
provides us with a diverse set
of products and styles.
Welspun uses consumer
research to develop best-in-
class merchandising aids.

Annual Report 2015-16 | 11

HYGROCOTTON

Welspun has a unique range of Hygrocotton

products where the fabric is made via a patented
fabric manufacturing process leading to hollow core
yarns. A path-breaking process that helps regulate the
temperature of the fabric keeping it cool in summers
and warm in winters while the towels get loftier and
absorbent after every wash. The Hygrocotton product
range includes bed sheets, towels, rugs and comforters.

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1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

PRESTIGIOUS SPORTS PORTFOLIO

Every year Welspun produces Championship, Welspun India
over 100,000 towels for the has expanded its prestigious
Championships Wimbledon, sports portfolio to include towels
the majority of which are for the Rugby 2015 World Cup
sold during the tournament and ICC World Twenty20 Cricket
fortnight. Christy, a Welspun Tournament.
brand has been a proud
licensee of the towels for 29
years now.

The championship towels are the

fastest selling product during the
tournament and have become
the iconic must have product of
the event.
After being the official towel
suppliers to the Wimbledon

Annual Report 2015-16 | 13

FINANCIAL HIGHLIGHTS

Sales Growth Operating PAT

13%
EBITDA margin
7Bn
26%
INR

Net Debt to Equity Net Debt to ROCE (pre-tax)

1.3X Operating EBITDA

26%
1.6X

Long term Credit Positive Free Cash Per Share

Rating upgraded to Flow Total Dividend

AA- A+ from
3.8Bn INR 1.30 INR
(after capex of ~11 bn) (130% of the face value)

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1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

Cash Profit (` Million) Networth (` Million) Net Fixed Assets (` Million)

11,487 19,877 33,435

14,318 26,049
9,017 25,609
11,097

6,237

FY14 FY15 FY16 FY14 FY15 FY16 FY14 FY15 FY16

Revenue (` Million) EBIDTA (` Million) EBIDTA Margin (%)

59,795 16,490 27.6

25.8
53,025 23.4
13,691
43,720
10,253

FY14 FY15 FY16 FY14 FY15 FY16 FY14 FY15 FY16

Annual Report 2015-16 | 15

CHAIRMANS MESSAGE
My dear fellow
stakeholders,
I am pleased to share with you that
the fiscal 2015 -16 was a landmark
year for Welspun India Limited.
Firstly, in this Financial year, your
Company achieved record annual
sales and profit. Secondly, we were
ranked as the No. 1 Home Textile
Supplier to the US for the fourth
year in a row. Im also proud to
announce that we have become
the first Indian textile Company
to receive the Egyptian Cotton
Trade Mark Certification Gold
Seal. All this has been possible
owing to our unique approach to
Home Textiles which has helped
us cement our leadership position
across the globe.

WELSPUN 2.O
Friends, we now have a new
vision, mission and values and are
undertaking initiatives to transform
Welspun into an institution in the
times to come. As we have taken
the first step towards this journey
that we call Welspun 2.O, we
have adopted Leading Tomorrow
Together as our new philosophy
for the Group.

Our textile industry, like several

others, is being profoundly altered
by new technologies and changing
customer expectations. As we
take Welspun India to the next
level with Welspun 2.O, we are
assessing our businesses through
a fine lens. We have aligned our
focus on people development
and professional management.
2015 -16 was a landmark year Through this we are targeting a
stronger leadership pipeline that
for Welspun India Limited. can consolidate Welspun Indias
position as one of the Most
Your Company achieved record Innovative Home Textiles company
annual sales and profit. We were in the market and a great place to
work. Our future success depends
ranked as the No. 1 Home Textile on our ability to harness our
market intelligence, unique product
Supplier to the US for the fourth portfolio and brand offerings.
year in a row. Our consistent Therefore, we are continuously re-
engineering ways to elevate client
focus on customer centricity and experiences through collaboration
by launching innovative products
innovation has shown results. with technology as the back-
bone to achieve inclusive and
sustainable growth.

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DELIVERING ON COMMITMENTS Company has 20% market share Inclusive Growth

All our efforts have translated in the US in towels and 11% in bed We have worked tirelessly
into strong financial results. Over linen. in uplifting and empowering
the years, we have consistently communities. Taking forward the
delivered on our commitments, Innovation Governments vision of turning
better than what we promised. In line with our vision of Welspun every village into a Smart Village,
FY15-16 was also a stellar year, 2.O, we are working diligently on I am happy to share that we
as we crossed the ` 7 billion PAT differentiating ourselves from our instituted our very first Smart
milestone. We also generated peers to establish top-of-mind Village at Versamedi in Anjar,
positive free cash flows during the recall for our customers and Gujarat. Based on the principle of
year. Our brand Spaces Home & clients. Our major thrust has been 5Es, we are securing education for
Beyond was one of the key focus on innovation and development children, empowering communities
areas for the domestic market of new products. Apart from with livelihoods, providing essential
resulting in strong growth in the our own innovation lab, we have infrastructure and e-connectivity
domestic retail segment i.e., 47% partnered with various institutions with a focus on environment and
during the year. The share of to develop new products and health.
branded sales has reached 13% in solutions. Currently Welspun India
the overall sales of the company, has twenty- six patents (including VISION 2020
up from 11% during the previous pending ones). In fact, 34% of the As stated in my last years
year. Apart from this, the Company FY2016 sales were contributed by message, the outlook for the
has also increased its focus on innovative products developed/ Indian home textile industry
new channels such as e-commerce owned by the company. continues to be positive. The
and hospitality resulting in new Indian industry is expected to
channels contributing 5% of overall Branding further expand its market share
sales. We are also developing In the past year, we have in the US, Europe and Japan as
various products specifically to consistently worked on branding well as the domestic market. In my
cater to the hospitality segment and marketing our innovative view, Welspun India is poised to
customers. The hospitality products. We undertook a highly capitalise on this opportunity with
business of the Company has successful nation-wide media additional capacities in Towels,
doubled during the year. campaign in the US for our patent Bed Linen and Rugs and Carpets.
Hygrocotton which is also now Keeping these factors in mind, we
Customer-Centricity an ingredient brand. This resulted have coined our Vision 2020 for
During the year, we have in Hygrocotton crossing the Welspun India.
significantly enhanced our US$100 million milestone in sales
customer focus by strengthening and accounting for more than 10% Through our Vision 2020, we
our product portfolio. With an of the companys overall revenues. intend to achieve:
emphasis on technology and Revenue: USD 2 bn
through the use of Data Analytics BUILDING A RESPONSIBLE Net debt: Nil
and VMI Support, our focus is to BUSINESS Innovative share: 40%
enhance product differentiation Sustainability Branded share: 25%
and develop unique designs that Domestic share: 20%
provide us significant competitive Water being a principle element in
advantage. Also, in order to cater Welspun Indias operations, we have Lastly, I take this opportunity
to the growing demand, we have taken a significant step this year to express my sincere gratitude
increased our capacities during the towards water recycling. In order to our Board of Directors, our
year. We increased our towel and to fulfill the Clean Environment Management, our dedicated
sheet capacity by 20% each during campaign by the Government of employees and our esteemed
the year. We are further increasing India and our sustainable water customers and suppliers, bankers
these capacities in FY17 towels requirements, we have entered into and investors, for their unrelenting
from 60,000 MTPA to 72,000 a concession agreement with Anjar, dedication, support and
MTPA, sheets from 60 million Gandhidham - Adipur Nagar Palika commitment to Welspun.
metres p.a. to 90 million metres and are in the process of setting up
p.a. and rugs and carpets from 8 a 30 MLD sewage treatment plant Sincerely,
million sq. metres p.a. to 10 million with the necessary allied works, in
sq. metres p.a. order to recycle and reuse the waste
water generated in these cities.
With its global reach, delivering
to more than 50 countries and Through these efforts we intend to
18 of the top 30 global retailers, decrease our dependency on fresh
Welspun India is the preferred water consumption which would Best Regards,
choice for its clients in the Home increase the availability of fresh water Balkrishan Goenka
Textiles space globally. Today, the for the communities around us.

Annual Report 2015-16 | 17

BCI-CERTIFIED VENDORS
We are aware of the environmental impact of large
quantities of water and pesticides sprayed for cotton
cultivation. The negative effect of climate change on
the production of the crop is also a matter of concern
for us. Keeping this in mind, we procure a certain
amount of cotton from Better Cotton Initiative-certified
vendors. This ensures that the cotton used by us is
responsibly sourced, environmental impact is reduced,
and leads to improved livelihoods and economic
development in the cotton producing areas of India.

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SOURCING
SUSTAINABLY

As a purpose-driven
manufacturer of home textiles,
we are committed to being
inclusive and providing textile
products and solutions using
environment friendly practices.

It is our primary objective

to implement sourcing
methods that also positively
make a difference to
farmers lives who grow
cotton, the key raw material
of our value chain.

In addition, our facilities at

ORGANIC PRACTICES Anjar and Vapi are certified by
To minimise environmental OKEO-TEX Standard 100, a
impact we have aligned the test and certification system for
manufacturing of certain product safety and sustainable
products as per the guidelines production. We follow the
set by Global Organic Textile REACH (Registration, Evaluation,
Standard (GOTS). The guidelines Authorisation and Restriction of
ensure that textile products are Chemicals) regulations that restrict
manufactured organically, right the use of harmful substances
from the harvesting of cotton to during our manufacturing
manufacturing that is carried out processes and reuse cotton waste
in a socially and environmentally to lower the consumption of our
responsible manner. key raw material.

Annual Report 2015-16 | 19

ENVIRONMENT
MANAGEMENT
Environmental conservation
is embedded in our business
operations. Through efficient
environment conservation
practices we also contribute
towards the development of
our neighbouring communities.

At Welspun India, we
are committed towards
leadership across our
business operations and
attaining leadership in
environment management is
a strategic imperative.

We have a system that

helps the organisation to
adhere to environment
protection measures.

KEY PRACTICES IN We sensitise employees WATER MANAGEMENT

PLACE and generate awareness on
Water is a principal element
environmental conservation,
Sustainability is inherent to our for Welspun Indias operations.
primarily on the ways to
product innovation and design. Importantly, recycling water is critical
save water, reduce energy
At Welspun India, we have since it is a scarce resource.
consumption, plant trees and
introduced eco smart rugs and Waste water is recycled and
reduce waste.
recycled polyester products as reused at Anjar and Vapi
well as other items produced We reduced energy consumption manufacturing units of Welspun.
with minimal usage of water and at our plants by efficiently utilizing Presently, no Municipal Sewage
energy as part of our Bath, Bed the Condensate Heat Recovery Treatment Plant is available in the
and Rugs product lines. method. Over and above this, city of Anjar, Gandhidham and
We also encourage environmental Energy efficiency projects were Adipur.
awareness among our employees. carried out based on the results of
We have entered into a
In the absence of proper methods Energy Audits.
concession agreement with the
of e-waste disposal at homes,
We compressed our secondary Anjar, Gandhidham - Adipur
we encourage our employees
packaging to ensure less space Nagar Palika, to set up a sewage
to dispose their e-waste at our
taken and more products treatment plant with necessary
corporate office. The e-waste
transported, thus, reducing allied works. This would enable
is then disposed through a
emissions substantially. recycling and reusing of sewage
responsible vendor.
water which will be used for

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our operations thus decreasing

the intake of fresh water for our
manufacturing processes.
We intend to decrease our
dependency on fresh water
consumption which would increase
the availability of fresh water for the
communities around us. Biogas Plant at Anjar

WASTE MANAGEMENT
for constructing workers homes We send our waste PET bottles
We reuse waste as an alternate
and boundary walls. for recycling through an NGO
source of material that can be
At Anjar, we have a bio gas plant at our corporate office thus
used in a different operation of our
that converts bio-degradable mitigating the harmful impacts
business.
waste to energy. The kitchen to the environment. We also
For instance, we reuse coal send the waste paper at our
waste as well as horticulture waste
ash - waste generated from our corporate office to the same NGO
is sent to the bio-gas plant that
operations - to make bricks used for recycling and the same gets
generates energy for cooking
meals in our canteen at Anjar. converted to note pads.

Annual Report 2015-16 | 21

SPUNTM WASTE NOTTM EXPLORE RICHES The trail begins with an overnight
Driven by the local women OF KUTCH WITH stay at Welspun City, Anjar, followed
artisans of Kutch, the SpunTM SPUNDANA TRAIL by a visit to the SPUN vocational
Waste NotTM is a model wherein The change that the SPUN centres at Ratnal and Khambra.
factory scraps are re-used Project is bringing about Visitors get a first-hand experience
in innovative ways to create needs to be experienced. This of the efforts of talented women
a catalogue of sustainable thought led to the genesis of at work. A visit to the Fossil
contemporary products, such the SPUNDANA Trail. Signifying Park follows that has the largest
as decorative pillows, rugs, table positive vibrations and premium collection dating back to
linen sets, duvet covers, quilts motivations, SPUNDANA is a the Indus Valley Civilisation. A stop
and other accessories with an journey aimed at experiencing at Nirona, an artisans village is next.
indigenous appeal. the lost arts of Kutch, women Artisans here specialise in Rogan
empowerment and the SPUN Art, Bell Making and Leather work.
project.

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SPUN:
THREADS
WITH A SOUL
By reviving traditional arts
and indigenous techniques
such as block printing, kantha
embroidery, mirror work and
applique techniques,

the SPUN project seeks

to empower rural women
artisans and craftsman
and connects them with
the global markets.

This is followed by a view of the

sunset across pristine miles of the
White Rann. A traditional Kutchi
haveli at Devpur is the venue of
dinner that includes regional cuisine
and a home stay. This trail will soon
be opened for travellers.
The Traditional Kutchi Haveli at Devpur

SPUNDANA
Seeks to garner support for the daughters of the desert through memories
of Kutch and souvenirs from SPUN.
Designed by one of Indias Top 10 travel bloggers, Lakshmi Sharath, and
Kutch expert, Krutarthsinh Jadeja.

Annual Report 2015-16 | 23

OUR STRATEGY HOW WE WEAVE VALUE

Our business model seeks to weave and sustain long-term

value for the stakeholder ecosystem that we operate in.
We have adopted a clear strategy, in line with our Vision 2020, that seeks to potentially
transform our business. The process has begun and our focus is aligned to an efficient
value chain, improved market share, greater integration of the supply chain, enhancing
capabilities, launching newer and better products. Importantly, we aim to derive
competitive advantage and increased economic value from our operating model.

CUSTOMER CENTRICITY and design efforts. From ideation UNIQUE REVENUE MIX
IS KEY TO SUSTAINABLE of design, to customer interactions, AND HIGHER MARKET
VALUE CREATION our teams collaborate to enhance SHARE
Customer centricity plays a product differentiation and Our unique innovation-
critical role in designing and develop unique designs that led, market oriented and
creating best-in-class home textile provide us significant competitive purpose driven approach has
products. We consistently design advantage. Our teams marry significantly grown our business
and offer new solutions to delight consumer needs from 50 countries in 2015-16 by 13%. Innovative
our customers. During the year, with insight and a well-planned products contribute 34% to the
we further enhanced customer brand and delivery focus. The overall revenue. We improved
focus strengthening our product Product Development team and our market share in the US
portfolio. In addition, we have Welspun Innovation Lab contribute Towels segment to 20.1%; 11.3% in
sustained our leading position in to new design themes. While our the US Bed Linen segment. Our
Terry Towels and Cotton Sheets Technology and Product delivery domestic retail operations grew
segments in the US. resources use B2C/B2B Connect, 47% on account of a focused
Data Analytics and VMI Support to marketing and branding strategy
Our efforts have resulted in higher offer better solutions to customers. and stronger relationships with
market share in the US market Such capabilities have contributed key customers.
compared to the previous year. substantially to our industry
leading products, market growth Branded products contribute to
Our state of the art design studios
and adaptability to changing 13% of the total revenue.
drive our product development
segment demands.
Our new channels, including
the e-commerce venture, has
considerable growth potential
and currently contributes 5% to
the top line.

Customer centricity
plays a critical role in
designing and creating
best-in-class home
textile products. We
consistently design and
offer new solutions to
delight our customers.

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1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

EMINENT POSITION IN THE US MARKET

Cotton Bed sheets (%) Terry Towels (%)

46.9 48.1 38.3
11.3 36.5
9.9

16.4

20.1
25.8 24.7
22.7 21.9
23.3 11.322.8
India India India 15.1 India
16.4 14.9
16.5 16.3 20.0
WIL WIL WIL WIL
13.3 12.8
China China China China
Pakistan Pakistan Pakistan Pakistan
ROW ROW ROW ROW

2014 2015 2014 2015

Source : OTEXA, Company Financials

UPGRADING INNOVATIVE PHILOSOPHY

CAPABILITIES,
CONTINUOUS MARKET INSIGHTS
INVESTING FOR IMPROVEMENT AND FEEDBACK
TOMORROW
Technology and Automation
CUSTOMER INNOVATION
are among our key business FOCUS
DELIVERING UNIQUE
differentiators, which allow us to be CUSTOMER AT THE PRODUCTS
EPICENTER FOR
nimble, resilient and innovative. A INNOVATION SUPERIOR QUALITY
PRODUCT OFFERING
significant part of our capex in the
last three years was to modernize
our manufacturing systems. The
objective of this initiative was
backward integration and increase
SUPPLY CHAIN
operational efficiency. Preparing for SOLUTIONS MANAGEMENT
ONE STOP SHOP FOR
the future is a key imperative for us HOME TEXTILES DELIVERY ACROSS
LOCATIONS
and we will invest another USD 120 END-TO-END
SOLUTIONS FOR WAREHOUSING AND
million for plant modernization and CUSTOMERS STORE DELIVERIES
finished product capacity expansion
in FY 17.
Higher utilization of world-class INNOVATE ACROSS PRODUCT
capacities allows us to scale our THE VALUE CHAIN AND DESIGN
business with lower marginal costs.
The project will further enable
vertical integration. This enables us
to be nimble with faster speed-to-
market.

Annual Report 2015-16 | 25

WELSPUN 2.0
TOMORROW TAKES WINGS TODAY

During the year, we embarked on a historic, transformative

journey that has the potential to shape Welspun India of
the future.

Our journey is inspired from our

fundamental abilities: an ambition
to grow big and our risk-taking
capability. This spirit essentially
defined our growth till 2015.
However, as we prepare to address
the markets, customers and
growth strategies for the future,
we embarked on a new journey, a
journey we call Welspun 2.0. We
are gradually equipping ourselves
for the future with renewed goals
and revolutionary initiatives.

OUR VISION
Delight our customers through
innovation and technology,
achieve inclusive and sustainable
growth to remain eminent in all
our businesses.
By 2020, we aim to be amongst:

The top 2 value creators in

each of our business

The top 10 most respected

Indian brands

OUR PHILOSOPHY
Leading Together
Integrity, Dare to Risk, Speed Inclusive Growth, Collaboration,
Adaptability
Tomorrow
Innovation, Technology, Customer
Centricity

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WAY OF LIFE Social Value by contributing our

A clear and ambitious vision bit towards the community and
is the bedrock of strong and the environment. We are making
uncompromising values. These Welspun an employer of choice
values then shape a whole new for women through progressive
way of life. At Welspun, we have policies. We are also consciously
identified some key attributes that working towards increasing
we must all consciously build into the women work-force by 20%
our daily routine. These will help us across the Group, by the year
change our approach to work and 2020.
us achieve our mission together.
We have always been
ahead of our competition
OUR CORE VALUES because of our high level
Customer Centricity of commitment and team
We understand our customers and work. Whatever, Welspun
always act in their best interest. We Accepting Future is today is because of each
make them central to everything and every Welspunites hard
we do and share their stories We are committed to being work and dedication. As I
across the organisation. We live by relevant through technology see the rich potential in the
a customer-first philosophy and and innovation, by responding team that we have all built
prioritise them over everyone else. to customer needs and by and as we focus on our
encouraging our people to dare 2020 vision, I am extremely
Technology
to risk. We are finding new ways proud and confident. I know
We embrace technology to elevate
to work, shape a new culture and that my dream of Welspun
performance. We are working with
create a sustainable enterprise. becoming an institution will
colleagues and are simplifying
We are fulfilling our social become a reality.
processes to make technology
responsibilities and will continue to
work for us. We are adapting to - BK Goenka
foster women empowerment at all
change willingly to make things Chairman,
times.
better in the future. Welspun Group
Collaboration
We are working together towards
common goals that put Welspun
first. We are developing a strong
sense of connect and trust with
people we work with across teams
and are willingly sharing credit and
success with those who helped
us along the way. We are breaking
down silos between departments
and work as One Welspun.
Inclusive Growth
We are committed to giving back
to the society. We consciously aim
to build and enhance Corporate

Annual Report 2015-16 | 27

THE PEOPLE EDGE

The people charter at Welspun India is driven

with considerable focus on building skills relevant
for the new age, acquire competitive advantage
and provide sustainable business edge.
We have focused on inculcating a transformational culture with an emphasis on
technology and processes. Some of the key initiatives during the last financial
year included.

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We strive to strengthen our IMPLEMENTATION OF HR TRANSFORMATION

Leadership pipeline. We have
SUCCESS FACTORS AT High performance is the top
built our design for this,
right from diagnostics to
THE GROUP LEVEL priority for us. To instil this culture,
development to future- We commenced this initiative in we have embarked on a journey
readiness. 2015-16 and intend to complete that focuses on adoption of best
its implementation across the in-class practices, processes and
organisation. The objective is policies. We have also built a
to have a consistent people standardised induction and on-
process system that streamlines boarding module that ensures
decision making. In addition, we a unique end to end candidate
have continued with our work on experience.
building a unified Welspun culture
and experience. The focus on four SKILL DEVELOPMENT
values of Customer Centricity, Training and Development is
Collaboration, Technology and the foundation of growth for an
Inclusive Growth has been individual, the organisation and the
enhanced. nation. We leveraged our corporate
resources and expertise to provide
LEADERSHIP BUILDING
tailor-made programmes that
REMAINS A THRUST
accelerated the growth of our own
AREA
people.
We strive to strengthen our
Leadership pipeline. We have
built our design for this, right from
diagnostics to development to
future-readiness. Execution has
begun and we have committed to
build in-house talent pipeline and
prepare them for future roles.

Annual Report 2015-16 | 29

MAKING
CHANGE
HAPPEN
TOGETHER
VIRTUOUS CYCLE OF
SOCIAL DEVELOPMENT AT WELSPUN
Education
 Child and adult education
Interventions

The 3Es of
corporate
social value

Environment & Health 

Empowerment
 Sustainability Focus  Vocational training
Health Camps Employability
Mobile Medical Vans
 Natural/recycled
products
300K trees planted
Rain water harvesting

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Annual Report 2015-16 | 31

CORPORATE SOCIAL VALUE
CREATION BY FOCUSING ON 3Es

EMPOWERMENT

We believe in empowering the

community to improve their lives,
through enhancing their skills
and positively impacting their
livelihoods.
We strive to make people active solutions to address the myriad
partners. We champion social social challenges associated
entrepreneurship through our with a growing India. Our efforts
programmes that empower women are woven in our heritage as
and our own people. Going ahead, a home textiles manufacturer,
we will continue to innovate, and therefore, we add value by
strengthen our ongoing CSR leveraging our expertise serving
activities and expand the scope the women through offering
and coverage of our programmes. them opportunities at our various
Our initiatives for the local women vocational centres.
offer innovative and sustainable

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Global
Womens
Economic
Empowerment
Initiative
Welspun works with Walmarts
SWASTI foundation for Women
Empowerment and Training.
Through this partnership, we
have successfully trained 2,335
women in foundation-level
course and another 519 women
in advanced level course.

Annual Report 2015-16 | 33

CORPORATE SOCIAL VALUE
CREATION BY FOCUSING ON 3Es

Our key initiatives on promoting

EDUCATION education include:
Welspun Vidya Mandir at Anjar
focuses on providing quality
education to 1500 students, up
We have demonstrated an ability to be to standard XII and following the
guided by our belief that we can create CBSE curriculum. Extracurricular
activities such as community
an impact beyond yarns and textiles. engagement, welfare
Education can change lives for the programmes, art and crafts
are integrated into a holistic
better. Over the course of the next five learning approach.
years, by 2020, we plan to extend the Quality Education Project at 41
reach of our education projects to all government schools in Anjar
reaches out to over 10,000
government schools in Anjar. students.
Deployment of 60 Para
teachers at Anjar.
Smart Classes installed in all
28 schools in Anjar to deliver
the curriculum in an engaging
and interactive audio-visual

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format. Libraries, furniture and

televisions to aid teaching
through audio-video mediums
were installed in primary schools
at Kudregundi & Holalu villages
in Mandya.
3 Adult Literacy Classes for 175
women at 3 villages in
Anjar, Ratnal, Sinugra and
Satapar.
Vocational training at a
Secondary School in Ratnal,
Anjar where 55 students from
the 9th grade are being trained.

41
Government schools at Anjar

60
Para teachers at Anjar.

Annual Report 2015-16 | 35

CORPORATE SOCIAL VALUE
CREATION BY FOCUSING ON 3Es

ENVIRONMENT AND HEALTH

Some of our initiatives in the Environment and Health

segment include setting up of RO plants around our
facilities, conducting health camps, providing mobile health
vans, constructing sanitation facilities, planting of trees and
bio-diversity drives.

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Our efforts comprised out to 17 villages with a target for elderly people where 468
Partnered Anjar, Gandhidham - of over 20,000 individuals. individuals were screened and
Adipur Nagar Palika to build a Health Camps were conducted 85 referred for eye surgery.
sewage treatment plant (STP) to address specific healthcare Facilitated a Pulse Polio Drive
at Anjar. The project will recycle concerns. We provide healthcare in association with District
and treat waste water generated support facilitated by specialists Government Health Department
in the two cities. The total water and trained doctors through across Mandya District.
requirement at the Anjar plant periodic medical check-
will be met by processed water ups, diagnosis camps, blood Community based RO
from the STP. We intend to donation drives, and awareness plants installed in 4 villages-
decrease our dependency on sessions on maternal healthcare, Versamedi, Satapar, Lakhapar
fresh water consumption which child care, malnourishment, HIV/ and Ambapar and 1 250 LPH
would increase the availability of Aids, hygiene and sanitation. installed in Versamedi Primary
fresh water for the communities School, providing pure drinking
To promote hygiene and water to over 20000+ villagers
around us.
sanitation, 1500 toilets have and around 700 school children.
Created awareness among been constructed at 18 villages
communities to plant trees and in Anjar, Gandhidham and
distributed saplings. Rapar Taluka.

Green Village program: 8000 Blindness Control Program

saplings planted in 14 villages of
Anjar Taluka.
200 saplings planted at 2 govt.
schools in Mandya.
Beach Cleanup drive at Juhu
beach by employees after
Ganesh Chaturti.

LENDING A
HELPING HAND
WFHK commits to promote
and protect community health
through a range of initiatives from
delivering preventive healthcare
services, improving community
hygiene and sanitation, providing
clean drinking water, awareness
and blood donation drives, and Pushing ahead with a
improving the quality of healthcare meaningful growth agenda
infrastructure.

Our key initiatives include: We are proud of our CSR achievements. Nevertheless,
there is a lot of ground to cover and our priorities for
Mobile Health Vans (MHV) have
2016 have opened up a world of possibilities. Our
been deployed in partnership
targets for 2016 include substantial growth across Social
with another NGO. The MHV is a
Development goals and we remain confident of positively
moving dispensary manned by
affecting several more lives.
a qualified doctor, pharmacist
and a social worker. It is fully We will expand hostels for girl students, vocational centres
equipped with medicines and for SPUN, add Smart Villages, extend Skill Development
diagnostic tools and can travel capabilities and strengthen the Global Women
to rural villages to provide basic Empowerment initiative.
healthcare facilities. MHVs reach

Annual Report 2015-16 | 37

CORPORATE SOCIAL VALUE
CREATION BY FOCUSING ON 3Es

OUR SMART VILLAGE MODEL

In line with the Governments vision for smart villages in

India, we have instituted our first smart village at Versamedi
at Anjar (Gujarat). With a focus on 5Es our efforts to
improve our villages include a focus on essential infra,
e-connectivity, empowerment, environment and education.
We plan to replicate this model to more villages in the
coming years.

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Transformation of Versamedi Village

A Case Study

EMPOWERMENT
Vocational Center, Kaushalya
Vardhan Kendra (K.V.K.), ITI Center,
Mobile Library.

ENVIRONMENT &
HEALTH
Health Programs, Green & Clean
Village (Plantation of approx. 5000
Trees & Shrubs), Development
of lawn, Public Health Center,
2 community based RO plants
(500 LPH) have been installed in
2 different locations of village - 1
RO plant of 250LPH is installed
at Primary School, Biogas Plant
Versamedi village in Kutch (Installation of 1*60 m3/day
district, Gujarat has about 1500 capacity IB Plant at Varsamedi
households and a total population Construction Ongoing)
of about 6000 people.
ESSENTIAL INFRA
helped us create a detailed check LED Lighting, Construction of New
Versamedi village in Kutch
list of existing facilities along Roads, Development of Sports
district, Gujarat has about 1500
with keeping the aspirations and Complex - Yoga, Gym, Basketball
households and a total population
features that can be incorporated, & Volleyball, New Shopping
of about 6000 people. We
in mind. The models of other smart Complex, New Bus Stands, Posters
entered this village with a vision
villages like Punsari were studied in and Banners (22 sign boards & 50
to convert it into a smart village in
detail and a visit was arranged for awareness boards installed.)
collaboration with the Versamedi
Gram Panchayat and identified the Sarpanch and a few selected
E-CONNECTIVITY
various gaps in the process. Our villagers to sensitize them about
WIFI (Total 8 WiFi Zones created
attempt at bringing about a this new concept. After a huge
to facilitate internet access
change at the grassroots level round of research, a detailed plan
facility), PA System (Entire Village
enabled us to look over those including budget and source of
is covered with 52 speakers for
grey areas and move ahead in a funding was formulated which
centralized public announcement
strong and sturdy manner. brought us a step closer to our
from CMS Room), CCTV (32
vision.
cameras installed to monitor
Our planning phase involved a
Some of the activities that were all the critical locations of the
lot of interaction with the locals
initiated under our 5E model are as village from CMS Room & Smart
as well as a comparative research
follows: Terminal), website (Website www.
analysis to ensure best results.
varsamedi.com was launched to
We started off with a detailed
interaction with the Sarpanch
EDUCATION keep people updated about the
School Renovation, SMART Class, village information - population,
and other prominent people of
AANGANWADI- Pre Primary geographical area, governing body,
Versamedi to understand the
center for village children. history, current facilities etc.)
aspirations of the villagers. It

Annual Report 2015-16 | 39

SWACHH WELSPUN
ABHIYAN
We at Welspun believe that great
values are often associated with
clean organizations. Under this belief,
our Chairman Balkrishan Goenka
launched Swachh Welspun Abhiyan
(SWA) at Welspun Group. The
Chairman formulated nine groups
to own the cleanliness drive and
directed each of them to form a
network for driving the initiative. SWA
was initiated at WIL, Anjar during
December 2014 by Anil Channa,
Executive Director, WIL.

5S THE FOUNDATION THIS WAS ACHIEVED

Cleanliness is simply an outcome of doing THROUGH
an activity efficiently. We needed an input Organogram and Review
tool to create Organizational discipline. The Mechanism: Organogram was
5S system is one of the most common Lean formed with 9 Zone Leaders
Manufacturing principles, and generally the Team covering all the areas
from end to end. The Review
first one applied during implementation. 5S
Mechanism was derived with
is a philosophy that focuses on effective a clear TNA and responsibility
total workplace organization cleanliness charter.
and standardization.
A Signature Campaign: A
signature campaign with
It is a Japanese technique and stands for Litter free workplace was
conceived. The idea was to
five Japanese words starting with the letter
take an oath and sign in the
S viz. Seiri, Seiton, Seiso, Seiketsu and banners and display across the
Shitsuke. organization involving every
individual of the Organization
from top to bottom.

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Learning & Development: Daily 5minutes cleaning: In order DMAIC (Define Measure
Effective communication and to ensure the involvement and Analyse Improve Control) to
Training is imperative during any participation of the Team, we maximize the utilization of Bio
new initiative. Public Addressing set up with a daily 5 Minutes gas, Conservation of Drinking
Systems such as Skit displays, cleaning activity with a Cleaning Water, CRP Heat Water recovery,
Group meetings with Music to encourage the rhythm Consumption of Sewing Threads
Operators, Announcements, of the Operators in the Cut and and Shredder were key among
Electronic Communication and Sew Floors. It reminded every the giant steps taken towards
displaying Videos at Canteen individual that it is time to clean the Waste Management.
and Workplace were utilized up workplace and hand it over
Besides keeping the internal
to create awareness among to the next Shift Operator.
workplace clean, the focus is also
massive workforce. Visual
Waste Management and on preserving and maintaining
Training to the Operators was
Greenery Development: The the greenery outside the facility.
given by the Zone and Sub
basic 3R Principle Remove, During 2015, we had planted more
Zone Leaders.
Repair and Recycling concepts than 10,000 units of Plantations
Implementation concept: We were implemented with the across WIL in which the survival
worked on an implementation Six Sigma approach namely rate is more than 85 percent.
concept by creating Model
workstations; further calling
the Zone Leaders to discuss
about the pros and cons of the
implementation. Based on the
outcome of the Review, the
suggestions were considered
before the proliferation through
Horizontal deployment.

Annual Report 2015-16 | 41

AWARDS AND RECOGNITION

2015 2016
Dipali Goenka appointed on Exemplary Supply Chain and
Dipali Goenka was ranked No. 16
the Board of Directors of Social Speed Award - Kohls.
on the Forbes Asias 50 Power
Accountability Accreditation
Best Innovation Award 2015 Businesswomen 2016 list.
Services (SAAS).
Wilkinson.
First Textiles Company in India to
Supplier of the Year in Bed &
Only Indian vendor invited as get the Egyptian Cotton Trade
Bath category Walmart.
a Gold Supplier by Carrefour Mark Certification Gold Seal.
Highest Overall Global Exports, in the General Merchandise
Responsible Sourcing Award 2016
Highest Exports in Bed Category.
Target.
Category and Highest Exports
in Towels Category Texprocil. Total Transparency certificate
Overall Winner for the Corporate
- Gold Supplier from Egyptian
Responsibility Award Tesco.
5 Star Vendor of the Year - Cotton Association.
Macys. Dun & Bradstreet Corporate
Global Inclusion and Diversity
Awards 2016.
Golden Peacock Eco Innovation Award for 2015 JC Penney.
Award 2015. Frost & Sullivans Sustainability 4.0
Challengers Certificate of Merit.

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CORPORATE INFORMATION

BOARD OF DIRECTORS THE STAKEHOLDERS CORPORATE SOCIAL

RELATIONSHIP, SHARE RESPONSIBILITY COMMITTEE
BALKRISHAN GOENKA TRANSFER AND INVESTOR
Chairman GRIEVANCE COMMITTEE RAM GOPAL SHARMA
APURBA KUMAR DASGUPTA RAJESH MANDAWEWALA
Director APURBA KUMAR DASGUPTA MS. DIPALI GOENKA
RAM GOPAL SHARMA BALKRISHAN GOENKA
Director
ARUN TODARWAL RAJESH MANDAWEWALA NOMINATION AND
Director REMUNERATION COMMITTEE
ARVIND KUMAR SINGHAL AUDIT COMMITTEE
Director APURBA KUMAR DASGUPTA
MS. PADMA BETAI RAM GOPAL SHARMA RAM GOPAL SHARMA
Nominee Director IDBI Bank APURBA KUMAR DASGUPTA ARUN TODARWAL
RAJESH MANDAWEWALA
ARUN TODARWAL
Managing Director
MS. DIPALI GOENKA
Joint Managing Director & CEO COMPANY SECRETARY AUDITORS

SHASHIKANT THORAT PRICE WATERHOUSE

CHARTERED ACCOUNTANTS LLP

CORPORATE OFFICE MANAGEMENT TEAM

Welspun House, 6th Floor, Rajesh Mandawewala, Managing Director

Kamala Mills Compound, Ms. Dipali Goenka, Joint Managing Director & CEO
Senapati Bapat Marg, Lower Parel,
Altaf Jiwani, Chief Financial Officer
Mumbai - 400 013, INDIA
Anil Channa, *Exe. Director- Operations, Anjar
Tel: 022-66136000/ 2490 8000 A. K. Joshi, *Director-Operations, Vapi
Fax: 022-24908020 Suneel Mohnot, President (Commercial)
Email: companysecretary_wil@welspun.com Mukesh Savlani, President - Innovation & Global Sales
Website: http://www.welspunindia.com Barry Leonard, President & CEO, Welspun USA. Inc
*Not a member of the Board
REGISTERED OFFICE AND WORKS
STOCK EXCHANGES WHERE THE
COMPANYS SECURITIES ARE LISTED
(Registered Office)
Welspun City, Tal. Anjar, Dist. Kutch, Bombay Stock Exchange Ltd.
Gujarat 370 110, INDIA Phiroze Jeejeebhoy Towers, Dalal Street,
Tel: (02836) 661111, Mumbai 400 001
Fax: (02836) 279010
The National Stock Exchange of India Ltd.
Survey No. 76, Village Morai, Exchange Plaza, Bandra Kurla Complex,
Vapi, Dist. Valsad, Gujarat 396 191, INDIA Bandra (E), Mumbai 400 051

Tel: (0260) 2437437

Fax: (0260) 2437088

BANKERS
Andhra Bank Corporation Bank Punjab National Bank Tamilnad Mercantile Bank
Allahabad Bank Exim Bank Ltd. State Bank of Bikaner & Jaipur Union Bank of India
Bank of Baroda ICICI Bank State Bank of Hyderabad Vijaya Bank
Bank of India IDBI Bank Ltd. State Bank of India Yes Bank
Canara Bank Indian Bank State Bank of Patiala
Central Bank of India Indian Overseas Bank State Bank of Travancore

Annual Report 2015-16 | 43

MANAGEMENT DISCUSSION AND ANALYSIS

Rajesh Mandawewala
Managing Director

Despite a subdued global

market scenario, the Indian
home textile industry and
Welspun India in particular
has shown considerable
growth.

I am happy to report that

FY15-16 was a momentous
year for WIL. During the year,
we achieved our highest
ever sales and profitability.
While we maintained our
dominance in the home textile
segment, we undertook
several initiatives for long-
term growth and market
leadership. We continued
to receive several awards
and accolades for our high
The Management Discussion and Analysis (MDA) should be read in quality standards, consistent
conjunction with the Audited Consolidated Financial Statements of innovation and growing
Welspun India Ltd (Welspun or WIL or the Company), and the notes sustainability initiatives.
thereto for the year ended 31st March, 2016. This MDA covers Welspuns
financial position and operational performance for the year ended 31st
March, 2016. Currency for this MDA is Indian Rupees unless otherwise
indicated. The numbers for the year ending 31st March, 2016 as well as
for the previous year are on a consolidated basis and regrouped and
reclassified wherever necessary.

FORWARD-LOOKING STATEMENTS
This report contains forward-looking statements, which may be
identified by their use of words like plans, expects, will, anticipates,
believes, intends, projects, estimates or other words of similar
meaning. All statements that address expectations or projections
about the future, including but not limited to statements about the
Companys strategy for growth, product development, market position,
expenditures, and financial results, are forward-looking statements.
Forward-looking statements are based on certain assumptions and
expectations of future events. The Company assumes no responsibility
to publicly amend, modify or revise any forward looking statements, on
the basis of any subsequent developments, information or events.

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WELSPUN INDIA LTD - BUSINESS With fragile domestic economic fundamentals,

OVERVIEW emerging economies remained vulnerable to market
Welspun India Limited (Welspun or WIL or the swings and capital outflows. Three key transitions
Company) is the global leader in home textiles; and continued to influence the global outlook during the
was ranked as No.1 supplier to the US for 2015 by year: (1) the gradual slowdown and rebalancing of
Home & Textiles Today magazine. This is the fourth economic activity in China, away from investment
year in a row that the Company has achieved this and manufacturing towards consumption and
distinction. With its global reach, delivering to over services; (2) lower prices for energy and other
50 countries and 18 of the top 30 global retailers, commodities; and (3) a gradual tightening in
WIL has emerged as the preferred choice for its monetary policy in the United States in the context
clientele in the home textiles space globally. Today, of a resilient U.S. recovery; as several other major
the Company has a 20% market share in the US in advanced economy central banks continued to ease
towels; and 11% in bed linen. monetary policy.

With world-class manufacturing facilities in Gujarat, Oil prices have declined considerably in CY2015,
India, the Company offers a wide-range of home reflecting expectations of sustained escalation in
textile products in Bath, Bedding and Flooring production by the Organization of the Petroleum
solutions to a wide consumer cross-section globally. Exporting Countries (OPEC) members, amid
Welspun had highest global exports from India in continued global oil production in excess of oil
the financial year ended 31st March 2016 in towels, consumption. Monetary easing in the Euro area
bed linen and overall home textiles categories. It is and Japan is proceeding broadly as previously
Indias first textile company to receive the Egyptian envisaged, while in December 2015 the U.S. Federal
Cotton Trademark Certification. About 95% of its Reserve lifted the federal funds rate from the zero
revenue is derived from exports to various countries lower bound.
across the world; with the Company having strong
presence in key markets, such as USA, Canada, UK, Overall, financial conditions within advanced
and continental Europe. economies remained very accommodative.
Prospects of a gradual increase in policy interest
The Company owns brands (such as Christy, Spaces rates in the United States as well as bouts of financial
and Welhome) which constitute around 13% of its volatility amid concerns about emerging market
sales. It has a strong and consistent emphasis on growth prospects have contributed to tighter
innovation. This is evident in the number of patents external financial conditions. The result is declining
(26 global patents, including pending patents) and capital flows, and further currency depreciations in
trademarks, which it holds/ awaits approval. Around many emerging market economies.
34% of WILs total revenues come from innovative
products developed by the company. The collapse of international commodity prices,
especially of crude oil, seems to have reallocated
GLOBAL ECONOMIC OVEVIEW demand across the economies. Manufacturing
In 2015, economic activity across geographies activity and trade remain weak globally, reflecting
remained largely subdued. Global growth again not only developments in China, but also subdued
betrayed expectations in 2015, declining from global demand and stagnant investments across
3.4% in 2014 to 3.1%. Growth in emerging markets economies. Additionally, the dramatic decline
and developing economieswhile still accounting in imports in multiple emerging markets and
for over 70% of global growth faced significant developing countries in economic distress also
headwinds. Growth in these markets declined for weighed heavily on global trade.
the fifth consecutive year, while a modest recovery
continued in advanced economies. Weak demand and Going forward, global growth is projected to edge
soft commodity prices triggered fears of deflation in up, but at a slower pace. It is expected to reach 3.2
some key advanced economies, prompting renewed percent in 2016 and 3.5 percent in 2017. Growth in
divergence in monetary policy stances. advanced economies is projected to remain flat in

Annual Report 2015-16 | 45

2016 at 1.9 percent, and marginally improve in 2017 become increasingly entwined with the world. The
to 2.0 percent. Overall activity remains resilient in result is that if global growth lurches into more
the United States, supported by still-easy financial crises, Indias growth may be seriously affected for
conditions and strengthening housing and labour the correlation between global and Indian growth is
markets, but with dollar strength weighing on growing significantly.
manufacturing activity and lower oil prices curtailing
investment in oil & gas sector. Risks to the global Indias long-run potential GDP growth is substantial,
outlook remain tilted to the downside and relate about 8-10 percent; but its actual growth in FY16-17
to on-going adjustments in the global economy: will depend upon a range of domestic and global
a generalized slowdown in emerging market factors. First, slow investment recovery amid balance
economies, Chinas rebalancing, lower commodity sheet adjustments of corporates is likely to hinder
prices, and the gradual exit from extraordinarily investment demand. Second, with capacity utilisation
accommodative monetary conditions in the United in the organised industrial sector estimated at
States. 72.5%, revival of private investment is expected to
Source: RBI, IMF, WTO be hesitant. Thirdly, global output and trade growth
remain tepid, dragging down net exports. On the
Indian Economy positive side, the governments start-up initiative,
Indian economy has continued to consolidate strong commitment to fiscal targets, and the thrust
the gains achieved in restoring macroeconomic on bolstering infrastructure could brighten the
stability. Inflation, fiscal deficit, and current account investment climate.
deficit have declined, rendering India a relative
haven of macro stability in these turbulent times. Household consumption demand is expected to
Economic growth appears to be recovering, albeit benefit from the Pay Commission award, continued
at varying speeds across sectors. The Indian low commodity prices, past interest rate cuts, and
economy expanded 7.3% in FY 15-16, marginally measures announced in the Union Budget 2016-17
higher than 6.9% recorded in the previous year. to transform the rural sector. Consumer confidence
This demonstrates a soft recovery; and is expected remains upbeat, while the corporate sectors
to grow 7.6-8.0% in 2016-17. In this context, it is expectations of business conditions remain positive.
pertinent to mention that over the years, India has Source: World Bank, IMF, RBI

FIGURE 1: GDP GROWTH ACROSS REGION

10.0 (%)
9.0
8.0
7.0 7.3 7.3 7.3 7.5 7.5
6.9
6.0 6.5
6.2
5.0
4.0
3.0 3.4 3.5
3.1 3.2
2.0 2.4
1.9 1.9 2.0
1.6 1.5 1.6
1.0 WORLD
0.9
- USA
EUROZONE
CHINA
INDIA
2014 2015 2016 2017

Source : IMF Report, April 2016

46 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

FOREIGN EXCHANGE
Indias currency has faced considerable volatility for most part of the year vis--vis the US dollar. The rupee
opened the financial year at 62.18 vis-a-vis the US Dollar in April 2015. It gradually depreciated to 64.15
levels in May 2015. It appreciated to around 63.9 in July 2015; again depreciated to 66.6 in Aug 2015. The
appreciation between Oct and Nov was short-lived and the currency depreciated to 68.5 levels by February.
However, in March, the rupee gained some ground closing the year at 66.14 levels.

FIGURE 2: US$ - INR EXCHANGE RATE

70.000
69.000 68.616
68.000
66.982
66.649
67.000
66.000
65.853 66.143
65.000
64.148
64.000 64.559
63.669
63.000
62.000
62.184
61.000
60.000
31-May-15
1-Apr-15

30-Sep-15

31-Oct-15
30-Jun-15

31-Jul-15

31-Aug-15

30-Nov-15

31-Dec-15

31-Jan-16

29-Feb-16

31-Mar-16
Source: www.oanda.com/currency/historical-rates/

797bn
GLOBAL TEXTILE INDUSTRY AND
TRADE $
According to the WTO, the global Textile and According to the WTO, the global Textile and
Clothing trade has touched US$ 797 billion in Clothing trade has touched US$ 797 billion in
CY2014. This indicates a CAGR of nearly 10% CY2014
from the 2009 levels at the peak of the economic
crisis. Of the total trade, clothing or apparel trade
constituted US$ 483 billion in 2014, while the

5%
remaining was on account of textile trade (US$ 314
billion).
The textile and clothing trade is expected to grow
Leading countries (the U.S, EU and Japan) focus at around 5% annually over the next decade
solely on highest-value stages of textile and apparel
value chain, which are designing, marketing and
distribution. Meanwhile, manufacturing activities are
concentrated in China, India and other developing
countries (Bangladesh, Vietnam, Pakistan,
Indonesia, among others). The connection between
manufacturers and the end-users created by traders
from Hong Kong, South Korea and Taiwan is a
unique trait of global textile and apparel sector.

Annual Report 2015-16 | 47

FIGURE 3: KEY TEXTILE AND APPAREL EXPORTERS AND IMPORTERS
TEXTILE & APPAREL EXPORTERS TEXTILE AND APPAREL IMPORTERS
(%) (%)

CHINA, 37.41% EUROPEAN UNION, 25.17% OTHERS, 36.59% EUROPEAN UNION, 31.84%
OTHERS, 15.09% INDIA, 4.53% UNITED STATES OF JAPAN, 4.65%
AMERICA, 14.10%
TURKEY, 3.66% BANGLADESH, 3.38% Canada, 1.70%
CHINA, 3.06%
VIETNAM, 3.11% UNITED STATES OF VIETNAM, 1.49%
AMERICA, 2.57% REPUBLIC OF
REPUBLIC TURKEY, 1.20%
KOREA, 1.61%
OF KOREA, 1.78% PAKISTAN, 1.76%
Russia, 1.46% INDONESIA, 0.74%
INDONESIA, 1.55%
BANGLADESH, 0.87% INDIA, 0.51%

Source: WTO 2015 statistics for CY2014.

The textile and clothing trade is expected to grow at around 5% annually over the next decade; and is
expected to breach the US$ 1.3 trillion mark by the CY 2023 as shown in Figure 4. [Source: Technopak
Estimates 2014 and WTO 2015 Statistics]

FIGURE 4: GLOBAL TEXTILE & APPAREL TRADE US$ BILLION

1300
1400

1200 TEXTILE APPAREL TOTAL

1000
1000
797
800 707
614 605
528
600

353
400

200

0
2000 2006 2008 2010 2012 2014 2018(P) 2023(P)

Source: WTO 2015 Statistics & Technopak 2014

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1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

INDIAN TEXTILE INDUSTRY

Indias textile industry (worth around US$ 108 billion)
contributes 4% to Indias GDP and constitutes 13% of
14%
The industry contributes approximately 14% to the
the countrys export earnings. It is the second largest
overall Index of Industrial Production
employer after agriculture, employing over 45 million
people directly and 60 million people indirectly. The
industry contributes approximately 14% to the overall
Index of Industrial Production (IIP).

The industry has emerged as a significant source

for the global market during the last five years. The China, EU, Turkey, Bangladesh and Vietnam).
country has emerged as the third largest global The countrys position is stronger in textiles
exporter of textiles and apparels in 2014 after China (non-clothing) trade, where it is the third largest
and EU with around 4.5% market share as per WTO exporter with a 5.8% share in CY2014. It was 4.2%
data for CY2014. in CY2008; and has been increasing over the last
few years. It dipped in 2014 compared to 2013,
In apparel, India is the sixth largest exporter mainly due to lower exports in cotton and cotton
with around 4% market share in CY 2014 (behind yarn, primarily to China (Figure 5).

FIGURE 5: INDIAS SHARE IN WORLD TEXTILE (NON-CLOTHING) TRADE

20 Textile Exports (US$ bn) 6.2%
5.8%
Market share
18
5.4% 18.91
5.2%
16 18.34
5.1%
14 15.34 15.27

12 4.2% 4.3%
12.83
10
10.37
8 9.11
6

0
2008 2009 2010 2011 2012 2013 2014

Source : WTO , 2014 trade statistics for Textiles

Textile and apparel exports performed well in an the global textile scenario. On the contrary, key
otherwise dull exports scenario in FY15. A weaker competing economies (China and Pakistan) are
rupee and firm overseas demand helped the sector facing headwinds.
add US$ 41 billion to overall exports of US$ 310
billion, second only to engineering goods. Besides, Some of Indias key advantages comprise:
the domestic market is also growing considerably,
and is estimated to be close to US$ 67 billion. Cotton availability:
India, worlds largest cotton producer, is also a net
The countrys textile and apparel industry, especially exporter of cotton and cotton yarn. On the other
cotton-based textiles and apparel, enjoys a sweet hand, China is a net importer of cotton and cotton
spot. It is driven by multiple structural changes in yarn. Pakistan is a net cotton importer.

Annual Report 2015-16 | 49

FIGURE 6: WORLD COTTON BALANCE SHEET 2015-16 ESTIMATE (IN MN METRIC TONNES)
Country Opening Output Import Consumption Exports Ending
Stock Stock
World 24.4 21.7 1.1 23.9 1.1 22.3
US 0.8 2.8 0.0 0.8 2.1 0.8
India 2.9 5.8 0.2 5.3 1.3 2.4
China 14.8 5.2 1.1 7.1 0.0 13.9
Pakistan 0.6 1.5 0.6 2.2 0.1 0.5
Source: USDA Statistics, April 2016

Competitive costs: In the last five years, India has various state governments have put in place policies,
enhanced cost competitiveness in key inputs (labour which are supportive of the industry.
and power). Higher wage inflation and currency
appreciation has made China more expensive in the Strong domestic consumption growth:
last few years. The domestic market is becoming increasingly
attractive for local players over the last few years.
Socio-economic factors: Indias strong, vibrant With rising consumerism and disposable income, the
democracy stands out in sharp contrast vis--vis retail sector has grown rapidly in the past decade.
key competing countries, grappling with geopolitical Several international players have tried to leverage
risks. The result is that customers are sourcing more those growth opportunities.
of their requirement from India. Indias environmental
and labour law compliances are also better than The future for the Indian textile industry looks
relevant competing countries. promising, buoyed by both strong domestic
consumption as well as export demand. The
Supportive government policies: The textile industry countrys textile market is expected to reach US$
is a significant contributor to the countrys economic 226 billion by 2023, implying around 10% CAGR.
engine. Hence, the central government as well as

FIGURE 7: PROJECTED INDIAN

TEXTILE AND CLOTHING INDUSTRY
DOMESTIC + EXPORTS (US$ BILLION)
250
CAGR
9.6%
226
4.5%
The country has emerged as the third largest global
exporter of textiles and apparels in 2014 after China
200
and EU with around 4.5% market share

150

100
99
108 $ 226bn
The countrys textile market is expected to reach
US$ 226 billion by 2023, implying around 10%
CAGR
50

0
2014 2015 2023E

Source: IBEF presentation, January 2016

50 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

The Textile Ministrys Vision 2024-25 envisages a CAGR of at least 15% in exports from FY15-25. India is
expected to have a market share of 15-20% of the global textile and apparel trade from the present 5%. The
domestic market is also expected to grow at 12% or higher.

HOME TEXTILES MARKET

The home textiles and furnishing sector (terry towels, bed sheets, top of the beds, curtains, pillows cases,
rugs, carpets) forms a significant part of the overall textile industry. At the wholesale level, the global home
textile market is estimated to be close to US$45 billion. At the retail level, the market was valued at $136
billion in 2015; and is likely to reach $203 billion by 2020, growing at 8.3% CAGR.

