MCF Annual Report Final File 2819

Mangalore Chemicals
& Fertilizers Limited
Directors : Arun Duggal, Independent Director and Chairman

N. Suresh Krishnan, Managing Director
Akshay Poddar, Director
Sunil Sethy, Director
D. A. Prasanna, Independent Director
Rita Menon, Independent Director
Dipankar Chatterji, Independent Director
K. Prabhakar Rao, Director-Works

Company Secretary : Vijayamahantesh Khannur
Chief Financial Officer : T. M. Muralidharan
Bankers : Axis Bank Limited
State Bank of India
Corporation Bank
Kotak Mahindra Bank Limited
RBL Bank Limited
IndusInd Bank Limited
IDFC Bank Limited
ICICI Bank Limited
Cooperatieve Rabobank UA
Statutory Auditors : S.R. Batliboi & Co. LLP.,

Cost Auditor : P. R. Tantri, Bengaluru
Secretarial Auditor : S. Kedarnath, Bengaluru
Registered Office : Level 11, UB Tower, UB City
No. 24, Vittal Mallya Road
Bengaluru – 560 001
Tel. No. 080-4585 5599
Fax No. 080-4585 5588
email : shares.mcfl@adventz.com
Website : www.mangalorechemicals.com
CIN : L24123KA1966PLC002036
Works : Panambur, Mangaluru – 575 010
Tel. No. 0824-2220 600
Fax No. 0824-2407 938
Share Transfer Agent : Cameo Corporate Services Limited
Subramanian Building
No.1, Club House Road, Chennai – 600 002
Tel.No.044-2846 0395, Fax No.044-2846 0129
e-mail: investor@cameoindia.com

Contents Page No.
Notice 3
Directors’ Report 9
Report on Corporate Governance 21
Management Discussion & Analysis Report 30
Independent Auditors’ Report 32
Balance Sheet 41
Statement of Profit & Loss 42
Statement of Cash Flows 43
Statement of Changes in Equity 45
Notes to the Financial Statements 47
1
Mangalore Chemicals
k
lan
tb
lef
y
all
ion
nt
te
in
is
ge
pa
is
Th
2
Mangalore Chemicals
NOTICE
To
The Members,
Notice is hereby given that the Fifty Second (52nd) Annual General Meeting of the Members of the Company will be held on
Tuesday, August 27, 2019 at 12.00 noon at Conference Hall, 1st Floor, UB Tower, UB City, No. 24, Vittal Mallya Road,
Bengaluru – 560 001 to transact the following businesses:
ORDINARY BUSINESS
1. To receive, consider and adopt the Audited Balance Sheet as at March 31, 2019, the Statement of Profit and Loss for the year
ended on that date and the reports of the Board of Directors and Statutory Auditors.
2. To declare dividend on the equity shares for the financial year 2018-19.
3. To re-appoint Mr. Sunil Sethy (DIN: 00244104), who retires by rotation, and being eligible, offers himself for the re-appointment.
SPECIAL BUSINESS
4. To consider and, if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution:
RESOLVED THAT pursuant to the provisions of Section 149, 150, 152 and any other applicable provisions of the Companies
Act, 2013 and the Rules made thereunder (including any statutory modification(s) or re-enactment(s) thereof for the time being in
force) read with Schedule IV of the Companies Act, 2013 and the applicable provisions of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, Mr. Dipankar Chatterji (DIN: 00031256), in respect of whom the Company has received
a notice in writing from a member under Section 160 of the Act, proposing his candidature for appointment as Director, be and is
hereby appointed as an Independent Director of the Company for a period of three (3) years with effect from May 14, 2019 to May
13, 2022, not liable to retire by rotation.
RESOLVED THAT pursuant to the provisions of Section 197, 198 and other applicable provisions, if any, of the Companies
Act, 2013, Regulation 17(6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (including any
statutory modification(s) or re-enactment thereof for the time being in force), the Articles of Association of the Company, the
approval of the members be and is hereby accorded for payment of remuneration by way of commission to Directors (whether
existing or future) other than the Managing/Whole-time Directors, collectively up to 1% of the net profits computed in the manner
referred to in Section 198 of the Companies Act, 2013, for each financial year over a period of 3 (three) financial years ending on
or after March 31, 2020, in such proportion/manner as may be determined by the Board of Directors of the Company, subject to a
maximum of Rs. 5,00,000/- (Rupees Five lakhs only) per annum per Director, payable at such periodicity as the Board may deem
fit.
RESOLVED FURTHER THAT such remuneration paid to its Directors (whether existing or future) other than the Managing/Whole-
time Directors will be in addition to the payment of sitting fees and reimbursement of expenses, if any, to the Directors for
attending the meetings of the Board of Directors or Committees thereof.
RESOLVED FURTHER THAT the Board of Directors, or the duly constituted Committee of the Board, or the Managing Director, or
the Chief Financial Officer and the Company Secretary (jointly) be and are hereby authorized to do all such acts, deeds, matters
and things as may be necessary including seeking of all approvals, if any, to give effect to this Resolution and to settle any
questions, difficulties or doubts that may arise in this regard.
RESOLVED THAT pursuant to the provisions of the Section 148 of Companies Act, 2013 and the Companies (Audit and
Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), payment
of remuneration of Rs.1,50,000/- (Rupees One lakh fifty thousand only) exclusive of applicable tax and other statutory
levies, if any, and reimbursement of actual expenses incurred on travel, accommodation and other out-of-pocket expenses to
Mr. P. R. Tantri, Cost Accountant (Membership Number 2403), for conducting audit of cost records of the Company for the Financial
Year 2019-20, be and is hereby ratified and confirmed.
RESOLVED FURTHER THAT the Board of Directors is authorized to take all such steps as may be necessary, proper or expedient to
give effect to the aforesaid resolution.
By the order of the Board
Bengaluru Vijayamahantesh Khannur