FIGURE 8: REVENUE (US$ BILLION)

250
CAGR
203
8.3%
186
200 172
169
147
150 136

100

50

0
2015 2016 2017 2018 2019 2020

Source: Technavio

Annual Report 2015-16 | 51

Over the past five years, home textiles demand The India advantage is most prominent in the home
has grown consistently owing to rising consumer textile segment. Indian players have the scale and
spending on home renovation, accelerating technology to compete with large manufacturers
investments on infrastructure, and demand from in China and other countries. Indias share in home
Asian markets like India, China, Korea, and Indonesia. textile trade is around 11%, more than double its
Product innovation and development has allowed share in textiles. In the US Cotton Home textile
retailers and manufacturers to widen their customer categories (valued at US$ 7.5billion), the country
reach. Globalisation has also played a key role in has 31% market share, very close to Chinas 39%. In
market development. certain product categories (towels and bed linen),
the share is even higher and better than China. India
The US and Europe are the largest consumers of has been constantly growing its market share over
the global home furnishings market. On the other the last few years in this space.
hand, India, China, and Pakistan are among the
key suppliers. While developed economies have The imports share of cotton towels to the US has
tended towards smaller households and demand for grown significantly (from 30% to 38% from CY 2009
comfort, enhanced value and convenience of use, to CY 2015). Also in the cotton sheets segment,
the growth in emerging countries has been driven Indias market share has grown from 27% in CY2009
by an increase in the number of new homes for the to 48% in CY2015 according to the Office of Textiles
burgeoning middle class, who prefer affordability and Apparels, US. Figure 9 shows the share of key
and shopping convenience. competing countries in US imports in cotton towels
and sheets.

FIGURE 9: US IMPORTS BY COUNTRY IN COTTON TOWELS AND COTTON SHEETS

TOWELS

30% 36% 38%

INDIAS SHARE
23%
24%
22% 26%
INCREASED BY 8
22% 22%
25% PERCENTAGE
POINTS IN 6 YEARS
15% 15%

ROW
PAKISTAN
CHINA
INDIA
2009 2012 2015

SHEETS

29% 45% 48%

26% 27% INDIAS SHARE
INCREASED BY 21
18% PERCENTAGE
22% 23% POINTS IN 6 YEARS
18%
15% 16%
13%

ROW
PAKISTAN
CHINA
INDIA
2009 2012 2015
Source : OTEXA

52 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

WELSPUN OVERVIEW
FIGURE 10 : WIL PRODUCT PORTFOLIO

Bath Bedding Flooring

 Towels  Bed sheets  Carpets
Bath robes Top of beds Rugs
Basic & Fashion bedding

KEY DEVELOPMENTS IN FY 2015-16 magazine Home & Textile Today. The Company
FY15-16 was a landmark year for WIL with its highest was recognized by Texprocil for highest exports in
ever sales and profitability. While the Company all three categories (towels, bed linen and overall
maintained its dominance in the Home Textile home textiles). The Company recorded 13% growth
segment, it undertook several initiatives for long- in sales during the year; and was running at near-full
term growth and market leadership. The Company capacity utilization in towels and bed sheets.
continued to receive several awards and accolades
for its quality, innovation and sustainability initiatives. To cater to the growing demand, the Company
embarked on an expansion of its finished product
Sustained leadership capacities. This resulted in a capacity growth of
WIL was ranked the No. 1 home textile supplier around 20% in both the Companys key products.
to the US for the fourth year in a row by the

Product Unit FY16-capacity FY-15 Capacity

Towels MT 60,000 50,000
Bed Linen 000 metres 72,000 60,000
Rugs & Carpets 000 sq. metres 8,000 8,000

Annual Report 2015-16 | 53

 Dipali Goenka
Joint Managing Director & CEO

I am excited to share that

we continue to maintain our
No. 1 position in the US. We
have been able to maintain
this position through our
customer centric approach
in our operations delivering
superior products to our
customers. Our export
business continues to grow
backed by improved sales
in newer geographies like
Europe, Japan, Russia
and South Africa which
has earned us the highest
exporter awards across
The Company has been gaining market share in the US, its key market. In various product categories.
CY15, it further increased its market share in both towels and bed linen. With our focus on growing
our patent portfolio to brands,
FIGURE 11: we invested in a multi-million
marketing campaign for
CY13 CY14 CY15 our Hygrocotton range of
products made using our
14.7% in Towels 16.4% in Towels 20.1% in Towels
patented manufacturing
technology. In India, we
have focused on building
our brands Spaces Home
& Beyond & Welhome in
the domestic market which
grew by 47% in the previous
year. We continue to focus
on driving our vision to be
7.3% in Bed Linen 9.9% in Bed Linen 11.3% in Bed Linen
recognized as the most
innovative home textiles
company in the world.

Source : OTEXA, Company Financials

54 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

Consumer-Centric approach
The Companys unique customer-centric approach to home textiles has helped it achieve market leadership.
In the last three decades, WIL has evolved from being a commodity manufacturer to a creator of unique
product and brand experiences. These experiences are created through a combination of brands, products,
technologies and new channels as depicted in Figure 12.

FIGURE 12:
Innovation focus
Continuous idea Ensuring Credibility Innovation
Generation
Welspun Innovation partners
innovation lab Global partners: 26
Product (including pending)
 development

Consumer needs Consumer insights

Technology & product delivery

B2C/B2B connect Data analysis and VMI support

Brand & delivery focus

Brands

Licensed Owned Ingredient/

technology

nano
core
Anti-allergen comfort is hereTM

The Company has considerable focus on innovation Apart from ingredient brands, the Company also
and new product development. Apart from its own increased its focus on its own and licensed brands.
innovation lab, it also partners with various institutions The key focus during the year was the Spaces
to develop new products and solutions. During FY16, brand for the domestic market. This resulted in
34% of sales was contributed by innovative products strong growth in the domestic retail segment - 47%
developed/owned by the company. during the year. The share of branded sales has
reached 13% in the overall Companys sales, up from
The Company has also worked on branding and 11% during the previous year.
marketing its innovation. We undertook a highly
successful nation-wide media campaign in the US Besides, the Company also sharpened its focus
for our patent Hygrocotton which is also now an on new channels (e-commerce and hospitality).
ingredient brand. This was well received by consumers, It is developing various products to cater to the
resulting in HygroCotton crossing the US$100 million hospitality segment (hotels, spas, resorts, cruise
milestone in sales and accounting for over 10% of the lines, and so on); the Companys hospitality business
Companys overall revenues. doubled during the year.

Annual Report 2015-16 | 55

In the e-commerce segment, the Company launched team analyses sales data from its customer stores
its online portal www.shopwelspun.in in India to forecast future demand. This solution helps
and www.shopwelspun.com in the US. WIL has customers reduce inventory and increase inventory
also launched Christy products in the US through its turns, while minimizing stock-outs at the same time.
e-commerce partners. These initiatives have resulted
in attractive sales through new channels, touching Inclusive growth
5% of overall sales Sustainability and inclusive growth are key
components of Welspuns social commitment.
Not just delivering innovative products, the Some of the key initiatives are depicted in Figure
Company also helps its customers in their supply 13. A more detailed look at Welspuns Sustainability
chain management. WILs dedicated data analytics initiatives are discussed in the Sustainability Section.

FIGURE 13:
VIRTUOUS CYCLE OF SOCIAL DEVELOPMENT AT WELSPUN

Education
 Child and adult education
Interventions


Environment & Health
 Sustainability Focus
Health Camps The 3Es of Empowerment
Mobile Medical Vans corporate  Vocational training
 Natural/recycled social value Employability
products
300K trees planted
Rain water harvesting

Rewards and Recognitions Texprocil Award for Highest Overall Global

The Company continued to receive several accolades Exports, Highest Exports in Bed Category and
for quality, innovation and sustainability. Highest Exports in Towels Category

First Indian company to receive the Egyptian 5 Star Vendor of the Year by Macys
Cotton Gold Seal
Golden Peacock Eco Innovation Award 2015
Walmart Supplier of the Year award in Bed &
Bath category Wilkinson Best Innovation Award 2015

CSR Award by Tesco ASDA George Home: Best Product Quality

award for Egyptian Nanospun Towel

56 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

Ms. Dipali Goenka, Jt. MD. & CEO, featured at The Companys future priorities are:
#16 in Asias 50 Power Businesswomen 2016 by Expanded product range
Forbes and #4 among Indian women
Increased share from innovation
Ms. Dipali Goenka appointed on the Board of
Directors of Social Accountability Accreditation New channels
Services (SAAS)
New segments
OUTLOOK
The outlook for the Indian home textile industry New geographies
continues to be positive. The factors which
contribute to the India advantage are expected to Personalised/Customised products
continue over the medium term. This is expected to
help India enhance its market share further in the US Achieving and maintaining operational excellence
and other key geographies.
The Company has announced Vision 2020 which
Welspun is well placed to capitalise on this aims to achieve in five years:
opportunity. The Company is also planning to Revenue of US$ 2 billion
increase its capacity in all three major product lines
towels, bed linen and rugs and carpets. Debt-free (on a net debt basis)

Product Unit FY17 expected Innovative products share of revenues at 40%

capacity
Towels MT 72,000 Branded products share of revenue at 25%
Bed Linen 000 meters 90,000
Rugs & Carpets 000 sq. meters 10,000 Domestic market share of revenue at 20%

KEY RISK FACTORS

Risk is integral to any business and WIL is no exception. The various external factors that could impact WILs
business, going forward with its mitigation measures is as below:

Rising Input Costs Secures a significant part of its cotton requirement during the cotton season ; WILs
backward integration provides 70% of its yarn and fabric requirements; Companys
80MW captive power plant at Anjar reduces power costs and provides continous supply

Labour Availibility The Company is continuously providing its workforce vocational training to improve
their skill level. It is also focusing on improving labour retention and reducing attrition.
WIL is actively employing more women to diversify its workforce. The Company has
started skill development centres where it aims to train 100,000 people in five years

Poor economic environment and The Company is trying to address this through geographic diversification into newer
consumer sentiment market regions such as Korea, Australia and Japan as well as the domestic market.

Competition Companys strategy of providing end-to-end solutions and innovative products, and
maintaining strong relationship with clients helps in reducing competitive risks.

Currency movements Hedges significant portion of its export revenues expected for the following year

Change in Indian Government The Company continuously monitors Govt policies and take measures to minimize any
Policies adverse impact.

Trade Barriers Geographic diversifaction to reduce impact of trade barrier imposed by any particular
country.

Annual Report 2015-16 | 57

HUMAN RESOURCE levels. The objective is to develop a culture that
The Company believes that human capital is its recognises employees as an integral part of the
most important asset. WIL has 19,156 permanent organisation.
employees on its payroll as on 31.03.2016, There are
several measures taken to ensure a positive work Diwali, Womens day, Holi and monthly birthdays are
environment for all its employees. celebrated in the organisation. Welspun Womens
Cricket League and monthly newsletters were some
WILs key HR initiatives comprise: other employee-engagement initiatives taken during
the year.
Employee Development: WIL focuses on building
a strong leadership pipeline to catapult the WIL also engaged with educational institutions;
organization into the position of the Most Innovative some of the Companys top leaders conducted
Home Textiles brand in the market. To achieve interactive sessions in those institutes. Further, the
this objective, WIL has instituted the Welspun Company invited a few educational institutes to visit
Leadership Academy in partnership with the people its facility for better understanding.
consulting firm, Hay Group. These interventions
will help the participants live the Welspun values, INTERNAL CONTROL SYSTEM AND ITS
collaborate and lead teams more effectively. As a ADEQUACY
part of this journey, the leaders have also undergone The internal control system encompasses the
assessments that have helped them unearth some policies, processes, tasks, behaviours and other
of the behaviours that determine why they do what aspects of WIL that taken together, facilitate
they do. The leadership development journey also effective and efficient operation, quality of internal
has elements of gamification such as badges and and external reporting, compliance with applicable
medals to incentivize positive behaviors. laws and regulations. WILs objectives, its internal
organisation and the environment in which it
Apart from Leadership Academy,Welspun operates are continuously evolving and as a result,
Group has also partnered withIndian School the risks it faces are continuously changing. To
of Business (ISB)for designing and delivering make its internal control effective and sound, WIL
a customized general management course for thoroughly and regularly evaluates the nature and
its senior leaders to support their learning and extent of risks to which the Company is exposed.
development. The General Management Programme The operation and monitoring of the system of
aims at developing these leaders on areas of internal control has been taken by individuals
CustomerFocusedMarketingStrategy, Operational who collectively possess the necessary skills,
Excellence and other areas of business relevance. technical knowledge, objectivity, understanding
of the Company, industries and markets in
Talent Acquisition: New concepts like predictive which it operates. The qualified, experienced
index test and behavioural interview are used and independent Audit Committee of the Board
to match the persons capabilities to the profile of Directors actively reviews the adequacy
requirement. and effectiveness of internal controls systems
and suggests improvements for strengthening
Employee Communication & Engagement: These whenever required. WIL has a strong Management
initiatives include mini town halls, coffee with Information System, which is an integral part of the
Director, shining star, shabash workers and skip control mechanism.

58 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

DISCUSSION OF FINANCIAL PERFORMANCE FY16

FY16 was the Best Ever financial year for WIL with the Company recording the highest annual sales and
profitability in its history. WIL crossed the ` 7 billion milestone for PAT, during the year. The operating
EBITDA margin also reached an all-time high level, at 26%. The Company generated free cash flows after
meeting the years capex requirements.

Herewith is the comparative analysis of key financial numbers of FY16 vis--vis FY15:
` million
Particulars FY 16 FY 15 Growth
Revenue from Operations (Net) 59,795 53,025 12.8%
Other income 915 949 -3.6%
Cost of material 26,612 25,443 4.6%
Manufacturing expenses 6,614 5,874 12.6%
Employee cost 5,364 4,460 20.3%
Selling administration and other expenses 5,630 4,506 24.9%
Operational EBITDA 15,575 12,742 22.2%
Operational EBITDA Margin 26.0% 24.0% 202 bps
Reported EBITDA 16,490 13,691 20.4%
Reported EBITDA Margin 27.6% 25.8% 176 bps
Finance costs 2,362 2,829 -16.5%
Depreciation and amortisation expense 3,750 3,329 12.6%
Taxes 3,224 2,090 54.3%
Profit before Minority Interest 7,153 5,443 37.8%
Minority's share of profit in subsidiaries 125 45 177.4%
Net Profit 7,029 5,398 30.2%
Net Profit Margin 11.8% 10.2% 157 bps
EPS (Basic and Diluted) 7.00 5.38 30.2%

1. REVENUE higher vertical integration and better

a. Revenue from operations (Net) product mix.
Net sales stood at ` 59,795 million in FY16,
compared to ` 53,025 million in FY15, b. Manufacturing expenses
registering 13% growth over the previous Manufacturing expense was at ` 6614
year. This growth in revenue was driven by million in FY16, compared to ` 5,874 million
higher volumes across products, favourable in FY15. The manufacturing expense
exchange rate movement and higher mix of includes power, fuel and water charges
innovative and branded products. of ` 1,335 million, dyes and chemicals of
` 2,377 million, and labour and job work
b. Other income charges of ` 941 million.
Income from other sources was ` 915
million in FY16, as against ` 949 million As a percentage of sales, manufacturing
in FY15. This comprised interest income expense was at 11.06% in FY16, compared
of ` 228 million, income on status holder to 11.08% in FY15.
incentive scripts of ` 442 million and
dividend and other miscellaneous income c. Employee cost
of ` 245 million. Employee cost stood at ` 5,364 million in
FY16 as against ` 4,460 million in FY15. As a
2. Expenditure
a. Cost of materials
Consumption of raw materials stood
at ` 26,612 million during the year. This
12.8%
Net sales stood at ` 59,795 million in FY16,
accounts for 45% of sales for FY16 vis- compared to ` 53,025 million in FY15, registering
a-vis 48% during FY15, lower owing to 12.8% growth over the previous year

Annual Report 2015-16 | 59

 percentage of sales it has increased to 8.9%, primarily due to the capitalisation of the
compared to 8.4% in the previous year. This modernisation & expansion projects.
was due to increase in average wages and
higher head count during the year. 3. Margins
a. EBITDA
d. Selling, administration and other Operating EBITDA in FY16 has grown
expenses 22.2% to ` 15,575 million, resulting in an
Selling administration and other expenses EBITDA margin of 26% from ` 12,742
was reported at ` 5,630 million in FY16, million (margin 24%) in the previous
compared to ` 4,506 million in FY15. This year. It was driven by higher vertical
increase was primarily on account of integration, higher share of innovative
higher advertising and sales promotion and branded products and tighter cost
expenses. As a percentage to sales, the control. The reported EBITDA in FY16 was
expense under this head increased to 9.4% ` 16,490 million, a significant improvement
in FY16 as against 8.5% in FY15. compared to the FY15 figure of ` 13,691
million. Operating profit and margin during
e. Finance costs FY16 were the highest ever achieved by
Financial expenses in FY16 was ` 2,362 the Company.
million. The corresponding figure in FY15
was ` 2,829 million. The decrease was b. Profit after tax
owing to the reduction in base rate by Profit after tax, post minority interest
banks, issuance of commercial paper at stood at ` 7,029 million in FY16, compared
finer rates and incentives from Central & to `5,398 million in FY15, representing
State Governments. 30.2% Y-o-Y growth.

f. Depreciation and amortisation expense 4. Earnings per share (Basic)

Depreciation was reported at ` 3,750 Earnings per share (EPS) for the year ending
million during FY16, as compared 31st March, 2016 (Basic) (before extra-ordinary
to ` 3,329 million in FY15. This was item) stood at ` 7 per share, compared to ` 5.38
per share in the year ended 31st March, 2015.

5. TABLE: BALANCE SHEET

(` million)
As at As at Change
Particulars
31st March, 2016 31st March, 2015
I. EQUITY AND LIABILITIES
Shareholder's funds
Share capital 1,005 1,005
Reserves and surplus 18,872 13,314 5,558
19,877 14,319 5,558
Minority interest 503 378 125
Non- current liabilities
Long-term borrowings 17,877 15,946 1,931
Deferred tax liabilities (Net) 1,178 641 538
Other long-term liabilities 18 11 7
Long-term provisions 1,278 1,009 270
Current liabilities
Short-term borrowings 7,732 10,034 -2,303
Trade payables 10,080 6,910 3,170
Other current liabilities 3,653 6,773 -3,120
Short-term provisions 76 932 -856
Sub-total 41,893 42,257 -364
TOTAL 62,273 56,953 5,319

60 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

(` million)
As at As at Change
Particulars
31st March, 2016 31st March, 2015
II. ASSETS
Non-current assets
Fixed assets
Tangible assets 31,487 24,442 7,045
Intangible assets 117 1,828 -1,712
Capital work-in-progress 1,832 1,564 268
Goodwill on Consolidation 1,775 - 1,775
Sub-total 35,211 27,834 7,376
Non-current investments 30 15 15
Long-term loans and advances 1,206 1,377 -172
Other non-current assets 210 170 40
Current assets
Current investments 533 1,405 -872
Inventories 11,046 11,006 40
Trade receivables 6,114 4,467 1,647
Cash and cash equivalents 1,243 3,252 -2,009
Short-term loans and advances 5,214 6,097 -883
Other current assets 1,466 1,330 136
Sub-total 25,616 27,557 -1,941
TOTAL 62,273 56,953 5,319

6. Net worth 31st March, 2016 amounted to ` 1,475

The Companys net worth stood at ` 19,877 million, same as at the end of the
million as on 31st March, 2016, compared to ` previous year.
14,319 million as on 31st March, 2015.
iii) Foreign exchange translation reserve
Book value of equity shares touched `19.78 per as on 31st March 2016 was at ` 656
equity share as on 31st March 2016, vis-a-vis million against ` 567 million in the
14.25 per equity share in FY15. previous year.

The details of movement in various heads of net iv) Profit and loss account: The balance
worth are as under: in the profit and loss account as on
31st March, 2016 was ` 12,993 million
a. Share capital from ` 7,630 million as on 31st March,
The issued, subscribed and paid-up share 2015. This increase was primarily
capital as on 31st March, 2016 stood at ` owing to profits earned during the
1,004.73 million. year.

b. Reserves and surplus 7. Loan funds

Securities premium account: The securities Gross debt as on 31st March, 2016 stood at `
premium account stood at ` 3,238.12 26,632 million as against ` 30,851 million at
million in FY16, in line with the figure at the the end of FY15, showing a decline of ` 4,219
end of FY15 (` 3,237.8 million). million. The long-term debt amounted to `
18,901 million as against ` 20,817 million at the
i) Capital redemption reserve: The end of the previous financial year.
balance as on 31st March, 2016
amounted to ` 488.38 million, same The Companys cash and cash equivalents at
as at the end of the previous year. end-FY16 stood at ` 1,384 million as against `
4,297 million in the previous year.
ii) Capital reserve: The balance as on

Annual Report 2015-16 | 61

 Net debt as on 31st March, 2016 was ` 25,248 12. Loans and advances
million (after reducing the cash and bank Loans and advances (short term and long
balance and liquid investment) vis-a-vis term) as on 31st March, 2016 stood at ` 6,419
` 26,554 million as on 31st March 2015. million, compared to ` 7,474 million in FY15 end.
Loans and advances include advances given
Net debt to equity stood at 1.27 times in FY16 to related parties, capital advances, security
(1.85 times in FY15). Net debt / operational deposits, advance taxes and balances with the
EBITDA stood at 1.62 times during the year government authorities like customs and excise,
(2.08 times in FY15), showing the Companys among others.
strong performance.
13. Current liabilities
8. Fixed assets - Trade payables stood at ` 10,080 million as
Gross block of fixed assets touched ` 55,148 of end-FY16, compared to ` 6,910 million
million at the end of FY16, compared to in FY15 end. Trade payables are at 62 days
` 44,933 million at the end of FY15. This at the end of FY16 as against 48 days at
increase was mainly on account of capex for the end of FY15.
modernisation and capacity expansion. Net
block of fixed assets (tangible and intangible) - Other current liabilities (excluding current
including capital work in progress was ` 35,211 maturities of long-term borrowings) stood
million in FY16, compared to ` 27,834 million in at ` 2,629 million in as on 31st March, 2016,
FY15. compared to ` 1,903 million at the end of
FY15.
9. Inventory
Inventory as on 31st March, 2016 stood at - Short-term provisions stood at ` 77
` 11,046 million as against ` 11,006 million in as million at the end of FY16 vis-a-vis ` 932
at 31st March 2015. In number of days, inventory million at end-FY15. This decrease was
was 67 days as on 31st March 2016 vis-a-vis mainly on account of lesser provision for
76 days as at 31st March 2015, showing an the proposed dividend on equity shares
improvement in the inventory turns during the (including the dividend distribution tax) .
year. The inventory turnover ratio stood at 5.41
times in FY16, compared to 4.82 times in FY15. 14. Cash conversion cycle
Cash conversion cycle for FY16 has decreased
10. Debtors to 43 days as against 59 days in the previous
Sundry debtors as on 31st March, 2016 was at year, primarily owing to a decrease in the
` 6,114 million, compared to ` 4,467 million as on inventory, receivables and increase in payable
31st March 2015. The number of days debtors days as on 31st March 2016.
were 37 at the end of FY16 as against 31 in at
the end of FY15. 15. Dividend
The Company has a declared dividend
11. Cash and bank balances and liquid distribution policy, where-in the payout will be
investment 25% of the PAT of Standalone financials of the
Cash and bank balances and liquid investment Company including dividend distribution tax, if
was ` 1,384 million as on 31st March, 2016. At any. During the year, the Company announced
the end of FY15, the corresponding figure was interim dividend twice as well as a final
` 4,297 million. dividend, aggregating ` 1.30/share on face value
of ` 1/share i.e. 130% of the face value.
The Company has generated positive cash
flows for the year after meeting its capex
requirement.

62 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

KEY FINANCIAL INDICATORS: (` in million except ratios)

As at As at
Particulars
31st March, 2016 31st March, 2015
Revenue from Operations (Net) ` Mn 59,795 53,025
EBITDA ` Mn 16,490 13,691
EBIT ` Mn 12,740 10,362
Net Profit after Tax ` Mn 7,029 5,398
Net Worth ` Mn 19,877 14,319
Net Debt ` Mn 25,248 26,554
Net Debt/Equity Times 1.27 1.85
Net Debt/ Op EBITDA Times 1.62 2.08
Net Sales/ Net Worth Times 3.01 3.70
Current Ratio Times 1.17 1.10
Return on Capital Employed (ROCE) - Pre Tax % 26.4% 22.8%
Return on Equity (ROE) % 41.1% 42.5%
Inventory Days Days 67 76
Receivable Days Days 37 31
Payable Days Days 62 48
Net Operating Cycle (In Days) Days 43 59
(Inventory + Receivable - Payable)
Book Value Per Share ` 19.78 14.25

Annual Report 2015-16 | 63

DIRECTORS REPORT

30.21%
Recorded a remarkable growth
on Profit after Tax in the FY 15-16

To
The Members,
Welspun India Limited

Your Directors have pleasure in presenting the 31st Annual Report of your Company along with the Audited
Financial Statements for the financial year ended March 31, 2016.

1. FINANCIAL HIGHLIGHTS:
` million
Standalone Consolidated
Particulars
FY 2015-16 FY 2014-15 FY 2015-16 FY 2014-15
Revenue from Operations (Net) 48,679 44,035 59,795 53,025
Other Income 937 944 915 949
TOTAL REVENUE 49,616 44,979 60,710 53,975
EBITDA 13,277 11,327 16,490 13,691
EBITDA Margins (%) 27.27 25.72 27.58 25.82
Finance Cost 1,539 1,806 2,362 2,829
Depreciation and amortization 3,256 2,663 3,750 3,329
PROFIT BEFORE TAX 8,482 6,857 10,377 7,533
Tax Expense 2,465 1,756 3,224 2,090
PROFIT AFTER TAXATION 6,017 5,101 7,029 5,398
Earnings per share (Basic & Diluted) (Nominal
5.99 5.08 7.00 5.38
value per share ` 1)

2. PERFORMANCE AND OUTLOOK:

During the year under review, your Companys revenue from operations on standalone basis increased
to ` 48,679 million, a growth of 10.55% and on consolidated basis it increased to ` 59,795 million, a
growth of 12.77% over the previous year. Substantial portion of this revenue is replenishment orders

64 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

from majority of the customers. The EBITDA Company. The sub-division of equity shares was
Margin on standalone basis increased to 27.27%, approved by the Members of your Company
a growth of 6.03% and on consolidated basis through Postal Ballot on March 04, 2016, the
it increased to 27.58%, a growth of 6.82% over equity shares of face value of ` 1/- each were
the previous year. The business delivered a issued to all the Members who were holding
remarkable growth of 17.96% in Profit after equity shares of ` 10/- each on the record date
taxation on standalone basis and a growth of i.e. March 22, 2016, fixed for this purpose.
30.21% on consolidated basis over the previous
year. You may refer to Management Discussion 5. SUBSIDIARIES:
& Analysis Section of this Report for further Welspun Captive Power Generation Limited
details of your Companys performance. (WCPGL), a subsidiary of your Company has
issued Rated, Secured, Redeemable, Non-
3. DIVIDEND: Convertible Taxable Debentures of face value of
Considering your Companys performance during ` 1 million each for cash at par aggregating
the Financial Year (FY) 2015-16, the Board of ` 2.20 billion. These Debentures have been
Directors has recommended for approval of the listed on National Stock Exchange of India
members a final dividend of ` 0.05 per share Limited with effect from April 13, 2016.
for FY 2015-16. The dividend, if approved by the
members, would result in cash outflow of ` 50.24 A report on the performance and financial
million excluding Dividend Distribution Tax. position of each of the subsidiary companies
of your Company included in the consolidated
During FY 2015-16, your Company declared and financial statement is presented in Form AOC-1
paid 1st interim dividend of ` 6.50 per equity annexed as Annexure - 1 to this Report. Your
share having nominal value of ` 10/- and 2nd Companys policy on Material Subsidiary as
interim dividend of ` 0.60 per equity share approved by the Board is hosted on your
having nominal value of ` 1/- each. The final Companys website and the web link thereto is:
dividend, if approved by the members, would http://www.welspunindia.com/policy/material_
result, together with the interim dividends subsidiary_policy.pdf.
already paid, in total dividend payment of
` 1,306.14 million (i.e. ` 1.30 per share of ` 1/- During the year, your Company formed a
each excluding Dividend Distribution Tax). Company named Welspun Flooring Limited
Dividend will be paid to those members, who (WFL) as a wholly owned subsidiary with
will hold shares on the last day of book-closure the objective to set-up a business of carpet
i.e. June 28, 2016. Your Company has a dividend manufacturing.
policy to pay 25% dividend on Profit after Tax.
6. AUDITORS AND AUDITORS
A snapshot of the dividend payout by your REPORT:
Company in the FY 2015-16 (considering final i. Statutory Auditors:
dividend excluding Dividend Distribution Tax) Your Companys Auditors, Price
vis-a-vis FY 2014-15 is as under: Waterhouse Chartered Accountants LLP
who were appointed up to the conclusion
Total Dividend Cash Outflow of the 32nd Annual General Meeting
Financial Year
(%) ` million subject to ratification by the Members of
2015-16 130% 1,306.14 your Company at every Annual General
2014-15 105% 1,054.73 Meeting, have given their consent to
continue to act as the Auditors of your
4. SUB-DIVISION OF EQUITY Company for the remaining tenure. The
SHARES: Auditors are holding a valid certificate
The Board of Directors, at its meeting held on issued by the Peer Review Board of the
February 02, 2016, considered and approved Institute of Chartered Accountants of
sub-division of each equity share of your India. Members are requested to ratify
Company having face value of ` 10/- into 10 their appointment as the Auditors of
(Ten) equity shares of face value ` 1/- and your Company by passing an ordinary
consequential alteration in the relevant clause resolution under Section 139 of the
of the Memorandum of Association of the Companies Act, 2013 (the Act).

Annual Report 2015-16 | 65

 The Auditors observation read with Notes Company has appointed Mr. Uday Sohoni,
to Accounts are self-explanatory and Practicing Company Secretary, as the
therefore do not call for any comment. Secretarial Auditor of your Company
for the FY 2016-17. The Secretarial Audit
ii. Cost Auditors: Report is annexed as Annexure - 2 to
As per Section 148 and other applicable this Report and it does not contain any
provisions, if any, of the Act read with qualification, reservation or adverse
Companies (Audit and Auditors) Rules, remark.
2014, the Board of Directors of your
Company has appointed M/s. Kiran J. 7. SHARE CAPITAL & LISTING:
Mehta, Cost Accountants as the Cost i. Issue of equity shares with differential
Auditors of your Company for FY 2016- rights, sweat equity shares:
17 on the recommendations made by the During the year, no share with differential
Audit Committee. rights was issued by your Company nor
did your Company issue any equity share
Members are requested to ratify their as sweat equity share.
remuneration by passing an ordinary
resolution in the forthcoming Annual ii. Issue of employee stock options:
General Meeting. The particulars of ESOP Scheme of
your Company required to be disclosed
iii. Secretarial Auditor: pursuant to SEBI (Share Based Employee
Pursuant to the provisions of Section Benefits) Regulations, 2014 and Rule 12(9)
204 of the Act read with the Companies of the Companies (Share Capital and
(Appointment and Remuneration of Debentures) Rules, 2014 are given below:
Managerial Personnel) Rules, 2014, your

A Date of members approval September 28, 2005

B Total number of options approved under ESOP 3,654,476
C Vesting requirements 20% of options shall vest
on each of 1st and 2nd
anniversary. 30% of options
shall vest on each of 3rd and
4th anniversary
D Maximum term of options granted 3 years from the date of
vesting
E Source of shares (primary, secondary or combination) Primary
F Options granted on June 30, 2009 2,265,000
G Options vested (excluding vested portion of lapsed Options), options exercised since
1,304,500*
June 30, 2009 and total number of equity shares arising as a result of exercise of Options
H Options lapsed 960,500
I Exercise Price (`) 35.60
J Variation of terms and conditions N.A.
K Money realized by exercise of Options 46,440,200
L Money realized during the year by exercise of Options 448,560
M Total number of Options in force and exercisable at the end of the year NIL
N Employee Key Managerial Personnel NIL
wise Senior management personnel NIL
details of Other employee who receives a grant of options in any one year of option NIL
options amounting to five percent or more of options granted during that year.
granted to Employees who were granted option, during any one year, equal to or NIL
exceeding one percent of the issued capital (excluding outstanding
warrants and conversions) of your Company at the time of grant.
O Diluted Earnings Per Share pursuant to issue of shares on exercise of option for FY 5.99
2015-16 (` per share)
P Weighted-average exercise price (`) 35.60
Q Weighted-average fair value of option (`) 17.49
* No. of equity shares prior to sub-division of equity shares from ` 10 each to ` 1 each.

66 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

Voting rights, in respect of equity shares issued on exercise by an employee, of stock options
referred to above, are exercised only by such employee.

Your Company has adopted intrinsic value method for the valuation and accounting of the stock
options granted by the Company as per SEBI Regulations. No options were granted during the
year. Refer Note 36 of the audited financial statements for details.

8. DISCLOSURE OF SHARES HELD IN SUSPENSE ACCOUNT:

Aggregate number of Number of shareholders Number of shareholders Aggregate number of
shareholders and the who approached issuer to whom shares were shareholders and the
outstanding shares in the for transfer of shares from transferred from suspense outstanding shares in the
suspense account lying at suspense account during account during the year suspense account lying at
the beginning of the year the year the end of the year

No of Shares No of Holders No of Shares No of Holders No of Shares No of Holders No of Shares No of Holders

1,397,400 3,962 26,640 62 26,550 63 1,370,850 3,899

The voting rights on these shares shall remain frozen until the shares have been claimed by, and
transferred to, the rightful owner.

9. LISTING WITH THE STOCK considerable experience and expertise across a

EXCHANGES: range of fields such as finance, accounts, legal,
Your Companys equity shares are listed on management and business strategy. Except
Bombay Stock Exchange Limited (BSE) and the nominee appointed by IDBI Bank and the
The National Stock Exchange of India Limited independent directors, all other directors are
(NSE). Annual listing fees for the year 2016-17 liable to retire by rotation as per the provisions
have been paid to BSE and NSE. of the Act. It is confirmed that, except for Mr.
Balkrishan Goenka and Ms. Dipali Goenka who
10. FINANCE: are husband and wife, there is no relationship
i. Credit Rating: between the directors inter-se. The details of
During the year, your Companys long the Directors, their meetings held during the
term credit rating has been upgraded year and the extracts of the Nomination and
two notches to AA- by CARE and highest Remuneration Policy has been given in the
short term credit rating of A1+ has been Corporate Governance Report, which forms
reaffirmed by CARE. Your Companys part of this Report.
long-term issuer rating is IND AA- by India
Ratings & Research, a Fitch Group company. i. Changes in Directors and Key
Managerial Personnel:
ii. Non-convertible Debentures: Ms. Padma Betai has been nominated by
During the year, your Company has IDBI Bank Limited as the Nominee Director
redeemed 1,000 Secured, Redeemable on the Board of your Company with effect
Non-Convertible Debentures at par on from August 22, 2015 in place of Mr. Ajay
May 21, 2015, of face value of ` 1 million Sharma. The Board placed on records its
each. appreciation of the valuable contribution
and guidance provided by Mr. Ajay Sharma
iii. Deposits: to your Company.
Your Company has not accepted any
deposit within the meaning of the Chapter Your Board of Directors has elevated
V of the Act. Further, no amount on the designation of Ms. Dipali Goenka as
account of principal or interest on deposit Joint Managing Director & CEO of your
was outstanding as at the end of the year Company. Further, the Board re-appointed
under Report. her as Joint Managing Director for a term
of 5 years effective from April 01, 2016,
11. BOARD OF DIRECTORS: subject to the members approval.
Your Companys Board comprises of mix of
Executive and Non-Executive Directors with

Annual Report 2015-16 | 67

 Your Board of Directors has confirmed responsibilities, rights and duties under
that Mr. Arvind Singhal is an Independent the Act and other statutes.
Director of your Company.
The policy on Companys familiarization
In accordance with the provisions of programme for Independent Directors
Section 152 of the Act and the Articles of is hosted on your Companys website
Association of your Company, Mr. Rajesh and a web link thereto is: http://www.
Mandawewala is retiring by rotation at the welspunindia.com/policy/familiarisation_
forthcoming Annual General Meeting and program.pdf.
being eligible, has been recommended for
his re-appointment. v. Committees of the Board of Directors:
Information on the Audit Committee,
Details about the directors being the Nomination and Remuneration
appointed / re-appointed is given in the Committee, the Stakeholders Relationship,
Notice of the forthcoming Annual General Share Transfer and Investor Grievance
Meeting. Committee, the Corporate Social
Responsibility Committee and meetings of
ii. Declaration by an Independent those committees held during the year is
Director(s) and re- appointment, if any: given in the Corporate Governance Report
Your Company has received declarations forming part of this Report.
from all the Independent Directors as
per the provisions of Section 149(7) of 12. LOANS, GUARANTEES AND
the Act, confirming that they meet the INVESTMENTS:
criteria of Independence as prescribed Information of aggregate amounts of loans,
under the provisions of Section 149(6) guarantees given, or investments made, or
of the Act and that there is no change in security provided by your Company as on
the circumstances as on the date of this March 31, 2016 is as given under:
Report which may affect their respective
status as an Independent Director. ` million
Particulars Amount
iii. Directors Evaluation: Investments 6,430.12
In compliance with the Act and SEBI Loans / Receivables 15.56*
(Listing Obligations and Disclosure Guarantees 7,562.68
Requirements) Regulations, 2015, the Security -
Board of Directors, as per the process TOTAL 14,008.36
recommended by the Nomination and
Remuneration Committee, has evaluated Corporate Guarantee of ` 2.20 billion was
the effectiveness of the Board, its given to holders of non-convertible debentures
Committees and Directors and all the (NCDs) issued by WCPGL. Proceeds of NCDs
results were satisfactory. were used by WCPGL in refinancing loan of
` 2.20 billion which was availed for setting
iv. Familiarization programme for up of captive power plant. Other corporate
Independent Director(s): guarantees were given to secure working
The familiarization programme aims to capital facilities availed by other subsidiaries
provide the Independent Directors with of your Company. Disclosures pursuant to the
the scenario within the textile industry, Regulation 34(3) read with Para A of Schedule
the socio-economic environment in which V of SEBI (Listing Obligations and Disclosure
the Company operates, the business Requirements) Regulations, 2015 are given at
model, the operational and financial Note 46 of the audited financial statements.
performance of the Company, significant
development so as to enable them to take 
* Provision for doubtful loans and advances of ` 15.56 million
well-informed decisions in timely manner. (March 31, 2015: ` 15.56 million) has been made w.r.t. loan
The familiarization programme also seeks given to BESA Developers and Infrastructure Private Limited,
to update the Directors on the roles, 100% subsidiary of your Company.

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1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

13. PARTICULARS OF CONTRACTS Disclosures as required under the Act are given
OR ARRANGEMENTS WITH in Form AOC-2 as Annexure - 3 to this Report.
RELATED PARTIES:
All related party transactions that were entered The details of the related party transactions as
into during the year under report were on an required under Accounting Standard 18 are
arms length basis and were in the ordinary set out in Note 44 to the Standalone financial
course of business, to serve mutual need and statements forming part of this Report.
mutual interest. There were no materially
significant related party transactions made 14. DETAILS OF MANAGERIAL
by your Company. The Audit Committee has REMUNERATION TO DIRECTORS
given its omnibus approval which is valid for AND KEY MANAGERIAL
one financial year. Your Companys policy on PERSONNEL:
Related Party Transactions as approved by the i. Details as required pursuant to Rule 5(1)
Board is hosted on your Companys website of the Companies (Appointment and
and a web link thereto is: Remuneration of Managerial Personnel)
http://www.welspunindia.com/policy/related_ Rules, 2014 are given below:
party_transaction_policy.pdf.

(a) the ratio of the remuneration of each Director and Key Managerial Personnel to the median
remuneration of the employees of your Company for FY 2015-16 is as given below:

Remuneration The The ratio of the Comparison

` million percentage remuneration of the
increase in to the median remuneration
remuneration remuneration of of the Key
Name and Designation
the employees Managerial
Personnel with
EBITDA

Balkrishan Goenka - Chairman 83.96 18.04 603.63 N.A.

Rajesh Mandawewala - Managing Director 101.29 14.31 728.22 0.76%
Ms. Dipali Goenka - Joint Managing Director & CEO 98.96 14.90 711.47 0.75%
Altaf Jiwani - Chief Financial Officer 22.40 - 161.04 0.17%
Shashikant Thorat - Company Secretary 3.40 23.64 24.44 0.03%

(b) The percentage increase in the (f) Market Capitalisation of your

median remuneration of employees in Company as on March 31, 2016 was
FY 2015-16 was 15.00%. ` 99.42 billion and as on March 31,
2015, it was ` 35.74 billion.
(c) Your Company had 19,156 permanent
employees on its payrolls as on (g) Price earnings ratio as at the close of
March 31, 2016. March 31, 2016 was 16.52 and at the
closing of March 31, 2015, it was 7.00.
(d) The turnover of your Company
increased by 10.55% and EBIDTA of (h) The share price increased by 19.79
your Company increased by 17.22% times (` 98.95 as on March 31, 2016
during FY 2015-16. Median remuneration after sub-division of equity shares to
increased by 15%. Increase in median ` 1 per share) in comparison to the
remuneration was in line with the rate at which the Company came out
performance of your Company. with the public issue in April, 1993 i.e.
` 50 per share (face value was ` 10
(e) The remuneration of the Key per share).
Managerial Personnel is 1.70% of
EBIDTA of your Company for FY (i) Average percentage increase in the
2015-16. salaries of employees other than the

Annual Report 2015-16 | 69

 managerial personnel in FY 2015-16 Industries Limited, Permanent, 0, No; Anil
was 8.30%. The percentage increase Nimbargi, Senior Vice President IT, 50,
in the managerial remuneration was 09.09.2009, 7.96, BSc., MBA (Prod/MKTG/
15.59%. MGMT), Ispat Industries Limited, Permanent,
0, No; Rajesh Padmanbhan, Director* - HCGA,
(j) The key parameters for any variable 54, 01.02.2016, 32.50, MBA (Finance / HR),
component of remuneration availed Vedanta Group, Permanent, 0, No; Chintan
by the directors are as per the Thaker, Vice President-CASPC, 38, 01.04.2013,
Nomination and Remuneration Policy. 7.00, MBA, Gujarat Water Infrastructure Limited,
Chairman, Managing Director and Permanent, No; Bharat Thanvi, Vice President
Joint Managing Director are being Commercials, 42, 27.01.1996, 6.28, BE (Mech),
paid commission of 1% of profits as GDMM MM, N.A., Permanent, 0, No; RR.
approved by the members of your Vinod, Senior Vice President- Procurement , 46,
Company. 04.01.2016, 6.10, PGDRM, B.TECH, Arvind Mills,
Permanent, 0, No.
(k) We affirm that the remuneration * Not a Member of Board
is as per the Nomination and
Remuneration Policy of your iii. Ms. Dipali Goenka, Joint Managing Director
Company. & CEO who is receiving remuneration
and commission from your Company,
ii. Details of the employees of your receives ` 15 million as remuneration
Company as required pursuant to Rule and commission of 2% of profits also
5(2) of the Companies (Appointment and from Welspun Global Brands Limited, a
Remuneration of Managerial Personnel) subsidiary of your Company.
Rules, 2014 are given below:
iv. Details of managerial remuneration and
Name, Designation, Age, DOJ, Current CTC payments to other directors is given in the
(` million), Qualification, Previous Company, Corporate Governance Report forming
Nature of Employment, % of Equity Shares part of this Report.
held in the Company, Relative of any
Director/ Manager of the Company. 15. EXTRACT OF THE ANNUAL
RETURN:

Anil Channa, Executive Director* Operations, An extract of the annual return in Form
66, 03.10.2014, 10.66, BE, B.Tech , MBA, PGDM, MGT-9 of the Companies (Management and
S. Kumars Nationwide Limited, Permanent, 0, Administration) Rules, 2014 is annexed as
No; Asim Chakraborty, Director* Civil, 54, Annexure - 4 to this Report.
23.01.2003, 11.22, BE (Civil), Welspun Corp
Limited, Permanent, 0, No; Dipali Goenka, 16. CONSERVATION OF ENERGY,
Joint Managing Director & CEO, 46, 01.04.2013, TECHNOLOGY ABSORPTION AND
98.96, B.A. (Psychology),N.A., Contractual, FOREIGN EXCHANGE EARNINGS
0.07, Yes; Milind Hardikar, Executive Director* AND OUTGO:
Textile Park, 54, 24.04.2012, 13.28, BE (Mech), The information on conservation of energy,
MMS, Arvind Limited, Permanent, 0, No; Altaf technology absorption and foreign exchange
Jiwani, Chief Financial Officer, 49, 02.02.2015, earnings and outgo required to be disclosed
22.40, B.TECH/MMS, RPG Group, Permanent, pursuant to Section 134(3)(m) of the Act read
0, No; Ashok Kumar Joshi, Executive Director* with Companies (Accounts) Rules, 2014 is
Operations, 56, 26.07.2001, 16.30, B.TECH, annexed as Annexure 5 to this Report.
Donear Industries Limited, Permanent, 0, No;
D.S Kalra, President Projects, 46, 23.05.2014, 17. CORPORATE SOCIAL
7.98, PGDM, B.TECH, SEL Manufacturing RESPONSIBILITY (CSR):
Company Limited, Permanent, 0, No; Rajesh The key philosophy of all CSR initiatives of the
Mandawewala, Managing Director , 53, Company is enshrined in the three Es which
01.12.1985, 101.29, CA,N.A., Contractual, 0 No; have become guiding principles of our CSR
Suneel Mohnot, President Commercial, initiatives Education, Empowerment (of
56, 26.08.2013, 9.34, M.COM, MBA, Reliance Women) and Environment & Health.

70 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

The CSR Policy of your Company as approved 19. RISK MANAGEMENT:

by the Board of Directors is hosted on the Your Company is exposed to risks across
Companys website and a web link thereto is: all levels and functions of the organisation.
http://www.welspunindia.com/policy/csr_policy. The Board has approved Enterprise Risk
pdf Management Policy (ERMP) to effectively
address financial, operational, business,
The initiatives undertaken by your Company compliance and strategic risk. A structured
during FY 2015-16 in CSR have been detailed in enterprise risk management program has been
this Report. formulated and implemented. Refer to the
Management Discussion and Analysis Section
Disclosures as required under Rule 9 of the in this Report for risks and threats applicable to
Companies (Corporate Social Responsibility) your Company.
Rules, 2014 is annexed as Annexure - 6 to this
Report. 20. CORPORATE GOVERNANCE:
The Company is committed to maintain the
18. INTERNAL CONTROLS: highest standards of corporate governance
Your Company has adequate internal control requirements as set out by SEBI. The Report
system, which is commensurate with the size, on Corporate Governance as stipulated under
scale and complexity of its operations. Your SEBI (Listing Obligations and Disclosure
Company has designed and implemented a Requirements) Regulations, 2015 forms an
process driven framework for Internal Financial integral part of this Report. The requisite
Controls (IFC) within the meaning of the Compliance Certificate is obtained from Mr.
explanation of Section 134(5)(e) of the Act, Uday Sohoni, Practicing Company Secretary
SEBI (Listing Obligations and Disclosures regarding compliance of conditions of
Requirements) Regulations, 2015 and other Corporate Governance as stipulated under Part
relevant statutes applicable to your Company. E of Schedule V of SEBI (Listing Obligations
and Disclosure Requirements) Regulations,
Your Company has well-documented Standard 2015, is annexed to the Corporate Governance
Operating Procedures (SOPs) for various Report.
processes which are periodically reviewed
for changes warranted by business needs. 21. VIGIL MECHANISM:
The Internal Auditors continuously monitor Your Company is committed to highest
the efficiency of the internal controls / standards of ethical, moral and legal business
compliance with the SOPs with the objective conduct. Accordingly, the Board of Directors
of providing to the Audit Committee and the has formulated Whistle Blower Policy and Vigil
Board of Directors, an independent, objective Mechanism for its directors and employees and
and reasonable assurance of the adequacy any director or employee may make protected
and effectiveness of the organisations disclosures to the Chairman of the Audit
risk management, control and governance Committee. No personnel have been denied
processes. access to the Audit Committee.

For the year ended March 31, 2016, the Board 22. DIRECTORS RESPONSIBILITY
is of the opinion that your Company has sound STATEMENT:
IFC commensurate with the nature of its Pursuant to Section 134(3)(c) & 134(5) of the
business operations; wherein adequate controls Act, your Directors hereby confirm that:
are in place and operating effectively and no
material weakness exists. Your Company has a. in the preparation of the annual accounts
a process in place to continuously monitor for the financial year ended March
existing controls and identify gaps and 31, 2016, the applicable accounting
implement new and / or improved controls standards have been followed along with
wherever the effect of such gaps would have a proper explanation relating to material
material effect on your Companys operation. departures;

Annual Report 2015-16 | 71

 b. the directors have selected such financial position of your Company between
accounting policies and applied them the end of the financial year to which the
consistently and made judgments and financial statements relate and the date of the
estimates that are reasonable and prudent report. No significant and material order was
so as to give a true and fair view of the passed by the regulators or courts or tribunals
state of affairs of the Company at the end which would have impacted the going concern
of the financial year and of the profit and status and your Companys operations in future.
loss of the Company for that period; Further, based on the Policy on Prevention,
Prohibition and Redressal of Sexual Harassment
c. the directors have taken proper and of women at workplace, the Internal Complaints
sufficient care for the maintenance Committee for each locations of your Company
of adequate accounting records in informed that no case of sexual harassments
accordance with the provisions of the was reported during the year under review.
Companies Act, 2013 for safeguarding Your Company has not made any provision
the assets of the Company and for of money for the purchase of, or subscription
preventing and detecting fraud and other for, shares in your Company or its holding
irregularities; company, to be held by or for the benefit of
the employees of your Company and hence
d. the directors have prepared the annual the disclosure as required under Rule 16(4) of
accounts on a going concern basis; Companies (Share Capital and Debentures)
Rules, 2014 is not required.
e. the directors have laid down internal
financial controls to be followed by the 24. ACKNOWLEDGEMENTS:
Company and that such internal financial Your Directors thank the government authorities,
controls are adequate and were operating financial institutions, banks, customers, suppliers,
effectively; and members, employees and other business
associates of your Company, who through
f. the directors have devised proper systems their continued support and co-operation,
to ensure compliance with the provisions have helped as the partner in your Companys
of all applicable laws and that such progress and achievement of its objectives.
systems were adequate and operating
effectively.
For and on behalf of the Board of Directors
23. MISCELLANEOUS:
During the year, there was no change in the
general nature of business of your Company. Balkrishan Goenka
No material change or commitment has Mumbai Chairman
occurred which would have affected the April 25, 2016 DIN: 00270175

72 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

ANNEXURE - 1
Form AOC - 1
(Pursuant to first proviso to sub-section (3) of Section 129 read with
Rule 5 of the Companies (Accounts) Rules, 2014)

Performance and financial position of the subsidiaries

` million
Sr. No. 1 2 3 4 5 6 7 8 9 10
Name of the Subsidiary
WGBL WUSA WCPGL #
CHL WUL CLL CWG WZTL WHTUKL WASEZ
company
Reporting period year ended 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16
Reporting currency and INR USD INR GBP GBP USD Euro INR GBP INR
Exchange rate NA ` 62.255 NA ` 95.18 ` 95.18 ` 62.255 ` 75.42 NA ` 95.18 NA
Share Capital 393.84 9.69 1,280.00 157.84 149.66 - 10.03 55.00 731.91 179.88
Reserves & Surplus 2,907.96 869.55 82.15 341.33 347.41 29.98 (5.88) 41.52 (412.42) 2,186.44
TOTAL ASSETS 7,583.01 5,203.53 3,641.78 1,731.69 3,117.72 161.33 25.27 97.73 611.81 2,510.12
TOTAL LIABILITIES 4,288.98 4,324.29 2,279.63 1,232.52 2,620.65 131.35 21.12 1.22 292.32 603.47
Investments(excluding 7.77 - - - - - - 0.01 - 459.67
investments in subsidiaries)
Turnover 51,107.19 12,402.31 2,863.09 2,590.65 2,409.27 163.80 31.63 0.10 - -
Profit / (Loss) before Taxation 1,087.30 453.42 496.30 141.29 149.98 41.57 (2.02) 0.49 (0.57) (9.12)
Provision for Taxation 393.67 141.34 167.35 54.11 (29.23) (24.88) - 0.59 2.27 0.31
Profit / (Loss) after Taxation 693.63 312.08 328.95 87.18 179.21 66.45 (2.02) (0.10) (2.84) (9.43)
Proposed Dividend (Equity) - - - - - - - - - -
% of Share holding 98.03% 98.64% 68.00% 98.17% 98.17% 98.17% 98.17% 100.00% 98.17% 100.00%
#
Consolidated Figures of the Company are given.
Reporting currency and Exchange rate is as on the last date of the relevant financial year in the case of foreign subsidiaries.
WGBL = Welspun Global Brands Limited, WUSA = Welspun USA, Inc., WCPGL = Welspun Captive Power Generation Limited, CHL = CHT
Holdings Limited, WUL = Welspun UK Limited, CLL = Christy Lifestyle LLC, CWG = Christy Welspun GmbH, WZTL = Welspun Zucchi Textiles
Limited, WHTUKL = Welspun Home Textiles UK Limited UK, WASEZ = Welspun Anjar SEZ Limited

` million
Sr. No. 11 12 13 14 15 16 17 18 19 20
Name of the Subsidiary
CHT NHT WMEL WHPL ERK BDI AITP WFL CL CUL
company
Reporting period year ended 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16
Reporting currency and GBP MXN USD GBP GBP INR INR INR GBP GBP
Exchange rate ` 95.18 ` 3.83 ` 62.255 ` 95.18 ` 95.18 NA NA NA ` 95.18 ` 95.18
Share Capital 149.66 53.22 16.54 1.62 0.20 0.10 0.10 0.10 - -
Reserves & Surplus 15.51 (57.35) 37.44 449.39 55.87 (14.57) - - 817.88 2.47
TOTAL ASSETS 1,092.95 - 59.86 454.18 56.06 1.10 0.61 0.10 1,259.23 279.07
TOTAL LIABILITIES 927.78 4.13 5.88 3.17 (0.01) 15.57 0.51 - 441.35 276.59
Investments(excluding - - - - - - - - - -
investments in subsidiaries)
Turnover - - - - - - - - - -
Profit (Loss) before Taxation (11.85) - (0.73) (0.44) - 0.07 - - - -
Provision for Taxation - - - - - 0.01 - - - -
Profit (Loss) after Taxation (11.85) - (0.73) (0.44) - 0.06 - - - -
Proposed Dividend - - - - - - - - - -
% of Share holding 98.17% 98.03% 98.03% 98.17% 98.17% 100.00% 100.00% 100.00% 98.17% 98.17%
Reporting currency and Exchange rate is as on the last date of the relevant Financial year in the case of foreign subsidiaries.
CHT = Christy Home Textiles Limited, NHT = Novelty Home Textiles S A DE C V, WMEL = Welspun Mauritius Enterprises Limited, WHPL =
Welspun Holdings Private Limited, ERK = E. R. Kingsley (Textiles) Limited, BDI = Besa Developers and Infrastructure Private Limited, AITP = Anjar
Integrated Textile Park Developers Private Limited, WFL = Welspun Flooring Limited, , CL = Christy 2004 Limited, CUL = Christy UK Limited.
Notes:
1) Anjar Integrated Textile Park Developers Private Limited is yet to commence its business.
2) Welspun Flooring Limited is yet to commence its business.
3) WASEZ has been denotified as Special Economic Zone.
For and on behalf of the Board of Directors

Balkrishan Goenka Rajesh Mandawewala

Chairman Managing Director
DIN: 00270175 DIN: 00007179

Shashikant Thorat Altaf Jiwani

Date: April 25, 2016 Company Secretary Chief Financial Officer
Place: Mumbai FCS: 6505

Annual Report 2015-16 | 73

 ANNEXURE - 2
Form No. MR -3
[Pursuant to section 204 (1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and
Remuneration Personnel) Rules, 2014]

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED MARCH 31, 2016

To, (iv) Foreign Exchange Management Act, 1999 and

The Members, the rules and regulations made thereunder
WELSPUN INDIA LIMITED to the extent of Foreign Direct Investment,
Welspun City, Village Versamedi, Anjar 370110, Overseas Direct Investment and External
Gujarat, India. Commercial Borrowings;
CIN: L17110GJ1985PLC033271
BSE Scrip Code 514162 (v) The following Regulations and Guidelines
NSE Code WELSPUNIND Series EQ prescribed under the Securities and Exchange
Board of India Act, 1992 (SEBI ACT):-
I have conducted the secretarial audit of the
compliance of applicable statutory provisions and (a) The Securities and Exchange Board of
the adherence to good corporate practices by India (Substantial Acquisition of Shares
WELSPUN INDIA LIMITED (hereinafter referred to and Takeovers) Regulations, 2011;
as the Company). Secretarial Audit was conducted
in a manner that provided me a reasonable basis (b) The Securities and Exchange Board of
for evaluating the corporate conducts/statutory India (Prohibition of Insider Trading)
compliances and expressing my opinion thereon. Regulations, 2015;

Based on my verification of the Companys books, (c) The Securities and Exchange Board of
papers, minute books, forms and returns filed and India (Issue of Capital and Disclosure
other records maintained by the Company and Requirements) Regulations, 2009;
also the information provided by the Company,
its officers, agents and authorized representatives (d) The Securities and Exchange Board of
during the conduct of secretarial audit, I hereby India (Employee Stock Option Scheme
report that in my opinion, the Company has, during and Employee Stock Purchase Scheme)
the audit period covering the financial year ended Guidelines, 1999 and The Securities and
on March 31, 2016 (Audit Period), complied with Exchange Board of India (Share Based
the statutory provisions listed hereunder and also Employee Benefits) Regulations, 2014
that the Company has proper Board-processes and notified on 28 October 2014;
compliance mechanism in place to the extent,
in the manner and subject to the reporting made (e) The Securities and Exchange Board of
hereinafter : India (Issue and Listing of Debt Securities)
Regulations, 2008;
I have examined the books, papers, minute books,
forms and returns filed and other records maintained (f) The Securities and Exchange Board of
by the Company for the financial year ended on India (Registrars to an Issue and Share
March 31, 2016 according to the provisions of: Transfer Agents) Regulations, 1993
regarding the Act and dealing with client;
(i) The Companies Act, 2013 / The Companies Act,
1956 (the Act) and the rules made thereunder; (g) The Securities and Exchange Board
of India (Delisting of Equity Shares)
(ii) The Securities Contracts (Regulation) Act, 1956 Regulations, 2009; (No event occurred
(SCRA) and the rules made thereunder; requiring compliance during the audit
period) and
(iii) The Depositories Act, 1996 and the Regulations
and Bye-laws framed thereunder;

74 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

(h) The Securities and Exchange Board of I further report that there are adequate systems
India (Buyback of Securities) Regulations, and processes in the Company commensurate with
1998; (No event occurred requiring the size and operations of the Company to monitor
compliance during the audit period). and ensure compliance with applicable laws, rules,
regulations and guidelines.
I have also examined compliance with the applicable
clauses of the following: I, further report that during the year under review,
the shares of the Company were sub-divided in
(i) Secretarial Standard issued by The Institute of the ratio of 10 equity shares of ` 1/- each in lieu of
Company Secretaries of India; 1 equity share of ` 10/- each by resolution passed
by the shareholders through Postal Ballot, results
(ii) Listing Agreements / SEBI (Listing Obligations declared on March 04, 2016. Further, the Company
and Disclosure Requirements) Regulations, 2015 has complied with the provisions of the Act, The
entered into by the Company with Secretarial Standards, SEBI (Listing Obligations and
Bombay Stock Exchange Limited and The Disclosures Requirements) Regulations, 2015 and all
National Stock Exchange of India Limited. other applicable provisions in the process of sub-
division.
During the period under review the Company has
complied with the provisions of the Act, Rules, I, further report that during the year under review,
Regulations, Guidelines, Standards etc. as mentioned the Company declared and paid final dividend of
above. ` 7.50 per equity share having nominal value of
` 10/- each for the financial year ended on March 31,
I further report that the Board of Directors of the 2015, 1st interim dividend of ` 6.50 per equity share
Company is duly constituted with proper balance having nominal value of ` 10/- each and 2nd interim
of Executive Directors, Non Executive Directors dividend of ` 0.60/- per equity share having nominal
and Independent Directors. The changes in the value of ` 1/- each for the financial year ended on
composition of the Board of Directors that took March 31, 2016.
place during the period under review were carried
out in compliance with the provisions of the Act. I, further report that during the year under review,
the Company formed a wholly owned subsidiary
Adequate notice is given to all directors to schedule named Welspun Flooring Limited (WFL).
the Board Meetings. Agenda and detailed notes on
agenda thereon were sent in compliance to the Act, I, further report that during the year under review,
and a system exists for seeking and obtaining further the Company has issued 12,600 (Twelve Thousand
information and clarifications on the agenda items Six Hundred) equity shares of ` 10 (Rupees Ten only)
before the meeting and for meaningful participation each at a premium of ` 25.60 (Rupees Twenty-five
at the meeting. and paise sixty only) upon exercise of Employee
Stock Options (ESOPs).
Decisions were carried out through by majority, while
the dissenting members views, if any, are captured Uday Sohoni
and recorded as part of the minutes. Practising Company Secretary
ACS 29359, CP 10916
April 25, 2016
Mumbai

Annual Report 2015-16 | 75

 ANNEXURE - 3
Form No. AOC-2
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies
(Accounts) Rules, 2014)

Form for disclosure of particulars of contracts/arrangements entered into by the Company with related
parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arms length
transactions under third proviso thereto.

1. DETAILS OF CONTRACTS OR ARRANGEMENTS OR TRANSACTIONS NOT

AT ARMS LENGTH BASIS: NIL

2. DETAILS OF MATERIAL CONTRACTS OR ARRANGEMENT OR

TRANSACTIONS AT ARMS LENGTH BASIS.
(a) Name(s) of the related party and Welspun Global Brands Limited Welspun Captive Power Generation
nature of relationship Limited
(b) Nature of contracts/arrangements/ Sale of products of the Company Purchase of power and steam
transactions
(c) Duration of the contracts / Perpetual Perpetual
arrangements/transactions
(d) Salient terms of the contracts The price for sale of the products As may be mutually agreed
or arrangements or transactions of the Company shall be negotiated periodically considering prevalent
including the value, if any and agreed to by both parties based market conditions.
on estimated total costs and risk &
return considering prevalent market
conditions.

(e) Date(s) of approval by the Board July 30, 2014 July 30, 2014
(f) Amount paid as advances, if any: N.A. N.A.

Note: The above transactions are material as per SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Other
transactions which are not material transactions but entered into in the ordinary course of business and on arms length basis are mentioned
in the Note No. 44 of the audited financial statements.

For and on behalf of the Board of Directors

Balkrishan Goenka
Date: April 25, 2016 Chairman
Place: Mumbai DIN: 00270175

76 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

ANNEXURE - 4
Form No. MGT -9
EXTRACT OF ANNUAL RETURN
As on the financial year ended on March 31, 2016
[Pursuant to section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and
Administration) Rules, 2014]

I. REGISTRATION AND OTHER vi. Whether listed company: Yes.

DETAILS:
i. CIN :- L17110GJ1985PLC033271 vii. Name, address and contact details of
Registrar and Transfer Agent, if any.
ii. Registration Date : January 17, 1985
Link Intime India Private Limited
iii. Name of the Company : Welspun India Unit : Welspun India Limited
Limited C-13, Pannalal Silk Mills Compound,
LBS Marg, Bhandup (West),
iv. Category / Sub Category of the Company: Mumbai 400 078.
Public Limited Company Email - rnt.helpdesk@linkintime.co.in
Tele. No.: +91-22-25946970
v. Address of the Registered office and Fax No. : +91-2225946969
contact details: Welspun City, Village
Versamedi, Taluka Anjar. Dist. Kutch,
Gujarat-370110. Contact: The Company
Secretary, Tele.: +91 2836 661111; Email
Companysecretary_WIL@welspun.com.

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY:

All the business activities contributing 10% or more of the total turnover of the Company are as given below:

Sr. Name and description of main NIC code of the % to total turnover
No. products / services product / service of the company.

1 Manufacture of other textiles 139 99.07%

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES:

CIN / GLN Holding / % of Shares Applicable
Sr. Subsidiary Held Section
Name and address of the Company
No. / Associate
1 Anjar Integrated Textile Park Developers U74120GJ2011PTC064912 Subsidiary 100.00 2(87)(ii)
Private Limited
707/708 Sterling Centre, R C Dutt Road,
Alkapuri, Baroda, Gujarat 390005
2 Besa Developers and Infrastructure Private U45400MH2008PTC178773 Subsidiary 100.00 2(87)(ii)
Limited
Trade World, B Wing, 9th Floor, Kamala
Mills Compound, Senapati Bapat Marg,
Lower Parel, Mumbai - 400013
3 Christy 2004 Limited (UK) - Subsidiary 98.17 2(87)(ii)
Park Square, Bird Hall Lane, Stockport,
Cheadle, Cheshire, SK3 0XN
4 Christy Home Textiles Limited (UK) - Subsidiary 98.17 2(87)(ii)
Park Square, Bird Hall Lane, Stockport,
Cheadle, Cheshire, SK3 0XN
5 Christy Lifestyle LLC (USA) - Subsidiary 98.17 2(87)(ii)
3901, Gantz Road, Grove City, OH 43123

Annual Report 2015-16 | 77

 CIN / GLN Holding / % of Shares Applicable
Sr. Subsidiary Held Section
Name and address of the Company
No. / Associate
6 Christy UK Limited (UK) - Subsidiary 98.17 2(87)(ii)
Park Square, Bird Hall Lane, Stockport,
Cheadle, Cheshire SK3 0XF
7 Christy Welspun GmbH (Germany) - Subsidiary 98.17 2(87)(ii)
Obere Breite 14, 72336 Balingen
8 CHT Holdings Limited (UK) - Subsidiary 98.17 2(87)(ii)
Park Square, Bird Hall Lane, Stockport,
Cheadle, Cheshire SK3 0XF
9 E. R. Kingsley (Textiles) Limited (UK) - Subsidiary 98.17 2(87)(ii)
Park Square, Bird Hall Lane, Stockport,
Cheadle, Cheshire SK3 0XF
10 Krishiraj Trading Limited U65990GJ1992PLC050965 Holding 50.27 2(46)
Survey No. 76, Village Morai, Vapi,
Gujarat - 396191
11 Novelty Home Textiles S.A. de C.V. (Mexico) - Subsidiary 98.03 2(87)(ii)
Boulevard Zaragoza 1650, Colonia Salvacar,
Ciudad Juarez, Chihuahua 32574
12 Welspun Anjar SEZ Limited U22210GJ1995PLC027871 Subsidiary 100.00 2(87)(ii)
Welspun City, P.O. Versamedi, Taluka Anjar,
Gujarat 370110
13 Welspun Captive Power Generation U40100GJ2010PLC060502 Subsidiary 68.00 2(87)(ii)
Limited
Welspun City, Village Versamedi, Taluka
Anjar, District Kutch, Gujarat - 370110
14 Welspun Flooring Limited U17291GJ2016PLC086292 Subsidiary 100.00 2(87)(ii)
Survey No. 76, Village Morai, Vapi Valsad,
Gujarat - 396191
15 Welspun Global Brands Limited U71210GJ2004PLC045144 Subsidiary 98.03 2(87)(ii)
Survey No. 675, Welspun City, Anjar,
District Kutch, Gujarat - 370110
16 Welspun Holdings Private Limited (Cyprus) - Subsidiary 98.17 2(87)(ii)
10, Diomidous Avenue, Building Alphamega
Acropolis, 3rd Floor, Office 401, 2024
Nicosia, Cyprus
17 Welspun Home Textiles UK Limited (UK) - Subsidiary 98.17 2(87)(ii)
Park Square, Bird Hall Lane, Stockport,
Cheadle, Cheshire SK3 0XF
18 Welspun Mauritius Enterprises Limited - Subsidiary 98.03 2(87)(ii)
(Mauritius)
Les Cascades Building, Edith Cavell Street,
Port Louis, Mauritius
19 Welspun UK Limited (UK) - Subsidiary 98.17 2(87)(ii)
Park Square, Bird Hall Lane, Stockport,
Cheadle, Cheshire SK3 0XF
20 Welspun USA, Inc. (USA) - Subsidiary 98.64 2(87)(ii)
Suite No. 1118, 11th Floor, Textile Building,
5th Avenue, New York, NY 10016, USA
21 Welspun Zucchi Textiles Limited U18101MH1997PLC107982 Subsidiary 100.00 2(87)(ii)
B/9, Trade World, Kamala Mills Compound,
S B Marg, Lower Parel, Mumbai - 400013

78 | Welspun India Limited

 IV. SHARE HOLDING PATTERN (EQUITY SHARE CAPITAL BREAK-UP AS PERCENTAGE OF TOTAL EQUITY):
i. Category-wise share holding

No. of shares held at the beginning of the year No. of shares held at the end of the year* %
change
Category of shareholders Demat Physical Total % of Demat Physical Total % of
during
total total
the year
shares shares
A. Promoters
1. Indian
1 COMPANY OVERVIEW

a) Individuals/ Hindu Undivided Family 344,401 - 344,401 0.34% 3,444,010 - 3,444,010 0.34% 0.00%
b) Central Government/ State - - - - - - - - -
Government(s)
c) Bodies Corporate 73,483,318 - 73,483,318 73.15% 734,833,180 - 734,833,180 73.14% (0.01)%
d) Financial Institutions/ Banks - - - - - - - - -
e) Any other(Specify) - - - - - - - - -
SUB TOTAL(A1) 73,827,719 - 73,827,719 73.49% 738,277,190 - 738,277,190 73.48% (0.01)%
2. Foreign -
a) NRIs Individuals - - - - - - - - -
b) Other Individuals - - - - - - - - -
c) Bodies Corporate - - - - - - - - -
d) Banks / FI - - - - - - - - -
e) Any Other - - - - - - - - -
SUB TOTAL(A2) - - - - - - - - -
TOTAL SHAREHOLDING OF PROMOTER AND
 73,827,719 - 73,827,719 73.49% 738,277,190 - 738,277,190 73.48% (0.01)
2 STATUTORY REPORTS

PROMOTER GROUP (A)= (A1)+(A2)

B. Public shareholding
1. Institutions
a) Mutual Funds/ UTI 4,037,213 11,350 4,048,563 4.03% 27,347,325 112,100 27,459,425 2.73% (1.30)%
b) Banks / FI 908,935 250 909,185 0.91% 784,187 2,500 786,687 0.08% (0.83)%
c) Central Government - - - - - - - - -
d) State Government(s) - - - - - - - - -
e) Venture Capital Funds - - - - - - - - -
f) Insurance Companies - - - - - - - - -
g) Foreign Institutional Investors 3,563,476 - 3,563,476 3.55% 127,196,277 - 127,196,277 12.66% 9.11%
h) Foreign Venture Capital Investors - - - - - - - - -
i) Others (Specify) - UTI - - - - 1,400 - 1,400 0.00 0.00%
SUB-TOTAL (B1) 8,509,624 11,600 8,521,224 8.49% 155,329,189 114,600 155,443,789 15.47% 6.98%
-
2. Non-institutions -
a) Bodies Corporate
3 FINANCIAL STATEMENTS

i Indian 6,940,648 7,189 6,947,837 6.93% 30,578,348 33,070 30,611,418 3.05% (3.88)%
ii Overseas - - - - - - - - -

Annual Report 2015-16 | 79

 No. of shares held at the beginning of the year No. of shares held at the end of the year* %
change
Category of shareholders Demat Physical Total % of Demat Physical Total % of
during
total total
the year
shares shares
b) Individuals - -
i  Individual shareholders 3,990,897 594,823 4,585,720 4.56% 35,960,321 5,730,580 41,690,901 4.15% (0.41)%
holding nominal share capital
up to ` 2 lakh
ii  Individual shareholders 6,022,721 - 6,022,721 6.00% 30,733,499 - 30,733,499 3.06% (2.94)%
holding nominal share capital
in excess of ` 2 lakh.

80 | Welspun India Limited

c) Qualified Foreign Investor - - - - - - - - -
d) Any Other (specify)
i Clearing member 264,992 - 264,992 0.26% 1,758,605 - 1,758,605 0.18% (0.08)%
ii Non Resident Indians 114,217 21,165 135,382 0.13% 2,144,681 205,750 2,350,431 0.24% 0.11%
iii  Unclaimed Shares Demat 139,740 - 139,740 0.14% 1,370,850 - 1,370,850 0.14% 0.00%
Suspense Account
iv Hindu Undivided Family - - - - 2,359,507 - 2,359,507 0.23% 0.23%
v Directors / Relatives 3,614 875 4,489 0.00% 25,010 - 25,010 0.00% 0.00%
vi Trust 2,233 - 2,233 0.00% 103,950 - 103,950 0.00% 0.00%
vii Foreign Portfolio Investor 7,858 - 7,858 0.01% - - - - (0.01)%
SUB-TOTAL (B2) 17,486,920 624,052 18,110,972 18.03% 105,034,771 5,969,400 111,004,171 11.05% (6.98)%
TOTAL PUBLIC SHAREHOLDING (B)= (B1)+(B2) 25,996,544 635,652 26,632,196 26.52% 260,363,960 6,084,000 266,447,960 26.52% (0.00)%
TOTAL (A)+(B) 99,824,263 635,652 100,459,915 100.00% 998,641,150 6,084,000 1,004,725,150 100.00% -
c) Shares held by Custodians and - - - - - - - - -
against which Depository Receipts
have been issued
GRAND TOTAL (A)+(B)+(C) 99,824,263 635,652 100,459,915 100.00% 998,641,150 6,084,000 1,004,725,150 100.00% -
* Each Equity Share of face value of ` 10/- each was sub- divided into 10 (Ten) Equity Shares of face value ` 1/- each pursuant to resolution passed by members through Postal Ballot on March
04, 2016.
 ii. Shareholding of Promoters
Shareholding at the beginning of Shareholding at the end of the year* % change in
the year shareholding
during the
Sr. No. of % of total % of shares No. of shares* % of total % of shares year
Shareholders name shares shares pledged / shares
No pledged /
of the encumbered of the encumbered
Company to total Company to total
shares shares
1 COMPANY OVERVIEW

1 Krishiraj Trading Limited 50,509,877 50.28 - 505,098,770 50.27 - (0.01)%

2 Welspun Mercantile Limited 11,246,576 11.20 - 112,465,760 11.20 - 0.00%
3 Welspun Wintex Limited 8,425,291 8.39 - 84,252,910 8.39 - 0.00%
4 Welspun Infra Developers Limited 2,749,773 2.74 - 27,497,730 2.74 - 0.00%
Welspun Tradewel Limited (Formerly known as Welspun
5 542,402 0.54 - 5,424,020 0.54 - 0.00%
Finance Limited)
6 Radhika Goenka 200,860 0.20 - 2,008,600 0.20 - 0.00%
7 Dipali Goenka 72,360 0.07 - 723,600 0.07 - 0.00%
8 Balkrishan Goenka 68,389 0.07 - 683,890 0.07 - 0.00%
9 Methodical Investment And Trading Co. Private Limited 7,694 0.01 - 76,940 0.01 - 0.00%
10 Dipali Goenka jointly with Balkrishan Goenka 2,680 0.00 - 26,800 0.00 - 0.00%
AYM Syntex Limited (Formerly known as Welspun 1,485 0.00 - 14,850 0.00 - 0.00%
11
Syntex Limited)
12 Welspun Steel Limited 110 0.00 - 1,100 0.00 - 0.00%
13 Welspun Zucchi Textiles Limited 110 0.00 - 1,100 0.00 - 0.00%
2 STATUTORY REPORTS

14 Rajesh Mandawewala 103 0.00 - 1,030 0.00 - 0.00%

15 Balkrishan Goenka jointly with Dipali Goenka 9 0.00 - 90 0.00 - 0.00%
TOTAL 73,827,719 73.49 - 738,277,190 73.48 - (0.01)%
* Each Equity Share of face value of ` 10/- each was sub- divided into 10 (Ten) Equity Shares of face value ` 1/- each pursuant to resolution passed by members through Postal Ballot on March
04, 2016.
3 FINANCIAL STATEMENTS

Annual Report 2015-16 | 81

iii. Change in Promoter Groups shareholding
Shareholding at the beginning of Cumulative shareholding during
Sr. the year the year
Constituent of the Promoter Group
No % of total shares % of total shares
No. of shares No. of shares*
of the company of the company
1. At the beginning of the year 73,827,719 73.49 73,827,719 73.49
Increase / decrease in Promoter Shareholding
during the year specifying the reason for
No change except as mentioned in the note below
increase / decrease (e.g. allotment / transfer /
bonus / sweat equity etc):
At the end of the year 738,277,190 73.48 738,277,190 73.48
* Each Equity Share of face value of ` 10/- each was sub- divided into 10 (Ten) Equity Shares of face value ` 1/- each pursuant to resolution
passed by members through Postal Ballot on March 04, 2016.

iv. Shareholding pattern of top ten shareholders (other than Directors, Promoters and
Holders of GDRs and ADRs):
Shareholder Names Shareholding at the Date@ Increase/ Reason Cumulative Shareholding
beginning (Decrease) in during the year (01-04-15 to
(01-04-15) / end of the shareholding 31-03-16)
year
Sr. (31-03-16)
No
% of total
% of total
For each of the top No. of Shares of
No. of Shares Shares of the
ten Shareholders Shares the
Company
Company

1. Goldman Sachs India 2,058,185 2.05 01.04.2015 2,058,185 2.05

Funds Limited
24.04.2015 132,810 Purchase 2,190,995 2.18
05.06.2015 96,894 Purchase 2,287,889 2.28
26.06.2015 56,168 Purchase 2,344,057 2.33
31.07.2015 123,378 Purchase 2,467,435 2.46
14.08.2015 -19,276 Sale 2,448,159 2.44
21.08.2015 -154,778 Sale 2,293,381 2.28
28.08.2015 -14,334 Sale 2,279,047 2.27
04.09.2015 -215,969 Sale 2,063,078 2.05
11.09.2015 -16,433 Sale 2,046,645 2.04
22.03.2016 18,419,805 Sub-Division 20,466,450 2.04
20,466,450 2.04 31.03.2016 20,466,450 2.04
2. Reliance Capital 2,727,804 2.72 01.04.2015 2,727,804 2.72
Trustee Company
Limited A/C Reliance
Growth Fund
01.05.2015 25,000 Purchase 2,752,804 2.74
08.05.2015 -60,000 Sale 2,692,804 2.68
26.06.2015 -143,800 Sale 2,549,004 2.54
03.07.2015 -5,900 Sale 2,543,104 2.53
10.07.2015 -28,200 Sale 2,514,904 2.50
17.07.2015 -18,704 Sale 2,496,200 2.48
24.07.2015 -205,335 Sale 2,290,865 2.28
31.07.2015 -364,515 Sale 1,926,350 1.92
07.08.2015 -37,000 Sale 1,889,350 1.88
21.08.2015 -76,443 Sale 1,812,907 1.80
28.08.2015 100,000 Purchase 1,912,907 1.90
11.09.2015 34,074 Purchase 1,946,981 1.94
18.09.2015 -29,074 Sale 1,917,907 1.91
25.09.2015 -1,735 Sale 1,916,172 1.91
09.10.2015 42,247 Purchase 1,958,419 1.95
23.10.2015 50,000 Purchase 2,008,419 1.99
30.10.2015 10,000 Purchase 2,018,419 2.01
06.11.2015 25,000 Purchase 2,043,419 2.03

82 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

Shareholder Names Shareholding at the Date@ Increase/ Reason Cumulative Shareholding

beginning (Decrease) in during the year (01-04-15 to
(01-04-15) / end of the shareholding 31-03-16)
year
Sr. (31-03-16)
No
% of total
% of total
For each of the top No. of Shares of
No. of Shares Shares of the
ten Shareholders Shares the
Company
Company

04.12.2015 -16,265 Sale 2,027,154 2.02

11.12.2015 469 Purchase 2,027,623 2.02
18.12.2015 -4,969 Sale 2,022,654 2.01
25.12.2015 -27,700 Sale 1,994,954 1.99
31.12.2015 -66,754 Sale 1,928,200 1.92
08.01.2016 -200,000 Sale 1,728,200 1.72
15.01.2016 -90,240 Sale 1,637,960 1.63
22.01.2016 109,000 Purchase 1,746,960 1.74
29.01.2016 -25,000 Sale 1,721,960 1.72
05.02.2016 -85,600 Sale 1,636,360 1.63
12.02.2016 -138,460 Sale 1,497,930 1.49
04.03.2016 33,015 Purchase 1,530,945 1.52
11.03.2016 -55,004 Sale 1,475,941 1.47
18.03.2016 -281,451 Sale 1,194,490 1.19
22.03.2016 10,750,410 Sub-Division 11,944,900 1.19
25.03.2016 -159,500 Sale 11,785,400 1.18
11,407,700 1.14 31.03.2016 -377,700 Sale 11,407,700 1.14
Pyramis Global Nil 0.00 01.04.2015 Nil 0.00
Advisors Trust
Company A/C Pyramis
3.
Group Trust For
Employee Benefit
Plans*
15.01.2016 38,639 Purchase 38,639 0.04
22.01.2016 130,589 Purchase 169,228 0.17
29.01.2016 24,086 Purchase 193,314 0.19
05.02.2016 12,922 Purchase 206,236 0.21
12.02.2016 59,216 Purchase 265,452 0.26
19.02.2016 38,614 Purchase 304,066 0.30
26.02.2016 31,788 Purchase 335,854 0.33
04.03.2016 46,773 Purchase 382,627 0.38
11.03.2016 29,712 Purchase 412,339 0.41
18.03.2016 239,255 Purchase 651,594 0.65
22.03.2016 50,240 Purchase 701,834 0.70
22.03.2016 6,316,506 Sub-Division 7,018,340 0.70
25.03.2016 30,414 Purchase 7,048,754 0.70
7,539,635 0.75 31.03.2016 490,881 Purchase 7,539,635 0.75
4. Vimal Jain 752,400 0.75 01.04.2015 752,400 0.75
22.03.2016 6,771,600 Sub-Division 7,524,000 0.75
7,524,000 0.75 31.03.2016 7,524,000 0.75
5. HSBC Equity Fund* Nil 0.00 01.04.2015 Nil 0.00
26.06.2015 202,112 Purchase 202,112 0.20
30.06.2015 65,300 Purchase 267,412 0.27
10.07.2015 35,000 Purchase 302,412 0.30
07.08.2015 208,000 Purchase 510,412 0.51
21.08.2015 120,000 Purchase 630,412 0.63
28.08.2015 25,000 Purchase 655,412 0.65
04.09.2015 25,000 Purchase 680,412 0.68
11.09.2015 8,900 Purchase 689,312 0.69
18.09.2015 50,000 Purchase 739,312 0.74
23.10.2015 68,500 Purchase 807,812 0.80

Annual Report 2015-16 | 83

 Shareholder Names Shareholding at the Date@ Increase/ Reason Cumulative Shareholding
beginning (Decrease) in during the year (01-04-15 to
(01-04-15) / end of the shareholding 31-03-16)
year
Sr. (31-03-16)
No
% of total
% of total
For each of the top No. of Shares of
No. of Shares Shares of the
ten Shareholders Shares the
Company
Company

30.10.2015 13,000 Purchase 820,812 0.82

06.11.2015 10,000 Purchase 830,812 0.83
19.02.2016 -68,000 Sale 762,812 0.76
18.03.2016 -70,778 Sale 692,034 0.69
22.03.2016 -221,622 Sale 470,412 0.47
22.03.2016 4,233,708 Sub-Division 4,704,120 0.47
25.03.2016 2,153,000 Purchase 6,857,120 0.68
6,857,120 0.68 31.03.2016 6,857,120 0.68
Wasatch Emerging Nil 0.00 01.04.2015 Nil 0.00
6. Markets Small Cap
Fund*
08.01.2016 92,900 Purchase 92,900 0.09
15.01.2016 80,894 Purchase 173,884 0.17
22.01.2016 21,410 Purchase 195,294 0.19
29.01.2016 91,011 Purchase 286,305 0.28
05.02.2016 81,052 Purchase 367,357 0.37
19.02.2016 72,713 Purchase 440,070 0.44
26.02.2016 19,197 Purchase 459,267 0.46
04.03.2016 28,598 Purchase 487,865 0.49
11.03.2016 3,292 Purchase 491,157 0.49
18.03.2016 50,000 Purchase 541,157 0.54
22.03.2016 70,270 Purchase 611,427 0.61
22.03.2016 5,502,843 Sub-Division 6,114,270 0.61
6,114,270 0.61 31.03.2016 6,114,270 0.61
7. California Public Nil 0.00 01.04.2015 Nil 0.00
Employees' Retirement
System, Managed By
Wasatch Advisors,
Inc.*
18.12.2015 13,955 Purchase 13,955 0.01
25.12.2015 8,117 Purchase 22,072 0.02
31.12.2015 148,246 Purchase 170,318 0.17
01.01.2016 23,286 Purchase 193,604 019
08.01.2016 119,836 Purchase 313,440 0.31
15.01.2016 12,090 Purchase 325,530 0.32
22.01.2016 5,147 Purchase 330,667 0.33
29.01.2016 47,200 Purchase 377,877 0.38
05.02.2016 68,560 Purchase 446,437 0.44
12.02.2016 80,888 Purchase 527,325 0.52
19.02.2016 12,934 Purchase 540,259 0.54
26.02.2016 19,269 Purchase 559,528 0.56
22.03.2016 22,817 Purchase 582,345 0.58
22.03.2016 5,241,105 Sub-Division 5,823,450 0.58
5,823,450 0.58 31.03.2016 5,823,450 0.58
8. Macquarie Emerging Nil 0.00 01.04.2015 Nil 0.00
Markets Asian Trading
Pte. Limited*
15.01.2016 491,839 Purchase 491,839 0.49
29.01.2016 41,300 Purchase 533,139 0.53
12.02.2016 11,212 Purchase 544,351 0.54
04.03.2016 25,443 Purchase 569,794 0.57
22.03.2016 5,128,146 Sub-Division 5,697,940 0.57
5,697,940 0.57 31.03.2016 5,697,940 0.57

84 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

Shareholder Names Shareholding at the Date@ Increase/ Reason Cumulative Shareholding

beginning (Decrease) in during the year (01-04-15 to
(01-04-15) / end of the shareholding 31-03-16)
year
Sr. (31-03-16)
No
% of total
% of total
For each of the top No. of Shares of
No. of Shares Shares of the
ten Shareholders Shares the
Company
Company

9. Anil Kumar Goel* 484,000 0.48 01.04.2015 484,000 0.48

24.04.2015 1,000 Purchase 485,000 0.48
01.05.2015 21,000 Purchase 506,000 0.50
08.05.2015 4,000 Purchase 510,000 0.51
05.06.2015 1,269 Purchase 511,269 0.51
12.06.2015 589 Purchase 511,858 0.51
19.06.2015 333 Purchase 512,191 0.51
26.06.2015 -1,191 Sale 511,000 0.51
24.07.2015 -76,000 Sale 435,000 0.43
11.09.2015 1,965 Purchase 436,965 0.43
18.09.2015 35 Purchase 437,000 0.43
16.10.2015 8,000 Purchase 445,000 0.44
23.10.2015 29,000 Purchase 474,000 0.47
30.10.2015 75,000 Purchase 549,000 0.55
13.11.2015 1,000 Purchase 550,000 0.55
20.11.2015 -1,000 Sale 549,000 0.55
04.12.2015 -1,000 Sale 548,000 0.55
31.12.2015 -1,000 Sale 547,000 0.55
22.01.2016 1,000 Purchase 548,000 0.55
11.03.2016 -1,000 Purchase 547,000 0.55
22.03.2016 4,923,000 Sub-Division 5,470,000 0.55
5,470,000 0.55 31.03.2016 5,470,000 0.55
10. ICICI Prudential 985,490 0.98 01.04.2015 985,490 0.98
Midcap Fund
29.05.2015 -56,770 Sale 928,720 0.92
05.06.2015 -28,720 Sale 900,000 0.90
26.06.2015 -15,000 Sale 885,000 0.88
10.07.2015 -78,875 Sale 806,125 0.80
17.07.2015 -69,176 Sale 736,409 0.73
18.12.2015 -86,409 Sale 650,000 0.65
31.12.2015 -26,942 Sale 623,058 0.62
01.01.2016 -38,358 Sale 584,700 0.58
08.01.2016 -6,616 Sale 578,084 0.58
12.02.2016 -6,484 Sale 571,600 0.57
11.03.2016 -8,015 Sale 563,585 0.56
18.03.2016 -20,753 Sale 542,832 0.54
22.03.2016 4,885,488 Sub-Division 5,428,320 0.54
5,428,320 0.54 31.03.2016 5,428,320 0.54
11. BNP Paribas 731,182 0.73 01.04.2015 731,182 0.73
Arbitrage#
10.04.2015 38,107 Purchase 769,289 0.77
17.04.2015 147,208 Purchase 916,497 0.91
01.05.2015 57,912 Purchase 974,409 0.97
08.05.2015 63,990 Purchase 1,038,399 1.03
05.06.2015 12,000 Purchase 1,050,399 1.05
19.06.2015 2,233 Purchase 1,052,632 1.05
26.06.2015 -28,487 Sale 1,024,145 1.02
30.06.2015 -28,087 Sale 996,058 0.99
10.07.2015 -75,366 Sale 920,692 0.92
17.07.2015 -100,181 Sale 820,511 0.82

Annual Report 2015-16 | 85

 Shareholder Names Shareholding at the Date@ Increase/ Reason Cumulative Shareholding
beginning (Decrease) in during the year (01-04-15 to
(01-04-15) / end of the shareholding 31-03-16)
year
Sr. (31-03-16)
No
% of total
% of total
For each of the top No. of Shares of
No. of Shares Shares of the
ten Shareholders Shares the
Company
Company

24.07.2015 -32,478 Sale 788,033 0.78

31.07.2015 -134,162 Sale 653,871 0.65
07.08.2015 -33,003 Sale 620,868 0.62
14.08.2015 -50,952 Sale 569,916 0.57
21.08.2015 -81,645 Sale 488,271 0.48
28.08.2015 -90,193 Sale 398,078 0.40
16.10.2015 47,912 Purchase 445,990 0.44
23.10.2015 101,410 Purchase 547,400 0.54
18.12.2015 -34,636 Sale 512,764 0.51
22.01.2016 -31,746 Sale 481,018 0.48
29.01.2016 -2,904 Sale 478,114 0.48
05.02.2016 -94,302 Sale 383,812 0.38
19.02.2016 -94,125 Sale 289,687 0.28
04.03.2016 -62,612 Sale 227,075 0.23
11.03.2016 -77,388 Sale 149,687 0.15
22.03.2016 1,347,183 Sub-Division 1,496,870 0.15
1,392,856 0.14 31.03.2016 -104,014 Sale 1,392,856 0.14
12. Life Insurance 699,824 0.70 01.04.2015 699,824 0.70
Corporation of India#
05.06.2015 -177 Sale 699,647 0.70
19.06.2015 -82,805 Sale 616,842 0.61
26.06.2015 -239,922 Sale 376,920 0.38
30.06.2015 -57,324 Sale 319,596 0.32
17.07.2015 -75,314 Sale 244,282 0.24
24.07.2015 -170,495 Sale 73,787 0.07
31.07.2015 -73,787 Sale Nil 0.00
Nil 0.00 31.03.2016 Nil 0.00
13. RVB Enterprise LLP# 689,469 0.69 01.04.2015 689,469 0.69
10.04.2015 38,581 Purchase 728,050 0.72
17.04.2015 -12,728 Sale 715,322 0.71
08.05.2015 -17,000 Sale 698,322 0.70
15.05.2015 46,177 Purchase 744,499 0.74
22.05.2015 -20,000 Sale 724,499 0.72
29.05.2015 -25,530 Sale 698,969 0.70
05.06.2015 -42,225 Sale 656,744 0.65
26.06.2015 -8,000 Sale 648,744 0.65
30.06.2015 -5,000 Sale 643,744 0.65
17.07.2015 -30,461 Sale 613,283 0.61
24.07.2015 -11,000 Sale 602,283 0.60
31.07.2015 -41,839 Sale 560,444 0.56
14.08.2015 -29,000 Sale 531,444 0.53
28.08.2015 -15,000 Sale 516,444 0.51
11.09.2015 -32,000 Sale 484,444 0.48
18.09.2015 -5,762 Sale 478,682 0.48
22.01.2016 16,364 Purchase 495,046 0.49
29.01.2016 136 Purchase 495,182 0.49
04.03.2016 30,000 Purchase 525,182 0.52
25.03 .2016 -525,182 Sale Nil 0.00
Nil 0.00 31.03.2016 Nil 0.00

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1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

Shareholder Names Shareholding at the Date@ Increase/ Reason Cumulative Shareholding

beginning (Decrease) in during the year (01-04-15 to
(01-04-15) / end of the shareholding 31-03-16)
year
Sr. (31-03-16)
No
% of total
% of total
For each of the top No. of Shares of
No. of Shares Shares of the
ten Shareholders Shares the
Company
Company

14. Quant Capital 592,143 0.59 01.04.2015 592,143 0.59

Securities Private
Limited#
03.04.2015 -16,487 Sale 575,656 0.57
10.04.2015 -100,656 Sale 475,000 0.47
01.05.2015 -18,000 Sale 457,000 0.46
29.05.2015 -200,000 Sale 257,000 0.26
07.08.2015 -128,554 Sale 128,446 0.13
14.08.2015 -28,446 Sale 100,000 0.10
30.09.2015 21,000 Purchase 121,000 0.12
13.11.2015 29,000 Purchase 150,000 0.15
20.11.2015 -29,000 Sale 121,000 0.12
27.11.2015 -29,000 Sale 92,000 0.09
04.12.2015 -2,000 Sale 90,000 0.09
11.12.2015 -90,000 Sale Nil 0.00
Nil 0.00 31.03.2016 Nil 0.00
Max Life Insurance 585,476 0.58 01.04.2015 585,476 0.58
15.
Company Limited#
10.04.2015 -30,000 Sale 555,476 0.55
17.04.2015 -224,474 Sale 331,002 0.33
24.04.2015 -100,000 Sale 231,002 0.23
31.07.2015 -1,150 Sale 229,852 0.23
07.08.2015 -2,400 Sale 227,452 0.23
14.08.2015 -37,613 Sale 189,839 0.19
21.08.2015 -36,192 Sale 153,647 0.15
16.10.2015 -22,603 Sale 131,044 0.13
23.10.2015 -18,000 Sale 113,044 0.11
25.03.2015 -113044 Sale Nil 0.00
Nil 0.00 31.03.2016 Nil 0.00
16. Akash Bhansali# 569,590 0.57 01.04.2015 569,590 0.57
22.05.2015 -69,590 Sale 500,000 0.50
03.07.2015 -50,000 Sale 450,000 0.45
10.07.2015 -60755 Sale 389,245 0.39
17.07.2015 -108,460 Sale 280,785 0.28
24.07.2015 -125,000 Sale 155,785 0.16
31.07.2015 -96,541 Sale 59,244 0.06
07.08.2015 -28,459 Sale 30,785 0.03
11.09.2015 -10,000 Sale 20,785 0.02
18.09.2015 -6,801 Sale 13,984 0.01
25.09.2015 -3,984 Sale 10,000 0.01
02.10.2015 -10,000 Sale Nil 0.00
Nil 0.00 31.03.2016 Nil 0.00
#C  eased to be in the list of Top 10 shareholders as on 31-03-2016. The same is reflected above since the shareholder was one of the Top 10
shareholder as on 01-04-2015.
* Not in the list of Top 10 shareholders as on 01-04-2015. The same has been reflected above since the shareholder was one of the Top 10
shareholders as on 31-03-2016.
@ Dates of weekly BENPOS received from the Registrar and Share Transfer Agent. Exact date of change is not available.

Annual Report 2015-16 | 87

v. Shareholding of Directors and Key Managerial Personnel:
Shareholding at the Cumulative shareholding
beginning of the year during the year.
Sr.
For each of the Directors and KMP
No
No. of shares % of total shares No. of shares % of total shares
of the company of the company
Shareholding of Directors
1. Balkrishan Goenka (including holding of Balkrishan
Goenka HUF and joint holding)
At the Beginning of Year 68,398 0.07 68,398 0.07
At the end of year* 683,980 0.07 683,980 0.07
2. Ram Gopal Sharma
At the Beginning of Year 1 0.00 1 0.00
At the end of year* 10 0.00 10 0.00
3. Apurba Kumar Dasgupta
At the Beginning of Year 3,500 0.00 3,500 0.00
At the end of year* 25,000 0.00 25,000 0.00
Shareholding of Key Managerial Person
4. Rajesh Mandawewala Managing Director
At the Beginning of Year 103 0.00 103 0.00
At the end of year* 1,030 0.00 1,030 0.00
5. Ms. Dipali Goenka Joint Managing Director & CEO
(including joint holding)
At the Beginning of Year 75,040 0.07 75,040 0.07
At the end of year* 750,400 0.07 750,400 0.07
6. Shashikant Thorat Company Secretary
At the Beginning of Year 1 0.00 1 0.00
At the end of year* 10 0.00 10 0.00
Other Directors of the Company and Chief Financial Officer did not hold any share of the Company, any time during the year.
* Each Equity Share of face value of ` 10/- each was sub- divided into 10 (Ten) Equity Shares of face value ` 1/- each pursuant to resolution
passed by members through Postal Ballot on March 04, 2016..

V. INDEBTEDNESS:
Indebtedness of the Company including interest outstanding / accrued but not due for payment

` million
Secured loans
Unsecured loans Deposits Total indebtedness
excluding deposits
Indebtedness at the beginning of the financial year
i. Principal Amount 22,763.07 1,902.04 - 24,665.11
ii. Interest due but not paid - - - -
iii. Interest accrued but not due 60.68 - - 60.68
TOTAL (i + ii + iii) 22,823.75 1,902.04 - 24,725.79
Change in indebtedness during the financial year.
Addition - - - -
(Reduction) (1,605.02) (812.26) - (2,417.28)
Net change (1,605.02) (812.26) - (2,417.28)
Indebtedness at the end of the financial year
i. Principal Amount 21,137.99 1,089.78 - 22,227.77
ii. Interest due but not paid - - - -
iii. Interest accrued but not due 80.74 - - 80.74
TOTAL (i + ii + iii) 21,218.73 1,089.78 - 22,308.51

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VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

A. Remuneration to Managing Director (MD), whole-time directors (WTD) and/or Manager
` million
Name of MD/WTD/Manager Total Amount
Sr.
Particulars of Remuneration Rajesh Ms. Dipali
No.
Mandawewala Goenka
Gross Salary
1.

a) Salary as per provisions contained in section 17(1) of the

17.00 15.00 32.00
Income Tax Act 1961.
b) Value of perquisites u/s. 17(2) Income Tax Act, 1961 0.32 - 0.32
c) Profits in lieu of salary under section 17(3) Income Tax Act,
- - -
1961
2. Stock Option - - -
3. Sweat equity - - -
4. Commission
- As % of profit 83.96 83.96 167.92
- Others, specify - - -
5. Others, please specify - - -
Total (A) 101.29 98.96 200.25
Ceiling as per the Act. 420.35 420.35 840.70

B. Remuneration to other directors

` million
Sr. Total amount
Particulars of Remuneration Name of Directors
No. (`)
Apurba Arvind
Dadi Ram Gopal Arun
1. Independent Directors Kumar Kumar
Engineer * Sharma Todarwal
Dasgupta Singhal
Fee for attending 0.64 0.09 0.13 0.85 0.64 2.36
board, committee and
general meetings

Commission - - - - - -
Others, please specify - - - - - -
TOTAL (1) 0.64 0.09 0.13 0.85 0.64 2.36
Other Non Executive Ms. Padma Balkrishan Ajay
2.
Directors Betai * Goenka Sharma*
Fee for attending 0.07 - 0.03 0.10
board committee
meetings

Commission - 83.96 - 83.96

Others, please specify - - - -
(Advisory Fees)
TOTAL (2) 0.07 83.96 0.03 84.06
TOTAL (B) = (1 + 2) 86.42

Annual Report 2015-16 | 89

C. Total Managerial Remuneration
` million

Total Managerial Remuneration (A+B) 286.67

Overall Ceiling as per the Act. 924.77

D. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD

` million
Key Managerial Personnel
Sr.
Particulars of Remuneration Chief Financial Company
No. Total
Officer Secretary
1. Gross Salary
a) Salary as per provisions contained in section 17(1) of the
23.27
Income Tax Act, 1961 20.00 3.27

b) Value of perquisites u/s. 17(2) Income Tax Act, 1961 2.40 0.13 2.53
c) Profits in lieu of salary under section 17(3) Income Tax Act, 196 - - -
2. Stock Option - - -
3. Sweat Equity - - -
4. Commission
- As % of profit
- - -

- Others, specify - - -
5. Others, please specify - - -
TOTAL 22.40 3.40 25.80

VII. PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCES : NIL

For and on behalf of the Board of Directors

Balkrishan Goenka
Date: April 25, 2016 Chairman
Place: Mumbai DIN: 00270175

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ANNEXURE - 5
Conservation of energy, technology absorption and foreign exchange earnings and outgo

(i) The steps taken or impact on conservation of This has been possible because of the robust
energy: research infrastructure your Company has
developed. Your Company plans to build further
The Company is continuously engaged in capabilities in R&D across categories to create
the process of energy conservation through differentiation in the market.
continuous improvements in operational and
maintenance practice. (ii) The benefits derived like product improvement,
cost reduction, product development or import
Following measures have been taken by substitution:
different units of the Company:
Developed a premium range of products
-Modernization of Spinning Machines to to attract new business and customers and
enchance productivity and Power Saving maintain leadership through innovation in
market. It has resulted in the improvement of
-Energy Saving through Condensate Water quality of the products and reduced operation
Recovery cost. Upgradation of products to the new
requirements has been possible because of
-Energy Saving Through Hot Water Recovery R&D done in your Company since inception
on a continuous basis. It helps your Company
-Replaced all conventional luminary with in providing customers with wide range of
Energy saving LED lightings products to select and create a brand image for
better penetration in market.
(ii) the steps taken by the company for utilizing
alternate sources of energy: (iii) In case of imported technology (imported
during the last three years reckoned from the
Your Companys Anjar plant has installed a beginning of the financial year): Not Applicable
Bio-Gas Plant to generate biogas from all
biodegradable wastes like Biological Sludge, (iv) Expenditure on R&D:
garden, kitchen and canteen waste.
` million
(iii) the capital investment on energy conservation
equipments: - NIL Capital 36.25
Recurring 268.41
Technology Absorption TOTAL 304.66
(i) The efforts made towards technology TOTAL R&D EXPENDITURE AS A 0.63%
absorption: PERCENTAGE OF TOTAL TURNOVER

Developing products across categories viz. Foreign Exchange Earnings and Outgo
Towels, Sheets, Rugs, Carpets, TOB and Refer to Note no. 38 and 41 of the audited financial
Utility Bedding. Further, your Company has statements for details.
international as well as domestic tie ups for
research and in addition your Company works For and on behalf of the Board of Directors
with the vendors to come up with innovative
solutions. Your Company has received 2 patents
in USA and 1 design application in Europe, Balkrishan Goenka
Date: April 25, 2016 Chairman
apart from that your Company has also filed
Place: Mumbai DIN: 00270175
additional 10 patents in this financial year.

Annual Report 2015-16 | 91

 ANNEXURE - 6
Corporate Social Responsibility (CSR)
[Pursuant to clause (o) of sub-section (3) of section 134 of the Act and Rule 9 of the Companies
(Corporate Social Responsibility) Rules, 2014]

1. A brief outline of the Companys CSR policy, 2. The Composition of the CSR Committee.
including overview of projects or programs
proposed to be undertaken and a reference to The Committee comprises of 3 non-executive
the web-link to the CSR policy and projects or directors as on date of this Report viz. 1) Mr.
programs. Ramgopal Sharma an Independent Director
as the Chairman; 2) Mr. Rajesh Mandawewala -
The Company is not only committed for doing Member; and 3) Ms. Dipali Goenka-Member, Mr.
Corporate Social Responsibility but it aims at Shashikant Thorat - Company Secretary acts as
creating Corporate Social Value. The CSR vision the Secretary to the Committee.
is enshrined in the 3Es i.e.:
3. Average net profit of the Company for last
i) Education; three financial years: ` 2,860.84 million.
ii) Empowerment of women; and
iii) Environment & Health. 4. Prescribed CSR Expenditure (two per cent of
the amount as in item 3 above) ` 57.22 million.
These 3Es are implemented through:
5. Details of CSR spent during the financial year.
The programs organized by the Trust created
by the Group; a. Total amount to be spent for the financial
Tie-ups with Non-Governmental Organizations year: ` 57.22 million
/ Developmental Agencies / Institutions; and b. Amount unspent, if any: Nil
Facilitating Government initiatives.
c. Manner in which the amount spent /
The Companys CSR Policy is hosted on the committed during the financial year is
website of the Company and a web link thereto detailed below:
is: http://www.welspunindia.com/policy/csr_
policy.pdf

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Sector in Projects or Amount Amount Cumulative Amount

which the programs Outlay spent on the exp. up to spent : Direct
project is (Location) (Budget) projects or the date or through
covered project or programs reporting implementing
programs (Sub-heads: period agency
Sr CSR Project or activity
wise (` in (1) Direct
No. identified
millions) expenditure
on projects
or programs
(2)
Overheads)
1 Health check-up and Preventive Vapi, Gujarat 28.81 Direct
medical awareness Healthcare / Anjar, Expenditure
camps, Construction of Schedule 7(i) Gujarat
toilets under government
approved CSR scheme,
Providing safe Drinking
water system
2 Development of teachers Education Vapi, Gujarat 3.59 Direct
at 45 village & municipal Schedule 7(ii) / Anjar, Expenditure
schools and Maint. Gujarat
Expenses at government
school, Providing
computers and software Through
at Smart Class in village implementing
schools in Vapi and agency -
providing maintenance 56.00 Welspun
of smart classes in Anjar, Foundation
Operational Expenses of for Health and
Ved Kutir Knowledge
3 Development of CSR Women Anjar, 2.38 Direct
Centres for providing Empowerment Gujarat / Expenditure
avenues to women for Schedule 7(iii) Vapi, Gujarat
livelihood at villages and
reducing inequality among
under privileged children
4 Contribution to Prime Schedule Anjar, 1.21 Direct
Ministers National relief 7(viii) Gujarat / Expenditure
fund Vapi, Gujarat
5 Development of model Rural Anjar, 20.01 Direct
village (Smart Village Development Gujarat / Expenditure
concept) Schedule 7(x) Vapi, Gujarat
TOTAL DIRECT
56.00
EXPENDITURE
Staff salaries and
1.32
overheads
GRAND TOTAL 57.32

It is hereby confirmed by and on behalf of the CSR Committee that the implementation and monitoring of CSR
Policy, is in compliance with CSR objectives and Policy of the Company.

For and on behalf of the Companys CSR Committee

Ram Gopal Sharma Rajesh Mandawewala

Chairman of the Corporate Social Managing Director
Date: April 25, 2016 Responsibility Committee DIN: 00007179
Place: Mumbai DIN: 00026514

Annual Report 2015-16 | 93

CORPORATE GOVERNANCE REPORT

Growth with transparency,

accountability and integrity
to attain highest level of good
Corporate Governance Practice

I. PHILOSOPHY ON CORPORATE GOVERNANCE:

The Board of Directors of the Company acts as a trustee and
assumes fiduciary responsibility of protecting the interests of
the Company, its members and other stakeholders. The Board
supports the broad principles of Corporate Governance. In order
to attain the highest-level good Corporate Governance practice,
Board lays strong emphasis on transparency, accountability and
integrity.

II. BOARD OF DIRECTORS:

The Companys Board comprises of mix of executive and non-
executive directors with considerable experience and expertise
across a range of fields such as finance, accounts, legal and
general management and business strategy.

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1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

The composition and category of directors and relevant details relating to them are given below:

Name of the Director Category Board Attendance No. of other Member / Number
Meetings at the Last Directorship Chairman in of
Attended AGM No. of Board/ Shares
during Committees held
the Year including other
2015-16 Companies@

Pub. Pvt. Other Body

Corporate

(01) Balkrishan Goenka C, P, NE 4 No 7 5 7 2M 683,980

Chairman

(02) Rajesh Mandawewala P, E 4 Yes 9 5 12 3M 1,030

Managing Director

(03) Ms. Dipali Goenka P, E 4 No 9 3 3 - 750,400

Joint Managing Director
& CEO

(04) Ms. Padma Betai NE, NI, L 2 No 2 - - - -

Nominee IDBI Bank *

(05) Apurba Kumar Dasgupta NE, I 4 No 5 5 - 2C,5M 25,000

Director

(06) Dadi Engineer # NE, I 1 No 6 3 - - -

Director

(07) Ajay Sharma NE, NI, L 2 No 2 - - - -

Nominee IDBI Bank *

(08) Ram Gopal Sharma NE, I 5 Yes 5 3 - 3C, 2M 10

Director

(09) Arvind Kumar Singhal NE, I 3 No 4 7 1 1M -

Director

(10) Arun Todarwal NE, I 4 Yes 8 2 - 4C, 5M -

Director

* IDBI Bank substituted the nomination of Ajay Sharma with Ms. Padma Betai w.e.f. August 22, 2015
# Dadi Engineer has resigned from the Board of the Company with effect from April, 29, 2015
@ Chairmanship/membership of Audit Committee, The Stakeholders Relationship, Share Transfer and Investors Grievance Committee
considered.
Abbreviations:
C=Chairman, E = Executive Director, I = Independent, L = Lenders, M=Member, NE = Non-Executive Director, NI = Non Independent, P =
Promoter.& Promoter Group.