July 01, 2019 Company Secretary
3
Mangalore Chemicals
NOTES
1. An explanatory statement pursuant to Section 102 of the Companies Act, 2013 is annexed hereto.
2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE ANNUAL GENERAL MEETING IS ENTITLED TO APPOINT A
PROXY TO ATTEND AND VOTE ON A POLL INSTEAD OF HIMSELF AND THE PROXY NEED NOT BE A MEMBER OF THE
COMPANY. The instrument appointing proxy in prescribed form, in order to be effective should be duly completed, signed and
must be sent to the Company so as to reach at the registered office of the Company at least 48 hours before the commencement
of the meeting. Pursuant to the provisions of Section 105 of the Companies Act, 2013, a person can act as a proxy on behalf
of not more than fifty Members and holding in aggregate not more than ten percent of the total paid-up share capital of the
Company. Members holding more than ten percent of the total paid up share capital of the Company may appoint a single person
as proxy, who shall not act as a proxy for any other Member.
3. The Register of Members and Share Transfer Books will remain closed from August 21, 2019 to August 27, 2019 (both days
inclusive) for the purpose of determination of members who are entitled to receive the dividend for the financial year 2018-19,
if declared.
4. All relevant documents referred to in the Notice and the statements/reports annexed to Notice shall be open for inspection by
Members at the Registered Office of the Company during normal business hours between 11.00 a.m. and 1.00 p.m. on all working
days (except Saturdays, Sundays and Public Holidays) up to the date of the Annual General Meeting.
5. Pursuant to the provisions of Section 124(5) and 125 of the Companies Act, 2013, the dividend amount remaining unclaimed/
unpaid for a period of seven years from the due date of payment shall be transferred to the Investor Education and Protection
Fund (IEPF) established by Central Government. Pursuant to the provisions of Section 124(6) and Section 125 of the Companies
Act, 2013 read with Rule 6 of the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, all shares in respect of
which dividend has not been paid or claimed for seven consecutive years or more shall be transferred by the Company to the IEPF
within 30 days of they becoming due to be transferred.
Members who have not yet encashed their dividend warrant(s) are requested to make their claims without any delay.
IT MAY BE NOTED THAT THE UNCLAIMED DIVIDEND PERTAINING TO THE FINANCIAL YEAR 2011-12 IS DUE FOR TRANSFER TO
THE INVESTOR EDUCATION AND PROTECTION FUND AND THE SAME CAN BE CLAIMED FROM THE COMPANY ON OR BEFORE
OCTOBER 30, 2019.
6. Electronic copy of the Notice of the 52nd Annual General Meeting of the Company inter alia indicating the process and manner of
e-voting along with Attendance Slip and Proxy Form is being sent to all the members whose email IDs are registered with the
Company/Depository Participants(s) for communication purposes unless any member has requested for a hard copy of the same.
For members who have not registered their email address, physical copies of the Notice of the 52nd Annual General Meeting of the
Company inter alia indicating the process and manner of e-voting along with Attendance Slip and Proxy Form are being sent in the
permitted mode.
7. Pursuant to Section 108 of Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules,
2014, the Company is pleased to provide the members the facility to exercise their right to vote at the 52nd Annual General
Meeting by way of remote e-voting i.e casting votes by a member using an electronic voting system from a place other than
venue of a general meeting, and the business may be transacted through e-voting services provided by Central Depositories
Services (India) Limited. The ballot or polling paper shall also be made available at the meeting and members attending the
meeting who have not already casted their vote by remote e-voting shall be entitled to cast their vote at the meeting. Members
who have casted their vote by remote e-voting may attend the meeting but shall not be entitled to cast their vote again at the
meeting.
The Company has appointed Mr. Sudhir Hulyalkar, Practicing Company Secretary (Membership No. FCS 6040 and CP No. 6137),
who is willing to be appointed and, in the opinion of the Board, is a duly qualified person and can scrutinize the voting and
remote e-voting process in a fair and transparent manner, as a Scrutinizer. After the conclusion of the voting at the meeting, the
Scrutinizer shall count votes casted at the meeting and through remote e-voting and provide a consolidated Scrutinizer’s report
of the total votes casted, within a period of three days from the date of conclusion of the meeting, to the Chairman or to the
person authorized by the Chairman who shall countersign the same. The Chairman or the person authorized by the Chairman
shall declare the result of the voting forthwith. The results declared along with the Scrutinizer’s report shall be placed on the
Company’s website www.mangalorechemicals.com and on the website of CDSL – www.cdslindia.com and communicated to the
Stock Exchanges.
4
Mangalore Chemicals
The instructions for shareholders voting electronically are as under:

i. The remote e-voting period begins at 9.00 AM on August 24, 2019 and ends at 5.00 PM on August 26, 2019. The facility for
remote e-voting shall forthwith be blocked at the end of the period of remote e-voting.
ii. The cut-off date for determining the eligibility to vote by electronic means or in the general meeting shall be August 20, 2019.
Members who are holding shares on cut-off date are only eligible for remote e-voting and attending Annual General Meeting.
iii. The shareholders should log on to the e-voting website www.evotingindia.com during the voting period.
iv. Click on “Shareholders” tab.
v. Now Enter your Login ID.
a. For CDSL: 16 digits beneficiary ID;
b. For NSDL: 8 Character DP ID followed by 8 digit client ID;
c. Members holding shares in Physical Form should enter Folio Number registered with the Company.
vi. Next enter the Image Verification as displayed and Click on Login.
vii. If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier voting of any
company, then your existing password is to be used.
viii. If you are a first time user follow the steps given below:
For Members holding shares in Demat Form and Physical Form

PAN Enter your 10 digit alpha-numeric PAN issued by Income Tax Department (Applicable for both demat shareholders as
well as physical shareholders)
• Members who have not updated their PAN with the Company/Depository Participant are requested to use the first
two letters of their name and the last 8 digits of the sequence number in the PAN field.
• In case the sequence number is less than 8 digits enter the applicable number of 0’s before the number after the
first two characters of the name in CAPITAL letters. Eg. If your name is Ram with sequence number 1 then enter
RA00000001 in the PAN field.
Dividend Bank Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the
Details OR Company’s records in order to login.
Date of Birth
(DOB) If both the details are not recorded with the depository or Company please enter the member id / folio number in the
Dividend Bank details field as mentioned in instruction (v).
ix. After entering these details appropriately, click on “SUBMIT” tab.
x. Members holding shares in physical form will then directly reach the Company selection screen. However, members holding
shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login
password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for
resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL
platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your
password confidential.
xi. For Members holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this
Notice.
xii. Click on the EVSN of Mangalore Chemicals & Fertilizers Limited to vote.
xiii. On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select
the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you
dissent to the Resolution.
xiv. Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
xv. After selecting the Resolution you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish
to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.
xvi. Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.
xvii. You can also take out print of the voting done by you by clicking on “Click here to print” option on the Voting page.
xviii. If Demat account holder has forgotten the password then enter the Login ID and the image verification code and click on
Forgot Password & enter the details as prompted by the system.
xix. Note for Non-Individual Shareholders & Custodians:
• Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to
www.evotingindia.com and register themselves as Corporates.
• A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to
helpdesk.evoting@cdslindia.com.
5
Mangalore Chemicals
• After receiving the login details they have to create a user who would be able to link the account(s) which they wish to vote
on.
• The list of accounts should be mailed to helpdesk.evoting@cdslindia.com and on approval of the accounts they would be
able to cast their vote.
• A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if
any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.
xx. Shareholders can also cast their vote using CDSL’s mobile app m-Voting available for android based mobiles. The m-Voting app
can be downloaded from Google Play Store. Please follow the instructions as prompted by the mobile app by voting on your
mobile.
xxi. In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions (“FAQs”) and