5 meetings of the Board of Directors were held during the financial year 2015-16 on the following dates: April
29, 2015, July 20, 2015, October 20, 2015, February 02, 2016 and March 10, 2016.

Ms. Dipali Goenka is spouse of Mr. Balkrishan Goenka. None of the other directors are related to any other
director on the Board.

Annual Report 2015-16 | 95

III. AUDIT COMMITTEE: Name of the Member/
Number of
Meetings
The Committee comprises of 3 (Three) Member Chairman
Attended
Independent Directors. The composition of the
Apurba Kumar Dasgupta Chairman 4/5
Committee and attendance of the members is
Ram Gopal Sharma Member 5/5
given hereunder:
Arun Todarwal Member 4/5

Name of the Member/ Number of The Company Secretary of the Company, Mr.
Member Chairman Meetings Shashikant Thorat acts as the Secretary of the
Attended Committee.
Ram Gopal Sharma Chairman 15/15
Arun Todarwal Member 14/15 5 meetings of the Nomination & Remuneration
Apurba Kumar Dasgupta Member 12/15 Committee were held on April 29, 2015, July 16,
2015, October 20, 2015, January 15, 2016 and
The Company Secretary of the Company, February 02, 2016.
Mr. Shashikant Thorat acts as the Secretary of
the Committee. 
Board evaluation: The evaluation process was
led by the Chairman of the Nomination and
15 meetings of the Audit Committee were Remuneration Committee with specific focus
held during the financial year 2015-16 on the on the performance vis--vis the plans, meeting
following dates: April 28, 2015, April 29, 2015, challenging situations, performing leadership
July 14, 2015, July 16, 2015, July 20, 2015, role within and effective functioning of the
September 04, 2015, October 16, 2015, October Board. The evaluation process invited through
17, 2015, October 19, 2015, October 20, 2015, IT enabled platform graded responses to a
January 12, 2016, January 15, 2016,February 02, structured questionnaire for each aspect of
2016, February 22, 2016 and March 22, 2016. evaluation viz. time spent by each of the director,
accomplishment of specific responsibilities and
All the recommendations made by the Audit expertise, conflict of interest, integrity of the
Committee were accepted/approved by the Director, active participation and contribution
Board. during discussions.

 erms of Reference: The terms of reference

T Nomination and Remuneration Policy:
stipulated by the Board of Directors to the The Company follows a policy on remuneration
Audit Committee are as contained under of directors and senior management employees
Regulation 18 of the SEBI (Listing Obligations and the salient features thereof are as under:
and Disclosure Requirements) Regulations, 2015
and Section 177 of the Companies Act, 2013 Appointment of Directors:
(the Act). While identifying persons who may be
appointed as director(s), the Committee
IV. NOMINATION AND shall consider business of the Company,
REMUNERATION COMMITTEE: strengths, weaknesses, opportunities and
The Committee comprises of 3 (Three) threats to Companys business, existing
Independent Directors. The Composition of composition of the board of directors,
Committee and attendance of the members is diversity, skills, expertise of existing
given hereunder: directors and, background, skills, expertise,
reputation and qualification possessed
Terms of reference: To recommend by the person being considered, specific
appointment of, and remuneration to, requirements under the Act, SEBI (Listing
Managerial Personnel and review thereof from Obligations and Disclosure Requirements)
time to time. Regulations, 2015 and any other laws as to
composition of the Board.
The composition of the Committee and
attendance of the members is given hereunder: While identifying persons who may be

appointed as independent directors, the
Committee shall review their qualifications

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 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

and suitability to ensure that such The remuneration to Executive Directors,


candidates will be able to function as Key Managerial Personnel and Senior
directors Independently and void of any Management Personnel at the time
conflict of interest, obligations, pressure of appointment shall be mutually
from other Board members, KMPs, agreed. The Committee shall consider
senior management and other persons industry indicators, requirements of role,
associated with the Company. qualification and experience of candidate,
expected contribution of executive to
Remuneration of Directors, Key the profitability challenges specific to the
Managerial Personnel, Senior Company and such other matters as the
Management Personnel: Committee may deem fit. The remuneration
The Non- Executive Directors including
 must motivate individuals to achieve
independent directors may receive benchmarks which must be aligned to the
remuneration by way of fees for attending vision of the Company. The management
meetings of Board or Committee thereof. shall periodically find out the remuneration
Provided that the amount of such fees scale prevalent in the industry / peer group
shall not exceed ` 100,000 per meeting of to the extent possible to find out if there
the Board or Committee or such amount is a need for revision in remuneration for
as may be prescribed by the Central retaining the talent. The Non-Executive
Government from time to time. Directors may be paid commission after
complying with required provisions of
The Non-Executive directors shall
 the Act. Besides, the Committee shall
not be eligible for any remuneration take into consideration performance,
/ commission, unless specifically of the concerned executive as well as
approved by the Board of Directors on the Company, the growth of business,
recommendation of the Nomination and profitability, Companys business plan and
Remuneration Committee and by the critical role played / initiatives taken while
shareholders. There are no pecuniary considering pay hike / increment to the
transactions entered by the Non-Executive concerned executives.
Directors with the Company.

Details under Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Sr Particulars Balkrishan Goenka Rajesh Mandawewala Ms. Dipali Goenka
No. Chairman Managing Director Joint Managing Director & CEO
1. Salary - ` 17.00 Million ` 15.00 Million
2. Commission 1% of the profit 1% of the profit 1% of the profit
3. Service Contract / April 1, 2011 to March 31, 2016# April 1, 2014 to March 31, 2017 April 1, 2013 to March 31, 2016*
Term of approval
4. Notice Period NIL 3 months 3 months
5. Severance Fees NIL NIL NIL
6 Stock Options NIL NIL NIL
* Service Contract renewed w.e.f April 01, 2016
#
Resolution is proposed in forthcoming 31st Annual General Meeting for approval to payment of Commission for a period of 5 years
commencing from April 01, 2016.

V. THE STAKEHOLDERS 2015 to examine complaints related to transfer

RELATIONSHIP, SHARE of shares, non-receipt of annual report, non-
TRANSFER AND INVESTORS receipt of declared dividends and to review the
GRIEVANCE COMMITTEE: functioning of the investors grievance redressal
The Stakeholders Relationship, Share Transfer system.
and Investors Grievance Committee is in
accordance with the Section 178 of the Act and  he Committee comprises of 3 (Three) Non-
T
Regulation 20 of the SEBI (Listing Obligations Executive Directors and the Chairman of
and Disclosure Requirements) Regulations, the Committee is an Independent Director.

Annual Report 2015-16 | 97

 The composition of the Committee is given The Company Secretary of the Company,
hereunder: Mr. Shashikant Thorat acts as the Secretary of
Number of the Committee
Name of the Member/
Meetings
Member Chairman
Attended 4 meetings of the Committee were held on
Apurba Kumar Dasgupta Chairman 4/4 June 20, 2015, September 28, 2015, October 5,
Balkrishan Goenka Member 4/4 2015 and March 22, 2016.
Rajesh Mandawewala Member 4/4

Number of Shareholders complaints / requests received during the year

During the year under review, total 151 shareholders complaints were received. Break-up and number of
complaints received under different category is given hereunder:
Sr. No. Nature of Grievances Nos
1 Non-receipt of Share Certificate 32
2 Non-receipt of Dividend 97
3 Non-receipt of Annual Report 7
4 Non-receipt of Rejected DRF 1
5 Non receipt of Replacement/Split/Consolidated/Duplicate share certificate 1
6 Others 13
TOTAL 151

All the complaints/requests received during the year under report were resolved within the stipulated
time to the satisfaction of the investors/shareholders and no complaints were pending as on March 31,
2016. All the securities received for transfer/transmission were transferred / transmitted and no transfer
was pending as at March 31, 2016.

VI. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

The Corporate Social Responsibility Committee is formed in accordance with Section 135 of the Act.

 erms of reference: To formulate and recommend to the Board, a Corporate Social Responsibility (CSR)
T
Policy indicating activities to be undertaken by the Company in compliance with provisions of the Act
and rules made thereunder.

Composition of the Committee: The Committee comprises of 3 (Three) members. The Chairman of the

Committee is an Independent Director.

Name of the Member/ Meeting

Member Chairman Attended
Ram Gopal Sharma Chairman Yes
Rajesh Mandawewala Member No
Ms. Dipali Goenka Member Yes

VII. SHAREHOLDING OF THE DIRECTORS:

Refer to Sr. no. IV(v) of Annexure 4 of the Directors Report.

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VIII. GENERAL BODY MEETINGS:

The details of General Meetings held and the special resolutions passed in the last three years are given
hereunder:
Meeting Day & Date Time Place Special Resolutions passed
of the Meeting
28th Annual Tuesday, 10.00 a.m. Welspun City, Village Approving investment of `
General Meeting September 24, 2013 Versamedi, Taluka 1 Crore in share capital of
Anjar, Dist. Kutch, Welspun Global Brands Limited.
Gujarat-370110
29th Annual Thursday, 10.45 a.m. Same as above Appointment of Mr. Arvind
General Meeting September 25, 2014 Kumar Singhal as a director,
liable to retire by rotation

Appointment of independent
directors

Authorising keeping of
Register and index of Members
separately for each class
of equity and preference
shares, register of debenture
holders; and register of any
other security holders at any
other place in India outside
the registered office of the
Company.

Alteration of Articles of
Association of the Company
to align the same with the
requirements under the Act.

Approving remuneration
payable to Cost Auditors.

Authorizing purchase of equity

shares in JV company held by
JV partner

Approving transactions with the

related parties

Approving revision in
remuneration of Executive
Director

Approving revision in
remuneration payable to
directors relatives.
30th Annual Monday, 3.00 p.m. Same as above Approval of Borrowing by
General Meeting August 31, 2015 issuing securities on private
placement basis.

Procedure for postal ballot:

Procedure as given in Rule 22 of the Companies (Management and Administration) Rules, 2014 were
followed. The postal ballot and all other papers relating to postal ballot including voting by electronic
means, remained under the safe custody of the scrutinizer till the Chairman considered, approved and
signed the minutes and thereafter, the scrutinizer returned the ballot papers and other related papers
and register to the Company for preservation. The results of the postal ballot were declared by hosting
it, along with the scrutinizers report, on the website of the Company.

Annual Report 2015-16 | 99

During the year under review 2 (Two) postal ballots were conducted and resolutions u/s 186, 13, 61 and 64
of the Act were passed through postal ballot. Details of voting pattern on those resolutions, person who
conducted the postal ballot exercise, nature of resolution and procedure for postal ballot were as under:

(i) Postal Ballot Notice dated July 20, 2015

Resolution Whether special % of votes polled % of votes in % of votes who conducted the postal
/ Ordinary on outstanding favor of total against of total ballot exercise
Resolution shares votes polled votes polled
u/s 186 Special 81.81% 94.91% 5.09% CS Sanjay Risbud Proprietor of
M/s. S.S. Risbud & Co

(ii) Postal Ballot Notice dated February 02, 2016

Resolution Whether special % of votes polled % of votes in % of votes who conducted the postal
/ Ordinary on outstanding favor of total against of total ballot exercise
Resolution shares votes polled votes polled
u/s 61 (1) (d), 64 Ordinary 85.60% 99.99% 0.001% CS Uday Sohoni
Company Secretary
u/s 13, 61 Ordinary 85.61% 99.99% 0.001%

IX. DISCLOSURE: c. Code of Conduct:

a. Related Party Transactions:  The Company has Code of Conduct for
For related party transactions, refer Note Board members and senior management
46 of Notes to Accounts annexed to the personnel. A copy of the Code has been
Financial Statements. The Companys hosted on the Companys website, a web
policy on dealing with Related Party link thereto is: http://www.welspunindia.
Transactions as required under Regulation com/policy/code_conduct.pdf for
23 of the SEBI (Listing Obligations and information of all the members, of the
Disclosure Requirements) Regulations, Board and management personnel. All
2015 with the Stock Exchanges is hosted Board members and senior management
on the Companys website and a web link personnel have affirmed compliance with
thereto is as under: the same.
http://www.welspunindia.com/policy/
related_party_transaction_policy.pdf A declaration signed by the Managing
Director of the Company with respect to
b. Details of non-compliance by the Compliance of Code of Conduct is given
Company, penalties, strictures below:
imposed on the Company by Stock
Exchange or SEBI or any statutory 
I hereby confirm that the Company
authority, on any matter related to has obtained from all the members of
capital markets, during the last three the Board and Management Personnel,
years - None affirmation that they have complied with
the Code of Conduct for the financial year
2015-16.

Rajesh Mandawewala
Managing Director

100 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

d. Whistleblower Policy and Vigil published its un-audited/audited financial

Mechanism: results in Kutch Mitra (Gujarati edition), and
Refer Point no. 21 of the Directors Report. Financial Express (English Edition).

e. Policy for determining material These results are simultaneously hosted

subsidiaries: on the website of the Company at
The Companys policy on determining www.welspunindia.com. The official press
material subsidiaries as required under release and the presentations made to
SEBI (Listing Obligations and Disclosure institutional investors or to the analyst are also
Requirements) Regulations, 2015 with available on the website of the Company.
the Stock Exchanges is hosted on the
Companys website and a web link thereto XI. GENERAL SHAREHOLDER
is as under: INFORMATION:
http://www.welspunindia.com/policy/ 1. Annual General Meeting shall be held
material_subsidiary_policy.pdf on Wednesday, July 27, 2016 at 11.30 am at
the Registered Office of the Company at
f. Details of compliance with Welspun City, Village Versamedi, Taluka
mandatory requirement and Anjar, Dist. Kutch, Gujarat - 370110.
adoption of the non-mandatory
requirements of the Regulation 27 2. 
 Financial Year of the Company is April 1
of the SEBI (Listing Obligations of a year to March 31 of the following year.
and Disclosure Requirements)
Regulations, 2015: 3. Date of Book Closure: Monday, June 27,
The Company is in compliance with the 2016, to Tuesday June 28, 2016 2016 (both
mandatory requirements mentioned under days inclusive).
Regulation 27 of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 4. 
Dividend payment date: July 28, 2016 -
2015 to the extent applicable and in August 06, 2016.
addition the Company at its discretion
adopted requirements as mentioned at (C) 5. Listing on Stock Exchanges: The
Modified Opinion(s) in Audit Report, Equity Shares of your Company are
(D) Separate posts of chairperson listed on The National Stock Exchange of
and chief executive officer; and (E) India Limited (NSE) and Bombay Stock
Reporting of Internal Auditor of Part Exchange Limited (BSE).
E of Schedule II to the SEBI (Listing
Obligations and Disclosure Requirements) 6. Stock Code/Symbol for equity
Regulations, 2015. shares:

g. Disclosure related to familiarization Bombay Stock Exchange Limited: 514162

programme imparted to independent
directors: The National Stock Exchange of India
Refer point no. 11 of the Directors Report. Limited: WELSPUNIND; Series: EQ

X. MEANS OF COMMUNICATION: ISIN No. (For dematerialized shares):

The quarterly, half-yearly and yearly financial INE192B01031
results of the Company are sent out to the
Stock Exchanges immediately after they
are approved by the Board. The Company

Annual Report 2015-16 | 101

 7. Stock Market price data of high and low price of equity shares on the Bombay Stock
Exchange Limited, Mumbai and the National Stock Exchange of India Limited is as
under:
BSE NSE
Month High (`) Low (`) High (`) Low (`)
April - 2015 492.00 438.80 493.05 437.00
May-2015 570.00 547.00 572.45 545.40
June-2015 650.00 629.25 649.90 627.85
July-2015 910.75 878.00 910.00 879.00
August-2015 777.00 745.00 777.00 744.15
September-2015 854.50 831.20 854.95 829.20
October-2015 768.85 714.25 772.05 710.00
November-2015 894.00 815.00 894.50 813.50
December-2015 926.80 910.10 926.00 910.00
January-2016 852.00 824.00 852.50 822.20
February-2016 840.00 800.00 841.50 797.85
March-2016* 101.20 99.00 101.00 98.10
*T
 he Members of the Company through Postal Ballot on March 04, 2016 approved the sub-division of each equity share of the Company
having face value of ` 10/- each into 10 (Ten) equity shares of ` 1/- each.

8. Performance in comparison to broad-based indices i.e. BSE - Sensex and NSE- S&P
Nifty is as under:
Month BSE Index Closing price of NSE Closing price of
(Sensex) Share (`) (S&P Nifty) Share (`)
April - 2015 27011 475.30 8181 473.85
May-2015 27828 563.45 8433 565.60
June-2015 27780 642.35 8368 642.85
July-2015 28114 896.25 8532 897.10
August-2015 26283 771.90 7971 771.85
September-2015 26154 843.35 7948 845.15
October-2015 26656 721.30 8065 718.65
November-2015 26145 869.80 7935 871.25
December-2015 26117 914.75 7946 912.85
January-2016 24870 831.10 7563 830.75
February-2016 23002 809.25 6987 811.85
March-2016* 25341 99.35 7738 98.95
*T
 he Members of the Company through Postal Ballot on March 04, 2016 approved the sub-division of each equity share of the Company
having face value of ` 10/- each into 10 (Ten) equity shares of ` 1/- each.

102 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

BSE & WELSPUN INDIA LIMITED

30,000.00
110
29,000.00
100
28,000.00

27,000.00 90

Share Price *
26,000.00
Sensex

80
25,000.00
70
24,000.00

23,000.00 60

22,000.00
50
21,000.00
40
20,000.00
01-04-15

01-05-15

31-05-15

30-06-15

30-07-15

29-08-15

28-09-15

28-10-15

27-11-15

27-12-15

26-01-16

25-02-16

26-03-16
Sensex Welspun India Limited
* In order to make the price comparable, Company has adjusted the share price with effect from April 01, 2015 due to sub-division

NSE & WELSPUN INDIA LIMITED

9,000.00
110

8,500.00 100

90 Share Price *
8,000.00
NIFTY

80
7,500.00
70

7,000.00
60

6,500.00 50

40
6,000.00
01-04-15

01-05-15

31-05-15

30-06-15

30-07-15

29-08-15

28-09-15

28-10-15

27-11-15

27-12-15

26-01-16

25-02-16

26-03-16

NIFTY Welspun India Limited

* In order to make the price comparable, Company has adjusted the share price with effect from April 01, 2015 due to sub-division

Annual Report 2015-16 | 103

9. Registrar and Transfer Agent: Registrar and Transfer Agent of the Company handles the share
transfer work and resolves the complaints of shareholders. Name, address and telephone number of
Registrar and Transfer Agent is given hereunder:

M/s. Link Intime India Private Limited

Unit : Welspun India Limited
C-13, Pannalal Silk Mills Compound,
LBS Marg, Bhandup (West),
Mumbai 400 078.

Email - rnt.helpdesk@linkintime.co.in

Tele. No.: +91-22-25946970

Fax No. : +91-2225946969

10. Share Transfer System: The Companys Registrar and Transfer Agent registers shares received from
the shareholders for transfer in physical form within 15 days from the receipt of the documents, if the
same are found in order. Transfer documents under objection are returned within two weeks.

11. Distribution of Shareholding:

Shareholding Pattern as on March 31, 2016:
No. of Percentage of Percentage of
Number of Shares No. of Shares
shareholders Shareholders Shares held
Upto 500 14,939 48.85% 2,376,363 0.24%
501-1,000 7,511 24.56% 6,223,801 0.62%
1,001-2,000 3,897 12.74% 5,878,289 0.59%
2,001-3,000 1,563 5.11% 3,853,620 0.38%
3,001-4,000 522 1.71% 1,832,081 0.18%
4,001-5,000 451 1.47% 2,130,490 0.21%
5,001-10,000 710 2.32% 5,200,413 0.51%
10,001 and above 991 3.24% 9,777,230,093 97.26%
TOTAL 30,584 100.00% 1,004,725,150 100.00%

12. De-materialization of shares and liquidity: As on March 31, 2016, 99.37% equity shares have been
dematerialized and have reasonable liquidity on the Bombay Stock Exchange Limited and the National
Stock Exchange of India Limited.

Average Volume Traded on Bombay Stock Exchange Average Volume Traded on National Stock Exchange
(Daily Basis) (Daily Basis)

Period Prior to Sub- division Period After Sub-Division Period Prior to Sub- division Period After Sub-Division

44,527 212,814 225,252 1,174,631

13. Outstanding Employee Stock Options, conversion date and likely impact on equity share
capital is as under: NIL

14. Disclosure of Shares held in suspense account under Clause F of Schedule V to the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015:
Refer to point No. 8 to the Directors Report.

104 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

15. Commodity price risk or foreign exchange risk and hedging activities:
Refer to Management Discussion & Analysis Section of this Report.

16. 
The Company is in compliance with corporate governance requirements specified in Regulation 17 to 27
and clauses (b) to (i) of sub-regulation (2) of regulation 46.

17. Plant locations of the Company

(i) Welspun City, Village Versamedi, Taluka Anjar, District Kutch, Gujarat - 370 110

(ii) Survey No. 76, Village Morai, Vapi, District Valsad, Gujarat 396191

18. Address for correspondence

The Company Secretary,
Welspun India Limited
7th Floor, Welspun House,
Kamala City,
Senapati Bapat Marg, Lower Parel,
Mumbai - 400 013.

Tel: +91-22-66136000; +91-22-24908000,

Fax: +91-22-24908020 /21

e-mail: CompanySecretary_WIL@welspun.com

Annual Report 2015-16 | 105

CERTIFICATE OF PRACTICING COMPANY SECRETARY ON CORPORATE
GOVERNANCE REPORT

To
The Members
WELSPUN INDIA LIMITED

I have examined the compliance of conditions of Corporate Governance by Welspun India Limited for
the year ended March 31, 2016, as stipulated in SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (Regulations).

The compliance of conditions of Corporate Governance is the responsibility of the Management. My

examination was limited to procedures and implementation thereof, adopted by the Company for ensuring
the compliance of the conditions of the Corporate Governance. It is neither an audit nor an expression of
opinion on the financial statements of the Company.

In my opinion and to the best of my information and according to the explanation given to me, I certify
that the Company has complied with the conditions of Corporate Governance as stipulated in the above
mentioned Regulations.

I state that in respect of investor grievance received during the year ended March 31, 2016, the Registrars of
the Company have certified that as at March 31, 2016, there was no investor grievance remaining unattended
/ pending.

Uday Sohoni
Practicing Company Secretary
Place: Mumbai ACS 29359
Date: April 25, 2016 CP 10916

106 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

INDEPENDENT AUDITORS REPORT

To The Members of Welspun India Limited 4. We have taken into account the provisions of the
Act and the Rules made thereunder including
REPORT ON THE STANDALONE the accounting standards and matters which are
FINANCIAL STATEMENTS required to be included in the audit report.
1. We have audited the accompanying standalone
financial statements of Welspun India Limited 5. We conducted our audit in accordance with the
(the Company), which comprise the Balance Standards on Auditing specified under Section
Sheet as at March 31, 2016, the Statement of 143(10) of the Act and other applicable authori-
Profit and Loss, the Cash Flow Statement for the tative pronouncements issued by the Institute of
year then ended, and a summary of the signifi- Chartered Accountants of India. Those Standards
cant accounting policies and other explanatory and pronouncements require that we comply
information. with ethical requirements and plan and perform
the audit to obtain reasonable assurance about
MANAGEMENTS RESPONSIBILITY whether the financial statements are free from
FOR THE STANDALONE FINANCIAL material misstatement.
STATEMENTS
2. The Companys Board of Directors is responsible 6. An audit involves performing procedures to
for the matters stated in Section 134(5) of the obtain audit evidence about the amounts and
Companies Act, 2013 (the Act) with respect the disclosures in the financial statements. The
to the preparation of these standalone financial procedures selected depend on the auditors
statements to give a true and fair view of the judgment, including the assessment of the risks
financial position, financial performance and cash of material misstatement of the financial state-
flows of the Company in accordance with the ments, whether due to fraud or error. In making
accounting principles generally accepted in India, those risk assessments, the auditor considers
including the Accounting Standards specified internal financial control relevant to the Com-
under Section 133 of the Act, read with Rule 7 panys preparation of the financial statements
of the Companies (Accounts) Rules, 2014 and that give a true and fair view, in order to design
Accounting Standard 30, Financial Instruments: audit procedures that are appropriate in the
Recognition and Measurement issued by the In- circumstances. An audit also includes evaluating
stitute of Chartered Accountants of India to the the appropriateness of the accounting policies
extent it does not contradict any other account- used and the reasonableness of the accounting
ing standard referred to in Section 133 of the estimates made by the Companys Directors, as
Act read with Rule 7 of Companies (Accounts) well as evaluating the overall presentation of the
Rules, 2014. This responsibility also includes financial statements.
maintenance of adequate accounting records
in accordance with the provisions of the Act for 7. We believe that the audit evidence we have
safeguarding of the assets of the Company and obtained is sufficient and appropriate to provide
for preventing and detecting frauds and other a basis for our audit opinion on the standalone
irregularities; selection and application of appro- financial statements.
priate accounting policies; making judgments
and estimates that are reasonable and prudent; OPINION
and design, implementation and maintenance of 8. In our opinion and to the best of our information
adequate internal financial controls, that were and according to the explanations given to us, the
operating effectively for ensuring the accuracy aforesaid standalone financial statements give
and completeness of the accounting records, the information required by the Act in the man-
relevant to the preparation and presentation of ner so required and give a true and fair view in
the financial statements that give a true and fair conformity with the accounting principles gener-
view and are free from material misstatement, ally accepted in India, of the state of affairs of the
whether due to fraud or error. Company as at March 31, 2016, and its profit and
its cash flows for the year ended on that date.
AUDITORS RESPONSIBILITY
3. Our responsibility is to express an opinion on REPORT ON OTHER LEGAL AND
these standalone financial statements based on REGULATORY REQUIREMENTS
our audit. 9. As required by the Companies (Auditors Re-
port) Order, 2016, issued by the Central Gov-

Annual Report 2015-16 | 107

 ernment of India in terms of sub-section (11) of (f) With respect to the adequacy of the internal
section 143 of the Act (hereinafter referred to as financial controls over financial reporting of
the Order), and on the basis of such checks of the Company and the operating effective-
the books and records of the Company as we ness of such controls, refer to our separate
considered appropriate and according to the in- Report in Annexure A.
formation and explanations given to us, we give
in the Annexure B a statement on the matters (g) With respect to the other matters to be in-
specified in paragraphs 3 and 4 of the Order. cluded in the Auditors Report in accordance
with Rule 11 of the Companies (Audit and
10. As required by Section 143 (3) of the Act, we Auditors) Rules, 2014, in our opinion and to
report that: the best of our knowledge and belief and ac-
cording to the information and explanations
(a) We have sought and obtained all the infor- given to us:
mation and explanations which to the best of
our knowledge and belief were necessary for i. The Company has disclosed the impact
the purposes of our audit. of pending litigations as at March 31, 2016
on its financial position in its standalone
(b) In our opinion, proper books of account as financial statement.
required by law have been kept by the Com-
pany so far as it appears from our examina- ii. The Company has long-term contracts as
tion of those books. at March 31, 2016 for which there were no
material foreseeable losses. The Compa-
(c) The Balance Sheet, the Statement of Profit ny does not have long term derivative
and Loss, and the Cash Flow Statement dealt contracts as at March 31, 2016.
with by this Report are in agreement with the
books of account. iii. There were no amounts which were
required to be transferred to the Investor
(d) In our opinion, the aforesaid standalone fi- Education and Protection Fund by the
nancial statements comply with the Account- Company during the year ended March
ing Standards specified under Section 133 of 31, 2016.
the Act, read with Rule 7 of the Companies
(Accounts) Rules, 2014. For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/N500016
(e) On the basis of the written representations
received from the directors as on March 31, Mehul Desai
2016 taken on record by the Board of Direc- Mumbai Partner
tors, none of the directors is disqualified as April 25, 2016 Membership Number: 103211
on March 31, 2016 from being appointed as
a director in terms of Section 164 (2) of the
Act.

108 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

ANNEXURE A
to Independent Auditors Report

Referred to in paragraph 10(f) of the Independent ble assurance about whether adequate internal
Auditors Report of even date to the members of financial controls over financial reporting was
Welspun India Limited on the standalone financial established and maintained and if such controls
statements for the year ended March 31, 2016 operated effectively in all material respects.

REPORT ON THE INTERNAL 4. Our audit involves performing procedures to

FINANCIAL CONTROLS UNDER obtain audit evidence about the adequacy of the
CLAUSE (I) OF SUB-SECTION 3 OF internal financial controls system over financial
SECTION 143 OF THE ACT reporting and their operating effectiveness. Our
1. We have audited the internal financial controls audit of internal financial controls over financial
over financial reporting of Welspun India Limited reporting included obtaining an understanding
(the Company) as of March 31, 2016 in conjunc- of internal financial controls over financial report-
tion with our audit of the standalone financial ing, assessing the risk that a material weakness
statements of the Company for the year ended exists, and testing and evaluating the design and
on that date. operating effectiveness of internal control based
on the assessed risk. The procedures selected
MANAGEMENTS RESPONSIBILITY depend on the auditors judgement, including
FOR INTERNAL FINANCIAL the assessment of the risks of material misstate-
CONTROLS ment of the financial statements, whether due to
2. The Companys management is responsible for fraud or error.
establishing and maintaining internal financial
controls based on the internal control over finan- 5. We believe that the audit evidence we have
cial reporting criteria established by the Com- obtained is sufficient and appropriate to provide
pany considering the essential components of a basis for our audit opinion on the Companys
internal control stated in the Guidance Note on internal financial controls system over financial
Audit of Internal Financial Controls Over Finan- reporting.
cial Reporting issued by the Institute of Char-
tered Accountants of India (ICAI). These respon- MEANING OF INTERNAL FINANCIAL
sibilities include the design, implementation and CONTROLS OVER FINANCIAL
maintenance of adequate internal financial con- REPORTING
trols that were operating effectively for ensuring 6. A companys internal financial control over finan-
the orderly and efficient conduct of its business, cial reporting is a process designed to provide
including adherence to companys policies, the reasonable assurance regarding the reliability of
safeguarding of its assets, the prevention and financial reporting and the preparation of finan-
detection of frauds and errors, the accuracy and cial statements for external purposes in accord-
completeness of the accounting records, and the ance with generally accepted accounting princi-
timely preparation of reliable financial informa- ples. A companys internal financial control over
tion, as required under the Act. financial reporting includes those policies and
procedures that (1) pertain to the maintenance of
AUDITORS RESPONSIBILITY records that, in reasonable detail, accurately and
3. Our responsibility is to express an opinion on the fairly reflect the transactions and dispositions of
Companys internal financial controls over finan- the assets of the company; (2) provide reason-
cial reporting based on our audit. We conducted able assurance that transactions are recorded
our audit in accordance with the Guidance Note as necessary to permit preparation of financial
on Audit of Internal Financial Controls Over statements in accordance with generally accept-
Financial Reporting (the Guidance Note) and ed accounting principles, and that receipts and
the Standards on Auditing deemed to be pre- expenditures of the company are being made
scribed under section 143(10) of the Act to the only in accordance with authorisations of man-
extent applicable to an audit of internal financial agement and directors of the company; and (3)
controls, both applicable to an audit of internal provide reasonable assurance regarding preven-
financial controls and both issued by the ICAI. tion or timely detection of unauthorised acquisi-
Those Standards and the Guidance Note require tion, use, or disposition of the companys assets
that we comply with ethical requirements and that could have a material effect on the financial
plan and perform the audit to obtain reasona- statements.

Annual Report 2015-16 | 109

INHERENT LIMITATIONS OF financial controls over financial reporting were
INTERNAL FINANCIAL CONTROLS operating effectively as at March 31, 2016, based
OVER FINANCIAL REPORTING on the internal control over financial reporting
7. Because of the inherent limitations of internal criteria established by the Company consider-
financial controls over financial reporting, includ- ing the essential components of internal control
ing the possibility of collusion or improper man- stated in the Guidance Note on Audit of Inter-
agement override of controls, material misstate- nal Financial Controls Over Financial Reporting
ments due to error or fraud may occur and not issued by the Institute of Chartered Accountants
be detected. Also, projections of any evaluation of India.
of the internal financial controls over financial
reporting to future periods are subject to the risk For Price Waterhouse Chartered Accountants LLP
that the internal financial control over financial Firm Registration Number: 012754N/N500016
reporting may become inadequate because of
changes in conditions, or that the degree of Mehul Desai
compliance with the policies or procedures may Mumbai Partner
deteriorate. April 25, 2016 Membership Number: 103211

OPINION
8. In our opinion, the Company has, in all material
respects, an adequate internal financial controls
system over financial reporting and such internal

110 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

ANNEXURE B
to Independent Auditors Report

Referred to in paragraph 9 of the Independent complied with the provisions of Section 185 and
Auditors Report of even date to the members of 186 of the Companies Act, 2013 in respect of the
Welspun India Limited on the standalone financial loans and investments made, and guarantees
statements as of and for the year ended March 31, provided by it.
2016
v. The Company has not accepted any deposits
i. (a) The Company is maintaining proper records from the public within the meaning of Sec-
showing full particulars, including quantita- tions 73, 74, 75 and 76 of the Act and the Rules
tive details and situation, of fixed assets. framed there under to the extent notified.

(b) The fixed assets of the Company have been vi. Pursuant to the rules made by the Central Gov-
physically verified by the Management dur- ernment of India, the Company is required to
ing the year and no material discrepancies maintain cost records as specified under Section
have been noticed on such verification. In 148(1) of the Act in respect of its products. We
our opinion, the frequency of verification is have broadly reviewed the same, and are of the
reasonable. opinion that, prima facie, the prescribed ac-
counts and records have been made and main-
(c) The title deeds of immovable properties, as tained. We have not, however, made a detailed
disclosed in Note 13 on fixed assets to the examination of the records with a view to deter-
financial statements, are held in the name of mine whether they are accurate or complete.
the Company.
vii. (a) According to the information and expla-
ii. The physical verification of inventory excluding nations given to us and the records of the
stocks with third parties and stocks in transit Company examined by us, in our opinion, the
have been conducted at reasonable intervals Company is regular in depositing the undis-
by the Management during the year. In respect puted statutory dues, including provident
of inventory lying with third parties, these have fund, employees state insurance, income tax,
substantially been confirmed by them. The sales tax, service tax, duty of customs, duty
discrepancies noticed on physical verification of of excise, value added tax, cess and other
inventory as compared to book records were not material statutory dues, as applicable, with
material. the appropriate authorities.

iii. The Company has not granted any loans, se- (b) According to the information and explana-
cured or unsecured, to companies, firms, Limited tions given to us and the records of the Com-
Liability Partnerships or other parties covered in pany examined by us, there are no dues of
the register maintained under Section 189 of the service-tax, duty of custom and cess which
Act. Therefore, the provisions of Clause 3(iii), (iii) have not been deposited on account of any
(a), (iii)(b) and (iii)(c) of the said Order are not dispute. The particulars of dues of income
applicable to the Company. tax, sales tax, duty of excise and value added
tax as at March 31, 2016 which have not been
iv. In our opinion, and according to the information deposited on account of a dispute, are as
and explanations given to us, the Company has follows:

Annual Report 2015-16 | 111

 Amount Period to which the Forum where the dispute
Name of the statute Nature of dues
(` in million)* amount relates is pending
Income Tax demand AY 2005-06 to AY Commissioner of Income
Income Tax Act, 1961 157.00
including interest 2011-12 Tax (Appeal)
Income Tax Act, 1961 Income Tax Demand 4.44 AY 2013-14 Assessing Officer
Joint Commissioner of
Sales Tax including 2000-01, 2003-04
Gujarat Sales Tax Act, 1969 5.84 Sales Tax (Appeals - 2),
penalty and interest and 2004-05
Vadodara
Joint Secretary, Ministry
September 2005 to
Central Excise Act, 1944 Excise Duty 17.07 of Finance, Department of
July 2006
Revenue
Central Sales Tax in-
Joint Commissioner of
Central Sales Tax Act, 1958 cluding penalty and 2.37 2006-07 to 2007-08
Commercial Taxes, Rajkot
interest
Value added Tax in-
Gujarat Value Added Tax, Joint Commissioner of
cluding penalty and 21.05 2006-07 to 2007-08
2003 Commercial Taxes, Rajkot
interest
March 2010 to Au-
Central Excise Act, 1944 CENVAT 0.17 CESTAT, Ahmedabad
gust 2010
CENVAT including Appellant Tribunal, Ah-
Central Excise Act, 1944 185.41** 2007-08
penalty medabad
CENVAT including Joint Commissioner of
Central Excise Act, 1944 1.29 March 2005
penalty Commercial Taxes, Rajkot
2008-2010 and
Central Excise Act, 1944 CENVAT 0.58 CESTAT, Ahmedabad
2010-2011
Central Excise Act, 1944 CENVAT 10.07 2004 CESTAT, Ahmedabad
Commissioner Appeal,
Central Excise Act, 1944 CENVAT 0.99 2012
Daman.
CENVAT including 2002-03 to 2005- Commissioner Appeals,
Central Excise Act, 1944 2.48
penalty 06 Valsad Commissionerate.
Commissioner Appeal,
Central Excise Act, 1944 CENVAT 0.20 April 2015
Daman.
Value added Tax in-
Maharashtra Value Added Tax Deputy Commissioner
cluding interest and 11.43 2005-06
Act, 2002 (Sales Tax)
penalty
Central Sales Tax in-
Deputy Commissioner
Central Sales Tax Act, 1958 cluding penalty and 7.52 2005-06
(Sales Tax)
interest
Maharashtra Value Added Tax Deputy Commissioner
Value Added Tax 0.15 2010-11
Act, 2002 (Sales Tax)
*Net of amount paid under protest.
**Stay order has been obtained.

viii. According to the records of the Company exam- books and records of the Company, carried
ined by us and the information and explanation out in accordance with the generally
given to us, the Company has not defaulted in accepted auditing practices in India, and ac-
repayment of loans or borrowings to any finan- cording to the information and explanations
cial institution or bank. The Company does not given to us, we have neither come across any
have any loans from Government. Further, the instance of material fraud by the Company or
Company has not issued any debenture. on the Company by its officers or employees,
noticed or reported during the year, nor have
ix. The Company has not raised any moneys by way we been informed of any such case by the
of initial public offer, further public offer (includ- Management.
ing debt instruments) and term loans. Accord-
ingly, the provisions of Clause 3(ix) of the Order xi. The Company has paid/ provided for managerial
are not applicable to the Company. remuneration in accordance with the requisite
approvals mandated by the provisions of Section
x. During the course of our examination of the 197 read with Schedule V to the Act.

112 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

xii. As the Company is not a Nidhi Company and xv. The Company has not entered into any non-cash
the Nidhi Rules, 2014 are not applicable to it, the transactions with its directors or persons con-
provisions of Clause 3(xii) of the Order are not nected with him. Accordingly, the provisions of
applicable to the Company. Clause 3(xv) of the Order are not applicable to
the Company.
xiii. The Company has entered into transactions with
related parties in compliance with the provisions xvi. The Company is not required to be registered
of Sections 177 and 188 of the Act. The details under Section 45-IA of the Reserve Bank of India
of such related party transactions have been Act, 1934. Accordingly, the provisions of Clause
disclosed in the financial statements as required 3(xvi) of the Order are not applicable to the
under Accounting Standard (AS) 18, Related Company.
Party Disclosures specified under Section 133 of
the Act, read with Rule 7 of the Companies (Ac- For Price Waterhouse Chartered Accountants LLP
counts) Rules, 2014. Firm Registration Number: 012754N/N500016

xiv. The Company has not made any preferential Mehul Desai
allotment or private placement of shares or fully Mumbai Partner
or partly convertible debentures during the year April 25, 2016 Membership Number: 103211
under review. Accordingly, the provisions of
Clause 3(xiv) of the Order are not applicable to
the Company.

Annual Report 2015-16 | 113

BALANCE SHEET
As at March 31, 2016

` million
As at As at
Note
March 31, 2016 March 31, 2015
EQUITY AND LIABILITIES
Shareholders Funds
Share Capital 3 1,004.73 1,004.60
Reserves and Surplus 4 17,780.45 13,321.24
Non-current Liabilities
Long-term Borrowings 5 15,894.83 12,786.03
Deferred Tax Liabilities (Net) 6 1,495.50 1,121.44
Other Long-term Liabilities 7 4.51 5.11
Long-term Provisions 8 1,356.52 1,107.77
Current liabilities
Short-term Borrowings 9 5,532.49 7,380.95
Trade Payables 10
Total Outstanding Dues of Micro Enterprises and Small Enterprises 61.42 39.88
Total Outstanding Dues of Creditors other than Micro Enter-
7,013.25 5,038.27
prises and Small Enterprises
Other Current Liabilities 11 2,613.86 5,541.43
Short-term Provisions 12 68.57 921.88
TOTAL 52,826.13 48,268.60

ASSETS
Non-current Assets
Fixed Assets
Tangible Assets 13 26,312.14 18,955.76
Intangible Assets 14 101.95 31.12
Capital Work-in-Progress 1,810.95 1,533.50
Non-current Investments 15 6,356.44 6,163.43
Long-term Loans and Advances 16 970.31 1,217.82
Other Non-current Assets 17 85.96 134.47
Current Assets
Current Investments 18 73.68 896.08
Inventories 19 8,116.35 7,816.80
Trade Receivables 20 3,625.12 3,866.03
Cash and Bank Balances 21 617.50 2,666.24
Short-term Loans and Advances 22 3,862.19 4,126.21
Other Current Assets 23 893.54 861.14
TOTAL 52,826.13 48,268.60
The accompanying notes are an integral part of these financial statements.

This is the Balance Sheet referred to in our report of the even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors
Firm Registration No: 012754N/ N500016

Mehul Desai Balkrishan Goenka Rajesh Mandawewala

Partner Chairman Managing Director
Membership No. 103211 DIN 00270175 DIN 00007179

Shashikant Thorat Altaf Jiwani

Company Secretary Chief Financial Officer

Place: Mumbai Place: Mumbai Place: Mumbai

Date: April 25, 2016 Date: April 25, 2016 Date: April 25, 2016

114 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

STATEMENT OF PROFIT AND LOSS

For The Year Ended March 31, 2016

` million
Year ended Year ended
Note
March 31, 2016 March 31, 2015
Revenue from Operations (Gross) 24 49,071.65 44,885.24
Less : Excise Duty 392.23 850.37
Revenue from Operations (Net) 48,679.42 44,034.87
Other Income 25 936.99 944.17
TOTAL REVENUE 49,616.41 44,979.04
EXPENSES
Cost of materials consumed 26 21,761.83 21,796.26
Purchases of stock-in-trade 27 247.32 60.04
Changes in inventory of finished goods, work-in-progress and
28 17.84 (700.31)
stock-in-trade
Employee benefits expense 29 3,900.39 3,253.32
Finance costs 30 1,539.22 1,806.37
Depreciation and amortization expense 31 3,256.23 2,662.90
Other expenses 32 10,411.46 9,242.98
TOTAL EXPENSES 41,134.29 38,121.56
Profit before tax 8,482.12 6,857.48
Tax Expense
- Current Tax 2,038.43 1,523.20
- Short Provision for Tax in Earlier Years 52.27 -
- Deferred Tax 374.06 232.92
Profit for the year 6,017.36 5,101.36
Earnings Per Share (`) [Nominal value per share : Re. 1 (March 31,
42
2015 : Re. 1)]
- Basic 5.99 5.08
- Diluted 5.99 5.08
The accompanying notes are an integral part of these financial statements.

This is the Statement of Profit and Loss referred to in our report of the even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors
Firm Registration No: 012754N/ N500016

Mehul Desai Balkrishan Goenka Rajesh Mandawewala

Partner Chairman Managing Director
Membership No. 103211 DIN 00270175 DIN 00007179

Shashikant Thorat Altaf Jiwani

Company Secretary Chief Financial Officer

Place: Mumbai Place: Mumbai Place: Mumbai

Date: April 25, 2016 Date: April 25, 2016 Date: April 25, 2016

Annual Report 2015-16 | 115

CASH FLOW STATEMENT
For the Year Ended March 31, 2016

` million
For the For the For the
Year ended Year ended Year ended
March 31, 2016 March 31, 2016 March 31, 2015
A. CASH FLOW FROM OPERATING ACTIVITIES
Net Profit Before Tax 8,482.12 6,857.48
Adjustments for :
Depreciation and Amortisation Expenses 3,256.23 2,662.90
Unrealised Foreign Exchange Differences (7.94) 1.64
Loss / (Profit) on Sale of Fixed Assets 46.97 34.90
Loss / (Profit) on Redemption/ Sale of Units in Mutual Funds (41.08) (0.13)
Provision for Diminution in Value of Investments Written Back (13.34) -
Loss / (Profit) on Sale of Bonds/ Certificate of Deposits 2.93 3.03
Dividend Income (69.90) (12.78)
Liabilities Written Back as no Longer Required (40.35) -
Provision for Doubtful Loans and Advances 7.18 1.94
Debts/ Advances Written off 0.61 -
Interest Income (210.49) (250.31)
Interest and Other Expenses 1,539.22 1,806.37
4,470.04 4,247.56
Operating Profit Before Working Capital Changes 12,952.16 11,105.04
Adjustments for changes in working capital :
Trade Receivables 240.30 (1,683.00)
Trade and Other Payables and Provisions 2,333.57 749.10
Inventories (299.55) (944.50)
Loans and Advances and Other Assets 282.22 (1,362.40)
2,556.54 (3,240.80)
Cash Flow Generated from Operations 15,508.70 7,864.24
Income Tax paid (1,846.60) (1,422.36)
NET CASH FLOW FROM OPERATING ACTIVITIES 13,662.10 6,441.88
B. CASH FLOW USED IN INVESTING ACTIVITIES
Purchase of Fixed Assets and Capital Work-in-Progress (10,463.11) (5,776.35)
Sale of Fixed Assets 43.98 28.03
Capital Subsidy 73.81 95.22
Investment in Fixed Deposits and Margin Money (Net) 1,132.01 (228.54)
Sales/ (Purchase) of Investment (Net) 680.88 441.96
Dividend Received 69.90 12.78
Interest Received 410.27 173.70
NET CASH FLOW USED IN INVESTING ACTIVITIES (8,052.26) (5,253.20)

116 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

CASH FLOW STATEMENT

For the Year Ended March 31, 2016

` million
For the For the
Year ended Year ended
March 31, 2016 March 31, 2015
C.  CASH FLOW FROM / (USED IN) FINANCING
ACTIVITIES
Proceeds from Issue of Equity Shares/ Share Application Money
0.45 3.51
pending Allotment
Issue of Debentures - 1,000.00
Proceeds from Borrowings (Net) (2,437.34) 552.17
Dividend Paid (1,996.37) (599.29)
Tax on Dividend Paid (395.44) (111.42)
Interest and Other Finance Expenses (1,749.80) (2,100.88)
NET CASH FLOW (USED IN)/ FROM FINANCING ACTIVITIES (6,578.50) (1,255.91)
Net (decrease) / increase in Cash and Cash Equivalents (A + B + C) (968.66) (67.23)
Cash and Cash Equivalents at the beginning of the year 1,450.60 1,517.83
Cash and Cash Equivalents at the end of the year 481.94 1,450.60
Net Increase in Cash and Cash Equivalents (968.66) (67.23)
Notes :
1. Previous years comparatives have been reclassified to conform with the current years presentation, wherever applicable.
2. Cash and Cash Equivalents as at March 31, 2016 includes fixed deposits of ` Nil (March 31, 2015: `98.33 million ) which are not available
for use by the Company as these are earmarked for the repayment of borrowings.

This is the Cash Flow referred to in our report of the even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors
Firm Registration No: 012754N/ N500016

Mehul Desai Balkrishan Goenka Rajesh Mandawewala

Partner Chairman Managing Director
Membership No. 103211 DIN 00270175 DIN 00007179

Shashikant Thorat Altaf Jiwani

Company Secretary Chief Financial Officer

Place: Mumbai Place: Mumbai Place: Mumbai

Date: April 25, 2016 Date: April 25, 2016 Date: April 25, 2016

Annual Report 2015-16 | 117

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

1. GENERAL INFORMATION lents, the Company has ascertained its operating

Welspun India Limited (WIL) is a leading manu- cycle as 12 months for the purpose of current or
facturer of wide range of home textile products, non-current classification of assets and liabilities.
mainly terry towels, bed linen products and rugs.
2.2 Tangible Assets
The Company is a public limited company and is
listed on the Bombay Stock Exchange (BSE) and Tangible Assets except land are stated at cost
the National Stock Exchange (NSE). (net of cenvat credit, wherever applicable) less
accumulated depreciation and impairment loss-
2. SUMMARY OF SIGNIFICANT ACCOUNTING es, if any.
POLICIES
2.1 Basis of preparation Subsequent expenditures related to an item of
fixed asset are added to its book value only if
These financial statements have been prepared
they increase the future benefits from the exist-
in accordance with the generally accepted
ing asset beyond its previously assessed stand-
accounting principles in India under the histor-
ard of performance.
ical cost convention on accrual basis. Pursuant
to Section 133 of the Companies Act, 2013 read
Losses arising from the retirement of, and gains
with Rule 7 of the Companies (Accounts) Rules,
or losses arising from disposal of fixed assets
2014, till the standards of accounting or any ad-
which are carried at cost is recognised in the
dendum thereto are prescribed by Central Gov-
Statement of Profit and Loss.
ernment in consultation and recommendation of
the National Financial Reporting Authority, the
Depreciation on tangible assets, other than plant
existing Accounting Standards notified under the
and machinery (except electrical installations) is
Companies Act, 1956 shall continue to apply.
provided on a pro-rata basis on the straight-line
method over the estimated useful lives.
Consequently, these financial statements have
been prepared to comply in all material aspects
with the accounting standards notified under
Section 211(3C) of the Companies Act, 1956 Useful Life
Assets
(years)
[Companies (Accounting Standards) Rules,
Factory Building 28
2006, as amended] and other relevant provisions
Residential and Other Buildings 58
of the Companies Act, 2013, and Accounting
Vehicles 5
Standard 30, Financial Instruments: Recognition
Electrical Installation 10
and Measurement issued by the Institute of Char-
Furniture and Fixtures 10
tered Accountants of India to the extent it does
Office Equipment 5
not contradict any other accounting standard
Computers 3
referred to in sub-section (3C) of Section 211 of
the Act.
Consequent to the enactment of the Companies
Act, 2013 (the Act) and its applicability for ac-
The Ministry of Corporate Affairs (MCA) has
counting periods commencing from April 1, 2014,
notified the Companies (Accounting Standards)
the Company has, wherever required, to reflect
Amendment Rules, 2016 vide its notification
the actual usage of above mentioned assets, rea-
dated March 30, 2016. The said notification read
ligned the remaining useful lives of few assets in
with Rule 3(2) of the Companies (Accounting
accordance with the provisions prescribed under
Standards) Rules, 2006 is applicable to account-
Schedule II to the Act. Also refer Note 4 (b).
ing period commencing on or after the date of
notification i.e. April1, 2016.
Depreciation on additions/ deletions to fixed
assets is calculated pro-rata from/ up to the date
All assets and liabilities have been classified as
of such additions/ deletions.
current or non-current as per the Companys
normal operating cycle and other criteria set out
Plant and Machinery (except electrical instal-
in the Schedule III to the Companies Act, 2013.
lations) is depreciated on written down value
Based on the nature of products and the time
method over the useful life ranging between 7.5
between the acquisition of assets for processing
years to 18 years, based on technical evaluation
and their realisation in cash and cash equiva-
done by Managements expert, which is equal to

118 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

or lower than the life prescribed under Schedule 2.6 Inventories

II to the Companies Act, 2013 in order to reflect (a) Inventories are stated at lower of cost and net
the actual usage of the assets. The estimat- realisable value.
ed useful lives of Plant and Machinery based
on technical evaluation, has not undergone a (b) Cost of raw materials (includes packing mate-
change on account of transition to the Compa- rial) and stores and spares are determined on
nies Act, 2013. weighted average basis. Cost of traded goods is
determined on weighted average basis. Cost of
Leasehold improvements are amortised on work-in-progress and finished goods comprises
straight-line basis over the primary period of of raw material, direct labor, other direct costs
lease or its useful life, whichever is lower. and related production overheads. Net realisable
value is the estimate of the selling price in the
2.3 Intangible Assets ordinary course of the business, less the estimat-
Intangible Assets are stated at acquisition cost, ed costs of completion and the estimated costs
net of accumulated amortization and accumu- necessary to make the sale.
lated impairment losses, if any. Intangible assets
comprise of computer software which is amor- 2.7 Current Tax and Deferred Tax
tised on the straight-line method over a period Tax expense for the period, comprising current tax
of five years. Cost of software includes license and deferred tax, are included in the determination
fees and implementation/ integration expenses. of the net profit or loss for the period. Current tax
is measured at the amount expected to be paid to
2.4 Borrowing Costs the tax authorities in accordance with the taxation
Borrowing costs include interest, other costs laws prevailing in the respective jurisdictions.
incurred in connection with borrowing and ex-
change differences arising from foreign currency Deferred tax is recognised for all the timing
borrowings to the extent they are regarded as an differences, subject to the consideration of pru-
adjustment to the interest cost. dence in respect of deferred tax assets. Deferred
tax assets are recognised and carried forward
General and specific borrowing costs directly only to the extent that there is a reasonable
attributable to the acquisition, construction or certainty that sufficient future taxable income
production of qualifying assets, which are assets will be available against which such deferred tax
that necessarily take a substantial period of time assets can be realised. Deferred tax assets and
to get ready for their intended use or sale, are liabilities are measured using the tax rates and
added to the cost of those assets, until such time tax laws that have been enacted or substantively
as the assets are substantially ready for their in- enacted by the Balance Sheet date. At each Bal-
tended use or sale. All other borrowing costs are ance Sheet date, the group reassesses unrecog-
recognised in Statement of Profit and Loss in the nised deferred tax assets, if any.
period in which they are incurred.
Current tax assets and current tax liabilities are
2.5 Investments offset when there is a legally enforceable right
Investments that are readily realisable and are to set off the recognised amounts and there is
intended to be held for not more than one year an intention to settle the asset and the liability
from the date, on which such investments are on a net basis. Deferred tax assets and deferred
made, are classified as current investments. All tax liabilities are offset when there is a legally en-
other investments are classified as long term forceable right to set off assets against liabilities
investments. Current investments are carried representing current tax and where the deferred
at cost or fair value, whichever is lower. Long- tax assets and the deferred tax liabilities relate
term investments are carried at cost. However, to taxes on income levied by the same governing
provision for diminution is made to recognise a taxation laws.
decline, other than temporary, in the value of the
investments, such reduction being determined Minimum Alternative Tax (MAT) credit is recog-
and made for each investment individually. nised 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.

Annual Report 2015-16 | 119

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

Such asset is reviewed at each Balance Sheet the additional amount expected to be paid as a
date and the carrying amount of the MAT credit result of the unused entitlement as at the year
asset is written down to the extent there is no end.
longer a convincing evidence to the effect that
the Company will pay normal income tax during Accumulated compensated absences, which are
the specified period. expected to be availed or encashed beyond 12
months from the end of the year end are treated
2.8 Employee Benefits as other long term employee benefits. The Com-
Provident Fund panys liability is actuarially determined (using
The Contribution towards provident fund for the Projected Unit Credit method) at the end of
certain employees is made to the regulatory au- each year. Actuarial losses/ gains are recognised
thorities, where the Company has no further obli- in the Statement of Profit and Loss in the year in
gations. Such benefits are classified as Defined which they arise.
Contribution Schemes as the Company does
not carry any further obligations, apart from the 2.9 Foreign Currency Translation
contributions made on a monthly basis. Initial Recognition
On initial recognition, all foreign currency trans-
Superannuation Fund actions are recorded by applying to the foreign
Contribution towards superannuation fund for currency amount the exchange rate between the
certain employees is made to SBI Life Insurance reporting currency and the foreign currency at
Company where the Company has no further ob- the date of the transaction.
ligations. Such benefits are classified as Defined
Contribution Schemes as the Company does not Subsequent Recognition
carry any further obligations, apart from contri- As at the reporting date, non-monetary items
bution made on monthly basis. which are carried in terms of historical cost
denominated in a foreign currency are report-
Gratuity ed using the exchange rate at the date of the
The Company provides for gratuity, a defined transaction. All non-monetary items which are
benefit plan (the Gratuity Plan) covering eligi- carried at fair value or other similar valuation
ble employees in accordance with the Payment denominated in a foreign currency are reported
of Gratuity Act, 1972. The Gratuity Plan provides using the exchange rates that existed when the
a lump sum payment to vested employees at values were determined. All monetary assets and
retirement, death, incapacitation or termination liabilities in foreign currency are restated at the
of employment, of an amount based on the end of accounting period.
respective employees salary and the tenure of
employment. The Companys liability is actu- Exchange differences on restatement of all other
arially determined (using the Projected Unit monetary items are recognised in the Statement
Credit method) at the end of each year. Actuarial of Profit and Loss.
losses/gains are recognised in the statement of
Profit and Loss in the year in which they arise. Forward Exchange Contracts and Swaps
In respect of forward exchange contracts, other
Gratuity Fund is recognised by the income tax than forward exchange contracts in respect of
authorities and is administered through trustees. firm commitments and highly probable forecast
The Employees Gratuity Trust takes group gratu- transactions, the premium or discount arising at
ity policies with insurance companies. the inception of forward exchange contract, is
amortised as expense or income over the life of
Compensated Absences the contract. Exchange differences on such con-
Accumulated compensated absences, which are tracts are recognised in the Statement of Profit
expected to be availed or encashed within 12 and Loss in the reporting period in which the
months from the end of the year end are treated exchange rates change. Any profit or loss arising
as short term employee benefits. The obligation on cancellation or renewal of such a forward
towards the same is measured at the expected exchange contract is recognised as income or as
cost of accumulating compensated absences as expense for the period.

120 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

In respect of forward exchange contracts taken Dividend: Dividend income is recognised when
to hedge the risks associated with foreign cur- the right to receive dividend is established.
rency fluctuations relating to firm commitments
and highly probable forecast transactions and Income on Statusholder Incentive Scheme is
interest rate swaps, the Company has adopted recognised when the license is actually utilised
Accounting Standard 30 Financial Instruments: against purchase of Plant and Machinery.
Recognition and Measurement. Accordingly,
forward exchange contracts relating to firm com- 2.12 Government Grants
mitments and highly probable forecast transac- Government grants are accounted for when it
tions and interest rate swaps are fair valued at is reasonably certain that ultimate collection
each reporting date. will be made. Capital grants relating to specific
assets granted under the Technology Upgrada-
Changes in the fair value of these hedging tion Fund Scheme (TUFS) are reduced from the
instruments that are designated and considered gross value of the Fixed Assets. Revenue grants,
as effective hedges of highly probable in the nature of interest subsidy are adjusted
forecasted transactions are recognised directly against interest expense. Revenue grants, in the
in shareholders funds under Hedging Reserve nature of Sales Tax benefits are recognized in the
Account to be recognised in the Statement of Statement of Profit and Loss on a systematic/
Profit and Loss when the underlying transaction appropriate basis.
occurs. Changes in the fair value of the hedging
instruments that do not qualify for hedge 2.13 Impairment
accounting are recognised in the Statement of Assessment is done at each balance sheet date
Profit and Loss as they arise. as to whether there is any indication that an
asset (tangible and intangible) may be impaired.
2.10 Revenue Recognition If any such indication exists, an estimate of the
(a) Sale of Products: Sales are recognised when the recoverable amount of the asset/cash generating
significant risks and rewards of ownership in the unit is made. Recoverable amount is higher of an
goods are transferred to the buyer as per the assets or cash generating units net selling price
terms of the contract and are recognised net of and its value in use. Value in use is the present
trade discounts, rebates, sales taxes and excise value of estimated future cash flows expected
duties. Domestic sales are recognised on dis- to arise from the continuing use of an asset and
patch to customers. Export sales are recognised from its disposal at the end of its useful life. For
on the date of cargo receipts, bill of lading or the purpose of assessing impairment, the recov-
other relevant documents, in accordance with erable amount is determined for an individual
the terms and conditions for sales. asset, unless the asset does not generate cash
inflows that are largely independent of those
(b) Export Benefits: In case of sale made by the from other assets or groups of assets. The small-
Company as Support Manufacturer, export ben- est identifiable group of assets that generates
efits arising from Duty Entitlement Pass Book cash inflows from continuing use that are largely
(DEPB), Duty Drawback scheme, Merchandise independent of the cash inflows from other as-
Export Incentive Scheme and Focus Market sets or groups of assets, is considered as a cash
Scheme are recognised on export of such goods generating unit (CGU). An asset or CGU whose
in accordance with the agreed terms and con- carrying value exceeds its recoverable amount
ditions with customers. In case of direct exports is considered impaired and is written down to
made by the Company, export benefits arising its recoverable amount. Assessment is also done
from DEPB, Duty Drawback scheme, Merchan- at each balance sheet date as to whether there
dise Export Incentive Scheme and Focus Market is any indication that an impairment loss recog-
Scheme are recognised on shipment of direct nised for an asset in prior accounting periods
exports. may no longer exist or may have decreased. An
impairment loss is reversed to the extent that
2.11 Other Income the assets carrying amount does not exceed the
Interest: Interest income is recognised on a time carrying amount that would have been deter-
proportion basis taking into account the amount mined if no impairment loss had previously been
outstanding and the rate applicable. recognised.

Annual Report 2015-16 | 121

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

2.14 Provisions and Contingent Liabilities As a lessor:

Provisions: Provisions are recognised when The Company has leased certain tangible assets
there is a present obligation as a result of a past and such leases where the Company has sub-
event, it is probable that an outflow of resources stantially retained all the risks and rewards of
embodying economic benefits will be required ownership are classified as operating leases.
to settle the obligation and there is a reliable Lease income on such operating leases are rec-
estimate of the amount of the obligation. Pro- ognised in the Statement of Profit and Loss on
visions are measured at the best estimate of a straight line basis over the lease term which is
the expenditure required to settle the present representative of the time pattern in which ben-
obligation at the Balance sheet date and are not efit derived from the use of the leased asset is
discounted to its present value. diminished. Initial direct costs are recognised as
an expense in the Statement of Profit and Loss in
Contingent Liabilities: Contingent liabilities are the period in which they are incurred.
disclosed when there is a possible obligation
arising from past events, the existence of which 2.17 Cash and Cash Equivalents
will be confirmed only by the occurrence or In the cash flow statement, cash and cash equiv-
non occurrence of one or more uncertain fu- alents include cash in hand, demand deposits
ture events not wholly within the control of the with banks and other short-term highly liquid
company or a present obligation that arises from investments with original maturities of three
past events where it is either not probable that months or less.
an outflow of resources will be required to settle
or a reliable estimate of the amount cannot be 2.18 Earnings Per Share
made. Basic earnings per share is calculated by dividing
the net profit or loss for the period attributable
2.15 Employees Stock Option Schemes to equity shareholders by the weighted average
Equity settled stock options granted under Em- number of equity shares outstanding during the
ployee Stock Option Schemes are accounted period. Earnings considered in ascertaining the
for as per the accounting treatment prescribed Companys earnings per share is the net profit
by the Guidance Note on Employee Share-based for the period after deducting preference divi-
Payments issued by the Institute of Chartered dends and any attributable tax thereto for the
Accountants of India as required by the Securi- period, if any. The weighted average number of
ties and Exchange Board of India (share Based equity shares outstanding during the period and
Employee Benefits) Regulations, 2014. for all periods presented is adjusted for events,
such as bonus shares, other than the conversion
2.16 Leases of potential equity shares that have changed the
As a lessee: number of equity shares outstanding, without a
Leases in which a significant portion of the risks corresponding change in resources. For the pur-
and rewards of ownership are retained by the pose of calculating diluted earnings per share,
lessor are classified as operating leases. Pay- the net profit or loss for the period attributable
ments made under operating leases are charged to equity shareholders and the weighted average
to the Statement of Profit and Loss on a straight- number of shares outstanding during the period
line basis over the period of the lease. is adjusted for the effects of all dilutive potential
equity shares.

122 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

3. SHARE CAPITAL
` million
As at As at
March 31, 2016 March 31, 2015
Authorised
1,555,000,000 (March 31, 2015 : 155,500,000) Equity Shares of Re. 1 each.
1,555.00 1,555.00
(March 31, 2015 : ` 10 each) (Refer Note (a) below)
1,555.00 1,555.00
Issued, Subscribed and Paid Up
1,004,725,150 (March 31, 2015 : 100,459,915) Equity Shares of Re. 1 each (March
1,004.73 1,004.60
31, 2015 : ` 10 each) fully paid up (Refer Note (a) below)
TOTAL 1,004.73 1,004.60

(a) Reconciliation of number of shares

` million
As at March 31, 2016 As at March 31, 2015
Number of Amount Number of Amount
Shares Shares
Equity Shares :
Balance as at the beginning of the year 100,459,915 1,004.60 100,346,515 1,003.47
Add : Shares issued to Employees under Employee
12,600 0.13 113,400 1.13
Stock Option Scheme (Refer Note 36)
Add : Sub-division of equity shares having face value 904,252,635 - - -
of ` 10 per share into ten equity shares having face
value of Re. 1 per share (Refer Note 3 (a) (1) )
Balance as at the end of the year 1,004,725,150 1,004.73 100,459,915 1,004.60

3 (a) (1)
The Board of Directors of the Company at its meeting held on February 2, 2016 has approved the sub-divi-
sion of equity shares of the Company having a face value of ` 10 per share into 10 equity shares having a face
value of Re. 1 each. This has been approved by the shareholders at their meeting held on March 4, 2016.

(b) Shares held by holding company and subsidiary of holding company (Holding company as defined in
AS-18 : Related Party Disclosure)
` million
As at March 31, 2016 As at March 31, 2015
Number of Amount Number of Amount
Shares Shares
Equity Shares :
Krishiraj Trading Limited 505,098,770 505.10 50,509,877 505.10
Welspun Infra Developers Limited (Formerly known as
Welspun Infra Developers Private Limited) (a 78.66%
subsidiary of Goldenarch Estate Private limited which 27,497,730 27.50 2,749,773 27.50
in turn is a 94.37% subsidiary of Krishiraj Trading Lim-
ited)
532,596,500 532.60 53,259,650 532.60

Annual Report 2015-16 | 123

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

(c) Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company
As at March 31, 2016 As at March 31, 2015
Number of % Number of %
Shares Shares
Equity Shares :
Welspun Mercantile Limited 112,465,760 11.20 11,246,576 11.20
Welspun Wintex Limited 84,252,910 8.39 8,425,291 8.39
Krishiraj Trading Limited 505,098,770 50.28 50,509,877 50.28

(d) Rights, preferences and restrictions attached to shares

Equity Shares:
The Company has one class of equity shares having a par value of Re. 1 (March 31, 2015 : ` 10) per share .
Each shareholder is eligible for one vote per share held. The dividend, in case proposed by the Board of
Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except
in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the
remaining assets of the Company after distribution of all preferential amounts, in proportion to their
shareholding.

(e) Shares alloted as fully paid up pursuant to contract(s) without payment being received in cash (during
5 years immediately preceeding March 31, 2016)
10,475,496 equity shares of ` 10 each fully paid were issued in January 2013 to the erstwhile shareholders
of Welspun Global Brands Limited (Formerly known as Welspun Retail Limited) pursuant to the compos-
ite scheme of arrangement between Welspun Global Brands Limited, the Company and Welspun Retail
Limited without payment being received in cash.

(f) Shares reserved for issue under options

Refer Note 36 for details of shares to be issued under the Employee Stock Option Plan

4. RESERVES AND SURPLUS

` million
As at As at
March 31, 2016 March 31, 2015
Capital Redemption Reserve
Balance as at the beginning of the year 478.38 478.38
Add : Additions during the year - -
Balance as at the End of the Year 478.38 478.38
Capital Reserve
Balance as at the beginning of the year 1,474.72 1,474.72
Add : Additions during the year - -
Balance as at the End of the Year 1,474.72 1,474.72
Securities Premium Account
Balance as at the beginning of the year 3,237.80 3,234.90
Add : Additions during the year 0.32 2.90
Balance as at the End of the Year 3,238.12 3,237.80
Hedging Reserve
Balance as at the beginning of the year - (68.02)
Add : Amount recognised in Hedging Reserve during the year (net) - -
Less : Ineffective portion of cash flow hedge transferred to Statement of
- 68.02
Profit and Loss
Balance as at the End of the Year - -

124 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

` million
As at As at
March 31, 2016 March 31, 2015
General Reserve
Balance as at the beginning of the year 711.39 201.25
Add : Additions during the year - 510.14
Balance as at the End of the Year 711.39 711.39
Surplus in Statement of Profit and Loss
Balance as at the beginning of the year 7,418.95 4,168.08
 ess : Adjustment for written down value of fixed assets fully depreciated as
L
- 71.88
at April 1, 2014 on revision of useful life (net of tax) [Refer Note (a) below]
Add : Profit for the year 6,017.36 5,101.36
13,436.31 9,197.56
Less : Appropriations
Interim dividend on Equity Shares for the year 1,255.91 301.28
Dividend distribution tax on Interim dividend on Equity Shares 242.05 60.24
Proposed final dividend on Equity Shares for the year [Refer Note (b) below] 50.24 753.45
Dividend distribution tax on proposed Final dividend on Equity Shares 10.23 153.38
Final Dividend on Equity Shares for Previous Year on incremental shares 0.03 0.10
Dividend distribution tax on final dividend on incremental shares 0.01 0.02
Transfer to General Reserve - 510.14
Balance as at the End of the Year 11,877.84 7,418.95
TOTAL 17,780.45 13,321.24
Notes:
(a) During previous year, the Company realigned the remaining useful lives of few assets in accordance with the rates prescribed under
Schedule II to the Act. Consequently, in case of assets which had completed their useful lives (prescribed under Schedule II to the Act),
the carrying value (net value) as at April 1, 2014 amounting to ` 71.88 million (net of deferred tax of ` 37.01 million) was adjusted to Re-
serves and Surplus and in case of other assets the carrying value (net of residual value) is being depreciated over the revised remaining
useful lives.
(b) The Board of Directors at their meeting held on April 25, 2016 recommended final dividend of Re. 0.05 per equity share having nominal
value of Re. 1 per share.

5. LONG-TERM BORROWINGS
` million
As at As at
March 31, 2016 March 31, 2015
Secured :
Debentures
10.40% Redeemable Non-convertible Debentures [Refer Note (a) below] - 1,000.00
Term Loans
From Banks
Rupee Loans [Refer Note (b) below] 15,853.19 10,543.24
Foreign Currency Loans [Refer Note (b) below] - 239.77
From Financial Institutions [Refer Note (b) below] - 877.50
Unsecured :
Loans from Banks [Refer Note (c) below] 40.31 119.21
Loan from Others [Refer Note (c) below] 1.33 6.31
TOTAL 15,894.83 12,786.03

Notes :
(a) Nature of security and terms of repayment for secured debentures :
The Company had alloted 1,000 debentures on March 31, 2015 aggregating to ` 1,000 million, carrying
interest rate of 10.40% p. a. payable half yearly. These debentures were redeemable at the end of 3 years
from the date of allotment. However, the same have been redeemed on May 19, 2015.

Annual Report 2015-16 | 125

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

(b) Nature of security and terms of repayment for secured borrowings (other than debentures) :
Nature of Security Terms of Repayment*
1 Rupee term loan amounting to ` 1,228.12 million (March Repayable in 30 quarterly instalments commencing from
31, 2015 : ` 1,362.99 million) is secured by first pari passu January 2012
charge over the present and future fixed assets, all mov- Last installment due in April 2019.
able and immovable properties and second pari passu
charge over current assets of the Company.
2 Rupee term loan amounting to ` 608.39 million (March Repayable in 28 quarterly instalments commencing from
31, 2015 : ` 628.44 million) is secured by first pari passu June 2013
charge over the present and future fixed assets, all mov- Last installment due in March 2020.
able and immovable properties and second pari passu
charge over current assets of the Company.
3 Rupee term loan amounting to ` 222.66 million (March Repayable in 32 quarterly instalments commencing from
31, 2015 : ` 229.82 million) is secured by first pari passu April 2014
charge over the present and future fixed assets, all mov- Last installment due in December 2021.
able and immovable properties and second pari passu
charge over current assets of the Company.
4 Rupee term loan amounting to ` 3,341.49 million (March Repayable in 28 quarterly instalments commencing from
31, 2015 : ` 3,524.14 million) is secured by first pari passu December 2014
charge over the present and future fixed assets, all mov- Last installment due in September 2021.
able and immovable properties and second pari passu
charge over current assets of the Company.
5 Rupee term loan amounting to ` 1,072.86, million (March Repayable in 28 quarterly instalments commencing from
31, 2015 : ` 1,133.41 million) is secured by first pari passu January 2015
charge over the present and future fixed assets, all mov- Last installment due in October 2021.
able and immovable properties and second pari passu
charge over current assets of the Company.
6 Rupee term loan amounting to ` 228.12 million (March Repayable in 28 quarterly instalments commencing from
31, 2015 : ` 239.77 million)** is secured by first pari June 2014
passu charge over the present and future fixed assets, Last installment due in March 2021.
all movable and immovable properties and second pari
passu charge over current assets of the Company.
7 Rupee term loan amounting to ` 7,503.88 million (March Repayable in 30 quarterly instalments commencing from
31, 2015 : ` 4,027.11 million) is secured by first pari passu January 2016
charge over the present and future fixed assets, all mov- Last installment due in June 2023.
able and immovable properties and second pari passu
charge over current assets of the Company.
8 Rupee term loan amounting to ` 2,384.60 million Repayable in 31 quarterly instalments commencing from
(March 31, 2015 : ` 62.50 million) is secured by first pari March 2017
passu charge over the present and future fixed assets, Last installment due in September 2024.
all movable and immovable properties and second pari
passu charge over current assets of the Company.
9 Rupee term loan amounting to ` 46.40 million (March Repayable in 30 quarterly instalments commencing from
31, 2015 : ` Nil) is secured by first pari passu charge over February 2018
the present and future fixed assets, all movable and Last installment due in May 2025.
10 Rupee term loan amounting to ` 12.13 million (March 31, Repayable in 31 quarterly instalments commencing from
2015 : ` Nil) is secured by first pari passu charge over March 2018
the present and future fixed assets, all movable and im- Last installment due in June 2025.
movable properties and second pari passu charge over
current assets of the Company.
11 Rupee term loan amounting to ` Nil (March 31, 2015 : ` Repayable in 28 quarterly instalments commencing from
3,786.04 million) is secured by first pari passu charge April 2009
over the present and future fixed assets, all movable Last installment was due in January 2016.
and immovable properties and second pari passu
charge over current assets of the Company.
12 Rupee term loan amounting to ` Nil (March 31, 2015 : ` Repayable in 28 quarterly instalments commencing from
260 million) is secured by first pari passu charge over April 2009
the present and future fixed assets, all movable and im- Last installment was due in January 2016.
movable properties and second pari passu charge over
current assets of the Company.

126 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

13 Rupee term loan from financial institution amounting to The Term Loan was originally repayable in 20 quarterly
` Nil (March 31, 2015 : ` 900 million) is secured by first instalments commencing from March 2016.Last
pari passu charge over the present and future fixed as- installment was due in December 2020. The Company has
sets, all movable and immovable properties and second repaid whole amount of loan on May 28, 2015.
pari passu charge over current assets of the Company.
* The rate of interest on the Long Term Loans in the table above are in the range of 10.60% to 11.75% (Previous Year : 10.93% to 12.75%).
These loans are eligible for Central and State Government Interest Subsidies/ Rebates.
** FCNR (B) Dollar loan amounting to ` 239.77 million as on March 31, 2015 has been converted into Rupee loan during the year.

(c) Terms of repayment for unsecured borrowings :

Borrowings Terms of Repayment
1 Loan from Hewlett Packard India Financial Services Repayable in 59 monthly instalments beginning from
Private Limited amounting to ` 6.32 million (March 31, October 2012.
2015 : ` 10.73 million) Rate of Interest 11% p.a.
2 Unsecured loan amounting to ` 40.31 million (March 31, This loan will be replaced through a drawdown of a se-
2015 : ` 119.21 million) cured term loan. The term of repayment will be deter-
mined upon its drawing. (Buyers Credit)

6. DEFERRED TAX LIABILITIES (NET)

` million
As at As at
March 31, 2016 March 31, 2015
Deferred Tax Liabilities arising on account of Timing differences in :
- Depreciation 1,741.60 1,209.44
Deferred Tax Asset arising on account of Timing differences in:
- Provision for Doubtful Debts/ Advances 37.11 34.01
- Provision for Unpaid Statutory Dues under Section 43B of the Income
46.36 21.34
Tax Act, 1961
- Provision for Employee Benefits 32.28 29.92
- Expenses inadmissible under Section 40(a) of the Income Tax Act, 1961 31.50 0.65
- Unabsorbed Depreciation under the Income Tax Act, 1961 98.85 -
- Others - 2.08
TOTAL 1,495.50 1,121.44

7. OTHER LONG-TERM LIABILITIES

` million
As at As at
March 31, 2016 March 31, 2015
Security Deposits 4.51 5.11
TOTAL 4.51 5.11

8. LONG-TERM PROVISIONS
` million
As at As at
March 31, 2016 March 31, 2015
Provision for Compensated Absences 87.08 82.43
Other Provisions:
- Taxation 1,269.44 1,025.34
(Net of Advance Tax and Tax Deducted at Sources March 31, 2016 : ` 4,746.04
million; March 31, 2015 : ` 2,899.44 million)
TOTAL 1,356.52 1,107.77

Annual Report 2015-16 | 127

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

9. SHORT-TERM BORROWINGS
` million
As at As at
March 31, 2016 March 31, 2015
Secured :
- Working Capital Loans from Banks [Refer Note below] 4,489.34 5,608.85
Unsecured :
- Working Capital Loans from Banks 43.15 272.10
- Commercial Paper 1,000.00 1,500.00
TOTAL 5,532.49 7,380.95
Note :
The working capital loans, which includes cash credit and packing credit from banks, are secured by hypothecation of raw materials, stock-
in-process, finished goods, semi finished goods, stores, spares and book debts and other current assets of the Company and second charge
on entire fixed assets of the Company.

10. TRADE PAYABLES

` million
As at As at
March 31, 2016 March 31, 2015
- Total Outstanding Dues of Micro Enterprises and Small Enterprises [Refer
61.42 39.88
Note 49]
- Total Outstanding Dues of Creditors other than Micro Enterprises and
Small Enterprises
- Acceptances [Refer Note below] 3,448.31 2,556.36
- Others 3,564.94 2,481.91
TOTAL 7,074.67 5,078.15
Note :
Acceptance includes unsecured vendor financing of ` 2,165.59 million (March 31, 2015: ` 672.11 million) from various banks.

11. OTHER CURRENT LIABILITIES

` million
As at As at
March 31, 2016 March 31, 2015
Current Maturities of Long Term Debt
- Rupee Term Loans from Banks [Refer Note (b) below and Note 5(b)] 795.46 4,471.21
- From Financial Institutions [Refer Note 5(b)] - 22.50
- From Others [Refer Note 5(c)] 4.99 4.42
Interest Accrued but not due on Borrowings 80.74 60.40
Interest Accrued but not due on Debentures - 0.28
Security Deposits 120.24 39.93
Advances from Customers 22.63 6.93
Temporary Overdraft with Scheduled Banks 3.46 29.86
Unpaid dividends [Refer Note (a) below] 18.89 5.87
Statutory dues (including Provident Fund and Tax deducted at Source) 232.59 197.35
Employee Benefits Payable 495.09 364.54
Creditors for Capital Purchases 770.27 318.24
Other Payables 69.50 19.90
TOTAL 2,613.86 5,541.43
Notes:
(a) There are no amounts due for payment to the Investor Education and Protection Fund under Section 205C of the Companies Act, 1956
as at the year end.**
**Section 125 of the Companies Act, 2013 which corresponds to Section 205C of the Companies Act, 1956 has not yet been enforced.
(b) Fixed Deposits of ` 44.45 million (March 31, 2015 : ` 1,144.90 million ) are earmarked for repayment of the above Current Maturities of
Long Term Loans

128 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

12. SHORT-TERM PROVISIONS

` million
As at As at
March 31, 2016 March 31, 2015
Provision for employee benefits
- Provision for Compensated Absences 6.20 5.60
Others
- Fringe Benefit Tax (Net of Advance Tax March 31, 2016 : ` 36.11 million;
1.90 1.90
March 31, 2015 : ` 36.11 million)
- Provision for mark-to-market losses on derivatives - 7.55
- Provision for proposed final dividend on equity shares 50.24 753.45
- Provision for dividend distribution tax on proposed final divided on
10.23 153.38
equity shares
TOTAL 68.57 921.88

Annual Report 2015-16 | 129

 13. TANGIBLE ASSETS
` million
GROSS BLOCK DEPRECIATION NET BLOCK
Particulars As at Additions Deletions/ As at Accumulated For the Year On Deletions Accumulated As at
March 31, 2015 during the year Adjustments March 31, 2016 upto during the year upto March 31, 2016
during the year March 31, 2015 March 31, 2016
Own Assets:
Freehold Land 217.73 38.45 - 256.18 - - - - 256.18
Buildings (Refer Note 13.4) 5,352.21 1,594.15 22.94 6,923.42 939.33 163.93 6.77 1,096.49 5,826.93
Leasehold Improvements 49.22 - - 49.22 34.08 5.23 - 39.31 9.91

130 | Welspun India Limited

Plant and Machinery (Refer Notes 29,713.20 8,992.19 699.55 38,005.84 15,665.63 2,998.85 556.29 18,108.19 19,897.65
For the year ended March 31, 2016

13.1, 13.2, 13.3 and 13.4)

Vehicles 62.25 8.36 2.36 68.25 33.16 9.76 2.20 40.72 27.53
Furniture and Fixtures 265.44 56.18 12.37 309.25 110.49 36.74 9.09 138.14 171.11
Office Equipment 128.04 40.41 7.67 160.78 81.38 15.04 7.22 89.20 71.58
Computers 175.92 33.13 24.41 184.64 144.18 12.17 22.96 133.39 51.25
TOTAL 35,964.01 10,762.87 769.30 45,957.58 17,008.25 3,241.72 604.53 19,645.44 26,312.14

Notes :
13.1 Borrowing Costs aggregating ` Nil (March 31, 2015: ` 176.17 million) attributable to the acquisition or construction of qualifying assets are capital-
ised during the year as part of the cost of such assets.
13.2 Deletions/ Adjustments for Plant and Machinery includes adjustments for the capital subsidy of ` 73.81 million (Previous Year : ` 95.22 million)
granted under the Technology Upgradation Fund (TUF) Scheme.
13.3 Additions to fixed assets during the year include capital expenditure of ` 36.25 million (Previous Year : ` 51.31 million) incurred on in-house Re-
search & Development activities [Refer Note 50]
13.4 The Company has given certain assets on operating lease, details of which are given below:
` million
31-Mar-16 31-Mar-15
Particulars Buildings Plant and Buildings Plant and
Machinery Machinery
NOTES TO THE FINANCIAL STATEMENTS

Gross Block 1.21 35.18 1.21 35.18

Accumulated Depreciation 0.28 32.35 0.26 32.10
Net Block 0.93 2.83 0.95 3.08
Depriciation for the year 0.02 0.25 0.02 0.29
 13. TANGIBLE ASSETS
` million
GROSS BLOCK DEPRECIATION NET BLOCK
Particulars As at Additions Deletions/ As at Accumulated For the Year On Deletions Accumulated As at
March 31, 2014 during the year Adjustments March 31, 2015 upto (Refer Note during the year upto March 31, 2015
during the year March 31, 2014 below) March 31, 2015
Own Assets:
Freehold Land 138.05 79.68 - 217.73 - - - - 217.73
Buildings 4,184.87 1,190.00 22.66 5,352.21 813.10 136.03 9.80 939.33 4,412.88
1 COMPANY OVERVIEW

Leasehold Improvements 49.22 - - 49.22 28.85 5.23 - 34.08 15.14

Plant and Machinery 22,186.44 7,994.88 468.12 29,713.20 13,494.35 2,502.21 330.93 15,665.63 14,047.57
For the year ended March 31, 2016

Vehicles 54.24 16.08 8.07 62.25 28.84 7.93 3.61 33.16 29.09
Furniture and Fixtures 219.81 51.18 5.55 265.44 77.20 37.13 3.84 110.49 154.95
Office Equipment 110.88 18.60 1.44 128.04 46.06 36.57 1.25 81.38 46.66
Computers 187.78 19.14 31.00 175.92 137.22 36.43 29.47 144.18 31.74
TOTAL 27,131.29 9,369.56 536.84 35,964.01 14,625.62 2,761.53 378.90 17,008.25 18,955.76

Note :

The Company realigned the remaining useful lives of few assets in accordance with the rates prescribed under Schedule II to the Act. Consequently,
in case of assets which had completed their useful lives (prescribed under Schedule II to the Act), the carrying value (net value) as at April 1, 2014
amounting to ` 71.88 million (net of deferred tax of ` 37.01 million) was adjusted to Reserves and Surplus and in case of other assets the carrying
2 STATUTORY REPORTS

value (net of residual value) is being depreciated over the revised remaining useful lives.

As a result of change, depreciation for the year ended March 31, 2015 was higher by ` 383.03 million and profit before tax was lower by ` 383.03 mil-
lion with a consequential impact on profit after tax.
NOTES TO THE FINANCIAL STATEMENTS
3 FINANCIAL STATEMENTS

Annual Report 2015-16 | 131

 14. INTANGIBLE ASSETS
` million
GROSS BLOCK DEPRECIATION NET BLOCK
Particulars As at Additions Deletions/ As at Accumulated For the Year On Deletions Accumulated As at
March 31, 2015 during the year Adjustments March 31, 2016 upto during the year upto March 31, 2016
during the year March 31, 2015 March 31, 2016
Own Assets
Computer Software 104.91 85.34 - 190.25 73.79 14.51 - 88.30 101.95
Goodwill 1.56 - - 1.56 1.56 - - 1.56 -
TOTAL 106.47 85.34 - 191.81 75.35 14.51 - 89.86 101.95

132 | Welspun India Limited

For the year ended March 31, 2016

(` million)
GROSS BLOCK DEPRECIATION NET BLOCK
Particulars As at Additions Deletions/ As at Accumulated For the Year On Deletions Accumulated As at
March 31, 2014 during the year Adjustments March 31, 2015 upto during the year upto March 31, 2015
during the year March 31, 2014 March 31, 2015
Own Assets
Computer Software 102.40 6.27 3.76 104.91 67.08 10.26 3.55 73.79 31.12
Goodwill 1.56 - - 1.56 1.56 - - 1.56 -
TOTAL 103.96 6.27 3.76 106.47 68.64 10.26 3.55 75.35 31.12
NOTES TO THE FINANCIAL STATEMENTS
 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

15. NON-CURRENT INVESTMENTS

Trade Investments (valued at cost unless stated otherwise)

` million
As at As at
March 31, 2016 March 31, 2015
Unquoted Equity instruments
In Subsidiaries
10,000 (March 31, 2015 : 10,000) Equity Shares of `10 each fully
paid up of BESA Developers and Infrastructure Private 0.10 0.10
Limited
10,000 (March 31, 2015 : 10,000 ) Equity Shares of `10 each fully
paid up of Anjar Integrated Textile Park Developers Private 0.10 0.10
Limited
50,700 (March 31, 2015 : 50,700) Equity Shares of `10 each fully
2,200.00 2,200.00
paid up of Welspun Anjar SEZ Limited
23,065,503 (March 31, 2015 : 23,065,503) Equity Shares of `10 each
fully paid up of Welspun Global Brands Limited (Formerly 1,281.34 1,281.34
known as Welspun Retail Limited)
13,464,800 (March 31, 2015 : 13,464,800) 0% Redeemable Cumulative
Preference Shares of `10 each fully paid up of Welspun
134.65 134.65
Global Brands Limited (Formerly known as Welspun Retail
Limited)
1,389,575 (March 31, 2015 : 1,389,575) 0% Redeemable Preference
Shares of `10 each fully paid up of Welspun Global Brands 1,389.58 1,389.58
Limited (Formerly known as Welspun Retail Limited)
1,000,000 (March 31, 2015 : 1,000,000) 1% Redeemable Cumulative
Preference Shares of `10 each fully paid up of Welspun
10.00 10.00
Global Brands Limited (Formerly known as Welspun Retail
Limited)
20,084,998 (March 31, 2015 : 20,084,998) Equity Shares of `10 each
200.85 200.85
fully paid up of Welspun Captive Power Generation Limited
66,956,672 (March 31, 2015 : 66,956,672) 10% Non-cumulative Redeem-
able Preference Shares of `10 each of Welspun Captive 669.57 669.57
Power Generation Limited**
17,937,000 (March 31, 2015 : Nil) 7% Non-cumulative Non-convertible
Redeemable Preference Shares of ` 10 each of Welspun 179.37 -
Anjar SEZ Limited
668,706 (March 31, 2015 : 668,706) Equity Shares of US $ 0.10 each,
146.88 146.88
fully paid up of Welspun USA Inc.
1,500 (March 31, 2015 : 1,500) Equity Shares of GBP 1 each, fully
111.52 111.52
paid up of Welspun Holdings Private Limited, Cyprus
Less : Provision for other than temporary Diminution in
81.79 81.79
value of investment
29.73 29.73
5,500,000 (March 31, 2015 : 5,500,000) Equity Shares of `10 each fully
92.13 92.13
paid up of Welspun Zucchi Textiles Limited
Other Investments (valued at cost unless stated otherwise)
a) Quoted Equity Instruments
283,500 (March 31, 2015 : 283,500) Equity Shares of ` 10 each fully
paid up of AYM Syntex Limited (Formerly known as Wel- 18.94 18.94
spun Syntex Limited)
Less : Provision for other than temporary diminution in
- 13.34
value of investment
18.94 5.60
80 (March 31, 2015 : 80) Equity Shares of Re. 1 each fully paid
* *
up of Khaitan Chemicals & Fertilizers Limited

Annual Report 2015-16 | 133

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

` million
As at As at
March 31, 2016 March 31, 2015
b) Unquoted Equity Instruments
(March 31, 2015 : 100) Equity Shares of ` 10 each fully paid
100 up of Welspun Steel Limited (Formerly known as Welspun * *
Power and Steel Limited)
(March 31, 2015 : Nil) Equity Shares of ` 10 each fully paid
5 * -
up of WS Trading and Holding Private Limited
(March 31, 2015 : Nil) Equity Shares of ` 10 each fully paid
5 * -
up of WS Alloy Holding Private Limited
c) Others
Investment - Indiafirst SM 1.80 1.80
Investment - SBI Life Insurance 0.60 0.50
Investment - Canara HSBC 0.80 0.60
3.20 2.90
TOTAL 6,356.44 6,163.43
Aggregate amount of Unquoted Investments 6,337.50 6,157.83
Aggregate amount of Quoted Investments 18.94 5.60
Market Value of Quoted Investments 27.63 9.74
Aggregate provision for diminution in value of Investments 81.79 95.13
* Amount is below the rounding norms adopted by the Company
** 6% up to March 31, 2015

16. LONG-TERM LOANS AND ADVANCES

Unsecured, considered good (unless otherwise stated) :
` million
As at As at
March 31, 2016 March 31, 2015
Capital Advances to Related Parties
- Wel-treat Enviro Management Organisation Limited 75.00 75.00
- Welspun Projects Limited - 4.19
- Welspun Anjar SEZ Limited - 2.00
Capital Advances to Others 638.03 842.35
Security Deposits to Related Parties
- Welspun Realty Private Limited 57.20 62.25
- Mertz Estates Limited (Formerly known as Mertz Securities Limited) - 8.00
Security Deposits to Others 84.66 73.45
Loans to Related Parties
- Intercorporate Deposit to Besa Developers and Infrastructure Private
15.56 15.56
Limited
Less : Provision for Doubtful Loans/ Advances 15.56 15.56
- -
- Intercorporate Deposit to Welspun Anjar SEZ Limited - 32.91
Equity Share Application pending allotment
- Welspun Flooring Limited 0.10 -
Advances Recoverable in Cash or in Kind or for Value to be
Received
- Considered Good 11.46 11.49
- Considered Doubtful 30.00 30.00
41.46 41.49
Less : Provision for Doubtful Advances 30.00 30.00
11.46 11.49

134 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

` million
As at As at
March 31, 2016 March 31, 2015
- Balances with Customs, Excise, Sales Tax and other Government Authorities
- Considered Good 103.86 106.18
- Considered Doubtful 55.23 48.05
159.09 154.23
Less : Provision for Doubtful Balances 55.23 48.05
103.86 106.18
TOTAL 970.31 1,217.82

17. OTHER NON-CURRENT ASSETS

` million
As at As at
March 31, 2016 March 31, 2015
Statusholder Incentive Scrips in Hand 17.47 28.21
Fixed deposits with Banks with maturity period more than 12 months 55.29 94.98
Margin Money Deposit Accounts 4.01 3.23
Interest Accrued on Deposits 9.19 7.09
Interest Accrued on Loan given to Welspun Anjar SEZ Limited - 0.96
Interest Accrued - Others 3.50 3.50
Less : Provision for Accrued Interest 3.50 3.50
- -
TOTAL 85.96 134.47

Annual Report 2015-16 | 135

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

18. CURRENT INVESTMENTS

` million
As at As at
March 31, 2016 March 31, 2015
Non Trade - (Quoted)
(At Cost or market value whichever is less)
Investment in Mutual Funds
1,880,636 (March 31, 2015 : Nil) L & T Flexi Bond Fund - Dividend 20.00 -
Investment in Bonds
(March 31, 2015 : 10) 8.06% Rural Electrification Corporation Limit- - 10.12
-
ed 31/05/2023 Bonds of Face Value of ` 1,000,000 each
(March 31, 2015 : 1,660) 9.90% Industrial Finance Corporation of - 43.53
-
India Limited 05/11/2027 Bonds of Face Value of ` 25,000 each
(March 31, 2015 : 1,720) 9.90% Industrial Finance Corporation of - 44.03
-
India Limited 05/11/2037 Bonds of Face Value of ` 25,000 each
(March 31, 2015 : 8) 7.93% Power Grid Corporation of India Limited - 8.61
-
20/05/2027 Bonds of Face Value of ` 1,000,000 each
(March 31, 2015 : 19) 9.48% Oriental Bank of Commerce Perpetual - 19.00
-
Bonds of Face Value of ` 1,000,000 each
(March 31, 2015 : 41) 9.55% Canara Bank Perpetual Bonds of Face - 41.41
-
Value of ` 1,000,000 each
(March 31, 2015 : 50) 8.65% Rajasthan Rajya Vidyut Utpadan Nigam - 49.78
-
Limited 05/01/2027 Bonds of Face Value of ` 1,000,000 each
(March 31, 2015 : 60) 8.74% Rajasthan Rajya Vidyut Utpadan Nigam - 59.12
-
Limited 26/03/2027 Bonds of Face Value of ` 1,000,000 each
(March 31, 2015 : 101) 10.40% Vijaya Bank Perpetual Bonds of Face - 101.00
-
Value of ` 1,000,000 each
(March 31, 2015 : 25) 9.84% Air India 27/09/2026 Bonds of Face - 27.49
-
Value of ` 1,000,000 each
(March 31, 2015 : 74) 10.00% Indian Overseas Bank Perpetual - 74.01
-
Bonds of Face Value of ` 1,000,000 each
(March 31, 2015 : 243) 10.75% IDBI Bank Limited Omni (2014 -15 - - 259.18
-
Series II) Tier I Perpetual Bonds of Face Value of ` 1,000,000 each
(March 31, 2015 : 500,000) 8.27% GOI 09/06/2020 Bonds of Face - 51.33
-
Value of ` 100 each
(March 31, 2015 : 500,000) 8.60% GOI 2028 Bonds of Face Value - 53.79
-
of ` 100 each
(March 31, 2015 : 500,000) 8.30% GOI 2042 Bonds of Face Value 53.68 53.68
500,000
of ` 100 each
TOTAL 73.68 896.08
Aggregate amount of quoted investments 73.68 896.08
Market Value of quoted investments 77.25 920.27

136 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

19. INVENTORIES
` million
As at As at
March 31, 2016 March 31, 2015
Raw Materials (Includes in transit ` 24.38 million; March 31, 2015 : ` 47.80 million) 3,346.65 3,324.84
Packing Materials 246.83 187.60
Work-in-Progress 3,026.19 3,174.71
Finished Goods 934.58 797.02
Traded Goods - 6.88
Stores, Spares, Dyes and Chemicals 562.10 325.75
TOTAL 8,116.35 7,816.80
Details of Inventory:
(a) Details of Goods Manufactured
Terry Towels, Bed Linen Products, Carpet, Rugs & Bathrobes 889.24 765.70
Others 45.34 31.32
TOTAL 934.58 797.02
(b) Details of Work-in-Progress
Terry Towels, Bed Linen Products, Carpet, Rugs & Bathrobes 2,701.86 2,897.19
Others 324.33 277.52
TOTAL 3,026.19 3,174.71
(c) Details of Traded Goods
Terry Towels, Bed Linen Products, Carpet, Rugs & Bathrobes - 6.88
TOTAL - 6.88

20. TRADE RECEIVABLES

` million
As at As at
March 31, 2016 March 31, 2015
Unsecured
Debts Outstanding for a period exceeding six months from the date they are
due for payment :
- Considered Good 1.21 2.20
- Considered Doubtful 2.95 2.95
4.16 5.15
Less : Provision for Doubtful Debts 2.95 2.95
1.21 2.20
Other Debts :
- Considered Good 3,623.91 3,863.83
TOTAL 3,625.12 3,866.03

Annual Report 2015-16 | 137

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

21. CASH AND BANK BALANCES

` million
As at As at
March 31, 2016 March 31, 2015
Cash and Cash Equivalents
Cash on Hand 0.52 1.09
Bank balances
- In current accounts 476.55 1,351.18
- Fixed deposits (less than 3 months maturity) 4.87 98.33
481.94 1,450.60
Other Bank balances
- Fixed deposits* 116.67 1,209.77
- Unpaid dividend account 18.89 5.87
TOTAL 617.50 2,666.24
* Includes the following balances which are not available for use by the Company
Fixed Deposits of ` 44.45 million (March 31, 2015 : ` 1,144.90 million) are earmarked for repayment of Current Maturities of Long Term Borrowings

22. SHORT-TERM LOANS AND ADVANCES

` million
As at As at
March 31, 2016 March 31, 2015
Unsecured considered good, unless otherwise stated :
Advances to Related Parties
- Welspun Global Brands Limited (Formerly known as Welspun Retail Limited) - 2.11
- Welspun Captive Power Generation Limited 7.25 1.57
- Welspun Corp Limited 0.36 -
- AYM Syntex Limited (Formerly known as Welspun Syntex Limited) - 0.03
- Welspun Enterprises Limited 0.14 -
- Anjar Integrated Textile Park Developers Private Limited 0.50 0.50
- CHT Holdings Limited 13.38 8.65
- Welspun USA Inc. 20.54 5.39
- Welspun Home Textiles UK Limited - 8.32
- Welspun UK Limited - 0.22
Advances Recoverable in Cash or in Kind or for Value to be Received 796.47 1,549.38
Others
Balances with Customs, Excise, Sales Tax and other Government Authorities 3,009.47 2,536.04
Security Deposits to Others 14.08 14.00
TOTAL 3,862.19 4,126.21

23. OTHER CURRENT ASSETS

` million
As at As at
March 31, 2016 March 31, 2015
Technology Upgradation Fund Credit Receivable 870.20 639.56
Interest Accrued on Bonds/ Certificate of Deposits 1.03 25.41
Interest Receivable under Subvention Scheme 7.98 -
Interest Accrued on Deposits 11.65 196.17
Mark-to-Market gain (Net) on Forward/ Swap Contracts 2.68 -
TOTAL 893.54 861.14

138 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

24. REVENUE FROM OPERATIONS

` million
Year ended Year ended
March 31, 2016 March 31, 2015
Sale of Products
Finished Goods 46,631.35 41,897.59
Traded Goods 266.89 71.87
46,898.24 41,969.46
Other Operating Revenue
Sales Tax Benefit 801.40 1,107.27
Sale of Scrap 599.64 494.25
Job Work and Processing Charges 0.82 10.95
Export Benefits 771.55 1,303.31
2,173.41 2,915.78
Revenue from Operations (Gross) 49,071.65 44,885.24
Less : Excise Duty 392.23 850.37
REVENUE FROM OPERATIONS (NET) 48,679.42 44,034.87
(a) Details of Sales (Finished Goods)
Terry Towels, Bed Linen Products, Carpet, Rugs & Bathrobes 44,795.21 40,545.30
Others 1,836.14 1,352.29
46,631.35 41,897.59
(b) Details of Sales (Traded Goods)
Terry Towels, Bed Linen Products, Carpet, Rugs & Bathrobes 84.57 45.76
Others 182.32 26.11
266.89 71.87

25. OTHER INCOME

` million
Year ended Year ended
March 31, 2016 March 31, 2015
Interest Income
On Fixed Deposits 63.50 134.20
On Loans given to related parties and others 5.86 1.07
On Bonds 122.43 75.90
On Others 18.70 39.14
Cash Discount received 18.33 78.31
Rent 23.71 13.25
Dividend Income
From Subsidiaries 66.96 -
From Others 2.94 12.78
Insurance Claim 1.11 2.88
Profit on Redemption/ Sale of Units in Mutual Funds 41.08 0.13
Liabilities Written Back as no Longer Required 40.35 -
Provision for Diminution in Value of Investments Written Back 13.34 -
Profit on Cancellation of Forward/ Swap Contracts 2.68 -
Service Charges 6.40 6.40
Income on Statusholder Incentive Scrips 441.70 508.92
Commission on Corporate Guarantees Issued 34.66 37.06
Miscellaneous 33.24 34.13
936.99 944.17

Annual Report 2015-16 | 139

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

26. COST OF MATERIALS CONSUMED

` million
Year ended Year ended
March 31, 2016 March 31, 2015
Raw material consumed
Opening inventory 3,324.84 3,255.08
Add: Purchases (net) 19,653.42 20,008.34
Less : Inventory at the end of the year 3,346.65 3,324.84
19,631.61 19,938.58
Packing material consumed
Opening inventory 187.60 158.48
Add : Purchases (net) 2,189.45 1,886.80
Less : Inventory at the end of the year 246.83 187.60
2,130.22 1,857.68
21,761.83 21,796.26

27. PURCHASES OF STOCK-IN-TRADE

` million
Year ended Year ended
March 31, 2016 March 31, 2015
Purchases of Stock-in-Trade 247.32 60.04

28. CHANGES IN INVENTORY OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK-IN-TRADE

` million
Year ended Year ended
March 31, 2016 March 31, 2015
(Increase)/ decrease in Stocks
Stock at the end of the year :
Finished Goods 934.58 797.02
Work-in-Progress 3,026.19 3,174.71
Stock-in-trade - 6.88
TOTAL A 3,960.77 3,978.61
Less : Stock at the beginning of the year :
Finished Goods 797.02 679.53
Work-in-Progress 3,174.71 2,581.71
Stock-in-trade 6.88 17.06
TOTAL B 3,978.61 3,278.30
(INCREASE) / DECREASE IN STOCKS (A-B) 17.84 (700.31)

29. EMPLOYEE BENEFITS EXPENSE

` million
Year ended Year ended
March 31, 2016 March 31, 2015
Salaries, Wages, Allowances and Other Benefits 3,261.78 2,701.67
Contribution to Provident and Other Funds 252.47 207.29
Managerial Remuneration 284.21 245.88
Staff and Labour Welfare 101.93 98.48
TOTAL 3,900.39 3,253.32

140 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

The Company has classified the various benefits provided to employees as under :-
I Defined Contribution Plans

` million
During the year, the Company has recognised the following amounts in the
2015-2016 2014-2015
Statement of Profit and Loss:
- Employers' Contribution to Provident Fund* 92.18 76.07
- Employers' Contribution to Employees' State Insurance * 30.58 25.70
- Employers' Contribution to Employees' Pension Scheme* 128.07 103.52
- Employers' Contribution to Superannuation Scheme* 1.64 2.00
252.47 207.29
* Included in Contribution to Provident and Other Funds

II Defined Benefit Plan

Contribution to Gratuity Fund (Funded Defined Benefit Plan)
1 The Company operates a gratuity plan through the Welspun India Limited Employees Gratuity Trust. Every employee
is entitled to a benefit equivalent to fifteen days salary last drawn for each completed year of service in line with the
Payment of Gratuity Act, 1972. The same is payable at the time of separation from the Company or retirement, which-
ever is earlier.

a Major Assumptions
2015-2016 2014-2015
% p.a. % p.a.
Discount Rate 8.04 7.99
Expected Rate of Return on Plan Assets 8.04 7.99
8% for 5 years and 8% for 5 years and
Salary Escalation Rate @
6% thereafter 6% thereafter
@ The estimates for future salary increases considered takes into account the
inflation, seniority, promotion and other relevant factors.

b. Change in the Present Value of Obligation

` million
2015-2016 2014-2015
Opening Present Value of Obligation 203.03 143.06
Current Service Cost 59.60 48.85
Interest Cost 16.22 13.32
Benefit/ Exgratia paid (15.88) (18.14)
Actuarial Loss/ (gain) on Obligations (5.70) 15.94
CLOSING PRESENT VALUE OF OBLIGATION 257.27 203.03

c. Change in Fair Value of Plan Assets

` million
2015-2016 2014-2015
Opening Fair Value of Plan Assets 204.27 144.75
Expected Return on Plan Assets 16.32 12.59
Actuarial gain / (Loss) on Obligations (1.94) 4.98
Contributions 51.60 57.50
Benefits paid (12.38) (15.55)
CLOSING FAIR VALUE OF PLAN ASSETS 257.87 204.27

Annual Report 2015-16 | 141

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

d. Reconciliation of Present Value of Defined Benefit Obligation and the Fair Value of Assets
` million
As at As at
March 31, 2016 March 31, 2015
Present Value of Funded Obligation 257.27 203.03
Fair Value of Plan Assets 257.87 204.27
Funded Status 257.87 204.27
Amount not recognised as Assets 0.60 1.24
Assets recognised in the Balance Sheet as other current assets - -

e. Expenses Recognised in the Statement of Profit and Loss

` million
2015-2016 2014-2015
Current Service Cost 59.60 48.85
Interest Cost 16.22 13.32
Expected Return on Plan Assets (16.32) (12.59)
Excess of Plan Assets over Obligation (0.60) (1.24)
Net Actuarial Loss/ (gain) recognised in the year (3.76) 10.96
TOTAL Expenses recognised In the Statement of Profit and Loss 55.14* 59.30*
*Included in Employee Benefits Expense above

f. Major Category of Plan Asset as a % of total Plan Assets

2015-2016 2014-2015
Insurer managed funds 100.00 100.00

g. Amounts recognised in current year and previous years

` million
As at As at As at As at As at
March 31, 2016 March 31, 2015 March 31, 2014 March 31, 2013 March 31, 2012
Defined Benefit obligation at the end
257.27 203.03 143.06 114.35 93.71
of the year
Fair Value of Plan Assets 257.87 204.27 144.75 118.42 99.99
(Surplus)/ Deficit (0.60) (1.24) (1.69) (4.07) (6.28)
Experience (gain)/ loss adjustments
(4.36) (9.25) 28.06 19.86 18.33
on plan liabilities
Experience gain/ (loss) adjustments
(1.94) 4.98 0.17 (1.03) (3.98)
on plan assets
Acturial gain/(loss) due to change in
6.18 3.27 20.14 (2.33) 1.88
assumptions

h. Expected Contribution to the funds in the next year

` million
As at As at
March 31, 2016 March 31, 2015
Gratuity 72.33 58.36

III Other Employee Benefit

The liability for leave entitlement and compensated absences as at year end is ` 93.28 million (March 31,
2015: ` 88.03 million).