e-voting manual available at www.evotingindia.com under help section or write an email to helpdesk.evoting@cdslindia.com.
8. Members / proxy holders are requested to produce the enclosed attendance slip duly completed and signed at the entrance of the
meeting venue.
9. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Companies
Act, 2013, will be available for inspection by the members at the Annual General Meeting.
10. The Register of Contracts, maintained under Section 189 of the Companies Act, 2013, will be available for inspection by the members
at the Annual General Meeting.
11. Members should address all correspondence to the Company’s Registrar and Share Transfer Agent at the following address quoting
their Registered Folio Number or Demat Account Number & Depository Participant (DP) ID Number.
Cameo Corporate Services Limited
Subramanian Building, No.1, Club House Road, Chennai-600 002
Phone: 91-44-2846 0395 Fax : 91-44-2846 0129
E-mail: investor@cameoindia.com
12. The equity shares of the Company are mandated by Securities and Exchange Board of India for compulsory trading in demat form
by all investors. The Company’s shares have been admitted into both the depositories viz. National Securities Depository Limited
[NSDL] and Central Depository Services (India) Limited [CDSL]. The ISIN allotted to the Company’s equity shares is INE558B01017.
13. Members holding shares in physical form are requested to notify any change in their addresses, mandates/bank details immediately
to the Company’s Registrar and Share Transfer Agent, Cameo Corporate Services Limited, Chennai.
14. With effect from April 01, 2019, except in the case of transmission or transposition of securities, the requests for effecting transfer
of securities shall not be processed unless the securities are held in the dematerialized form with a Depository. Hence, the members
holding shares in physical form are requested to dematerialize their physical shares into electronic form by sending demat request
to their concerned Depository Participants.
15. Members holding shares in electronic mode are requested to intimate all changes pertaining to their bank details to their Depository
Participants in order to arrange the dividend payment by NECS/ECS or through warrant by printing the bank details, as the case may
be.
EXPLANATORY STATEMENT
(Pursuant to Section 102 of the Companies Act, 2013)
Item No. 4
The Nomination & Remuneration Committee, at its meeting held on May 14,
2019, has recommended appointment of
Mr. Dipankar Chatterji as Director for a period of 3 (three) years from May 14, 2019 to May 13, 2022. Based on the recommendation,
the Board of Directors at its meeting held on May 14, 2019 appointed Mr. Dipankar Chatterji as an Additional Director of the Company in
the category of Independent Directors and his tenure expires at this Annual General Meeting. A notice has been received in writing by a
member under Section 160 of the Companies Act, 2013 proposing appointment of Mr. Dipankar Chatterji as an Independent Director of
the Company at this Annual General Meeting for a period of 3 (three) years with effect from May 14, 2019 to May 13, 2022.
Mr. Dipankar Chatterji is interested in the Resolution set out at Item No. 4 of the Notice in regard to his appointment. The relatives
of Mr. Dipankar Chatterji may be deemed to be interested in the Resolution set out at Item No. 4 of the Notice, to the extent of their
shareholding interest, if any, in the Company.
Save and except the above, none of the other Directors / Key Managerial Personnel of the Company and their relatives are, in any way,
concerned or interested, financially or otherwise, in the above appointment. The Board accordingly places the Ordinary Resolution set
out at Item No. 4 of the Notice for approval of the members.
6
Mangalore Chemicals
Item No. 5
The Non-executive Directors are paid sitting fees for attending the Board and Committee meetings and reimbursement of expenses
incurred for attending the meetings of the Board or its Committees. With the constitution of various Committees of the Board, the
increasing demand for the independent and professional Directors on various matters relating to the Company and the ever changing
regulatory environment, it is advisable to appropriately compensate, attract and retain professionals on the Board. In order to remunerate
the Non-executive Directors (whether existing or future) for rendering their services to the Company, it is proposed to pay remuneration