142 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

30. FINANCE COSTS

` million
Year ended Year ended
March 31, 2016 March 31, 2015
Interest on Long term borrowings 667.06 700.94
(net of interest subsidy of ` 1,078.86 million, Previous Year : ` 841.22 million)
Interest on Short Term borrowings 717.68 915.75
Interest on Debentures 9.57 0.28
Interest to Others 5.53 6.69
Discounting and Bank Charges 139.38 182.71
TOTAL 1,539.22 1,806.37

31. DEPRECIATION AND AMORTIZATION EXPENSE

` million
Year ended Year ended
March 31, 2016 March 31, 2015
Depreciation on Tangible assets 3,241.72 2,652.64
Amortisation on Intangible assets 14.51 10.26
TOTAL 3,256.23 2,662.90

32. OTHER EXPENSES

` million
Year ended Year ended
March 31, 2016 March 31, 2015
Stores and Spares Consumed 797.85 857.73
Dyes and Chemicals Consumed 2,377.23 2,154.97
Contract Labour Charges 686.20 643.11
Job Work Expenses 941.08 603.27
Power, Fuel and Water Charges 3,791.42 3,456.58
Repairs and Maintenance:
Plant and Machinery 160.22 140.21
Factory Building 53.77 54.66
Others 222.43 124.41
Claims, Discounts and Rebates 181.82 133.29
Brokerage and Commission 3.72 2.48
Freight, Forwarding and Coolie Charges 178.34 92.82
Electricity Expenses 1.95 5.08
Directors' Sitting Fees 2.35 2.25
Rent 69.70 65.96
Rates and Taxes 33.08 10.28
Printing and Stationery 9.42 12.80
Travelling and Conveyance 124.32 130.32
Legal and Professional Charges 180.67 92.38
Security Expenses 33.01 29.78
Insurance 90.65 73.19
Communication 23.81 20.63
Postage and Courier 9.84 10.73
Loss on Sale/ Discarding of Fixed Assets (Net) 46.97 34.90
Loss on Sale of Bonds/ Certificate of Deposits 2.93 3.03
Provision for Doubtful Loans and Advances 7.18 4.78
Exchange Loss (Net) 90.35 78.34
Bad Debts/ Advances written off 0.61 -
Loss on Cancellation of Forward/ Swap Contracts - 207.79
Design and Development Expenses 22.15 15.24

Annual Report 2015-16 | 143

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

` million
Year ended Year ended
March 31, 2016 March 31, 2015
Advertising and Sales Promotion 81.01 69.60
Donations 9.08 10.93
Corporate Social Responsibility Expenses 61.01 19.81
Auditors Remuneration
- As Auditors 6.58 4.20
- In other capacity - As Tax Auditors 0.48 0.40
- Certification and Other Matters 1.85 0.42
- Out of Pocket Expenses 0.10 0.17
Miscellaneous 108.28 76.44
TOTAL 10,411.46 9,242.98
Note :
Expenses capitalised as a part of Capital Work-in-progress
Interest Cost (Net of interest subsidy of ` Nil; March 31, 2015 ` 137.31 million) - 207.59
Employee Costs 13.93 22.90
Other Expenses 3.31 6.92
TOTAL 17.24 237.41

33. CONTINGENT LIABILITIES

` million
As at As at
Description
March 31, 2016 March 31, 2015
Excise, Customs and Service Tax Matters 330.79 341.24
Income Tax Matters 19.66 135.77
Stamp Duty Matter 4.46 4.46
Sales Tax 55.61 55.41
Claims against Company not acknowledged as debts 3.73 2.24

(a) It is not practicable for the Company to estimate the timing of cash outflows, if any, in respect of the
above pending resolution of the respective proceedings.

(b) The Company does not expect any reimbursements in respect of the above contingent liabilities.

34. CAPITAL AND OTHER COMMITMENTS

(a) Capital Commitments
` million
As at As at
Description
March 31, 2016 March 31, 2015
Estimated value of Contracts in Capital Account remaining to be executed
2,853.94 3,655.21
(Net of Capital Advances)

144 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

(b) Other Commitments

` million
As at As at
Description
March 31, 2016 March 31, 2015
In accordance with the EPCG Scheme, imports of capital goods are allowed 141.28 500.20
to be made duty free and under Advance License Scheme, imports of raw
material are allowed to be made duty free, subject to the condition that the
Company will fulfill, in future, a specified amount of export obligation within
a specified time. Amount of duty saved on imports of above goods against
which export obligation is yet to be fulfilled by the Company is ` 17.66 million
as at March 31, 2016 (` 61.82 million as at March 31, 2015). Amount of Export
Commitments on above.
Corporate Guarantees (Refer Note 35) 2,851.34 3,198.89
Commitment for purchase of power from Welspun Captive Power Generation 7,137.02 7,700.48
Limited over the next three years.

35. The Company has issued corporate guarantees aggregating ` 7,562.68 million as at the year end (March
31, 2015: ` 8,960.83 million) on behalf of Welspun Global Brands Limited (WGBL) (formerly known as
Welspun Retail Limited), Welspun Captive Power Generation Limited (WCPGL) and CHT Holdings Lim-
ited (CHTHL). Liability outstanding in the books of above-mentioned companies for which corporate
guarantees have been issued aggregates ` 2,851.34 million as on March 31, 2016 (March 31, 2015:
` 3,198.89 million)

36. DETAILS OF EMPLOYEES STOCK OPTIONS

On June 30, 2009, the Company issued Employee Stock Options (ESOP) under the Employee Stock
Options Scheme (the Scheme) to employees of the Company with a right to subscribe to equity shares
(New Options) at a price of ` 35.60 per equity share (closing market price as on June 30, 2009). The
salient features of the Scheme are as under:

(i) Vesting: Options to vest over a period of four years from the date of their grants as under:

- 20% of the Options granted to vest at each of the 1st and 2nd anniversaries of the date of grant.

- 30% of the Options granted to vest at each of the 3rd and 4th anniversaries of the date of grant.

(ii) Exercise: Options vested with an employee will be exercisable within 3 years from the date of their
vesting by subscribing to the number of equity shares in the ratio of one equity share for every op-
tion at the Exercise Price. In the event of cessation of employment due to death, resignation or other-
wise, the Options may lapse or be exercisable in the manner specifically provided for in the Scheme.

Date of Grant June 30, 2009

Number of Options Granted 2,265,000
Vesting Conditions The options would vest only if the option grantee contin-
ues to be in employment of the Company at the time the
options are due to vest.
Exercise Period 3 years
Exercise Price ` 35.60 (Face Value ` 10)

Annual Report 2015-16 | 145

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

As at March 31, 2016 As at March 31, 2015

Weighted Weighted
Summary of Stock Options No. of Stock Average No. of Stock Average
Options Exercise Price Options Exercise Price
(`) (`)
Options outstanding at the beginning of the year 12,600 35.60 118,500 35.60
Options granted during the year - - - -
Options exercised during the year 12,600 35.60 98,900 35.60
Options cancelled/ lapsed during the year - - 7,000 35.60
Options outstanding at the end of the year - - 12,600 35.60
Options vested but not exercised at the year end - - 12,600 35.60

Information in respect of options outstanding as at March 31, 2016

Weighted Average Weighted Average
No. of Stock Options
remaining life in years Exercise Price (`)
- - -

The compensation costs of stock options granted to employees are accounted by the Company as per the
accounting treatment prescribed by the Guidance Note on Employee Share Based Payments issued by the
Institute of Chartered Accountants of India as required by the Securities and Exchange Board of India (Share
based Employee Benefits) Regulations, 2014. The value of underlying share has been determined by an in-
dependent valuer. Since, on the date of grant of option, quoted market price of the underlying equity shares
of the Company was equal to the exercise price of an option, no expense or liability arising from the Scheme
has been recognised.

The Companys earnings per share would have been as under, had the compensation cost for employees
stock options been recognised based on the fair value at the date of grant in accordance with Black Scholes
model.

` million
March 31, 2016 March 31, 2015
Profit for the year 6,017.36 5,101.36
Less: Additional Employee Compensation Cost based on Fair Value (net of tax) - 0.15
Profit after taxation as per Fair Value Method 6,017.36 5,101.21
Earnings Per Share
Basic
Number of Shares (Weighted average) 1,004,694,986 1,004,150,910
Basic Earnings Per Share as reported 5.99 5.08
Proforma Basic Earnings Per Share 5.99 5.08
Diluted
Number of Shares (Weighted average) 1,004,694,986 1,004,263,760
Diluted Earnings Per Share as reported 5.99 5.08
Proforma Diluted Earnings Per Share 5.99 5.08

146 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

Grant Date : June 30, 2009

Vest 1 Vest 2 Vest 3 Vest 4
June 30, 2010 June 30, 2011 June 30, 2012 June 30, 2013
Variables 20% 20% 30% 30%
Stock Price 34.85 34.85 34.85 34.85
Volatility 63.52% 59.33% 54.45% 53.18%
Risk free Rate 6.15% 6.31% 6.46% 6.61%
Exercise Price 35.60 35.60 35.60 35.60
Time to Maturity 2.50 3.50 4.50 5.50
Dividend Yield 0% 0% 0% 0%
Option Fair Value 14.83 16.69 17.85 19.42
Weighted Average Option Fair Value 17.49

Effect of share- based payment plan on the Balance Sheet and Statement of Profit and Loss:

` million
March 31, 2016 March 31, 2015
Expense arising from employee share-based payment plan - -
Deferred Stock Compensation - -

37. CIF VALUE OF IMPORTS

` million
Year ended Year ended
March 31, 2016 March 31, 2015
Raw Materials 1,770.17 1,584.14
Stores & Spares and Dyes & Chemicals 485.63 401.93
Capital Goods 6,059.05 2,942.03
Packing Material 33.95 29.23
TOTAL 8,348.80 4,957.33

38. EXPENDITURE IN FOREIGN CURRENCY

` million
Year ended Year ended
March 31, 2016 March 31, 2015
Travelling 9.38 12.99
Repairs and Maintenance 12.30 20.76
Legal and Professional Charges 17.32 8.74
Membership and Subscription 1.71 2.93
Advertisement and Sales Promotion 24.45 15.38
Claims, Discounts and Rebate 65.33 30.06
Interest - 2.38
Others 7.45 4.07
TOTAL 137.94 97.31

Annual Report 2015-16 | 147

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

39. DETAILS OF CONSUMPTION AND PURCHASES

(a) Details of Raw Materials and Packing Materials consumed
` million
Year ended Year ended
Particulars
March 31, 2016 March 31, 2015
Cotton Yarn 6,382.77 8,167.83
Cotton 6,318.56 5,887.00
Fabric 1,759.70 853.59
Others 425.48 358.00
Bed Linen Fabrics 3,819.51 3,856.97
Fiber 925.59 815.19
Packing Materials 2,130.22 1,857.68
TOTAL 21,761.83 21,796.26

(b) V
 alue of Imported and Indigenous Raw Materials, Packing Materials and Stores, Spare Parts Consumed
and Percentage
1) Raw Materials and Packing Materials

Year ended March 31, 2016 Year ended March 31, 2015
Particulars
% ` Million % ` Million
Imported 4.23% 920.17 2.41% 524.65
Indigenous 95.77% 20,841.66 97.59% 21,271.61
TOTAL 100.00% 21,761.83 100.00% 21,796.26

2) Stores, Spares, Dyes and Chemicals

Year ended March 31, 2016 Year ended March 31, 2015
Particulars
% ` Million % ` Million
Imported 11.34% 360.03 10.98% 330.69
Indigenous 88.66% 2,815.05 89.02% 2,682.01
TOTAL 100.00% 3,175.08 100.00% 3,012.70

40. DIVIDEND REMITTED IN FOREIGN EXCHANGE

Year ended Year ended
Particulars
March 31, 2016 March 31, 2015
Number of non-resident shareholders 261 258
Number of shares on which dividend is remitted 242,152 22,514
Year to which dividend relates 2014-15 and 2015-16 2013-14 and 2014-15
Amount remitted (` million) 0.41 0.13

41. EARNINGS IN FOREIGN CURRENCY

` million
Year ended Year ended
Particulars
March 31, 2016 March 31, 2015
Revenue from Exports on FOB basis 61.10 166.61
Commission on Corporate Guarantee 23.73 30.85
TOTAL 84.83 197.46

148 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

42. EARNINGS PER SHARE

Year ended Year ended
Particulars
March 31, 2016 March 31, 2015
Profit after Tax (A) (` in million) 6,017.36 5,101.36
Weighted average number of equity shares outstanding during the year (B) 1,004,694,986 1,004,150,910*
Add: Weighted average outstanding employee stock options - 112,850*
Number of Shares for Diluted Earnings Per Share (C) 1,004,694,986 1,004,263,760*
Basic earnings per share (A)/(B) 5.99 5.08
Diluted earnings per share (A)/(C) 5.99 5.08
Nominal value of an equity share (`) 1.00 1.00
* Adjusted for the sub-division of equity shares. Refer Note 3(a)(1)

43. SEGMENT INFORMATION FOR THE YEAR ENDED MARCH 31, 2016.
(i) Information about Primary Business Segment

The Company is exclusively engaged in the business of Home Textiles which, in the context of Ac-
counting Standard 17 on Segment Reporting is considered to constitute a single primary segment.
Thus, the segment revenue, segment results, total carrying amount of segment assets, total carrying
amount of segment liabilities, total cost incurred to acquire segment assets, total amount of charge
for depreciation during the period are all as reflected in the financial statements for the year ended
March 31, 2016 and as on that date.

(ii) Information about Secondary Geographical Segments:

The Company is primarily engaged in sales to customers located in India. Consequently the Compa-
ny does not have separate reportable geographical segments for March 2016.

Annual Report 2015-16 | 149

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

44. RELATED PARTY DISCLOSURES

(i) Relationships

(a) Control
Holding Company Krishiraj Trading Limited (KTL)
Subsidiary Companies Besa Developers and Infrastructure Private Limited (BESA)
Welspun Global Brands Limited (WGBL) (Formerly known as Wel-
spun Retail Limited (WRL)
Welspun Holdings Private Limited, Cyprus (WHPL)
Welspun Home Textiles UK Limited (WHTUKL) (Held through
WHPL)
Welspun UK Limited (WUKL) (Held through CHTL)
CHT Holdings Limited (CHTHL) (Held through WHTUKL)
Welspun USA Inc., USA (WUSA)
Welspun Decorative Hospitality LLC (WDHL) (upto June 8, 2015)
Welspun Captive Power Generation Limited (WCPGL)
Anjar Integrated Textile Park Developers Private Limited (AITPDPL)
Welspun Anjar SEZ Limited (WASEZ)
Welspun Mauritius Enterprises Limited (WMEL)
Novelty Home Textiles SA de CV (NHTSC) (Held through WMEL)
Christy Home Textiles Limited (CHTL) (Held through CHTHL)
Christy 2004 Limited (CHT 2004) (Held through WUKL)
Christy Welspun GmbH (CWG) (Held through WUKL)
Christy UK Limited (CUKL) (Held through CHTL)
ER Kingsley (Textiles) Limited (ERK) (Held through CHTL)
Christy Lifestyle LLC, USA (CLL)
Welspun Floorings Limited (with effect from March 1, 2016)
Welspun Zucchi Textiles Limited (WZTL)
(b) Enterprises over which Key Welspun Corp Limited (WCL)
Management Personnel or relatives
of such personnel exercise significant
influence or control and with whom
transactions have taken place during
the year
Welspun Steel Limited (WPSL)
Welspun Tradings Limited (WTL)
Welspun Wintex Limited (WWL)

150 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

Welspun Mercantile Limited (WML)

Welspun Logistics Limited (WLL)
AYM Syntex Limited (AYMSL) (Formerly known as Welspun Syntex
Limited) (WSL)
Welspun Realty Private Limited (WRPL)
Mertz Estates Limited (MEL) (Formerly known as Mertz Securities
Limited) (MSL)
Wel-treat Enviro Management Organisation Limited (WEMO)
Welspun Projects Limited ( WPL)
Methodical Investment and Trading Company Private Limited (MITCPL)
Welspun Finance Limited (WFL)
Welspun Foundation for Health and Knowledge (WFHK)
Welspun Infra Developers Limited (WIDL)
Technopak Advisors Private Limited (TAPL)
Welspun Enterprises Limited (WENL)
WS Trading and Holding Private Limited (WTHPL)
WS Alloy Holding Private Limited (WAHPL)
(c) Key Management Personnel Rajesh Mandawewala (RRM)
Dipali Goenka (DBG)
(d) Relatives of Key Management Personnel Balkrishan Goenka (BKG)
Radhika Goenka (RBG)
Abhishek Mandawewala (ARM)
Khushboo Mandawewala (KAM)
Yash Mandawewala (YRM)

Annual Report 2015-16 | 151

 44. (ii) Following are the transactions with related parties mentioned in (i) above and the year-end balances
` million
Balance
PARTICULARS KTL BESA WGBL WUKL CHTHL WUSA WHPL WHTUKL WCPGL AITPDPL WASEZ WZTL WCL WPSL WTL WWL WML WIDL WLL TAPL AYMSL Carried
Forward
Transactions during the year
Loans, Advances and Deposits given - - - - - - - - - - 109.20 0.84 - - - - - - - - - 110.04
- - - - - - - - - - (33.92) - - - (6.04) - - - - - - (39.96)
Repayment of Loans, Advances and - - - - - - - - - - 181.37 - - - - - - - - - - 181.37
Deposits given
- - - - - - - - - - - - - - (6.04) - - - - - - (6.04)

Loan Advance & Deposits Received - - - - - - - - - - - - - - - - - - - - - -

- - - - - - - - - - - - (1.20) - - - - - - - - (1.20)

152 | Welspun India Limited

For the year ended March 31, 2016

Repayment Loans, Advances and - - - - - - - - - - - - 0.60 - - - - - - - - 0.60

Deposits received
- - - - - - - - - - - - - - - - - - - - - -

Purchase of Goods/ FPS Licenses - - 46.39 - - - - - 2,506.88 - - - 34.75 11.50 - - - - - - 792.95 3,392.47
- - - - - - - - - - (0.66) (89.74) (1.31) - - - - - - (673.85) (3,083.85)
(2,318.29)
Purchase of Services/ Expenses - - 117.65 1.76 - - - - - - - 3.83 12.31 3.57 - - - - - 0.25 - 139.37
incurred
- - (9.76) - - - - - - - - (3.71) (11.08) (0.06) - - - - (3.15) (0.13) - (27.89)

Sale of Goods/ DEPB Licenses * - - 46,402.56 - - 65.56 - - 21.77 - - - 21.61 23.52 - - - - - - 36.98 46,572.00
- - (42,476.67) - - (173.20) - - (8.32) - - - (23.94) (17.39) - - - - - - (0.37) (42,699.89)

Sale of Services/ Expenses incurred - - 7.88 - - - - - - - - - 11.25 - - - - - - - 0.14 19.27

- - (12.44) - - - - - (#) - - - (15.57) (0.01) - - - - - - (0.20) (28.22)
Purchase of Fixed Assets / Capital - - - - - - - - - - - - 23.35 437.38 - - - - - - - 460.73
Goods
- - - - - - - - - - - - (17.20) (59.50) - - - - - - - (76.70)

Interest Income - - - - - - - - - - 5.86 - - - - - - - - - - 5.86

- - - - - - - - - (1.07) - - - - - - - - - - (1.07)

Dividend Received - - - - - - - - 66.96 - - - - - - - - - - - - 66.96

- - - - - - - - - - - - - - - - - - - - (1.42) (1.42)

Claims, Discount and Rebate - - 115.82 - - - - - - - - - - - - - - - - - - 115.82

- - (139.45) - - - - - - - - - - - - - - - - - - (139.45)

Remuneration and Commission - - - - - - - - - - - - - - - - - - - - - -

- - - - - - - - - - - - - - - - - - - - - -

Equity Dividend Paid + 378.82 - - - - - - - - - - # - # - 63.19 84.35 20.62 - - 0.01 546.99

NOTES TO THE FINANCIAL STATEMENTS

(150.96) - - - - - - - - - - (#) - (#) - (25.28) (33.74) (8.25) - - (#) (218.23)

Interim Equity Dividend Paid ++ 631.37 - - - - - - - - - - # - # - 105.32 140.58 34.37 - - 0.02 911.65
(150.96) - - - - - - - - - - (#) - (#) - (25.28) (33.74) (8.25) - - (#) (218.23)

Donation - - - - - - - - - - - - - - - - - - - - - -
- - - - - - - - - - - - - - - - - - - - - -

Previous year figures are given in brackets

* Amount is inclusive of taxes
+ Dividend paid of Financial Year 2014-15
++ Interim Dividend paid of Financial Year 2015-16
# Amount is below the rounding norms adopted by the Company
 44. (ii) Following are the transactions with related parties mentioned in (i) above and the year-end balances
` million
Balance
PARTICULARS KTL BESA WGBL WUKL CHTHL WUSA WHPL WHTUKL WCPGL AITPDPL WASEZ WZTL WCL WPSL WTL WWL WML WIDL WLL TAPL AYMSL Carried
Forward
Corporate Social Responsibility - - - - - - - - - - - - - - - - - - - - - -
Expenses
- - - - - - - - - - - - - - - - - - - - - -

Share Application Money Paid - - - - - - - - - - 32.00 - - - - - - - - - - 32.00

- - - - - - - - - - - - - - - - - - - - - -
- - - - - - - - - - 179.37 - - - - - - - - - - 179.37
1 COMPANY OVERVIEW

Investment Made during the year

- - - - - - - - (36.52) - - (57.57) - - - - - - - - - (94.09)

Investment Cost Split during the year - - - - - - - - - - - - - # - - - - - - - -

For the year ended March 31, 2016

- - - - - - - - - - - - - - - - - - - - - -
Provision for Diminution in Value of - - - - - - - - - - - - - - - - - - - - 13.34 13.34
Investments Written Back
- - - - - - - - - - - - - - - - - - - - - -

Redemption of Preference Shares - - - - - - - - - - - - - - - - - - - - - -

- - (1,000.00) - - - - - - - - - - - - - - - - - - (1,000.00)
Commission on Corporate Guarantee - - - - 12.40 11.32 - - 10.93 - - - - - - - - - - - - 34.65
Given
- - - - (9.20) (21.65) - - (6.21) - - - - - - - - - - - - (37.06)

Closing Balance
Loans, Advances and Deposits - - - - - - - - - - - 10.00 3.00 - - - - - - - - 13.00
received
- - - - - - - - - - - (10.00) (2.40) - - - - - - - - (12.40)
Loans, Advances and Deposits given - 15.56 - - 13.38 20.54 - - 7.25 0.50 - - 0.36 - - - - - - - - 57.59
(Including Interest Accrued on Loan)
- (15.56) (2.11) (0.22) (8.65) (5.39) - (8.32) (1.57) (0.50) (35.87) - - - - - - - - - (0.03) (78.22)
2 STATUTORY REPORTS

Provision for diminution in value of - 15.56 - - - - - - - - - - - - - - - - - - - 15.56

Loans/ Advances
- (15.56) - - - - - - - - - - - - - - - - - - - (15.56)
Debtors (Net of Bills Discounted - - 3,582.04 - - - - - - - - - - - - - - - - - - 3,582.04
with Banks)
- - (3,647.06) - - (173.20) - - - - - - - - - - - - - - - (3,820.26)

Creditors - - 0.10 0.05 - - - - 342.56 - - 14.12 - 211.87 - - - - - - 47.90 616.60

- - - - - - - - (230.86) - - (21.01) (0.94) (10.94) - - - - - (0.06) (10.87) (274.68)

Investments - 0.10 2,815.57 - - 146.88 111.52 - 870.42 0.10 2,379.37 92.13 - # - - - - - - 18.94 6,435.03
- (0.10) (2,815.57) - - (146.88) (111.52) - (870.42) (0.10) (2,200.00) (92.13) - (#) - - - - - - (18.94) (6,255.66)
Provision for diminution in value in - - - - - - 81.79 - - - - - - - - - - - - - - 81.79
NOTES TO THE FINANCIAL STATEMENTS

investment
- - - - - - (81.79) - - - - - - - - - - - - - (13.34) (95.13)

Corporate Guarantee Given - - 4,470.00 - 892.68 - - - 2,200.00 - - - - - - - - - - - - 7,562.68

- - (4,470.00) - (864.58) (2,726.25) - - (900.00) - - - - - - - - - - - - (8,960.83)
Share Application Money Pending - - - - - - - - - - - - - - - - - - - - - -
Allotment
- - - - - - - - - - - - - - - - - - - - - -
3 FINANCIAL STATEMENTS

Previous year figures are given in brackets

* Amount is inclusive of taxes
+ Dividend paid of Financial Year 2014-15
++ Interim Dividend paid of Financial Year 2015-16

Annual Report 2015-16 | 153

# Amount is below the rounding norms adopted by the Company
 44. (ii) Following are the transactions with related parties mentioned in (i) above and the year-end balances
` million
Balance
PARTICULARS Brought WRPL MEL WEMO WPL MITCPL WFL WFHK WENL WEFL WTHPL WAHPL BKG RRM DBG RBG ARM KAM YRM TOTAL
Forward
Transactions during the year
Loans, Advances and Deposits given 110.04 - - - - - - - - - - - - - - - - - - 110.04
(39.96) (20.00) - - - - - - - - - - - - - - - - - (59.96)
Repayment of Loans, Advances and Deposits given 181.37 5.05 8.00 - - - - - - - - - - - - - - - - 194.42
(6.04) (100.00) - - - - - - - - - - - - - - - - - (106.04)
Loan Advance & Deposits Received - - - - - - - - - - - - - - - - - - - -
(1.20) - - - - - - - - - - - - - - - - - - (1.20)

154 | Welspun India Limited

Repayment Loans, Advances and Deposits received 0.60 - - - - - - - - - - - - - - - - - - 0.60
For the year ended March 31, 2016

- - - - - - - - - - - - - - - - - - - -
Purchase of Goods/ FPS Licenses 3,392.47 - - - - - - - 3.53 - - - - - - - - - - 3,396.00
(3,083.85) - - - - - - - - - - - - - - - - - - (3,083.85)
Purchase of Services/ Expenses incurred 139.37 8.64 2.43 - - 3.55 - - - - - - - - - - - - - 153.98
(27.89) (8.52) (0.79) - - (1.36) - - - - - - - - - - - - - (38.56)
Sale of Goods/ DEPB Licenses * 46,572.00 - - - - - - - - - - - - - - - - - - 46,572.00
(42,699.89) - - - - - - - - - - - - - - - - - - (42,699.89)
Sale of Services/ Expenses incurred 19.27 - - 0.05 - - - - 0.14 - - - - - - - - - - 19.46
(28.22) - - - (1.16) - - - - - - - - - - - - - - (29.38)
Purchase of Fixed Assets / Capital Goods 460.73 - - - - - - - 30.93 - - - - - - - - - - 491.65
(76.70) - - - (222.88) - - - - - - - - - - - - - - (299.58)
Interest Income 5.86 - - - - - - - - - - - - - - - - - - 5.86
(1.07) - - - - - - - - - - - - - - - - - - (1.07)
Dividend Received 66.96 - - - - - - - - - - - - - - - - - 66.96
(1.42) - - - - - - - - - - - - - - - - - - (1.42)
Claims, Discount and Rebate 115.82 - - - - - - - - - - - - - - - - - - 115.82
(139.45) - - - - - - - - - - - - - - - - - - (139.45)
Remuneration and Commission - - - - - - - - - - - - 83.96 101.29 98.96 - 1.11 0.63 0.67 286.62
- - - - - - - - - - - - (71.13) (88.61) (86.13) - (3.06) (1.03) (1.40) (251.36)
Equity Dividend Paid + 546.99 - - - 0.06 4.07 - - - - 0.51 # 0.56 1.51 - - - 553.70
(218.23) - - - (0.02) (1.63) - - - - (0.21) (#) (0.23) (0.60) - - - (220.92)
Interim Equity Dividend Paid ++ 911.65 - - - - 0.10 6.78 - - - - - 0.85 # 0.94 2.51 - - - 922.83
NOTES TO THE FINANCIAL STATEMENTS

(218.23) - - - - (0.02) (1.63) - - - - - (0.21) (#) (0.23) (0.60) - - - (220.92)

Donation - - - - - - - 7.00 - - - - - - - - - 7.00
- - - - - - - - - - - - - - - - - -
Corporate Social Responsibility Expenses - - - - - - - 57.31 - - - - - - - - - - - 57.31
- - - - - - - (18.83) - - - - - - - - - - - (18.83)

Previous year figures are given in brackets

* Amount is inclusive of taxes
+ Dividend paid of Financial Year 2014-15
++ Interim Dividend paid of Financial Year 2015-16
# Amount is below the rounding norms adopted by the Company
 44. (ii) Following are the transactions with related parties mentioned in (i) above and the year-end balances
` million
Balance
PARTICULARS Brought WRPL MEL WEMO WPL MITCPL WFL WFHK WENL WEFL WTHPL WAHPL BKG RRM DBG RBG ARM KAM YRM TOTAL
Forward
Share Application Money Paid 32.00 - - - - - - - - 0.10 - - - - - - - - - 32.10
- - - - - - - - - - - - - - - - - - - -

Investment Made during the year 179.37 - - - - - - - - - # # - - - - - - - 179.37

(94.09) - - - - - - - - - - - - - - - - - - (94.09)
1 COMPANY OVERVIEW

Investment Cost Split during the year - - - - - - - - - - - - - - - - - - - -

- - - - - - - - - - - - - - - - - -

Provision for Diminution in Value of Investments Written Back 13.34 - - - - - - - - - - - - - - - - - - 13.34

For the year ended March 31, 2016

- - - - - - - - - - - - - - - - - - - -

Redemption of Preference Shares - - - - - - - - - - - - - - - - - - - -

(1,000.00) - - - - - - - - - - - - - - - - - - (1,000.00)

Commission on Corporate Guarantee Given 34.65 - - - - - - - - - - - - - - - - - - 34.65

(37.06) - - - - - - - - - - - - - - - - - - (37.06)

Closing Balance
Loans, Advances and Deposits received 13.00 - - - - - - - - - - - - - - - - - - 13.00

(12.40) - - - - - - - - - - - - - - - - - - (12.40)

Loans, Advances and Deposits given (Including Interest Accrued 57.59 57.20 - 75.00 - - - - 0.14 - - - - - - - - - - 189.93
on Loan)
(78.22) (62.25) (8.00) (75.00) (4.19) - - - - - - - - - - - - - - (227.66)

Provision for diminution in value of Loans/ Advances 15.56 - - - - - - - - - - - - - - - - - - 15.56

2 STATUTORY REPORTS

(15.56) - - - - - - - - - - - - - - - - - - (15.56)

Debtors (Net of Bills Discounted with Banks) 3,582.04 - - - - - - - - - - - - - - - - - - 3,582.04

(3,820.26) - - - - - - - - - - - - - - - - - (3,820.26)

Creditors 616.60 - - - - - - - 4.78 - - - 83.96 83.96 83.96 - - - - 873.27

(274.68) - - - (7.46) - - - - - - - (71.13) (71.13) (71.13) - - - - (495.53)

Investments 6,435.03 - - - - - - - - - # # - - - - - - - 6,435.03

(6,255.66) - - - - - - - - - - - - - - - - - - (6,255.66)

Provision for diminution in value in investment 81.79 - - - - - - - - - - - - - - - - - - 81.79

NOTES TO THE FINANCIAL STATEMENTS

(95.13) - - - - - - - - - - - - - - - - - - (95.13)

Corporate Guarantee Given 7,562.68 - - - - - - - - - - - - - - - - - - 7,562.68

(8,960.83) - - - - - - - - - - - - - - - - - - (8,960.83)

Share Application Money Pending Allotment - - - - - - - - - 0.10 - - - - - - - - - 0.10

- - - - - - - - - - - - - - - - - - - -
Previous year figures are given in brackets
* Amount is inclusive of taxes
3 FINANCIAL STATEMENTS

+ Dividend paid of Financial Year 2014-15

++ Interim Dividend paid of Financial Year 2015-16
# Amount is below the rounding norms adopted by the Company

Annual Report 2015-16 | 155

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

45. LEASES
Where the Company is a lessee:
Operating Lease
The Company has taken various residential, office premises, godowns, equipment and vehicles under
operating lease agreements that are renewable on a periodic basis at the option of both the lessor and
the lessee. The initial tenure of lease is generally for eleven months to sixty months.

The aggregate rental expenses of all the operating leases for the year are ` 69.70 million (Previous Year:
` 65.96 million).

46. DISCLOSURE PURSUANT TO THE REGULATION 34(3) READ WITH PARA A OF SCHEDULE V OF
SEBI LISTING REGULATIONS, 2015
` million
Balance as at Maximum Balance as at Maximum
March 31, 2016 amount March 31, 2015 amount
outstanding outstanding
Non Designated Hedges
during the during the
year ended year ended
March 31, 2016 March 31, 2015
i Loans and advances in the nature of loans to sub-
sidiary (excluding interest accrued)
- Besa Developers and Infrastructure Private Limited 15.56* - 15.56* -
- Welspun Anjar SEZ Limited -** 142.10 33.86 33.86
ii. Loans and advances in the nature of loans to associates - - - -
iii Loans and advances in the nature of loans to - - - -
firms/ companies in which directors are interested
iv Investments by the Loanee in the shares of the - - - -
Company as at March 31, 2016
* Provision for doubtful loans and advance of ` 15.56 million (March 31, 2015: ` 15.56 million) has been made.
** Converted into 14,210,000 7% Non-cumulative Non-convertible Redeemable Preference Shares of ` 10 each of Welspun Anjar SEZ Limited
on March 31, 2016.

47. DERIVATIVE INSTRUMENTS OUTSTANDING AS AT MARCH 31, 2016

The Company is exposed to foreign currency fluctuations on foreign currency assets/ liabilities, payables
denominated in foreign currency. In line with the Companys risk management policies and procedures,
it enters into foreign currency forward contracts and swap contracts to manage its exposure. These
contracts are for a period of maximum twelve months and forecasted transactions are expected to occur
during the same period.

(a) The following are outstanding foreign currency forward, swaps and other derivative contracts
against the future forecasted payables.
Currency March 31, 2016 March 31, 2015
Pair Notional Amount Fair Value Notional Amount Fair Value
Foreign ` million Gain/(Loss) ` Foreign ` million Gain/(Loss) `
Currency (in Million Currency (in Million
million) million)
Forward Contracts (Buy) EURO-INR 2.93 223.64 (1.60) - - -
Forward Contracts (Buy) USD-INR 1.00 68.00 (0.86) - - -
Forward Contracts (Buy) JPY-INR - - - 351.70 192.54 (7.56)
Forward Contracts (Buy) EURO-USD 0.85 61.89 2.25 - - -

156 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

(b) In addition to the above, the Company has following outstanding foreign currency forward
contracts to hedge foreign currency exposure against payable as at March 31, 2016:
March 31, 2016 March 31, 2015
Notional Amount On Notional Amount On
Currency
Fair Value Hedges Foreign ` million Restatement Foreign ` million Restatement
Pair
Currency (in Gain/(Loss) Currency (in Gain/(Loss)
million) ` Million million) ` Million
Forward Contracts (Buy) USD-INR - - - 2.00 135.72 (4.65)

(c) As at the Balance Sheet date, the foreign currency exposure not hedged by a derivative instrument
or otherwise aggregates ` 13.38 million (March 31, 2015 : ` 196.35 million) for receivables (net of
provisions) and ` 10.14 million (March 31, 2015 : ` 4,135.02 million) for payables.

48. INVESTMENTS
The following table includes the classification of investments in accordance with AS 13-Accounting for
Investments
` million
As at As at
March 31, 2016 March 31, 2015
Long Term Investments
10,000 (March 31, 2015 : 10,000) Equity Shares of `10 each fully paid up 0.10 0.10
of BESA Developers and Infrastructure Private Limited
10,000 (March 31, 2015 : 10,000 ) Equity Shares of `10 each fully paid up 0.10 0.10
of Anjar Integrated Textile Park Developers Private Limited
50,700 (March 31, 2015 : 50,700) Equity Shares of `10 each fully paid up 2,200.00 2,200.00
of Welspun Anjar SEZ Limited
23,065,503 (March 31, 2015 : 23,065,503) Equity Shares of `10 each fully 1,281.34 1,281.34
paid up of Welspun Global Brands Limited (Formerly known as
Welspun Retail Limited)
13,464,800 (March 31, 2015 : 13,464,800) 0% Redeemable Cumulative Prefer- 134.65 134.65
ence Shares of `10 each fully paid up of Welspun Global Brands
Limited (Formerly known as Welspun Retail Limited)
1,389,575 (March 31, 2015 : 13,89,575) 0% Redeemable Preference Shares 1,389.58 1,389.58
of `10 each fully paid up of Welspun Global Brands Limited (For-
merly known as Welspun Retail Limited)
1,000,000 (March 31, 2015 : 1,000,000) 1% Redeemable Cumulative Prefer- 10.00 10.00
ence Shares of `10 each fully paid up of Welspun Global Brands
Limited (Formerly known as Welspun Retail Limited)
20,084,998 (March 31, 2015 : 20,084,998) Equity Shares of `10 each fully paid 200.85 200.85
up of Welspun Captive Power Generation Limited
66,956,672 (March 31, 2015 : 66,956,672) 10% Non-cumulative Redeemable 669.57 669.57
Preference Shares of `10 each of Welspun Captive Power Gener-
ation Limited**
17,937,000 (March 31, 2015 : Nil) 7% Non-cumulative Non-convertible Re- 179.37 -
deemable Preference Shares of ` 10 each of Welspun Anjar SEZ
Limited
668,706 (March 31, 2015 : 668,706) Equity Shares of US $ 0.10 each, fully 146.88 146.88
paid up of Welspun USA Inc.
1,500 (March 31, 2015 : 1,500) Equity Shares of GBP 1 each, fully paid up 111.52 111.52
of Welspun Holdings Private Limited, Cyprus
Less : Provision for other than temporary Diminution in value of 81.79 81.79
investment
29.73 29.73

Annual Report 2015-16 | 157

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

` million
As at As at
March 31, 2016 March 31, 2015
5,550,000 (March 31, 2015 : 5,500,000) Equity Shares of `10 each fully paid 92.13 92.13
up of Welspun Zucchi Textiles Limited
283,500 (March 31, 2015 : 283,500) Equity Shares of ` 10 each fully paid 18.94 18.94
up of Welspun Syntex Limited
Less : Provision for other than temporary Diminution in value of - 13.34
investment
18.94 5.60
80 (March 31, 2015 : 80) Equity Shares of ` 1 each fully paid up of * *
Khaitan Chemicals & Fertilizers Limited
100 (March 31, 2015 : 100) Equity Shares of ` 10 each fully paid up of * *
Welspun Steel Limited (Formerly known as Welspun Power and
Steel Limited)
5 (March 31, 2015 : Nil) Equity Shares of ` 10 each fully paid up of * *
WS Trading and Holding Private Limited
5 (March 31, 2015 : Nil) Equity Shares of ` 10 each fully paid up of * *
WS Alloy Holding Private Limited
- Investment - Indiafirst SM 1.80 1.80
- Investment - SBI Life Insurance 0.60 0.50
- Investment - Canara HSBC 0.80 0.60
TOTAL LONG TERM INVESTMENTS 6,356.44 6,163.43
* Amount is below the rounding norms adopted by the Company
Current Investments
- (March 31, 2015 : 10) 8.06% Rural Electrification Corporation Lim- - 10.12
ited 31/05/2023 Bonds of Face Value of ` 10,00,000 each
- (March 31, 2015 : 1,660) 9.90% Industrial Finance Corporation of - 43.53
India Limited 05/11/2027 Bonds of Face Value of ` 25,000 each
- (March 31, 2015 : 1,720) 9.90% Industrial Finance Corporation of - 44.03
India Limited 05/11/2037 Bonds of Face Value of ` 25,000 each
- (March 31, 2015 : 8) 7.93% Power Grid Corporation of India Limit- - 8.61
ed 20/05/2027 Bonds of Face Value of ` 10,00,000 each
- (March 31, 2015 : 19) 9.48% Oriental Bank of Commerce Perpetual - 19.00
Bonds of Face Value of ` 10,00,000 each
- (March 31, 2015 : 41) 9.55% Canara Bank Perpetual Bonds of Face - 41.41
Value of ` 10,00,000 each
- (March 31, 2015 : 50) 8.65% Rajasthan Rajya Vidyut Utpadan - 49.78
Nigam Limited 05/01/2027 Bonds of Face Value of ` 10,00,000
each
- (March 31, 2015 : 60) 8.74% Rajasthan Rajya Vidyut Utpadan - 59.12
Nigam Limited 26/03/2027 Bonds of Face Value of ` 10,00,000
each
- (March 31, 2015 : 101) 10.40% Vijaya Bank Perpetual Bonds of - 101.00
Face Value of ` 10,00,000 each
- (March 31, 2015 : 25) 9.84% Air India 27/09/2026 Bonds of Face - 27.49
Value of ` 10,00,000 each
- (March 31, 2015 : 74) 10.00% Indian Overseas Bank Perpetual - 74.01
Bonds of Face Value of ` 10,00,000 each
- (March 31, 2015 : 243) 10.75% IDBI Bank Limited Omni (2014 -15 - 259.18
- Series II) Tier I Perpetual Bonds of Face Value of ` 10,00,000
each

158 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

For the year ended March 31, 2016

` million
As at As at
March 31, 2016 March 31, 2015
- (March 31, 2015 : 5,00,000) 8.27% GOI 09/06/2020 Bonds of - 51.33
Face Value of ` 100 each
- (March 31, 2015 : 5,00,000) 8.60% GOI 2028 Bonds of Face Value - 53.79
of ` 100 each
500,000 (March 31, 2015 : 5,00,000) 8.30% GOI 2042 Bonds of Face Value 53.68 53.68
of ` 100 each
1,880,636.031 (March 31, 2015 : Nil) L & T Flexi Bond Fund - Dividend 20.00 -
TOTAL CURRENT INVESTMENTS 73.68 896.08
TOTAL INVESTMENTS (CURRENT AND LONG TERM) 6,430.12 7,059.51
Disclosed Under:
Non Current Investments (Refer Note 15) 6,356.44 6,163.43
Current Investments (Refer Note 18) 73.68 896.08
TOTAL 6,430.12 7,059.51

49. DISCLOSURE FOR MICRO AND SMALL ENTERPRISES:

` million
Year ended Year ended
Particulars
March 31, 2016 March 31, 2015
i) Principal amount due to suppliers registered under the MSMED Act and 60.40 38.11
remaining unpaid as at year end
ii) Interest due to suppliers registered under the MSMED Act and remaining 1.02 1.77
unpaid as at year end
iii) Principal amounts paid to suppliers registered under the MSMED Act, 425.58 288.54
beyond the appointed day during the year
iv) Interest paid, under Section 16 of MSMED Act, to suppliers registered 1.77 6.04
under the MSMED Act, beyond the appointed day during the year
v) Interest paid, other than under Section 16 of MSMED Act, to suppliers regis- - -
tered under the MSMED Act, beyond the appointed day during the year
vi) Interest due & payable towards suppliers registered under MSMED Act, 0.33 1.77
for payments already made
vii) Further interest remaining due and payable for earlier years - -
The above information and that given in Note 10 Trade Payable regarding micro and small enterprises has been determined to the extent
such parties have been identified on the basis of information available with the Company.

50. DETAILS OF RESEARCH AND DEVELOPMENT EXPENSES INCURRED DURING THE YEAR,
DEBITED UNDER VARIOUS HEADS OF STATEMENT OF PROFIT AND LOSS ARE GIVEN BELOW:
` million
Year ended Year ended
Particulars
March 31, 2016 March 31, 2015
Material Consumption 177.22 137.97
Employee benefits expenses 76.58 74.26
Others 14.61 11.84
TOTAL 268.41 224.07

Annual Report 2015-16 | 159

NOTES TO THE FINANCIAL STATEMENTS
For the year ended March 31, 2016

Details of Capital Expenditure incurred during the year for Research and Development is given below

` million
Year ended Year ended
Particulars
March 31, 2016 March 31, 2015
Plant and Machinery 36.25 51.31
TOTAL 36.25 51.31

51. CORPORATE SOCIAL RESPONSIBILITY EXPENDITURE

Gross amount required to be spent by the Company during the year is ` 57.31 million (March 31, 2015 :
` 18.83 million) which has been contributed to Welspun Foundation for Health and Knowledge.

52. Prior year comparatives have been reclassified to conform with the current years presentation, wherever
applicable.

Signatures to Notes to Financial Statements

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors
Firm Registration No: 012754N/ N500016

Mehul Desai Balkrishan Goenka Rajesh Mandawewala

Partner Chairman Managing Director
Membership No. 103211 DIN 00270175 DIN 00007179

Place: Mumbai Place: Mumbai Place: Mumbai

Date: April 25, 2016 Date: April 25, 2016 Date: April 25, 2016

Shashikant Thorat Altaf Jiwani

Company Secretary Chief Financial Officer

Place: Mumbai Place: Mumbai

Date: April 25, 2016 Date: April 25, 2016

160 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

INDEPENDENT AUDITORS REPORT

To the Members of Welspun India Limited estimates that are reasonable and prudent; and
the design, implementation and maintenance of
REPORT ON THE CONSOLIDATED adequate internal financial controls, that were
FINANCIAL STATEMENTS operating effectively for ensuring the accuracy
1. We have audited the accompanying and completeness of the accounting records,
consolidated financial statements of Welspun relevant to the preparation and presentation of
India Limited (hereinafter referred to as the the financial statements that give a true and fair
Holding Company) and its subsidiaries (the view and are free from material misstatement,
Holding Company and its subsidiaries together whether due to fraud or error, which has
referred to as the Group) (refer Note 1 to the been used for the purpose of preparation of
attached consolidated financial statements), the consolidated financial statements by the
comprising of the consolidated Balance Sheet Directors of the Holding Company, as aforesaid.
as at March 31, 2016, the consolidated Statement
of Profit and Loss, the consolidated Cash Flow AUDITORS RESPONSIBILITY
Statement for the year then ended, and a 3. Our responsibility is to express an opinion on
summary of significant accounting policies and these consolidated financial statements based
other explanatory information prepared based on our audit. While conducting the audit, we
on the relevant records (hereinafter referred to have taken into account the provisions of the
as the Consolidated Financial Statements). Act and the Rules made thereunder including
the accounting standards and matters which are
MANAGEMENTS RESPONSIBILITY required to be included in the audit report.
FOR THE CONSOLIDATED FINANCIAL
STATEMENTS 4. We conducted our audit in accordance with
2. The Holding Companys Board of Directors the Standards on Auditing specified under
is responsible for the preparation of these Section 143(10) of the Act and other applicable
consolidated financial statements in terms of authoritative pronouncements issued by the
the requirements of the Companies Act, 2013 Institute of Chartered Accountants of India.
(hereinafter referred to as the Act) that give a Those Standards and pronouncements require
true and fair view of the consolidated financial that we comply with ethical requirements and
position, consolidated financial performance plan and perform the audit to obtain reasonable
and consolidated cash flows of the Group in assurance about whether the consolidated
accordance with accounting principles generally financial statements are free from material
accepted in India including the Accounting misstatement.
Standards specified under Section 133 of
the Act read with Rule 7 of the Companies 5. An audit involves performing procedures to
(Accounts) Rules, 2014 and Accounting Standard obtain audit evidence about the amounts
30, Financial Instruments: Recognition and and disclosures in the consolidated financial
Measurement issued by the Institute of Chartered statements. The procedures selected depend
Accountants of India to the extent it does on the auditors judgement, including the
not contradict any other accounting standard assessment of the risks of material misstatement
referred to in Section 133 of the Act read with of the consolidated financial statements,
Rule 7 of Companies (Accounts) Rules, 2014. whether due to fraud or error. In making
The Holding Companys Board of Directors is those risk assessments, the auditor considers
also responsible for ensuring accuracy of records internal financial control relevant to the Holding
including financial information considered Companys preparation of the consolidated
necessary for the preparation of Consolidated financial statements that give a true and fair
Financial Statements. The respective Board view, in order to design audit procedures that are
of Directors of the companies included in the appropriate in the circumstances. An audit also
Group are responsible for maintenance of includes evaluating the appropriateness of the
adequate accounting records in accordance accounting policies used and the reasonableness
with the provisions of the Act for safeguarding of the accounting estimates made by the
the assets of the Group and for preventing Holding Companys Board of Directors, as well
and detecting frauds and other irregularities; as evaluating the overall presentation of the
the selection and application of appropriate consolidated financial statements.
accounting policies; making judgements and

Annual Report 2015-16 | 161

6. We believe that the audit evidence obtained by (a) We have sought and obtained all the
us and the audit evidence obtained by the other information and explanations which to the
auditors in terms of their reports referred to in best of our knowledge and belief were
sub-paragraph 8 of the Other Matter paragraph necessary for the purposes of our audit
below is sufficient and appropriate to provide a of the aforesaid consolidated financial
basis for our audit opinion on the consolidated statements.
financial statements.
(b) In our opinion, proper books of account as
OPINION required by law maintained by the Holding
7. In our opinion and to the best of our information Company, its subsidiaries included in the
and according to the explanations given to us, Group incorporated in India including
the aforesaid consolidated financial statements relevant records relating to preparation
give the information required by the Act in the of the aforesaid consolidated financial
manner so required and give a true and fair view statements have been kept so far as it
in conformity with the accounting principles appears from our examination of those
generally accepted in India of the consolidated books and records of the Holding Company
state of affairs of the Group as at March 31, and the reports of the other auditors.
2016, and their consolidated profit and their
consolidated cash flows for the year ended on (c) The Consolidated Balance Sheet, the
that date. Consolidated Statement of Profit and Loss,
and the Consolidated Cash Flow Statement
OTHER MATTER dealt with by this Report are in agreement
8. We did not audit the financial statements / with the relevant books of account
financial information of 14 subsidiaries whose maintained by the Holding Company,
financial statements / financial information its subsidiaries included in the Group
reflect total assets of ` 5,435.69 million and incorporated in India including relevant
net assets of ` 3,301.70 million as at March 31, records relating to the preparation of the
2016, total revenue of ` 2,943.66 million, net consolidated financial statements.
profit of ` 70.63 million and net cash flows
amounting to ` 42.90 million for the year ended (d) In our opinion, the aforesaid consolidated
on that date, as considered in the consolidated financial statements comply with the
financial statements. These financial statements / Accounting Standards specified under
financial information have been audited by other Section 133 of the Act, read with Rule 7 of
auditors whose reports have been furnished to the Companies (Accounts) Rules, 2014.
us by the Management, and our opinion on the
consolidated financial statements in so far as it (e) On the basis of the written representations
relates to the amounts and disclosures included received from the directors of the Holding
in respect of these subsidiaries and our report in Company as on March 31, 2016 taken on
terms of sub-sections (3) and (11) of Section 143 record by the Board of Directors of the
of the Act in so far as it relates to the aforesaid Holding Company and the reports of
subsidiaries, is based solely on the reports of the the statutory auditors of its subsidiary
other auditors. companies incorporated in India, none
of the directors of the Group companies
Our opinion on the consolidated financial incorporated in India is disqualified as on
statements and our report on Other Legal and March 31, 2016 from being appointed as a
Regulatory Requirements below, is not modified director in terms of Section 164 (2) of the
in respect of the above matters with respect to Act.
our reliance on the work done and the reports of
the other auditors. (f) With respect to the adequacy of the internal
financial controls over financial reporting
REPORT ON OTHER LEGAL AND of the Holding Company, its subsidiary
REGULATORY REQUIREMENTS companies incorporated in India and the
9. As required by Section 143(3) of the Act, we operating effectiveness of such controls,
report, to the extent applicable, that: refer to our separate Report in Annexure A.

162 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

(g) With respect to the other matters to ii. The Group has long-term contracts
be included in the Auditors Report in as at March 31, 2016 for which there
accordance with Rule 11 of the Companies were no material foreseeable losses.
(Audit and Auditors) Rules, 2014, in our The Company does not have long term
opinion and to the best of our information derivative contracts as at March 31, 2016.
and according to the explanations given to
us: iii. There were no amounts which were
required to be transferred to the Investor
i. The consolidated financial statements Education and Protection Fund by the
disclose the impact, if any, of pending Holding Company, and its subsidiary
litigations as at March 31, 2016 on the companies incorporated in India during
consolidated financial position of the the year ended March 31, 2016.
Group.
For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/N500016

Mehul Desai
Mumbai Partner
April 25, 2016 Membership Number: 103211

Annual Report 2015-16 | 163

ANNEXURE A
to Independent Auditors Report

REPORT ON THE INTERNAL Guidance Note require that we comply with

FINANCIAL CONTROLS UNDER ethical requirements and plan and perform the
CLAUSE (I) OF SUB-SECTION 3 OF audit to obtain reasonable assurance about
SECTION 143 OF THE ACT whether adequate internal financial controls
over financial reporting was established and
1. In conjunction with our audit of the consolidated maintained and if such controls operated
financial statements of the Company as of effectively in all material respects.
and for the year ended March 31, 2016, we
have audited the internal financial controls 4. Our audit involves performing procedures to
over financial reporting of Welspun India obtain audit evidence about the adequacy of the
Limited (hereinafter referred to as the Holding internal financial controls system over financial
Company) and its subsidiary companies, which reporting and their operating effectiveness. Our
are companies incorporated in India, as of that audit of internal financial controls over financial
date. reporting included obtaining an understanding of
internal financial controls over financial reporting,
MANAGEMENTS RESPONSIBILITY assessing the risk that a material weakness
FOR INTERNAL FINANCIAL exists, and testing and evaluating the design
CONTROLS and operating effectiveness of internal control
2. The respective Board of Directors of the Holding based on the assessed risk. The procedures
company, its subsidiary companies which are selected depend on the auditors judgement,
companies incorporated in India, are responsible including the assessment of the risks of material
for establishing and maintaining internal misstatement of the financial statements,
financial controls based on internal control whether due to fraud or error.
over financial reporting criteria established
by the Company considering the essential 5. We believe that the audit evidence we have
components of internal control stated in the obtained and the audit evidence obtained by the
Guidance Note on Audit of Internal Financial other auditors in terms of their reports referred
Controls Over Financial Reporting issued by to in the Other Matters paragraph below, is
the Institute of Chartered Accountants of sufficient and appropriate to provide a basis
India (ICAI). These responsibilities include the for our audit opinion on the Companys internal
design, implementation and maintenance of financial controls system over financial reporting.
adequate internal financial controls that were
operating effectively for ensuring the orderly MEANING OF INTERNAL FINANCIAL
and efficient conduct of its business, including CONTROLS OVER FINANCIAL
adherence to the respective companys policies, REPORTING
the safeguarding of its assets, the prevention 6. A companys internal financial control over
and detection of frauds and errors, the accuracy financial reporting is a process designed
and completeness of the accounting records, to provide reasonable assurance regarding
and the timely preparation of reliable financial the reliability of financial reporting and the
information, as required under the Act. preparation of financial statements for external
purposes in accordance with generally accepted
AUDITORS RESPONSIBILITY accounting principles. A companys internal
3. Our responsibility is to express an opinion on financial control over financial reporting
the Companys internal financial controls over includes those policies and procedures that (1)
financial reporting based on our audit. We pertain to the maintenance of records that, in
conducted our audit in accordance with the reasonable detail, accurately and fairly reflect
Guidance Note on Audit of Internal Financial the transactions and dispositions of the assets of
Controls Over Financial Reporting (the the company; (2) provide reasonable assurance
Guidance Note) issued by the ICAI and the that transactions are recorded as necessary to
Standards on Auditing deemed to be prescribed permit preparation of financial statements in
under section 143(10) of the Companies Act, accordance with generally accepted accounting
2013, to the extent applicable to an audit of principles, and that receipts and expenditures
internal financial controls, both applicable to of the company are being made only in
an audit of internal financial controls and both accordance with authorisations of management
issued by the ICAI. Those Standards and the and directors of the company; and (3) provide

164 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

reasonable assurance regarding prevention or system over financial reporting and such internal
timely detection of unauthorised acquisition, financial controls over financial reporting were
use, or disposition of the companys assets that operating effectively as at March 31, 2016, based
could have a material effect on the financial on the internal control over financial reporting
statements. criteria established by the Company considering
the essential components of internal control
INHERENT LIMITATIONS OF stated in the Guidance Note on Audit of Internal
INTERNAL FINANCIAL CONTROLS Financial Controls Over Financial Reporting
OVER FINANCIAL REPORTING issued by the Institute of Chartered Accountants
7. Because of the inherent limitations of internal of India.
financial controls over financial reporting,
including the possibility of collusion or improper OTHER MATTERS
management override of controls, material 9. Our aforesaid reports under Section 143(3)
misstatements due to error or fraud may occur (i) of the Act on the adequacy and operating
and not be detected. Also, projections of any effectiveness of the internal financial controls
evaluation of the internal financial controls over over financial reporting in so far as it relates to
financial reporting to future periods are subject 4 subsidiary companies which are companies
to the risk that the internal financial control over incorporated in India, is based on the
financial reporting may become inadequate corresponding reports of the auditors of such
because of changes in conditions, or that the companies incorporated in India. Our opinion is
degree of compliance with the policies or not qualified in respect of this matter.
procedures may deteriorate.
For Price Waterhouse Chartered Accountants LLP
OPINION Firm Registration Number: 012754N/N500016
8. In our opinion, the Holding Company, its
subsidiary companies which are companies Mehul Desai
incorporated in India, have, in all material Mumbai Partner
respects, an adequate internal financial controls April 25, 2016 Membership Number: 103211

Annual Report 2015-16 | 165

CONSOLIDATED BALANCE SHEET
As At March 31, 2016

` million
As At As At
Note
March 31, 2016 March 31, 2015
EQUITY AND LIABILITIES
Shareholders Funds
Share Capital 3 1,004.73 1,004.60
Reserves and Surplus 4 18,871.85 13,313.88
Minority Interest 502.92 378.21
Non-current Liabilities
Long-term Borrowings 5 17,877.15 15,946.26
Deferred Tax Liabilities (Net) 6 1,178.33 640.73
Other Long-term Liabilities 7 17.94 11.02
Long-term Provisions 8 1,278.50 1,008.94
Current liabilities
Short-term Borrowings 9 7,731.52 10,034.21
Trade Payables 10 10,079.79 6,910.19
Other Current Liabilities 11 3,652.90 6,773.28
Short -term Provisions 12 76.49 932.02
TOTAL 62,272.12 56,953.34

ASSETS
Non-current Assets
Fixed Assets
Tangible Assets 13A 31,486.60 24,441.84
Intangible Assets 13B 116.51 43.13
Capital Work-in-Progress 1,832.10 1,564.16
Goodwill on Consolidation 13C 1,775.34 1,785.07
Non-current Investments 14 29.92 14.98
Long-term Loans and Advances 15 1,205.59 1,377.44
Other Non-current Assets 16 209.66 169.70
Current Assets
Current Investments 17 533.35 1,404.92
Inventories 18 11,046.36 11,006.25
Trade Receivables 19 6,113.91 4,467.02
Cash and Bank Balances 20 1,243.08 3,252.32
Short-term Loans and Advances 21 5,213.67 6,096.62
Other Current Assets 22 1,466.03 1,329.89
TOTAL 62,272.12 56,953.34
The Notes are an integral part of these Consolidated financial statements.

This is the Consolidated Balance Sheet referred to in our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors
Firm Registration No: 012754N/ N500016

Mehul Desai Balkrishan Goenka Rajesh Mandawewala

Partner Chairman Managing Director
Membership No. 103211 DIN 00270175 DIN 00007179

Shashikant Thorat Altaf Jiwani

Company Secretary Chief Financial Officer

Place: Mumbai Place: Mumbai Place: Mumbai

Date: April 25, 2016 Date: April 25, 2016 Date: April 25, 2016

166 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF PROFIT AND LOSS

For The Year Ended March 31, 2016

` million
Year Ended Year Ended
Note
March 31, 2016 March 31, 2015
REVENUE FROM OPERATIONS (GROSS) 23 59,813.71 53,481.25
Less : Excise Duty 19.06 456.14
Revenue from Operations (Net) 59,794.65 53,025.11
Other Income 24 915.14 949.42
TOTAL REVENUE 60,709.79 53,974.53

EXPENSES
Raw materials including packing materials consumed 25 23,043.88 23,186.23
Purchases of Stock-in-Trade 26 3,294.08 2,944.31
Changes in inventories of finished goods, work-in-progress and Stock-in-Trade 27 274.06 (687.29)
Employee Benefits Expense 28 5,364.26 4,459.73
Finance Costs 29 2,362.36 2,829.01
Depreciation and Amortisation Expense 30 3,750.17 3,329.33
Other Expenses 31 12,243.23 10,380.32
TOTAL EXPENSES 50,332.04 46,441.64
Profit before tax 10,377.75 7,532.89
Tax Expense
- Current Tax 2,640.94 1,845.56
- Short Provision for Tax in Earlier Years 54.86 -
- Deferred Tax 528.60 244.47
Profit After Taxation and Before Share of Profit of Minority 7,153.35 5,442.86
Shareholders
Minority's Share of Profit in Subsidiary Companies 124.70 44.96
Profit for the year 7,028.65 5,397.90
Earnings Per Share (`) [Nominal value per share : Re.1 (March 31, 2015 : Re.1)] 42
- Basic 7.00 5.38
- Diluted 7.00 5.38
The Notes referred are an integral part of these Consolidated Financial Statements.

This is the Consolidated Statement of Profit and Loss referred to in our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors
Firm Registration No: 012754N/ N500016

Mehul Desai Balkrishan Goenka Rajesh Mandawewala

Partner Chairman Managing Director
Membership No. 103211 DIN 00270175 DIN 00007179

Shashikant Thorat Altaf Jiwani

Company Secretary Chief Financial Officer

Place: Mumbai Place: Mumbai Place: Mumbai

Date: April 25, 2016 Date: April 25, 2016 Date: April 25, 2016

Annual Report 2015-16 | 167

CONSOLIDATED CASH FLOW STATEMENT
For the Year Ended March 31, 2016

` million
For the Year For the Year For the Year
Ended Ended Ended
March 31, 2016 March 31, 2016 March 31, 2015
A. NET CASH FROM / (USED IN) OPERATING ACTIVITIES
Profit Before exceptional and extraordinary items and tax 10,377.75 7,532.89

Adjustments for :
Depreciation and amortisation expense 3,750.17 3,329.33
Unrealised Foreign Exchange Differences (43.55) (36.16)
Loss on Sale of Fixed Assets 59.74 35.04
Profit on Redemption/ Sale of Units of Mutual Funds (41.08) (0.10)
Provision for Diminution in Value of Investments Written Back (13.34) -
Profit on Sale of Bonds/ Certificate of Deposits (14.30) (0.37)
Dividend Income (3.18) (24.54)
Liabilities / Sundry Balances Written Back (53.48) (1.54)
Provision for Doubtful Debts/ Advances (net) 22.58 1.00
Debts/ Advances Written off 1.46 4.22
Interest Income (227.88) (258.94)
Interest and Other Expenses 2,362.36 2,829.01
5,799.50 5,876.95
Operating Profit Before Working Capital Changes 16,177.25 13,409.84
Adjustments for changes in working capital :
Trade and Other Receivables (1,714.02) (358.75)
Current Liabilities and Provisions 3,709.08 797.43
Inventories (40.11) (910.28)
Loans and Advances and other Assets 799.02 (1,779.94)
2,753.97 (2,251.54)
Cash Flow Generated from Operations 18,931.22 11,158.30
Taxes Paid (net of refunds) (2,393.40) (1,767.49)
Net Cash Flow from Operating Activities 16,537.82 9,390.81

B. CASH FLOW FROM / (USED IN) INVESTING ACTIVITIES

Purchase of Fixed Assets and Capital Work-in-progress (10,597.42) (5,794.58)
Proceeds from Sale of Fixed Assets 43.98 27.46
Capital Subsidy 73.81 95.22
Investment in Fixed Deposit and Margin Money (Net) 1,111.89 (256.37)
Sales / (Purchase) of Investments (Net) 925.35 (362.37)
Dividend Received 3.18 24.54
Interest Received 426.75 195.45
Net Cash Flow used in Investing Activities (8,012.46) (6,070.65)

168 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

CONSOLIDATED CASH FLOW STATEMENT

For the Year Ended March 31, 2016

` million
For the Year For the Year For the Year
Ended Ended Ended
March 31, 2016 March 31, 2016 March 31, 2015

C. CASH FLOW FROM / (USED IN) FINANCING ACTIVITIES

Proceeds from issue of Equity Shares 0.45 3.51
Proceeds from Minority Shareholders - 17.19
Issue of Debentures ( Net of Redemption) 1,200.00 1,000.00
Proceeds from / (Repayment of) Long Term Borrowings (Net) (3,335.98) 872.23
Proceeds from / (Repayment of) Other Borrowings (Net) (2,302.34) (1,304.68)
Dividends Paid (2,027.87) (599.29)
Tax on Dividends Paid (415.49) (111.42)
Interest and Other Expenses (2,573.30) (3,126.70)
Net Cash Flow used in Financing Activities (9,454.53) (3,249.16)

(A + B + C) (929.17) 71.00

Cash and Cash Equivalents at the beginning of the year 1,989.78 1,911.11
Add : Cash and Cash Equivalents on acquisition of Subsidiaries - 7.67
Cash and Cash Equivalents at the end of the year 1,060.61 1,989.78
Net Increase / (Decrease) in Cash and Cash Equivalents (929.17) 71.00

Notes :
1. Previous years comparatives have been reclassified to conform with the current years presentation, wherever
applicable.

2. Cash and Cash Equivalents as at March 31, 2016 includes fixed deposits of ` Nil ( March 31,2015 ` 98.33 million) which
are not available for use by the Company as these are earmarked for the repayment of borrowings.

This is the Consolidated Cash Flow referred to in our report of the even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors
Firm Registration No: 012754N/ N500016

Mehul Desai Balkrishan Goenka Rajesh Mandawewala

Partner Chairman Managing Director
Membership No. 103211 DIN 00270175 DIN 00007179

Shashikant Thorat Altaf Jiwani

Company Secretary Chief Financial Officer

Place: Mumbai Place: Mumbai Place: Mumbai

Date: April 25, 2016 Date: April 25, 2016 Date: April 25, 2016

Annual Report 2015-16 | 169

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

1. GENERAL INFORMATION
Welspun India Limited (WIL or the Company) is a leading manufacturer of wide range of home textile
products, mainly terry towels, bed linen products and rugs. The Company is a public limited company
and is listed on the Bombay Stock Exchange (BSE) and the National Stock Exchange (NSE).

1.1 The Subsidiary companies considered in the consolidated financial statements are:
Relationship % Voting Relationship % Voting
Country of As At Power held As At Power held
Name of the Company
Incorporation March 31, 2016 As At March 31, 2015 As At
March 31, 2016 March 31, 2015
Anjar Integrated Textile Park Private India Subsidiary 100.00 Subsidiary 100.00
Limited (AITP)
Welspun Anjar SEZ Private Limited India Subsidiary 100.00 Subsidiary 100.00
(WASEZ)
Besa Developers and Infrastructure India Subsidiary 100.00 Subsidiary 100.00
Private Limited (BESA)
Welspun Global Brands Limited India Subsidiary 98.03 Subsidiary 98.03
(WGBL) (formerly known as Welspun
Retail Limited)
Welspun USA Inc. (WUSA) U.S.A. Subsidiary 98.64 Subsidiary 98.64
Welspun Captive Power Generation India Subsidiary 68.00 Subsidiary 68.00
Limited (WCPGL)
Welspun Decorative Hospitality LLC U.S.A. - - Subsidiary 98.64
(WDHL) (Held through WUSA)*
Welspun Holdings Private Limited, Cyprus Subsidiary 98.17 Subsidiary 98.17
Cyprus (WHPL)
Welspun Home Textiles UK Limited U.K. Subsidiary 98.17 Subsidiary 98.17
(WHTUKL) (Held through WHPL)
CHT Holdings Limited (CHTHL) U.K. Subsidiary 98.17 Subsidiary 98.17
(Held through WHTUKL)
Christy Home Textiles Limited (CHTL) U.K. Subsidiary 98.17 Subsidiary 98.17
(Held through CHTHL)
Christy Europe GmbH Germany Subsidiary 98.17 Subsidiary 98.17
(Held through CHTL)
Welspun UK Limited (WUKL) U.K. Subsidiary 98.17 Subsidiary 98.17
(Held through CHTL)
Christy 2004 Limited U.K. Subsidiary 98.17 Subsidiary 98.17
(Held through WUKL)
Christy Lifestyle LLC (Held through U.S.A. Subsidiary 98.17 Subsidiary 98.17
WUKL)
Christy UK Limited (CUKL) U.K. Subsidiary 98.17 Subsidiary 98.17
(Held through CHTL)
ER Kingsley (Textiles) Limited U.K. Subsidiary 98.17 Subsidiary 98.17
(Held through CHTL)
Welspun Mauritius Enterprises Limited Mauritius Subsidiary 98.03 Subsidiary 98.03
(WMEL)
Novelty Home Textiles S A DE C V Mexico Subsidiary 98.03 Subsidiary 98.03
(Held through WMEL)
Welspun Zucchi Textiles Limited India Subsidiary 100.00 Subsidiary 100.00
(WZTL)
Welspun Flooring Limited (WFL)** India Subsidiary 100.00 - -
* On June 8, 2015, Welspun Decorative Hospitality LLC (WDHL) was liquidated.
** On March 1, 2016, Welspun Flooring Limited (WFL) was incorporated as 100% Subsidiary Company.

170 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

1.2 ADDITIONAL INFORMATION MANDATED BY SCHEDULE III OF THE COMPANIES ACT, 2013
REGARDING SUBSIDIARY COMPANIES AND JOINT VENTURE COMPANY CONSIDERED IN THE
CONSOLIDATED FINANCIAL STATEMENTS:
` million
March 31, 2016 March 31, 2015
Net Assets / (Net liabilities) Share in profit / (loss) Net Assets / (Net liabilities) Share in profit / (loss)
i.e., total assets minus total i.e., total assets minus total
liabilities liabilities
Name of Entity
As a % of Amount As a % of Amount As a % of Amount As a % of Amount
consolidated (` million) consolidated (` million) consolidated (` Million) consolidated (` Million)
net assets / profit / net assets / profit /
(liabilities) (loss) (liabilities) (loss)
Parent
Welspun India Limited 94.51% 18,785.07 85.61% 6,017.26 100.05% 14,325.84 94.51% 5,101.36
Subsidiaries
Indian
Welspun Global Brands Limited 16.61% 3,301.79 9.87% 693.63 16.62% 2,380.27 9.12% 492.42
Welspun Zucchi Textiles Limited 0.49% 96.52 0.00% (0.09) 0.67% 96.61 (0.01%) (0.54)
(from January 30, 2015)
Besa Developers and Infrastructure (0.07%) (14.47) 0.00% 0.06 (0.10%) (14.53) 0.00% 0.06
Private Limited
Anjar Integrated Textile Park 0.00% 0.10 0.00% - 0.00% 0.10 0.00% -
Private Limited
Welspun Anjar SEZ Private Limited 11.91% 2,366.32 (0.13%) (9.43) 15.34% 2,196.38 (0.06%) (3.12)
Welspun Captive Power 6.85% 1,362.15 4.68% 328.95 8.04% 1,151.71 2.04% 110.26
Generation Limited
Welspun Flooring Limited 0.00% 0.10 0.00% - - - - -
Foreign
Welspun Holdings Private Limited 2.27% 451.02 (0.01%) (0.44) 3.15% 451.37 0.01% 0.41
Welspun Home Textiles UK Limited 1.61% 319.48 (0.04%) (2.84) 2.30% 329.98 (0.06%) (3.28)
Welspun Mauritius Enterprises 0.27% 53.98 (0.01%) (0.73) 0.38% 54.52 (0.01%) (0.69)
Limited
Novelty Home Textiles S A DE C V (0.02%) (4.13) 0.00% - (0.03%) (4.39) 0.12% 6.48
CHT Holdings Limited* 2.51% 499.18 1.24% 87.18 2.95% 422.71 0.43% 23.00
Welspun USA Inc.* 4.42% 879.23 4.44% 312.08 4.57% 654.28 4.02% 216.97
Joint Venture
Indian
Welspun Zucchi Textiles Limited - - - - - - (0.03%) (1.40)
(upto January 29, 2015)
Inter-company Elimination & (38.81%) (7,716.84) (3.87%) (272.28) (51.32%) (7,348.16) (9.25%) (499.07)
Consolidation Adjustments
Minority Interest in all subsidiaries (2.52%) (502.92) (1.77%) (124.70) (2.64%) (378.21) (0.83%) (44.96)
100.00% 19,876.58 100.00% 7,028.65 100.00% 14,318.48 100.00% 5,397.90
*Amounts after consolidation with their subsidiaries

2. SUMMARY OF SIGNIFICANT ACCOUNTING till the standards of accounting or any

POLICIES addendum thereto are prescribed by
2.1 Basis of Preparation Central Government in consultation and
These consolidated financial statements recommendation of the National Financial
have been prepared in accordance with the Reporting Authority, the existing Accounting
generally accepted accounting principles in Standards notified under the Companies Act,
India under the historical cost convention 1956 shall continue to apply.
on accrual basis, except for certain tangible
assets which are being carried at revalued Consequently, these financial statements
amounts. Pursuant to section 133 of the have been prepared to comply in all material
Companies Act, 2013 read with Rule 7 of aspects with the accounting standards
the Companies (Accounts) Rules, 2014, notified under Section 211(3C) [Companies

Annual Report 2015-16 | 171

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

(Accounting Standards) Rules, 2006, as Minority Interest in the net assets of

amended] and other relevant provisions of consolidated subsidiaries consist of :
the Companies Act, 2013 and Accounting
Standard 30, Financial Instruments:  The amount of equity attributable
Recognition and Measurement issued by the to minorities at the date on which
Institute of Chartered Accountants of India investment in a subsidiary is made; and
to the extent it does not contradict any other
accounting standard referred to in sub-  The minorities share of movements
section (3C) of Section 211 of the Act. in equity since the date the parent
subsidiary relationship comes into
The Ministry of Corporate Affairs (MCA) existence
has notified the Companies (Accounting
Standards) Amendment Rules, 2016 vide In the consolidated financial statements,
its notification dated March 30, 2016. The the Company has reported its interest in
said notification read with Rule 3(2) of the joint venture companies under AS-27
the Companies (Accounting Standards) using proportionate consolidation method
Rules, 2006is applicable to accounting whereby the Companys share of each of
period commencing on or after the date of the assets, liabilities, income and expenses
notification i.e. April 1, 2016 of the jointly controlled entities is reported
as separate line items, after eliminating
All assets and liabilities have been classified proportionate unrealised profits or losses
as current or non-current as per the Groups attributable to the interest of the Company.
normal operating cycle and other criteria
set out in the Revised Schedule III to the The consolidated Statement of Profit and
Companies Act, 2013. Based on the nature Loss reflects the investors share of the
of products and the time between the results of operations of the investee.
acquisition of assets for processing and their
realisation in cash and cash equivalents, the The consolidated financial statements have
group has ascertained its operating cycle as been prepared using uniform accounting
12 months for the purpose of current or non- policies for like transactions and other events
current classification of assets and liabilities. in similar circumstances and are prepared to
the extent possible, in the same manner as
2.2 Principles of Consolidation the Companys separate financial statements.
The consolidated financial statements relate
to Welspun India Limited (the Company), 2.3 Tangible Assets
its subsidiary companies and joint venture Tangible Assets except land are stated
company (together the Group). The at cost (net of cenvat credit, wherever
consolidated financial statements have been applicable) less accumulated depreciation
prepared on the following basis: and impairment losses, if any.

The financial statements of the Company Subsequent expenditures related to an item

and its subsidiary companies have been of fixed asset are added to its book value
combined on a line-by-line basis by adding only if they increase the future benefits from
together the book values of like items of the existing asset beyond its previously
assets, liabilities, income and expenses, after assessed standard of performance.
fully eliminating intra-group balances, intra-
group transactions and resulting unrealised Losses arising from the retirement of, and
profits or losses on intra-group transactions. gains or losses arising from disposal of
fixed assets which are carried at cost are
The difference between the cost of recognised in the Statement of Profit and
investment in the subsidiaries over the Loss.
Companys portion of equity of the
subsidiary is recognised in the financial Depreciation on tangible assets, other than
statements as Goodwill or Capital Reserve. plant and machinery (except electrical

172 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

installations), is provided on straight-line or production of qualifying assets, which

method over the estimated useful lives. are assets that necessarily take a substantial
Assets Useful Life period of time to get ready for their intended
Factory Building 28 use or sale, are added to the cost of those
Residential and Other Buildings 30 - 58 assets, until such time as the assets are
Vehicles 5 -10 substantially ready for their intended
Electrical Installation 10 use or sale. All other borrowing costs are
Furniture and Fixtures 10 recognised in Statement of Profit and Loss in
Office Equipment 5 the period in which they are incurred.
Computers 34
Roads, fencing, ashpond, etc. 3- 5 2.6 Investments
Investments that are readily realisable and
Plant and Machinery (except electrical are intended to be held for not more than
installations) is depreciated on written down one year from the date, on which such
value method over the useful life ranging investments are made, are classified as
between 7.5 years to 20 years. current investments. All other investments
are classified as long term investments.
Depreciation on additions/ deletions to fixed Current investments are carried at cost or
assets is calculated pro-rata from/ up to the fair value, whichever is lower. Long-term
date of such additions/ deletions. investments are carried at cost. However,
provision for diminution is made to recognise
Amortisation of leasehold improvements a decline, other than temporary, in the value
is computed on the straight line method of the investments, such reduction being
over the term of the related lease including determined and made for each investment
extensions which are reasonably expected to individually.
occur, which is not in excess of the estimated
useful lives of such improvements. 2.7 Inventories
Inventories are stated at lower of cost and
2.4 Intangible Assets net realisable value.
Intangible Assets are stated at acquisition
cost, net of accumulated amortization Cost of raw materials (includes packing
and accumulated impairment losses, if material) and stores and spares is
any. Intangible assets include computer determined on weighted average basis. Cost
software which is amortised on the straight- of traded goods is determined on weighted
line method over a period of five years. average basis. Cost of work-in-progress and
Cost of software includes license fees and finished goods comprises of raw material,
implementation/ integration expenses. direct labor, other direct costs and related
production overheads. Net realisable value
Goodwill arising on consolidation of a certain is the estimate of the selling price in the
subsidiary sub-group is amortised on a ordinary course of the business, less the
straight line basis over its estimated useful estimated costs of completion and the
economic life of 20 years. Further, goodwill estimated costs necessary to make the sale.
on consolidation is tested for impairment on
an annual basis. 2.8 Current Tax and Deferred Tax
Tax expense for the period, comprising
2.5 Borrowing Costs current tax and deferred tax, are included
Borrowing costs include interest, other costs in the determination of the net profit or loss
incurred in connection with borrowing and for the period. Current tax is measured at
exchange differences arising from foreign the amount expected to be paid to the tax
currency borrowings to the extent they are authorities in accordance with the taxation
regarded as an adjustment to the interest laws prevailing in the respective jurisdictions.
cost.
Deferred tax is recognised for all the timing
General and specific borrowing costs directly differences, subject to the consideration of
attributable to the acquisition, construction prudence in respect of deferred tax assets.

Annual Report 2015-16 | 173

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

Deferred tax assets are recognised and does not carry any further obligations, apart
carried forward only to the extent that there from the contributions made on a monthly
is a reasonable certainty that sufficient future basis.
taxable income will be available against
which such deferred tax assets can be Superannuation Fund
realised. Deferred tax assets and liabilities Contribution towards superannuation
are measured using the tax rates and tax fund for certain employees is made to an
laws that have been enacted or substantively insurance company where the group has
enacted by the Balance Sheet date. At each no further obligations. Such benefits are
Balance Sheet date, the group reassesses classified as Defined Contribution Schemes
unrecognised deferred tax assets, if any. as the group does not carry any further
obligations, apart from contribution made on
Deferred tax assets arising in situations monthly basis.
where there are brought forward losses and
unabsorbed depreciation as per the Income Gratuity
Tax Act, 1961, of India, are recognized only Certain companies in the Group provide
when there is a virtual certainty supported for gratuity, a defined benefit plan (the
by convincing evidence that such assets will Gratuity Plan) covering eligible employees
be realized. in accordance with the Payment of Gratuity
Act, 1972. The Gratuity Plan provides a
Current tax assets and current tax liabilities lump sum payment to vested employees
are offset when there is a legally enforceable at retirement, death, incapacitation or
right to set off the recognised amounts termination of employment, of an amount
and there is an intention to settle the asset based on the respective employees salary
and the liability on a net basis. Deferred tax and the tenure of employment. The entities
assets and deferred tax liabilities are offset liabilities are actuarially determined (using
when there is a legally enforceable right to the Projected Unit Credit method) at the
set off assets against liabilities representing end of each year. Actuarial losses/gains are
current tax and where the deferred tax recognised in the Statement of Profit and
assets and the deferred tax liabilities relate Loss in the year in which they arise.
to taxes on income levied by the same
governing taxation laws. Gratuity Fund is recognised by the income
tax authorities and is administered through
Minimum Alternative Tax (MAT) credit is trustees. The Employees Gratuity Trust
recognised as an asset only when and to takes group gratuity policies with insurance
the extent there is convincing evidence that companies.
the Company will pay normal income tax
during the specified period. Such asset is Compensated Absences
reviewed at each Balance Sheet date and the Accumulated compensated absences, which
carrying amount of the MAT credit asset is are expected to be availed or encashed
written down to the extent there is no longer within 12 months from the end of the year
a convincing evidence to the effect that the end are treated as short term employee
Company will pay normal income tax during benefits. The obligation towards the
the specified period. same is measured at the expected cost of
accumulating compensated absences as the
2.9 Employee Benefits additional amount expected to be paid as
Provident Fund and other Social Security funds a result of the unused entitlement as at the
Contribution towards provident fund, year end.
employees state insurance fund, employees
pension scheme and various other social Accumulated compensated absences, which
security funds are generally administered are expected to be availed or encashed
by the respective Government authorities in beyond 12 months from the end of the year
respect of which the group has no further end are treated as other long term employee
obligations. Such benefits are classified as benefits. The Companys entitys liability is
Defined Contribution Schemes as the group actuarially determined (using the Projected

174 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

Unit Credit method) at the end of each year. contracts are recognised in the Statement
Actuarial losses/ gains are recognised in the of Profit and Loss in the reporting period in
Statement of Profit and Loss in the year in which the exchange rates change. Any profit
which they arise. or loss arising on cancellation or renewal
of such a forward exchange contract is
2.10 Foreign Currency Translation recognised as income or as expense for the
Initial Recognition period.
In respect of the Company, its subsidiaries
incorporated in India and its jointly controlled In respect of forward exchange contracts
entity, all foreign currency transactions are taken to hedge the risks associated with
recorded by applying to the foreign currency foreign currency fluctuations relating to firm
amount the exchange rate between the commitments and highly probable forecast
reporting currency and the foreign currency transactions and interest rate swaps, the
at the date of the transaction. group has adopted Accounting Standard
30 Financial Instruments: Recognition
Subsequent Recognition and Measurement. Accordingly, forward
As at the reporting date, non-monetary exchange contracts relating to firm
items which are carried in terms of historical commitments and highly probable forecast
cost denominated in a foreign currency are transactions and interest rate swaps are fair
reported using the exchange rate at the date valued at each reporting date.
of the transaction. All non-monetary items
which are carried at fair value or other similar Changes in the fair value of these hedging
valuation denominated in a foreign currency instruments that are designated and
are reported using the exchange rates that considered as effective hedges of highly
existed when the values were determined. probable forecasted transactions are
All monetary assets and liabilities in recognised directly in shareholders funds
foreign currency are restated at the end of under Hedging Reserve Account to be
accounting period. recognised in the Statement of Profit and
Loss when the underlying transaction occurs
Exchange differences on restatement of all Changes in the fair value of the hedging
other monetary items are recognised in the instruments that do not qualify for hedge
Statement of Profit and Loss. accounting are recognised in the Statement
of Profit and Loss as they arise.
Translation of foreign operations
Foreign operations are classified as either 2.11 Revenue Recognition
integral or non-integral operation. (a) Sale of Products: Sales are recognised
Exchange differences arising on a monetary when the significant risks and rewards of
item that, in substance, forms part of an ownership in the goods are transferred
enterprises net investment in a non-integral to the buyer as per the terms of the
foreign operation are accumulated in the contract and are recognised net of trade
Foreign Currency Translation Reserve until discounts, rebates, sales taxes and excise
the disposal of the net investment, at which duties. Domestic sales are recognised
time they are recognised as income or as on dispatch to customers. Export sales
expenses. are recognised on the date of cargo
receipts, bill of lading or other relevant
Forward Exchange Contracts and Swaps documents, in accordance with the terms
In respect of forward exchange contracts, and conditions for sales.
other than forward exchange contracts in
respect of firm commitments and highly (b) Revenue from supply of power is
probable forecast transactions, the premium recognised on an accrual basis based on
or discount arising at the inception of the billing to customers in accordance
forward exchange contract, is amortised with the terms of agreements entered
as expense or income over the life of the with them. Revenue from supply of
contract. Exchange differences on such steam is recognised on an accrual basis.

Annual Report 2015-16 | 175

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

(c) Export Benefits: In case of sale made by value in use. Value in use is the present value
the Company as Support Manufacturer, of estimated future cash flows expected to
export benefits arising from Duty arise from the continuing use of an asset and
Entitlement Pass Book (DEPB), Duty from its disposal at the end of its useful life.
Drawback scheme, Merchandise Export For the purpose of assessing impairment,
Incentive Scheme and Focus Market the recoverable amount is determined for
Scheme are recognised on export of an individual asset, unless the asset does
such goods in accordance with the not generate cash inflows that are largely
agreed terms and conditions with independent of those from other assets or
customers. In case of direct exports groups of assets. The smallest identifiable
made by the Company, export benefits group of assets that generates cash
arising from DEPB, Duty Drawback inflows from continuing use that are largely
scheme, Merchandise Export Incentive independent of the cash inflows from other
Scheme and Focus Market Scheme assets or groups of assets, is considered as a
are recognised on shipment of direct cash generating unit (CGU). An asset or CGU
exports. whose carrying value exceeds its recoverable
amount is considered impaired and is written
2.12 Other Income down to its recoverable amount. Assessment
Interest: Interest income is recognised on a is also done at each balance sheet date
time proportion basis taking into account the as to whether there is any indication that
amount outstanding and the rate applicable. an impairment loss recognised for an
asset in prior accounting periods may no
Dividend: Dividend income is recognised longer exist or may have decreased. An
when the right to receive dividend is impairment loss is reversed to the extent
established. that the assets carrying amount does not
exceed the carrying amount that would have
Income on Statusholder Incentive Scheme been determined if no impairment loss had
is recognised when the license is actually previously been recognised.
utilised against purchase of Plant and
Machinery 2.15 Provisions and Contingent Liabilities
Provisions: Provisions are recognised when
2.13 Government Grants there is a present obligation as a result of a
Government grants are accounted for past event, it is probable that an outflow of
when it is reasonably certain that ultimate resources embodying economic benefits will
collection will be made. Capital grants be required to settle the obligation and there
relating to specific assets granted under is a reliable estimate of the amount of the
the Technology Upgradation Fund Scheme obligation. Provisions are measured at the
(TUFS) are reduced from the gross value best estimate of the expenditure required to
of the Fixed Assets. Revenue grants, in settle the present obligation at the Balance
the nature of interest subsidy are adjusted Sheet date and are not discounted to its
against interest expense. Revenue grants, present value.
in the nature of Sales Tax benefits are
recognized in the Statement of Profit and Contingent Liabilities: Contingent liabilities
Loss on a systematic/ appropriate basis. are disclosed when there is a possible
obligation arising from past events, the
2.14 Impairment existence of which will be confirmed only
Assessment is done at each balance sheet by the occurrence or non-occurrence of
date as to whether there is any indication one or more uncertain future events not
that an asset (tangible and intangible) may wholly within the control of the company or
be impaired. If any such indication exists, a present obligation that arises from past
an estimate of the recoverable amount of events where it is either not probable that an
the asset/cash generating unit is made. outflow of resources will be required to settle
Recoverable amount is higher of an assets or or a reliable estimate of the amount cannot
cash generating units net selling price and its be made.

176 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

2.16 Employees Stock Option Schemes of Profit and Loss in the period in which they
Equity settled stock options granted are incurred.
under Employee Stock Option Schemes
are accounted for as per the accounting 2.18 Cash and Cash Equivalents
treatment prescribed by the Guidance Note In the cash flow statement, cash and cash
on Employee Share-based Payments issued equivalents include cash in hand, demand
by the Institute of Chartered Accountants deposits with banks and other short-term
of India as required by the Securities and highly liquid investments with original
Exchange Board of India (Share Based maturities of three months or less.
Employee Benefits) Regulation, 2014.
2.19 Earnings Per Share
2.17 Leases Basic earnings per share are calculated by
As a lessee: dividing the net profit or loss for the period
Leases in which a significant portion of the attributable to equity shareholders by the
risks and rewards of ownership are retained weighted average number of equity shares
by the lessor are classified as operating outstanding during the period. Earnings
leases. Payments made under operating considered in ascertaining the Companys
leases are charged to the Statement of Profit earnings per share is the net profit for the
and Loss on a straight-line basis over the period after deducting preference dividends
period of the lease. and any attributable tax thereto for the
period, if any. The weighted average number
As a lessor: of equity shares outstanding during the
The Group has leased certain tangible period and for all periods presented is
assets and such leases where the Group adjusted for events, such as bonus shares,
has substantially retained all the risks and other than the conversion of potential equity
rewards of ownership are classified as shares, that have changed the number
operating leases. Lease income on such of equity shares outstanding, without a
operating leases are recognised in the corresponding change in resources. For the
Statement of Profit and Loss on a straight purpose of calculating diluted earnings per
line basis over the lease term which is share, the net profit or loss for the period
representative of the time pattern in which attributable to equity shareholders and
benefit derived from the use of the leased the weighted average number of shares
asset is diminished. Initial direct costs are outstanding during the period is adjusted
recognised as an expense in the Statement for the effects of all dilutive potential equity
shares.

3. SHARE CAPITAL
` million
As At As At
March 31, 2016 March 31, 2015
Authorised
1,555,000,000 (March 31, 2015 : 155,500,000) Equity Shares of Re. 1 each. (March 31, 1,555.00 1,555.00
2015 : ` 10 each) (Refer Note (a) below)
1,555.00 1,555.00

Issued, Subscribed and Paid Up

1,004,725,150 (March 31, 2015 : 100,459,915) Equity Shares of ` 1 each fully paid up. 1,004.73 1,004.60
(Refer Note (a) below)
1,100 Less : Adjustment for 1,100 (March 31, 2015 : 110) Equity Shares * *
shares of Welspun India Limited held by Welspun Zucchi Textiles
Limited, a 100% subsidiary
1,004,724,050 TOTAL 1,004.73 1,004.60
* Amount is below the rounding norms adopted by the Company

Annual Report 2015-16 | 177

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

(a) Reconciliation of number of shares

Equity Shares :
March 31, 2016 March 31, 2015
Number of Amount Number of Amount
Shares (` million) Shares (` million)
Balance as at the beginning of the year 100,459,805 1,004.60 100,346,465 1,003.47
Add : Shares issued to Employees under Employee Stock 12,600 0.13 113,400 1.13
Option Scheme (Refer Note 35 )
Add : Sub-division of equity shares having face value of 904,251,645 - - -
` 10 per share into ten equity shares having face value of
Re. 1 per share (Refer Note 3 (a ) (1) )
Less : Adjustment for Equity Shares of Welspun India - - 60 *
Limited held by Welspun Zucchi Textiles Limited
Balance as at the end of the year 1,004,724,050 1,004.73 100,459,805 1,004.60
* Amount is below the rounding norms adopted by the Company

Note 3 (a) (1)

The Board of Directors of the Company at its meeting held on February 2, 2016 has approved the sub-division
of equity shares of the Company having a face value of ` 10 per share into 10 equity shares having a face value
of Re. 1 each. This has been approved by the shareholders at their meeting held on March 4, 2016.

(b) Shares held by holding company and subsidiary of holding company (Holding company as defined in
AS-18 : Related Party Disclosure)
March 31, 2016 March 31, 2015
Number of Amount Number of Amount
Shares (` million) Shares (` million)
Equity Shares :
Krishiraj Trading Limited 505,098,770 505.10 50,509,877 505.10
Welspun Infra Developers Limited (Formerly known as 27,497,730 27.50 2,749,773 27.50
Welspun Infra Developers Private Limited) (a 78.66%
subsidiary of Goldenarch Estate Private limited which in
turn is a 94.37% subsidiary of Krishiraj Trading Limited)
532,596,500 532.60 53,259,650 532.60

(c) Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company
March 31, 2016 March 31, 2015
Number of Amount Number of Amount
Shares (` million) Shares (` million)
Equity Shares :
Welspun Mercantile Limited 112,465,760 11.20 11,246,576 11.20
Welspun Wintex Limited 84,252,910 8.39 8,425,291 8.39
Krishiraj Trading Limited 505,098,770 50.28 50,509,877 50.28

(d) Rights, preferences and restrictions attached to liquidation, the equity shareholders are eligible
shares to receive the remaining assets of the Company
Equity Shares: after distribution of all preferential amounts, in
The Company has one class of equity shares proportion to their shareholding.
having a par value of Re. 1 (March 31, 2015 :
` 10) per share. Each shareholder is eligible (e) Shares allotted as fully paid-up pursuant to
for one vote per share held. The dividend, in contract(s) without payment being received
in cash (during 5 years immediately preceding
case proposed by the Board of Directors is
March 31, 2016):
subject to the approval of the shareholders in
the ensuing Annual General Meeting, except 1 0,475,496 equity shares of ` 10 each fully paid
in case of interim dividend. In the event of were issued in January 2013 to the erstwhile

178 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

shareholders of Welspun Global Brands Limited (Formerly known as Welspun Retail Limited) pursuant
to the composite scheme of arrangement between Welspun Global Brands Limited, the Company and
Welspun Retail Limited without payment being received in cash.

(f) Shares reserved for issue under options

Refer Note 35 for details of shares to be issued under the Employee Stock Option Plan

4. RESERVES AND SURPLUS

` million
As At As At
March 31, 2016 March 31, 2015
Capital Redemption Reserve
Balance as at the beginning of the year 488.38 478.38
Add : Transferred from Surplus in the Statement of Profit & Loss during the year - 10.00
Balance as at the End of the Year 488.38 488.38

Debenture Redemption Reserve

Balance as at the beginning of the year - -
Add : Transferred from Surplus in the Statement of Profit & Loss during the year 55.00 -
Balance as at the End of the Year 55.00 -

Capital Reserve
Balance as at the beginning of the year 1,474.73 1,474.73
Add : Additions during the year - -
Balance as at the End of the Year 1,474.73 1,474.73

Securities Premium Account

Balance as at the beginning of the year 3,237.80 3,234.90
Add : Additions during the year 0.32 2.90
Balance as at the End of the Year 3,238.12 3,237.80

Hedging Reserve Account

Balance as at the Beginning of the Year 339.33 1,137.84
Add : Gain recognised in Hedging Reserve during the Year (Net) 525.71 663.69
Less : Transferred to Statement of Profit and Loss 297.81 1,462.20
Balance as at the End of the Year 567.23 339.33

Foreign Exchange Translation Reserve

Balance as at the beginning of the year (567.40) (527.51)
Add : Additions on Translation of Financial Statements of Foreign subsidiaries (Net) (88.88) (39.89)
Balance as at the End of the Year (656.28) (567.40)

General Reserve
Balance as at the beginning of the year 711.39 201.25
Add : Additions during the year - 510.14
Balance as at the End of the Year 711.39 711.39

Surplus in Statement of Profit and Loss

Balance as at the beginning of the year 7,629.65 4,093.31
Less : Adjustment for written down value of fixed assets fully depreciated as at April
- (72.95)
1, 2014 on revision of useful life (net of tax) [Refer Note (a) below]
Add : Profit for the year 7,028.65 5,397.90
14,658.30 9,418.26
Less : Appropriations
Interim dividend on Equity Shares for the year 1,255.91 301.28
Dividend distribution tax on Interim dividend on Equity Shares 242.05 60.24

Annual Report 2015-16 | 179

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

` million
As At As At
March 31, 2016 March 31, 2015
Proposed final dividend on Equity Shares for the year [Refer Note (b) below] 50.24 753.45
Dividend distribution tax on proposed Final dividend on Equity Shares 10.23 153.38
Final Dividend on Equity Shares for Previous Year (2014-15) on incremental shares 0.03 0.10
Dividend distribution tax on final dividend on incremental shares 0.01 0.02
Proposed final dividend on Preference Shares for the year 31.50 -
Dividend distribution tax on Proposed dividend on Preference Shares 20.05 -
Transfer to Debenture Redemption Reserve 55.00 -
Transfer to General Reserve - 510.14
Transfer to Capital Redemption Reserve - 10.00
Balance as at the End of the Year 12,993.28 7,629.65
TOTAL 18,871.85 13,313.88

Note:
(a) During previous year, the Company and some of its subsidiaries realigned the remaining useful lives of
few assets in accordance with the rates prescribed under Schedule II to the Act. Consequently, in case
of assets which had completed their useful lives (prescribed under Schedule II to the Act), the carrying
value (net value) as at April 1, 2014 amounting to ` 72.95 million (net of deferred tax of ` 38.02 million)
was adjusted to Reserves and Surplus and in case of other assets the carrying value (net of residual
value) is being depreciated over the revised remaining useful lives.

(b) The Board of Directors at their meeting held on April 25, 2016 recommended Final Dividend of ` 0.05
per equity share having nominal value of ` 1 per share.

5. LONG-TERM BORROWINGS
` million
As At As At
March 31, 2016 March 31, 2015
Debentures :
10.40% Redeemable Non-convertible Debentures [Refer Note (a) (i) below] - 1,000.00
9.84% Redeemable Non-Convertible Debentures [Refer Note (a) (ii) below] 1,980.00 -

Secured :
Term Loans :
Rupee Term Loans from Banks [Refer Note (b) below] 15,853.19 12,760.50
Foreign Currency Loans from Banks [Refer Note (c) below] - 1,177.35
Loan from Financial Institutions [Refer Note (b) below] - 877.50

Unsecured :
Loan from Others [Refer Note(d) below] 3.65 11.70
From Banks [Refer Note (d) below] 40.31 119.21
TOTAL 17,877.15 15,946.26

(a) Nature of security and terms of repayment for secured debentures :

(i) The Company allotted 1,000 debentures on March 31, 2015 aggregating to ` 1,000 million, which
carry interest rate of 10.40% p. a. payable half yearly. These debentures were redeemable at the end
of 3 years from the date of allotment. However, the same have been redeemed on May 19, 2015.

(ii) On March 30, 2016, a subsidiary issued 2,200 rated, listed, secured, redeemable, Non-Convertible
Debentures of ` 1,000,000 each aggregating to ` 2,200 million. The debentures bear an interest at an
agreed upon annual rate of 9.84% compounded monthly and payable annually. The debentures are
secured by way of first charge on immovable properties and hypothecation over the bank accounts,
investments and any accruals or profits accumulating as a result of such investments and movable
fixed assets of the subsidiary. These Debentures were subsequently listed on the Wholesale Debt
Market Segment of the National Stock Exchange (NSE) on April 13, 2016.

180 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

STRPP Structure and Redemption of Non Convertible Debentures are set out as below:
` million
STRPP Redemption Date Amount
1 At the end of the 1st year from date of allotment i.e. March 30, 2017. (shown as Debentures 220
Redeemable within One Year under Note 11 "Other Current Liabilities")
2 At the end of the 2nd year from date of allotment i.e. March 30, 2018. 220
3 At the end of the 38th month from date of allotment i.e. May 30, 2019. 880
4 At the end of the 5th year from date of allotment i.e. March 30, 2021. 880

(b) Nature of security and terms of repayment for secured borrowings (other than debentures) :

Nature of Security Terms of Repayment*

1 Rupee term loan amounting to ` 1,228.12 million (March Repayable in 30 quarterly installments commencing from
31, 2015 : ` 1,362.99 million) is secured by first pari passu January 2012 Last installment due in April 2019.
charge over the present and future fixed assets, all
movable and immovable properties and second pari passu
charge over current assets of the Company.

2 Rupee term loan amounting to ` 608.39 million (March Repayable in 28 quarterly installments commencing from
31, 2015 : ` 628.44 million) is secured by first pari passu June 2013 Last installment due in March 2020.
charge over the present and future fixed assets, all
movable and immovable properties and second pari passu
charge over current assets of the Company.

3 Rupee term loan amounting to ` 222.66 million (March Repayable in 32 quarterly installments commencing from
31, 2015 : ` 229.82 million) is secured by first pari passu April 2014 Last installment due in December 2021.
charge over the present and future fixed assets, all
movable and immovable properties and second pari passu
charge over current assets of the Company.

4 Rupee term loan amounting to ` 3,341.49 million (March Repayable in 28 quarterly installments commencing from
31, 2015 : ` 3,524.14 million) is secured by first pari passu December 2014 Last installment due in September 2021.
charge over the present and future fixed assets, all
movable and immovable properties and second pari passu
charge over current assets of the Company.

5 Rupee term loan amounting to ` 1,072.86, million (March Repayable in 28 quarterly installments commencing from
31, 2015 : ` 1,133.41 million)is secured by first pari passu January 2015 Last installment due in October 2021.
charge over the present and future fixed assets, all
movable and immovable properties and second pari passu
charge over current assets of the Company.

6 Rupee term loan amounting to ` 228.12 (March 31, 2015 Repayable in 28 quarterly installments commencing from
: ` 239.76 million)** is secured by first pari passu charge June 2014 Last installment due in March 2021.
over the present and future fixed assets, all movable and
immovable properties and second pari passu charge over
current assets of the Company.

7 Rupee term loan amounting to ` 7,503.88 million (March Repayable in 30 quarterly installments commencing from
31, 2015 : ` 4,027.11 million) is secured by first pari passu January 2016 Last installment due in June 2023.
charge over the present and future fixed assets, all
movable and immovable properties and second pari passu
charge over current assets of the Company.

8 Rupee term loan amounting to ` 2,384.60 million (March Repayable in 31 quarterly installments commencing from
31, 2015 : ` 62.50) is secured by first pari passu charge March 2017 Last installment due in September 2024.
over the present and future fixed assets, all movable and
immovable properties and second pari passu charge over
current assets of the Company.

Annual Report 2015-16 | 181

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

Nature of Security Terms of Repayment*

9 Rupee term loan amounting to ` 46.40 million (March Repayable in 30 quarterly installments commencing from
31, 2015 : ` Nil) is secured by first pari passu charge over February 2018 Last installment due in May 2025.
the present and future fixed assets, all movable and
immovable properties and second pari passu charge over
current assets of the Company.

10 Rupee term loan amounting to ` 12.13 million (March 31, Repayable in 31 quarterly installments commencing from
2015 : ` Nil) is secured by first pari passu charge over March 2018 Last installment due in June 2025.
the present and future fixed assets, all movable and
immovable properties and second pari passu charge over
current assets of the Company.
11 Rupee term loan amounting to ` Nil (March 31, 2015 : ` Repayable in 28 quarterly installments commencing from
3,786.04 million) is secured by first pari passu charge April 2009 Last installment was due in January 2016.
over the present and future fixed assets, all movable and
immovable properties and second pari passu charge over
current assets of the Company.

12 Rupee term loan amounting to ` Nil (March 31, 2015 : ` Repayable in 28 quarterly installments commencing from
260 million) is secured by first pari passu charge over April 2009 Last installment was due in January 2016.
the present and future fixed assets, all movable and
immovable properties and second pari passu charge over
current assets of the Company.

13 Rupee term loan from financial institution amounting to ` The Term Loan was originally repayable in 20 quarterly
Nil (March 31, 2015 : ` 900 million) is secured by first pari installments commencing from March 2016.Last
passu charge over the present and future fixed assets, all installment was due in December 2020. The Company
movable and immovable properties and second pari passu has repaid whole amount of loan on May 28, 2015.
charge over current assets of the Company.

14 Rupee term loan amounting to ` Nil (March 31, 2015 : ` The Term Loan was originally Re-payable in 32 Quarterly
2,586.80 million) in a subsidiary is secured by first pari equal instalments commencing from April 30, 2014,
passu charge over the present and future fixed assets, all Rate of Interest 12.25% - 12.50%. However, the Company
movable and immovable properties and second pari passu has entered into revised terms of repayment wherein
charge over current assets of the Company. the maturity date is rescheduled to March 31, 2016. The
Company has repaid whole amount of loan on March 31,
2016.
* The rate of interest on the above Long Term Loans are in the range of 10.60% to 11.75% (Previous Year : 10.93% to 12.75%). These loans
are eligible for Central and State Government Interest Subsidies/ Rebates except item number 14
** FCNR (B) Dollar loan amounting to ` 239.77 million as on March 31, 2015 has been converted into Rupee loan during the year.

(c) Nature of security and terms of repayment for secured borrowings (other than debentures) :

Nature of Security Terms of Repayment

1 Long term working capital loan amounting to ` Nil (March Repayable in 20 quarterly installments commencing from
31, 2015 : 937.58 million) in a subsidiary is secured by first April 2015 Last installment due in January 2020. Rate of
pari passu charge over the present and future fixed assets interest LIBOR (3 months) +550 bps p.a. The Company
(all movable and immovable properties) of the subsidiary. has repaid whole amount of loan during the year

(d) Terms of repayment for unsecured borrowings

Borrowings Terms of Repayment

1 Loan from Hewlett Packard India Financial Services Repayable in 59 monthly instalments beginning from
Private Limited amounting to ` 11.71 million (March 31, 2015 October 2012. Last installment due in 2017.Rate of
: ` 18.85 million) interest 11%.
2 Unsecured loan amounting to ` 40.31 million (March 31, This loan will be replaced through a drawdown of
2015 : ` 119.21 million) a secured term loan. The term of repayment will be
determined upon its drawing.

182 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

6. DEFERRED TAX LIABILITIES (NET)

` million
As At As At
March 31, 2016 March 31, 2015
Deferred Tax Liabilities arising on account of Timing differences in :
- Depreciation 1,948.52 1,457.16

Deferred Tax Asset arising on account of Timing differences in:

- Provision for Doubtful Debts/ Advances 46.36 37.72
- Provision for Unpaid Statutory Dues under Section 43B of the Income Tax Act, 1961 46.36 21.34
- Provision for Employee Benefits 40.97 36.38
- Expenses inadmissible under section 40(a) of the Income Tax Act, 1961 48.26 6.72
- Provision for Inventory 44.39 48.03
- Unabsorbed Depreciation and Business Losses of Subsidiaries (Refer Note 42) 508.55 621.57
- Others 35.30 44.67
TOTAL 1,178.33 640.73

7. OTHER LONG- TERM LIABILITIES

` million
As At As At
March 31, 2016 March 31, 2015
Security Deposits 17.94 11.02
TOTAL 17.94 11.02

8. LONG- TERM PROVISIONS

` million
As At As At
March 31, 2016 March 31, 2015
Provision for Contingency (Refer Note 40) 21.37 20.00
Provision for Employees benefits
- Provision for Compensated Absences 110.74 100.52
Other Provisions:
- Taxation 1,146.38 888.42
TOTAL 1,278.50 1,008.94

9. SHORT-TERM BORROWINGS
` million
As At As At
March 31, 2016 March 31, 2015
Secured:
- Working Capital Loans from Banks [Refer Note below] 6,688.37 8,262.11
Unsecured :
- Working Capital Loans from Banks 43.15 272.10
- Commercial Paper 1,000.00 1,500.00
TOTAL 7,731.52 10,034.21

Note :
The working capital loans, which includes cash credit and packing credit from banks, are generally secured by
hypothecation of raw materials, stock-in-process, finished, semi finished goods, stores, spares and book debts and
other current assets of borrowing companies and second charge on entire fixed assets of borrowing companies and by
corporate guarantees issued by certain companies within the Group.

Annual Report 2015-16 | 183

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

10. TRADE PAYABLES

` million
As At As At
March 31, 2016 March 31, 2015
Acceptances [Refer Note below] 3,448.31 2,556.36
Trade Payables 6,631.48 4,353.83
TOTAL 10,079.79 6,910.19

Note :
Acceptance includes unsecured vendor financing of ` 2,165.59 million (March 31, 2015: ` 672.11 million) from various banks.