by way of commission to the Directors (whether existing or future) other than the Managing/Whole-time Directors, collectively up to
1% of the net profits computed in the manner referred to in Section 198 of the Companies Act, 2013, for each financial year over a
period of 3 (three) financial years ending on or after March 31, 2020, in such proportion/ manner as may be determined by the Board
of Directors of the Company, subject to a maximum of Rs. 5,00,000/- (Rupees Five lakhS only) per annum per Director, payable at such
periodicity as the Board may deem fit. The above remuneration will be in addition to the sitting fees and reimbursement of expenses, if
any, for attending the meetings of the Board of Directors or Committees thereof. The Nomination & Remuneration Committee and the
Board of Directors at their meetings held on May 14, 2019 have considered and recommended payment of above remuneration subject
to approval of the shareholders.
Accordingly, approval of the shareholders is sought by way of an Ordinary Resolution for payment of remuneration by way of commission
to the Directors of the Company other than the Managing/Whole-time Directors. The Board recommends the Ordinary Resolution set out
under Item No. 5 of the Notice for approval by the members.
The Managing Director, Whole-time Directors and Key Managerial Personnel of the Company and their relatives are not concerned or
interested, financially or otherwise, in the Resolution set out at Item No. 5 of the Notice. Directors other than the Managing/Whole-time
Directors of the Company and their relatives may be deemed to be concerned or interested in the Resolution set out at Item No. 5 of the
Notice to the extent of their shareholding interest, if any, in the Company.
Item No. 6
In accordance with the provisions of Section 148 of the Companies Act, 2013, and Rule 14 of the Companies (Audit and Auditors)
Rules, 2014, the Board of Directors has approved the appointment of Mr. P R Tantri, Cost Accountant (Membership Number 2403), as
Cost Auditor of the Company for the financial year 2019-20 on a remuneration of Rs.1,50,000/- (Rupees One lakh fifty thousand only)
exclusive of applicable tax and other statutory levies, if any, and reimbursement of actual expenses incurred on travel, accommodation
and other out-of-pocket expenses.
Accordingly, consent of members is sought by an Ordinary Resolution for the remuneration payable to the Cost Auditor for the financial
year 2019-20.
None of the Directors/Key Managerial Personnel of the Company/their relatives are, in any way, concerned or interested, financially or
otherwise in this matter.
Additional information pursuant to Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 – Details of the Directors seeking appointment/reappointment.
Name of the Director Dipankar Chatterji Sunil Sethy
Date of Birth August 23, 1948 March 27, 1951
Qualification Fellow Member of the Institute of Chartered Accountants Fellow Member of the Institute of Chartered Accountants
of India of India
Inter-se relationship with None None
Directors of the Company
Expertise in Functional Mr. Dipankar Chatterji is a Chartered Accountant He is a Finance professional having 40 years of experience
area by profession and is a senior partner in L B Jha & in different companies out of which 29 years in Finance
Co., Chartered Accountants, who are engaged in discipline and 11 years as MD / CEO. He was holding the
Consultancy, Audit and Assurance, or Tax and other position as Vice Chairman & MD in Binani Industries Ltd,
Compliance Services. He has held directorship of four Finance Head / MD in Chambal Fertilizers & Chemicals
nationalised banks, a public sector mutual fund, an Ltd, Director (Finance) in Eternit Everest Ltd, Controller
associate company of State Bank of India, has been of Finance in PSI Data Systems Ltd. He was director in
nominated on the boards of various companies by Banks Simon India Limited. He has held important positions in
/ Financial Institutions. He is Vice-President of one of many other companies.
the top 10 B Schools in the country. He was appointed
by RBI as a member of the Padmanabhan Committee
set up to review RBI’s supervision over Banks. He
was a member of the Central Council of the Institute
of Chartered Accountants of India and Chairman of
the Auditing Practices Committee of the Institute of
Chartered Accountants of India.
7
Mangalore Chemicals
Name of the Director Dipankar Chatterji Sunil Sethy