11. OTHER CURRENT LIABILITIES

` million
As At As At
March 31, 2016 March 31, 2015
Current maturities of long term debt
- Rupee Term Loans from Banks [Refer Note (b) below and Note 5(b)] 795.46 4,840.75
- From Financial Institutions [Refer Note 5(b)] - 22.50
- From Others [Refer Note 5(d)] 8.06 7.14
- Debentures Redeemable within One Year (Refer Note 5 (a) (ii)) 220.00 -
Amounts due to Related Parties
- Welspun Corp Limited 595.87 -
- Welspun Pipes Limited - 595.87
Interest Accrued but not due on Borrowings 80.74 61.96
Interest Accrued but not due on Debentures 1.19 0.28
Security Deposits 120.29 39.93
Unearned Revenue 3.79 3.01
Advances from Customers 66.86 30.02
Temporary Overdraft with Scheduled Banks 3.46 29.95
Unpaid Dividends (Refer Note (a) below) 18.89 5.87
Others
Statutory dues (including Provident Fund and Tax deducted at Source) 327.24 342.59
Employee Benefits Payable 554.60 435.92
Creditors for Capital Purchases 770.27 318.24
Other Payables 86.18 39.25
TOTAL 3,652.90 6,773.28
Note :
(a) There are no amounts due for payment to the Investor Education and Protection Fund under Section 205C of the
Companies Act, 1956 as at the year end.**
** Section 125 of the Companies Act, 2013 which corresponds to Section 205C of the Companies Act, 1956 has not yet
been enforced.
(b) Fixed Deposits of ` 44.45 million (March 31, 2015 : ` 1,144.90 million) are earmarked for repayment of the above
Current Maturities of Long Term Loans.

184 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

12. SHORT-TERM PROVISIONS

` million
As At As At
March 31, 2016 March 31, 2015
Provision for employee benefits
- Provision for Compensated Absences 7.65 6.52

Others
- Fringe Benefit Tax (Net of Advance Tax) 1.90 1.90
- Provisions for Contingency ( Refer Note 40) 6.47 9.22
- Provision for Mark-to-Market Losses on Derivatives - 7.55
- Provision for proposed final dividend on equity shares 50.24 753.45
- Provision for dividend distribution tax on proposed final divided on equity shares 10.23 153.38
TOTAL 76.49 932.02

13 A. TANGIBLE ASSETS
` million
GROSS BLOCK DEPRECIATION NET BLOCK
PARTICULARS As At As At Accumulated Accumulated As At As At
March 31, March 31, upto March upto March March 31, March 31,
2015 2016 31, 2015 31, 2016 2016 2015
Own Assets
Freehold Land 2,587.21 2,698.24 - - 2,698.24 2,587.21
Buildings (Refer Note 13.4 below) 6,050.27 7,629.83 987.42 1,174.12 6,455.71 5,062.85
Leasehold Improvements 100.48 102.68 81.25 89.85 12.83 19.23
Plant and Machinery (Refer Notes 13.1,
33,155.76 41,482.83 16,733.41 19,557.48 21,925.35 16,422.35
13.2, 13.3 and 13.4 below)
Vehicles 62.35 68.37 33.22 40.80 27.57 29.13
Furniture and Fixtures 500.00 536.13 325.66 331.52 204.61 174.34
Office Equipment 186.94 230.32 118.13 139.45 90.87 68.81
Computers 336.78 361.77 258.86 290.35 71.42 77.92
TOTAL 42,979.79 53,110.17 18,537.95 21,623.57 31,486.60 24,441.84
MARCH 31, 2015 34,049.48 42,979.79 15,654.37 18,537.95 24,441.84
Note :
13.1 B
 orrowing Costs aggregating ` Nil (Previous Year: ` 176.17 million) attributable to the acquisition or construction of
qualifying assets are capitalised during the year as part of the cost of such assets.
13.2 D
 eletions/ Adjustments for Plant and Machinery include adjustments for the capital subsidy of ` 73.81 million
(Previous Year : ` 95.22) granted under the Technology Upgradation Fund (TUF) Scheme.
13.3 A
 dditions to fixed assets during the year include capital expenditure of ` 36.25 million (Previous Year : ` 51.31)
incurred on in-house Research & Development activities [Refer Note 41]
13.4 The Company has given certain assets on operating lease, details of which are given below:

` million
As At March 31, 2016 As At March 31, 2015
Particulars Buildings Plant and Buildings Plant and
Machinery Machinery
Gross Block 1.21 35.18 1.21 35.18
Accumulated Depreciation 0.28 32.35 0.22 32.10
Net Block 0.93 2.83 0.99 3.08

Annual Report 2015-16 | 185

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

13 B. INTANGIBLE ASSETS
` million
GROSS BLOCK DEPRECIATION NET BLOCK
PARTICULARS As At As At Accumulated Accumulated As At As At
March 31, 2015 March 31, 2016 upto upto March 31, 2016 March 31, 2015
March 31, 2015 March 31, 2016
Own Assets
Computer Software 168.44 262.41 125.31 145.90 116.51 43.13
TOTAL 168.44 262.41 125.31 145.90 116.51 43.13
MARCH 31, 2015 163.90 168.44 112.75 125.31 43.13

13 C. GOODWILL ON CONSOLIDATION OF SUBSIDIARIES AND JOINTLY CONTROLLED ENTITY

` million
As At As At
Particulars
March 31, 2016 March 31, 2015
Balance as at the beginning of the year (Net of Impairment of
1,785.07 1,838.61
` 385.74 million)
Add : Arising on acquisition during the year - 8.99
Less : Amortised during the year 33.22 32.33
Add : Adjustments during the year on account of restatement 23.49 (30.20)
Balance at the end of the year (Net of Impairment of ` 385.74 million ) 1,775.34 1,785.07

14 NON - CURRENT INVESTMENTS

` million
As At As At
March 31, 2016 March 31, 2015
Trade Investments (valued at cost unless stated otherwise)
Unquoted equity instruments
In Others
100 (March 31, 2015 : 100) Equity Shares of ` 10 each fully paid up of * *
Weltreat Enviro Management Organisation

Others Investments (valued at cost unless stated otherwise)

a) Quoted Equity Instruments

283,525 (March 31, 2015 : 283,525) Equity Shares of ` 10 each fully paid up of AYM 18.94 18.94
Syntex Limited (Formerly known as Welspun Syntex Limited)
Less : Provision for other than Temporary Diminution in value of Investment - 13.34
18.94 5.60

60 (March 31, 2015 : 5) Equity Shares of ` 10 each fully paid up of Welspun * *

Enterprises Limited
5 (March 31, 2015 : 5) Equity Shares of ` 10 each fully paid up of Welspun * *
Investment and Commercial Limited
80 (March 31, 2015 : 80 ) Equity Shares of ` 1 each fully paid up * *
of Khaitan Chemicals & Fertilizers Limited

186 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

` million
As At As At
March 31, 2016 March 31, 2015
b) Others
200 (March 31, 2015 : 200) Equity Shares of ` 10 each fully paid up of Welspun * *
Steel Limited (Formerly known as Welspun Power and Steel Limited)
10 (March 31, 2015 : Nil) Equity Shares of ` 10 each fully paid up of WS Trading * -
and Holding Private Limited
10 (March 31, 2015 : Nil) Equity Shares of ` 10 each fully paid up of WS Alloy * -
Holding Private Limited
Investment - Indiafirst SM (Life Insurance Premium for employees) 6.88 6.48
Investment - SBI Life Insurance (Life Insurance Premium for employees) 2.40 1.70
Investment - Canara Bank HSBC (Life Insurance Premium for employees) 1.70 1.20
TOTAL 29.92 14.98

Aggregate amount of Unquoted Investments 10.98 9.38

Aggregate amount of Quoted Investments 18.94 5.60
Market Value of Quoted Investments 27.63 9.74
Aggregate provision for diminution in value of Investments * 13.34
* Amount is below the rounding norms adopted by the Company

15 LONG-TERM LOANS AND ADVANCES

` million
As At As At
March 31, 2016 March 31, 2015
Unsecured, considered good (unless otherwise stated) :
Capital Advances to Related Parties
- Wel-treat Enviro Management Organisation Limited 75.00 75.00
- Welspun Projects Limited - 4.19
Capital Advance to Others 669.04 842.55

Security Deposits to Related Parties

- Welspun Realty Private Limited 233.60 251.47
- Mertz Securities Limited - 8.00

Security Deposit to Others 105.41 74.78

Advances Recoverable in Cash or in Kind or for Value to be Received

- Considered Good 17.29 14.92
- Considered Doubtful 30.00 30.00
47.29 44.92
Less : Provision for Doubtful Advances 30.00 30.00
17.29 14.92

Balances with Customs, Excise, Sales Tax and other Government Authorities
- Considered Good 105.25 106.53
- Considered Doubtful 55.23 48.05
160.48 154.58
Less : Provision for Doubtful Balances 55.23 48.05
105.25 106.53
TOTAL 1,205.59 1,377.44

Annual Report 2015-16 | 187

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

16. OTHER NON-CURRENT ASSETS

` million
As At As At
March 31, 2016 March 31, 2015
Minimum Alternative Tax Credit Entitlement 115.30 34.87
Status Holder Incentive Scrip in Hand 17.47 28.21
Fixed deposits with maturity period more than 12 months 63.69 96.30
Margin Money Deposit Accounts 4.01 3.23
Interest Accrued on Deposits 9.19 7.09
Interest Accrued - Others 3.50 3.50
Less : Provision for Accrued Interest 3.50 3.50
Total 209.66 169.70

17. CURRENT INVESTMENTS

` million
As At As At
March 31, 2016 March 31, 2015
Trade Investments (valued at cost unless stated otherwise)
Unquoted equity instruments
In Others
459,670 (March 31, 2015: 459,670) 8% Redeemable Preference 459.67 459.67
Shares of ` 10 each fully paid up of Worli Realty Private
Limited.
Non Trade - (Quoted) (At Cost or market value whichever is less)
Investment in Mutual Funds
1,880,636 (March 31, 2015 : Nil) L & T Flexi Bond Fund - Dividend 20.00 -
Investment in Bonds
- (March 31, 2015 : 50) 8.15% PGC Bonds of Face value of - 49.17
`1,000,000 each
- (March 31, 2015 : 10) 8.06% Rural Electrification Corporation - 10.12
Limited 31/05/2023 Bonds of Face Value of ` 1,000,000
each
- (March 31, 2015 : 1,660) 9.90% Industrial Finance - 43.53
Corporation of India Limited 05/11/2027 Bonds of Face
Value of ` 25,000 each
- (March 31, 2015 : 1,720) 9.90% Industrial Finance - 44.03
Corporation of India Limited 05/11/2037 Bonds of Face
Value of ` 25,000 each
- (March 31, 2015 : 19) 9.48% Oriental Bank of Commerce - 19.00
Perpetual Bonds of Face Value of ` 1,000,000 each
- (March 31, 2015 : 41) 9.55% Canara Bank Perpetual Bonds of - 41.41
Face Value of ` 1,000,000 each
- (March 31, 2015 : 25) 9.84% Air India 27/09/2026 Bonds of - 27.49
Face Value of ` 1,000,000 each
- (March 31, 2015 : 74) 10.00% Indian Overseas Bank - 74.01
Perpetual Bonds of Face Value of ` 1,000,000 each
- (March 31, 2015 : 243) 10.75% IDBI Bank Limited Omni (2014 - 259.18
-15 - Series II) Tier I Perpetual Bonds of Face Value of `
1,000,000 each
- (March 31, 2015 : 500,000) 8.27% GOI 09/06/2020 Bonds - 51.33
of Face Value of ` 100 each
- (March 31, 2015 : 500,000) 8.60% GOI 2028 Bonds of Face - 53.79
Value of ` 100 each
500,000 (March 31, 2015 : 500,000) 8.30% GOI 2042 Bonds of Face 53.68 53.68
Value of ` 100 each
- (March 31, 2015 : 50) 8.65% Rajasthan Rajya Vidyut - 49.78
Utpadan Nigam Limited 05/01/2027 Bonds of Face Value
of ` 1,000,000 each

188 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

` million
As At As At
March 31, 2016 March 31, 2015
- (March 31, 2015 : 60) 8.74% Rajasthan Rajya Vidyut - 59.12
Utpadan Nigam Limited 26/03/2027 Bonds of Face Value
of ` 1,000,000 each
- (March 31, 2015 : 8) 7.93% Power Grid Corporation of India - 8.61
Limited 20/05/2027 Bonds of Face Value of ` 1,000,000
each
- (March 31, 2015 : 101) 10.40% Vijaya Bank Perpetual Bonds - 101.00
of Face Value of ` 1,000,000 each
TOTAL 533.35 1,404.92
Aggregate amount of unquoted investments 459.67 459.67
Aggregate amount of quoted investments 73.68 945.25
Market Value of quoted investments 77.25 969.73

18. INVENTORIES

` million
As At As At
March 31, 2016 March 31, 2015
Raw Materials 3,406.38 3,405.64
Packing Materials 246.83 187.60
Work-in-Progress 3,026.18 3,174.71
Finished Goods and Traded Goods 3,761.87 3,887.40
Stores, Spares, Dyes and Chemicals 605.10 350.90
TOTAL 11,046.36 11,006.25

19. TRADE RECEIVABLES

` million
As At As At
March 31, 2016 March 31, 2015
Unsecured
Debts Outstanding for a period exceeding six months from the date they are
due for payment :
- Considered Good 17.86 142.50
- Considered Doubtful 8.45 10.35
26.31 152.85
Less : Provision for Doubtful Debts 8.45 10.35
17.86 142.50
Other Debts :
- Considered Good 6,096.05 4,324.52
- Considered Doubtful 20.50 11.07
6,116.55 4,335.59
Less : Provision for Doubtful Debts 20.50 11.07
6,096.05 4,324.52
TOTAL 6,113.91 4,467.02

Annual Report 2015-16 | 189

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

20. CASH AND BANK BALANCES

` million
As At As At
March 31, 2016 March 31, 2015
Cash and Cash Equivalents
Cash on Hand 3.30 3.45
Bank Balances
- In Current Accounts 946.88 1,770.55
- Fixed Deposits (less than 3 months maturity) 110.43 215.78
Other bank balances
- Fixed Deposits* 153.44 1,245.32
- In Margin Money Deposit Accounts 10.14 11.35
- Unpaid Dividend Account 18.89 5.87
TOTAL 1,243.08 3,252.32
* Includes the following balances which are not available for use by the Company
a) Fixed Deposits include ` 0.04 million (March 31, 2015: ` 0.04 million) under lien with sales tax authorities
b) Fixed Deposits of ` 44.45 million (March 31, 2015 : `1,144.90 million) are earmarked for repayment of
Current Maturities of Long Term Loans

21. SHORT-TERM LOANS AND ADVANCES

` million
As At As At
March 31, 2016 March 31, 2015
Unsecured considered good, unless otherwise stated :
Advances to Related Parties
- Welspun Corp Limited 0.36 -
- AYM Syntex Limited (Formerly known as Welspun Syntex Limited) - 0.03
- Welspun Enterprises Limited 0.14 -
Advances Recoverable in Cash or in Kind or for Value to be Received 899.19 1,656.19
Others
Balances with Customs, Excise, Sales Tax and other Government Authorities 4,284.07 4,409.48
Security Deposits to Others 29.91 30.92
TOTAL 5,213.67 6,096.62

22. OTHER CURRENT ASSETS

` million
As At As At
March 31, 2016 March 31, 2015
Minimum Alternative Tax Credit Entitlement - 124.88
Technology Upgradation Fund Credit Receivable 870.19 639.56
Interest Receivable under Subvention Scheme 7.98 -
Mark-to-Market gain (Net) on Forward/ Swap Contracts 569.91 339.33
Interest Accrued on Bonds/ Certificate of Deposits 1.22 25.92
Interest Accrued on Deposits 12.30 196.55
Others 4.43 3.65
TOTAL 1,466.03 1,329.89

190 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

23. REVENUE FROM OPERATIONS

` million
Year Ended Year Ended
March 31, 2016 March 31, 2015
Sale of Products
Finished Goods and Traded Goods 53,606.71 47,368.83
Power & Steam 288.86 313.33
Share in Joint Venture - 2.99
53,895.57 47,685.15
Other operating revenue
Sales Tax Benefit 801.40 1,107.27
Sale of Coal 65.36 36.19
Sale of Scrap 601.72 496.94
Job Work and Processing Charges 0.82 39.26
Export Benefits 4,448.84 4,117.59
5,918.14 5,797.25
Share in Joint Venture - (1.15)
5,918.14 5,796.10
REVENUE FROM OPERATION (GROSS) 59,813.71 53,481.25
Less : Excise Duty 19.06 456.14
REVENUE FROM OPERATION (NET) 59,794.65 53,025.11

24. OTHER INCOME

` million
Year Ended Year Ended
March 31, 2016 March 31, 2015
Interest Income
On Fixed Deposits 67.46 136.60
On Bonds and Certificate of Deposits 124.89 84.20
On Others 35.52 38.14
On Income Tax Refund 0.01 0.07
Discount and Rebate received 18.93 79.41
Rent 24.05 13.59
Dividend Income 3.18 24.54
Profit on Redemption/ Sale of Units in Mutual Funds 41.08 0.10
Profit on Sale of Bonds/ Certificate of Deposits 14.30 0.37
Liabilities / Sundry Balances Written Back 53.48 1.54
Provision for Doubtful Debts Written Back 2.16 7.48
Provision for Diminution in Value of Investments Written Back 13.34 -
Profit on Cancellation of Forward/ Swap Contracts 2.68 -
Service Charges 6.40 6.40
Income on Statusholder Incentive Scrip 441.70 508.92
Miscellaneous 65.96 47.46
915.14 948.82
Share in Joint Venture - 0.60
TOTAL 915.14 949.42

Annual Report 2015-16 | 191

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

25. RAW MATERIALS INCLUDING PACKING MATERIALS CONSUMED

` million
Year Ended Year Ended
March 31, 2016 March 31, 2015
Raw material consumed
Opening inventory 3,405.64 3,354.99
Add: Purchases (net) 20,914.40 21,376.71
Less : Inventory at the end of the year 3,406.38 3,405.64
Cost of Raw material consumed during the year 20,913.66 21,326.06
Packing material consumed
Opening inventory 187.60 158.48
Add: Purchases (net) 2,189.45 1,886.80
Less : Inventory at the end of the year 246.83 187.60
Cost of packing material consumed during the year 2,130.22 1,857.68
Share in Joint Venture - 2.49
TOTAL 23,043.88 23,186.23

26. PURCHASES OF STOCK-IN-TRADE

` million
Year Ended Year Ended
March 31, 2016 March 31, 2015
Purchases of Stock-in-Trade 3,294.08 2,944.31

27. CHANGES IN INVENTORY OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK-IN-TRADE

` million
Year Ended Year Ended
March 31, 2016 March 31, 2015
(Increase)/ Decrease in Stocks
Stock at the end of the year :
Finished Goods and Traded Goods 3,761.87 3,887.40
Work-in-Process 3,026.18 3,174.71
TOTAL A 6,788.05 7,062.11
Less : Stock at the beginning of the year :
Finished Goods and Traded Goods 3,887.40 3,793.11
Work-in-Process 3,174.71 2,581.71
TOTAL B 7,062.11 6,374.82
(INCREASE )/ DECREASE IN STOCKS (A-B) 274.06 (687.29)

28. EMPLOYEE BENEFITS EXPENSE

` million
Year Ended Year Ended
March 31, 2016 March 31, 2015
Salaries, Wages, Allowances and Other Benefits 4,937.36 4,105.05
Contribution to Provident and Other Funds 300.07 245.14
Staff and Labour Welfare 126.83 109.54
5,364.26 4,459.73

192 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

The Group has classified the various benefits provided to employees as under :-
I Defined Contribution Plans
During the year, the Group has recognised the following amounts in the Statement of Profit and Loss:
` million
2015-16 2014-15
Employers Contribution to Provident Fund & Pension Scheme* 243.02 195.83
Employers Contribution to Employees State Insurance * 32.33 27.17
Employers Contribution to Superannuation Scheme* 3.70 3.72
Other Social Security Funds * 21.02 18.42
300.07 245.13
* Included in Contribution to Provident and Other Funds

II Defined Benefit Plan

Contribution to Gratuity Fund
Certain Companies operate gratuity plan through the Employees Trusts. Every employee is entitled to
a benefit equivalent to fifteen days salary last drawn for each completed year of service in line with
the Payment of Gratuity Act, 1972. The same is payable at the time of separation from the Company or
retirement, whichever is earlier.

a. Major Assumptions
2015-16 2014-15
% p.a. % p.a.
Discount Rate 7.92-7.99 7.92-7.99
Expected Rate of Return on Plan Assets 7.92-7.99 7.92-7.99
Salary Escalation Rate @ 5 to 10 5 to 10
@ The estimates for future salary increases considered takes into account the
inflation, seniority, promotion and other relevant factors.

b. Change in the Present Value of Obligation

` million
2015-16 2014-15
Opening Present Value of Obligation 237.67 167.24
Current Service Cost 65.21 52.66
Interest Cost 18.99 15.59
Benefit/ Exgratia paid (17.99) (19.09)
Actuarial Loss/ (gain) on Obligations (4.14) 21.27
Closing Present Value of Obligation 299.74 237.67

c. Change in Fair Value of Plan Assets

` million
2015-16 2014-15
Opening Fair Value of Plan Assets 239.45 169.91
Expected Return on Plan Assets 19.13 14.78
Actuarial (Loss)/ gain on Obligations (1.77) 5.26
Contributions 58.43 66.00
Benefits paid (14.11) (16.50)
Closing Fair Value of Plan Assets 301.13 239.45

Annual Report 2015-16 | 193

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

d. Reconciliation of Present Value of Defined Benefit Obligation and the Fair Value of Assets
` million
As At As At
March 31, 2016 March 31, 2015
Present Value of Funded Obligation 299.74 237.67
Fair Value of Plan Assets 301.13 239.45
Funded Status 301.13 239.45
Amount not recognised as Assets (1.39) (1.78)

e. Expenses Recognised in the Statement of Profit and Loss

` million
2015-16 2014-15
Current Service Cost 65.21 52.66
Interest Cost 18.99 15.59
Expected Return on Plan Assets (19.13) (14.78)
Net Actuarial Loss/ (gain) recognised in the year (2.37) 16.01
Excess of Plan Assets over Obligation 1.39 1.78
TOTAL Expenses recognised in the Statement of Profit and Loss 64.09 71.26

f. Major Category of Plan Asset as a % of total Plan Assets

` million
2015-16 2014-15
% p.a. % p.a.
Insurer managed funds 100.00 100.00

g. Amounts recognised in current year and previous four years

` million
As At As At As At As At As At
March 31, 2016 March 31, 2015 March 31, 2014 March 31, 2013 March 31, 2012
Defined Benefit obligation at the end 299.74 237.67 167.24 131.69 112.00
of the year
Fair Value of Plan Assets 301.13 239.45 169.91 138.83 117.99
(Surplus)/ Deficit (1.39) (1.78) (2.67) (7.14) (5.99)
Experience (gain)/ loss adjustments (3.53) (8.36) 34.98 17.97 (12.12)
on plan liabilities
Experience gain/ (loss) adjustments (1.73) 4.94 0.33 1.00 (4.11)
on plan assets
Actuarial gain/ (loss) due to change 6.80 (0.76) 22.12 (3.17) -
in assumptions

h. Expected Contribution to the funds in the next year

` million
As At As At
March 31, 2016 March 31, 2015
Gratuity 77.00 63.03

III Other Employee Benefit

The liability for leave entitlement and compensated absences as at year end is `118.39 million (March 31,
2015: ` 107.04 million).

194 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

29. FINANCE COSTS

` million
Year Ended Year Ended
March 31, 2016 March 31, 2015
Interest on Long -term Borrowings 944.17 1,045.04
Interest on Short- term Borrowings 958.32 1,354.50
Interest on Debentures 9.57 0.28
Interest to Others 7.84 8.65
Discounting and Bank Charges 442.46 420.49
2,362.36 2,828.96
Share in Joint Venture - 0.05
TOTAL 2,362.36 2,829.01

30. DEPRECIATION AND AMORTISATION EXPENSE

` million
Year Ended Year Ended
March 31, 2016 March 31, 2015
Depreciation on Tangible assets 3,697.77 3,281.59
Amortisation on Intangible assets 52.40 47.54
3,750.17 3,329.13
Share in Joint Venture - 0.20
TOTAL 3,750.17 3,329.33

31. OTHER EXPENSES

` million
Year Ended Year Ended
March 31, 2016 March 31, 2015
Stores and Spares Consumed 944.92 1,000.97
Dyes and Chemicals Consumed 2,377.23 2,154.97
Contract Labour Charges 759.46 692.29
Job Work Expenses 941.08 631.58
Power, Fuel and Water Charges 1,335.25 1,187.09
Repairs and Maintenance:
Plant and Machinery 169.39 147.39
Factory Building 86.21 59.72
Others 319.34 205.50
Claims, Discounts and Rebates 591.13 383.16
Brokerage and Commission 489.63 472.46
Freight, Forwarding and Coolie Charges 1,278.16 1,132.27
Directors Sitting Fees 3.79 3.07
Debenture Issue Expenses 8.65 -
Rent 332.96 278.22
Rates and Taxes 67.82 53.06
Printing and Stationery 20.80 25.38
Travelling and Conveyance 309.31 290.06
Legal and Professional Charges 389.23 203.40
Security Expenses 37.78 35.79
Insurance 149.48 119.77
Communication 80.74 66.10
Postage and Courier 54.60 45.62
Loss on Sale/ Discarding of Fixed Assets (Net) 59.74 35.04
Loss on Redemption/ Sale of Units in Mutual Funds 2.93 -
Provision for Doubtful Debts/Advances 24.74 8.48

Annual Report 2015-16 | 195

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

` million
Year Ended Year Ended
March 31, 2016 March 31, 2015
Loss on Cancellation/ Settlement of Forward Contracts (Net) - 207.79
Exchange Loss (Net) 133.10 74.91
Debts/ Advances Written off 1.46 4.22
Design and Development Expenses 90.75 65.39
Royalty 90.81 56.65
Advertising and Sales Promotion 817.76 552.52
Donations 11.06 13.26
Corporate Social Responsibility Expenses 77.57 26.44
Auditors Remuneration 21.54 20.20
Miscellaneous 164.80 126.57
12,243.23 10,379.34
Share in Joint Venture - 0.98
TOTAL 12,243.23 10,380.32
(a) Expenses capitalised as a part of Capital Work-in-progress
Interest Cost - 207.59
Salary Cost 13.93 22.90
Other Expenses 3.33 6.92
TOTAL 17.26 237.41

32. CONTINGENT LIABILITIES:

` million
As At As At
Description
March 31, 2016 March 31, 2015
Excise, Customs and Service Tax Matters 330.79 341.24
Stamp Duty Matter 4.74 4.83
Sales Tax Matters 76.75 56.45
Income Tax Matters 70.13 140.82
Claims against the group not acknowledged as debts 52.24 50.75
a) It is not practicable to estimate the timing of cash outflows, if any, in respect of the above pending
resolution of the respective proceedings.

b) The Group does not expect any reimbursements in respect of the above contingent liabilities.

33. CAPITAL AND OTHER COMMITMENTS:

a) Capital Commitments
` million
As At As At
Description
March 31, 2016 March 31, 2015
Estimated value of Contracts in Capital Account remaining to be executed 2,875.28 3,664.63
(Net of Capital Advances)

b) Other Commitments
` million
As At As At
Description
March 31, 2016 March 31, 2015
Bill Discounted in respect of Export Debtors 2,862.85 2,220.39
Bank Guarantees 113.28 185.29
In accordance with the EPCG Scheme, imports of capital goods are allowed to be made 141.28 500.20
duty free and under Advance License Scheme, imports of raw material are allowed to
be made duty free, subject to the condition that the Company will fulfill, in future, a
specified amount of export obligation within a specified time. Amount of duty saved
on imports of above goods against which export obligation is yet to be fulfilled by the
Company is `17.66 million as at March 31, 2016 (` 61.82 million as at March 31, 2015).
Amount of Export Commitments on above.

196 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

34. DERIVATIVE INSTRUMENTS OUTSTANDING AS AT MARCH 31, 2016 :

The group is exposed to foreign currency fluctuations on foreign currency assets/ liabilities, payables
denominated in foreign currency.In line with the groups risk management policies and procedures,
it enters into foreign currency contracts to manage its exposure. These contracts are for a period of
maximum twelve months and forecasted forward contracts and swap transactions are expected to occur
during the same period.

(a) The following are outstanding foreign currency forward, swaps and other derivative contracts
against the forecasted payables:
` million
March 31, 2016 March 31, 2015
Notional Amount Fair Value Notional Amount Fair Value
Currency
Non-Designated Hedges Foreign Gain/ Foreign Gain/
Pair
Currency ` million (Loss) Currency ` million (Loss)
` million ` million ` million ` million
Forward Contracts (Buy) EURO-INR 2.93 223.64 (1.60) - - -
Forward Contracts (Buy) JPY-INR 1.00 68.00 (0.86) 351.70 192.54 (7.56)
Forward Contracts (Sell) USD-INR 402.11 28,061.85 567.23 358.11 23,383.19 339.33
Forward Contracts (Buy) EURO-USD 0.85 61.89 2.25 - - -

(b) In addition to the above, the Group has following outstanding foreign currency forward contracts
to hedge foreign currency exposure against payable / receivable as at March 31, 2016:
` million
March 31, 2016 March 31, 2015
On Notional Amount On
Notional Amount
Currency Restatement Restatement
Fair Value Hedges
Pair Foreign ` million Gain/ (Loss) Foreign ` million Gain/ (Loss)
Currency ` million Currency ` million
` million ` million
Forward Contracts (Buy) EURO-INR - - - 2.00 135.72 (4.65)

(c) Net profit on derivative instruments of `567.23 million recognised in Hedging Reserve as on March 31,
2016, is recycled to the statement of Profit & Loss by March 31, 2017.

35. DETAILS OF EMPLOYEES STOCK OPTIONS

On June 30, 2009, the Company issued Employee Stock Options (ESOP) under the Employee Stock
Options Scheme (the Scheme) to employees of the Company with a right to subscribe to equity shares
(New Options) at a price of ` 35.60 per equity share (closing market price as on June 30, 2009). The
salient features of the Scheme are as under:

(i) Vesting: Options to vest over a period of four years from the date of their grants as under:
- 20% of the Options granted to vest at each of the 1st and 2nd anniversaries of the date of grant.
- 30% of the Options granted to vest at each of the 3rd and 4th anniversaries of the date of grant.

(ii) Exercise: Options vested with an employee will be exercisable within 3 years from the date of their
vesting by subscribing to the number of equity shares in the ratio of one equity share for every option
at the Exercise Price. In the event of cessation of employment due to death, resignation or otherwise,
the Options may lapse or be exercisable in the manner specifically provided for in the Scheme.

Annual Report 2015-16 | 197

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

Date of Grant June 30, 2009

Number of Options Granted 2,265,000
Vesting Conditions The options would vest only if the option grantee continues to be in employment of
the Company at the time the options are due to vest.
Exercise Period 3 years
Exercise Price ` 35.60

March 31, 2016 March 31, 2015

Summary of Stock Options No. of Stock Weighted Average No. of Stock Weighted Average
Options Exercise Price (`) Options Exercise Price (`)
Options outstanding at the beginning of the year 12,600 35.60 118,500 35.60
Options granted during the year - - - -
Options exercised during the year 12,600 35.60 98,900 35.60
Options cancelled/ lapsed during the year - - 7,000 35.60
Options outstanding at the end of the year - - 12,600 35.60
Options vested but not exercised at the year end - - 12,600 35.60

Information in respect of options outstanding as at March 31, 2016

Weighted Average Weighted Average
No. of Stock Options
remaining life in years Exercise Price (`)
- - -

The compensation costs of stock options granted to employees are accounted by the Company as per the
accounting treatment prescribed by the Guidance Note on Employee Share Based Payments issued by
the Institute of Chartered Accountants of India as required by the Securities and Exchange Board of India
(Share based Employee Benefits) Regulations, 2014. The value of underlying share has been determined by
an independent valuer. Since, on the date of grant of option, quoted market price of the underlying equity
shares of the Company was equal to the exercise price of an option, no expense or liability arising from the
Scheme has been recognised.

The Groups earnings per share would have been as under, had the compensation cost for employees stock
options been recognised based on the fair value at the date of grant in accordance with Black Scholes
model.

` million

Particulars March 31, 2016 March 31, 2015

Profit available for Equity Share holders 7,028.65 5,397.90

Less: Additional Employee Compensation Cost based on Fair Value (net of tax) - 0.15

Profit after taxation as per Fair Value Method 7,028.65 5,397.75

Earnings Per Share (EPS)
Basic
Number of Shares (Weighted average) 1,004,694,986 1,004,150,910
Basic Earnings Per Share as reported 7.00 5.38
Performa Basic Earnings Per Share 7.00 5.38
Diluted
Number of Shares (Weighted average) 1,004,694,986 1,004,263,760
Diluted EPS as reported 7.00 5.38
Performa Diluted EPS 7.00 5.38

198 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

Grant Date : June 30, 2009

Vest 1 Vest 2 Vest 3 Vest 4
June 30, 2010 June 30, 2011 June 30, 2012 June 30, 2013
Variables 20% 20% 30% 30%
Stock Price 34.85 34.85 34.85 34.85
Volatility 63.52% 59.33% 54.45% 53.18%
Riskfree Rate 6.15% 6.31% 6.46% 6.61%
Exercise Price 35.60 35.60 35.60 35.60
Time to Maturity 2.50 3.50 4.50 5.50
Dividend Yield 0% 0% 0% 0%
Option Fair Value 14.83 16.69 17.85 19.42
Weighted Average Option Fair Value 17.49

Effect of share- based payment plan on the Balance Sheet and Statement of Profit and Loss:
` million
March 31, 2016 March 31, 2015
Expense arising from employee share-based payment plan - -
Deferred Stock Compensation - -

36. SEGMENT INFORMATION FOR THE YEAR ENDED MARCH 31, 2016.
i) Information about Primary Business Segment
The Group is engaged in the business of Home Textiles and generation of Power which in the context
of Accounting Standard 17 on Segment Reporting are considered to constitute separate primary
segments.

Year Ended March 31, 2016

` million
Sr.
Particulars Home Textiles Power Unallocable Total
No.
1 Segment Revenue
External Revenue 59,457.50 356.21 - 59,813.71
Inter Segment Revenue - 2,506.88 -
GROSS REVENUE * 59,457.50 2,863.09 - 59,813.71
Less : Excise duty 19.06 - - 19.06
NET REVENUE FROM OPERATION 59,438.44 2,863.09 - 59,794.65
2 Segment Result before Interest and Tax 11,762.18 691.49 - 12,453.67
Less: Interest Expenses - - 2,362.36 2,362.36
Add: Interest Income - - 286.44 286.44
Profit before Tax 11,762.18 691.49 (2,075.92) 10,377.75
Current Tax - - 2,695.80 2,695.80
Deferred Tax - - 528.60 528.60
Profit after Tax (before adjustment for Minority 11,762.18 691.49 (5,300.32) 7,153.35
Interest)
Less : Share of Profit / Loss transferred to - 124.70 - 124.70
Minority
Profit after Tax (after adjustment for Minority 11,762.18 566.79 (5,300.32) 7,028.65
Interest)
3 Segment Assets 58,009.29 3,230.81 1,032.02 62,272.12
Segment Liabilities 12,992.26 79.64 28,820.72 41,892.62
Capital Expenditures 11,265.37 12.88 - 11,278.25
Depreciation and Amortisation 3,333.81 416.36 - 3,750.17
Non Cash expenditure other than Depreciation 29.13 - - 29.13
and Amortisation
*Gross revenue is after elimination of inter segment revenue of ` 2,506.88 million.

Annual Report 2015-16 | 199

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

Previous Year Ended March 31, 2015

` million
Sr.
Particulars Home Textiles Power Unallocable Total
No.
1 Segment Revenue
External Revenue 53,120.96 360.29 - 53,481.25
Inter Segment Revenue 8.19 2,310.10 -
GROSS REVENUE * 53,129.15 2,670.40 - 53,481.25
Less : Excise duty 456.14 - - 456.14
NET REVENUE FROM OPERATION 52,673.01 2,670.40 - 53,025.11
2 Segment Result before Interest and Tax 9,762.34 315.54 - 10,077.88
Less: Interest Expenses - - 2,829.01 2,829.01
Add: Interest Income - - 284.01 284.01
Profit before Tax 9,762.34 315.54 (2,544.99) 7,532.89
Current Tax - - 1,845.56 1,845.56
Deferred Tax - - 244.47 244.47
Profit after Tax (before adjustment for Minority 9,762.34 315.54 (4,635.02) 5,442.86
Interest)
Less : Share of Profit / Loss transferred to - - 44.96 44.96
Minority
Profit after Tax (after adjustment for Minority 9,762.34 315.54 (4,679.98) 5,397.90
Interest)
3 Segment Assets 50,025.83 3,555.70 3,371.80 56,953.34
Segment Liabilities 9,755.01 80.27 32,421.37 42,256.65
Capital Expenditures 5,721.44 414.56 - 6,136.00
Depreciation and Amortisation 2,854.84 474.49 - 3,329.33
Non Cash expenditure other than Depreciation 12.70 - - 12.70
and Amortisation
*Gross revenue is after elimination of inter segment revenue of ` 2,318.29 million.

ii) Information about Secondary Geographical Segments:

` million
India Outside India Total
31-Mar-16 31-Mar-15 31-Mar-16 31-Mar-15 31-Mar-16 31-Mar-15
External Revenue 5,275.21 4,839.91 54,519.44 48,185.20 59,794.65 53,025.11
Carrying Amount of Segment Assets 52,579.55 48,982.70 9,692.57 7,970.64 62,272.12 56,953.34
Capital Expenditure 11,246.27 6,120.46 31.98 15.54 11,278.25 6,136.00
Notes:
(a) The segment revenue in the geographical segments considered for disclosure as follows:
- Revenue within India includes sales to customers located within India & earnings in India.
- Revenue outside India includes sales to customers located outside India, earnings outside India and export
benefits on sales made to customers located outside India.
(b) Segment Revenue and assets include the respective amounts identified to each of the segments and amounts
allocated on a reasonable basis.

200 | Welspun India Limited

 1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

37. (i). Related Party Disclosures

Relationships
(a) Control
Holding Company Krishiraj Trading Limited (KTL)
(b) Enterprises over which Key Welspun Corp Limited (WCL)
Management Personnel or
AYM Syntex Limited ( AYMSL) ( Formerly known as Welspun Syntex Limited)
relatives of such personnel
(WSL)
exercise significant influence
or control and with whom Welspun Zucchi Textiles Limited (WZTL)
transactions have taken place Welspun Projects Limited ( WPL)
during the year
Welspun Enterprise Limited ( WENL)
WS Trading and Holding Private Limited (WTHPL)
WS Alloy Holding Private Limited (WAHPL)
Welspun Energy UP Private Limited (WEUPL)
Welspun Realty Private Limited (WRPL)
Welspun Logistics Limited (WLL)
Remi Metals Gujarat Limited (RMGL)
Welspun Steel Limited (WPSL) (Formerly Known as Power and Steel Limited)
Welspun Trading Limited (WTL)
Welspun Wintex Limited (WWL)
Welspun Mercantile Limited (WML)
Mertz Estates Limited (MEL) ( Formerly known as Mertz Securities Limited) (MSL)
Welspun Energy Limited (WEL)
Wel-treat Enviro Management Organisation (WEMO)
Welspun Maxsteel Limited (WMSL)
Methodical Investment and Trading Company Private Limited (MITCPL)
Welspun FinTrade Limited (WFTL)
Welspun Finance Limited (WFL)
Welspun Foundation for Health and Knowledge (WFHK)
Welspun Orrisa Steel Private Limited (WOSPL)
Worli Realty Private Limited (Worli Realty)
Western Tradelink
Welspun Pipes Limited (WPIL)
Welspun & Infra Developers Limited (WIDL)
Technopark Advisors Limited (TAPL)
(c) Key Management Personnel Dipali Goenka (DBG)
R. R. Mandawewala (RRM)
(d) Relatives of Key Management
Balkrishan Goenka (BKG)
Personnel
Radhika Goenka (RBG)
Abhishek Mandawewala (ARM)
Khushboo Mandawewala (KAM)
Yash Mandawewala (YRM)

Annual Report 2015-16 | 201

 37 (ii) Following are the transactions with related parties mentioned in (i) above and the year-end balances
` million
PARTICULARS WCL AYMSL WZTL WPL WENL WTHPL WAHPL WEUPL WRPL WLL RMGL WPSL WTL WWL WML KTL Total c/f
Transactions during the year
Loans, Advances and Deposits given - - - - - - - - - - - - - - - - -
- - - - - - - - (200.00) - - - (6.04) - - - (206.04)
Repayment of Loans, Advances and Deposits given - - - - - - - - 17.87 - - - - - - - 17.87
- - - - - - - - (100.00) - - - (6.04) - - - (106.04)
Loans, Advances and Deposits received - - - - - - - - - - - - - - - - -
(1.20) - - - - - - - - - - - - - - - (1.20)
Repayment of Loans, Advances and Deposits received 0.60 - - - - - - - - - - - - - - - 0.60
- - - - - - - - - - - - - - - - -
Purchase of Goods (Including Taxes) 34.75 792.95 - - 7.41 - - - - - - 66.61 - - - - 901.72
(89.74) (673.85) - - - - - - - - - (13.29) - - - - (776.88)

202 | Welspun India Limited

Purchase of Services/ Expenses incurred 14.46 - - - - - - - 37.08 - - 3.57 - - - - 55.11
For the year Ended March 31, 2016

(12.01) - - - - - - - (36.57) (9.89) - (0.06) - - - - (58.53)

Sale of Goods/ DEPB Licenses * 377.55 36.98 - - - - - - - - - 40.26 - - - - 454.79
(29.32) (1.57) - (0.63) - - - (0.04) - - (0.04) (30.58) (0.07) - - - (62.25)
Sale of Services/ Expenses incurred 20.02 1.30 - - 5.53 - - 2.03 - - - 0.28 - - - - 29.16
(15.56) (0.20) - (1.16) - - - - - - - (3.60) - - - - (20.52)
Purchase of Fixed Assets / Capital Goods 23.35 - - - 30.93 - - - - - - 437.53 - - - - 491.81
(17.20) - - (222.88) - - - - - - - (60.73) - - - - (300.81)
Commission on Corporate Guarantee 2.24 - - - - - - - - - - 5.60 - - - - 7.84
- - - - - - - - - - - (10.59) - - - - (10.59)
Remuneration and Commission - - - - - - - - - - - - - - - - -
- - - - - - - - - - - - - - - - -
Investment Made during the year - - - - - # # - - - - - - - - - #
- - - - - - - - - - - - - - - - -
Investment Cost Split during the year - - - - - - - - - - - # - - - - #
- - - - - - - - - - - - - - - - -
Provision for Diminution in Value of Investments Written Back - 13.34 - - - - - - - - - - - - - - 13.34
- - - - - - - - - - - - - - - - -
Equity Dividend Paid + - 0.01 - - - - - - - - - # - 63.19 84.35 378.82 526.37
- (#) (#) - - - - - - - - (#) - (25.28) (33.74) (150.96) (209.98)
Interim Equity Dividend Paid ++ - 0.02 - - - - - - - - - # - 105.32 140.58 631.37 877.29
- (#) - - - - - - - - - - - (25.28) (33.74) (150.96) (209.98)
Corporate Social Responsibility Expenses - - - - - - - - - - - - - - - - -
- - - - - - - - - - - - - - - - -

Closing Balance
Loans, Advances and Deposits received (including interest accrued but not due) 599.81 0.26 - - 1.15 - - - - - - - - - - - 601.22
(2.40) - - - - - - - - - - - - - - - (2.40)
Loans, Advances and Deposits given (including interest accrued on loan) 0.36 - - - 0.14 - - - 233.60 - - - - - - - 234.10
- (0.03) - (4.19) - - - - (251.47) - - - - - - - (255.69)
Trade Receivables (Net of Bills Discounted with Banks) 1.82 - - 0.58 - - 0.05 - - - - - - - - 2.45
- - - - - - - - - - - - - - - - -
Trade and Other Payables - 47.90 - - 4.78 - - - - - - 224.36 - - - - 277.04
(1.03) (10.88) - (7.48) - - - - - - (0.03) (15.61) - - - - (35.03)
Investments - 18.94 - - - # # - - - - # - - - - 18.94
- (18.94) - - - - - - - - - (#) - - - - (18.94)
Provision for diminution in value in investment - - - - - - - - - - - - - - - - -
- (13.34) - - - - - - - - - - - - - - (13.34)
Corporate Guarantee Received - - - - - - - - - - - - - - - - -
- - - - - - - - - - - (1,500.00) - - - - (1,500.00)
Previous year figures are given in brackets
* Amount is inclusive of taxes
+ Dividend paid of Financial Year 2014-15
++ Interim Dividend paid of Financial Year 2015-16
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

# Amount is below the rounding norms adopted by the Company

 37 (ii) Following are the transactions with related parties mentioned in (i) above and the year-end balances
` million
Worli Western
PARTICULARS Total b/f MEL WEL WEMO WMSL MITCPL WFTL WFL WFHK WOSPL WPIL BKG RBG ARM DBG RRM KAM YRM WIDL TAPL TOTAL
Realty Tradelink
Transactions during the year
Loans, Advances and Deposits given - - - - - - - - - - - - - - - - - - - - - - -
(206.04) - - - - - - - - - - - - - - - - - - - - (206.04)
Repayment of Loans, Advances and Deposits given 17.87 - - - - - - - - - - - - - - - - - - - - - 17.87
(106.04) - - - - - - - - - - - - - - - - - - - - - (106.04)
Loans, Advances and Deposits received - - - - - - - - - - - - - - - - - - - - - - -
(1.20) - - - - - - - - - - - - - - - - - - - - - (1.20)
Repayment of Loans, Advances and Deposits received 0.60 - - - - - - - - - - - - - - - - - - - - 0.60
- - - - - - - - - - - - - - - - - - - - - - -
1 COMPANY OVERVIEW

Purchase of Goods (Including Taxes) 901.72 3.79 - - - - - - - - - - - - - - - - - - - - 905.51

(776.88) - - - - - - - - - - - - - - - - - - - - - (776.88)
Purchase of Services/ Expenses incurred 55.11 - - - - 3.55 0.05 - - - - 23.45 - - - - - - - - - 0.25 82.41
For the year Ended March 31, 2016

(58.53) (2.74) - - - (1.36) - - - - - - - - - - - - - - - (0.13) (62.76)

Sale of Goods/ DEPB Licenses * 454.79 - - - - - - - - - - - - - - - - - - - - - 454.79
(62.25) - (1.97) - (5.08) - - - (2.72) (0.05) - - - - - - - - - - - - (72.07)
Sale of Services/ Expenses incurred 29.16 - - 0.05 - - - - 6.48 - - - - - - - - - - - - - 35.69
(20.52) - - - - - - - - - - - - - - - - - - - - (20.52)
Purchase of Fixed Assets / Capital Goods 491.81 - - - - - - - - - - - - - - - - - - - - - 491.81
(300.81) - - - - - - - - - - - - - - - - - - - - - (300.81)
Commission on Corporate Guarantee 7.84 - - - - - - - - - - - - - - - - - - - - - 7.84
(10.59) - - - - - - - - - - - - - - - - - - - - - (10.59)
Remuneration and Commission - - - - - - - - - - - - - 83.96 - 1.11 136.71 101.29 0.63 0.67 - - 324.37
- - - - - - - - - - - - - (71.13) - (3.06) 106.74 (88.61) (1.03) (1.40) - - (271.97)
Investment Made during the year # - - - - - - - - - - - - - - - - - - - - - #
- - - - - - - - - - - - - - - - - - - - - - -
Investment Cost Split during the year # - - - - - - - - - - - - - - - - - - - - - #
- - - - - - - - - - - - - - - - - - - - - - -
Provision for Diminution in Value of Investments Written 13.34 - - - - - - - - - - - - - - - - - - - - - 13.34
Back
- - - - - - - - - - - - - - - - - - - - - - -
Equity Dividend Paid + 526.37 - - - - 0.06 - 4.07 - - - - - 0.51 1.51 - 0.56 # - - 20.62 - 553.70
2 STATUTORY REPORTS

(209.98) - - - - (0.02) - (1.63) - - - - - (0.21) (0.60) - (0.23) (#) - - (8.25) - (220.92)

Interim Equity Dividend Paid ++ 877.29 - - - - 0.10 - 6.78 - - - - - 0.85 2.51 - 0.94 # - - 34.37 - 922.84
(209.98) - - - - (0.02) - (1.63) - - - - - (0.21) (0.60) - (0.23) (#) - - (8.25) - (220.92)
Corporate Social Responsibility Expenses - - - - - - - - 80.87 - - - - - - - - - - - - - 80.87
- - - - - - - - (25.46) - - - - - - - - - - - - - (25.46)

Closing Balance
Loans, Advances and Deposits received (including 601.22 - - - - - - - - - - - - - - - - - - - - - 601.22
interest accrued but not due)
(2.40) - - - - - - - - - - - (595.87) - - - - - - - - - (598.27)
Loans, Advances and Deposits given (including interest 234.10 - - 75.00 - - - - - - - - - - - - - - - - - - 309.10
accrued on loan)
(255.69) (8.00) - (75.00) - - - - - - - - - - - - - - - - - - (338.69)
Trade Receivables (Net of Bills Discounted with Banks) 2.45 - - - - - - - - - - - - - - - - - - - - - 2.45
- - - - - - - - - - - - - - - - - - - - - - -
Trade and Other Payables 277.04 - - - - - - - 0.20 - - 3.78 - 83.96 - - 106.71 83.96 - - - - 555.65
(35.03) - - - - - - - - - - - - (71.13) - - (86.94) (71.13) - - - (0.06) (264.29)
Investments 18.94 - - - - - - - - - 459.67 - - - - - - - - - - - 478.61
(18.94) - - - - - - - - - (459.67) - - - - - - - - - - - (478.61)
Provision for diminution in value in investment - - - - - - - - - - - - - - - - - - - - - - -
(13.34) - - - - - - - - - - - - - - - - - - - - - (13.34)
Corporate Guarantee Received - - - - - - - - - - - - - - - - - - - - - - -
3 FINANCIAL STATEMENTS

(1,500.00) - - - - - - - - - - - - - - - - - - - - - (1,500.00)
Notes
Previous year figures are given in brackets
+ Dividend paid of Financial Year 2014-15

Annual Report 2015-16 | 203

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

++ Interim Dividend paid of Financial Year 2015-16

# Amount is below the rounding norms adopted by the Company
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year Ended March 31, 2016

38. LEASES
As a lessee:
Operating Lease
The Company, some of its subsidiaries and its jointly controlled entity have taken various residential,
office premises, godowns, equipment and vehicles under operating lease agreements that are renewable
on a periodic basis at the option of both the lessor and the lessee. The initial tenure of lease is generally
for eleven months to sixty months.

With respect to non-cancellable operating leases, the future minimum lease payments are as follows:

` million
As At As At
Particulars
March 31, 2016 March 31, 2015
Not later than 1 year 149.32 144.30
Later than 1 year and not later than 5 years 482.75 495.09
Later than 5 years 81.13 171.82

The aggregate rental expenses of all the operating leases for the year are ` 332.96 million (Previous Year:
`278.22 million).

39. EARNINGS PER SHARE

` million
Year Ended Year Ended
Particulars
March 31, 2016 March 31, 2015
Profit after Tax 7,028.65 5,397.90
Less: Dividend on Preference Shares (Including Dividend Distribution Tax) - -
Profit available for Equity Share holders (A) 7,028.65 5,397.90
Number of Equity Shares for Basic Earnings Per Share
- Weighted Number of equity shares outstanding during the year (B) 1,004,694,986 1,004,150,910*
Add: Weighted Average number of outstanding employee stock options - 112,850*
Weighted Number of diluted equity shares outstanding during the year (C) 1,004,694,986 1,004,263,760*
Basic Earnings per share (A/B) (`) 7.00 5.38
Diluted Earnings per share (A/C) (`) 7.00 5.38
Nominal value of an equity share (`) 1.00 1.00
* Adjusted for subdivision of equity shares. Refer Note 3(a) (1)

40. PROVISION FOR CONTINGENCIES

` million
Indirect Taxes Litigation and Disputes Total
Particulars
(Refer Note 12) (Refer Note 8)
Opening Balance 9.22 20.00 29.22
(11.80) (18.63) (30.43)
Provided during the year - 1.37 1.37
(-) (1.37) (1.37)
Utilised during the year 2.75 - 2.75
(2.58) (-) (2.58)
Closing Balance 6.47 21.37 27.84
(9.22) (20.00) (29.22)
Figures in brackets relate to previous year.

204 | Welspun India Limited

1 COMPANY OVERVIEW 2 STATUTORY REPORTS 3 FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year Ended March 31, 2016

a) Provision for Indirect Taxes is made towards likely demands that may arise on completion of
assessments.

b) Provision for litigation and disputes is made towards legal notices received for non-payment of rent in
case of stores taken on lease.

41. Details of Research and Development expenses incurred during the year, debited under various heads of
Statement of Profit and Loss are given below:
` million
Year Ended Year Ended
Particulars
March 31, 2016 March 31, 2015
Material Consumption 177.22 137.97
Employee benefits expenses 85.94 75.90
Others 173.33 39.67
TOTAL 436.49 253.54

Details of Capital Expenditure incurred during the year for Research and Development is given below:
` million
Year Ended Year Ended
Particulars
March 31, 2016 March 31, 2015
Plant and Machinery 36.25 51.31
TOTAL 36.25 51.31

42. As at March 31, 2016, one of the subsidiary, Welspun Captive Power Generation Limited (WCPGL)
has recognised net deferred tax assets aggregating ` 342.98 million on the basis of virtual certainty
supported by convincing evidence that they will be realised. WCPGL has binding agreement with its
customers which will generate sufficient profits to realise these deferred tax assets.

43. The previous year comparatives have been reclassified to conform with the current years presentation,
wherever applicable.

Signature to the Notes to Financial Statements

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors
Firm Registration No: 012754N/ N500016

Mehul Desai Balkrishan Goenka Rajesh Mandawewala

Partner Chairman Managing Director
Membership No. 103211 DIN 00270175 DIN 00007179

Place: Mumbai Place: Mumbai Place: Mumbai

Date: April 25, 2016 Date: April 25, 2016 Date: April 25, 2016

Shashikant Thorat Altaf Jiwani

Company Secretary Chief Financial Officer

Place: Mumbai Place: Mumbai

Date: April 25, 2016 Date: April 25, 2016

Annual Report 2015-16 | 205

Notes
Notes
Notes
Welspun India Ltd,
Welspun House, Kamala Mills Compound, Senapati
Bapat Marg, Lower Parel, Mumbai 400013 India
Tel: +91 22 66136000/24908000 Fax: +91 22 24908020/24908021
www.welspunindia.com
Member of Welspun Group | www.welspun.com