He has been President (Eastern Region) of the
Indo-American Chamber of Commerce, Chairman
(Eastern Region) of Confederation of Indian Industry,
member of National Council of C.I.I, member of National
Advisory Committee on Accounting Standards (NACAS)
constituted by Ministry of Corporate Affairs, Govt. of
India.
Directorships in other Director in TRF Limited, Bengal Peerless Housing Director in Zuari Infraworld India Ltd and Managing
Public Companies Development Company Ltd, Peerless Financial Services Director in Paradeep Phosphates Limited and Zuari Agro
Ltd, West Bengal Industrial Development Corpn. Ltd., Chemicals Limited.
Neotia Healthcare Initiative Limited, Hindusthan National
Glass & Industries Limited, The Peerless General
Finance & Investment Co Ltd.
Membership / Chairman Member Chairman Member
Chairmanship in other
Public Companies
Audit Committee 4 2 1 Nil
Stakeholders’ Relationship
Nil 1 Nil Nil
Committee
Shareholding in the
Nil Nil
Company
By the order of the Board
Bengaluru Vijayamahantesh Khannur

July 01, 2019 Company Secretary
lank
ft b
y le
nall
ntio
is inte
ace
s sp
Thi
8
Mangalore Chemicals
DIRECTORS’ REPORT
EBITDA
To the Members,
1. Your Directors place before you the Fifty Second Annual
Report of the Company together with Statement of Accounts
for the financial year ended March 31, 2019.
Rs. Crs.
2. FINANCIAL HIGHLIGHTS
(Rs. in Crores)
2018-19 2017-18
Revenue from operations 3,073.64 2,692.90
EBITDA 199.94 196.34
Finance Costs 111.02 84.30 YEARS
Depreciation 38.78 36.99
Profit before tax 50.14 75.05 The financial results of the Company were impacted primarily
Tax expense 17.26 14.46 on account of lower production and sale of manufactured Urea
Profit after tax 32.88 60.58 of 47,046 MTs during the year compared to previous year,
Other Comprehensive Income / (Expense) (0.76) (0.16) higher finance costs due to delay caused by introduction of
Total Comprehensive Income 32.12 60.42 disbursement of subsidy under Direct Benefit Transfer (DBT),
Earnings Per Share (Basic & Diluted) Rs. 2.77 5.11 accumulation of subsidy due to higher commodity prices and
Net Worth 495.16 477.33 rupee depreciation besides not so favourable season in the
marketing areas of Karnataka, Tamil Nadu, Andhra Pradesh
3. DIVIDEND and Telangana.
The Board of Directors recommended a dividend of Re.1 per 5. PRODUCTION

equity share of Rs.10/- each.
Urea
4. REVIEW OF OPERATIONS Your Company achieved production of 3,49,500 MTs during
The revenue from operations for the year ended the year against the reassessed capacity of 3,79,500 MTs
March 31, 2019 was Rs. 3,073.64 crores as compared to due to Urea policy constraints, since the Company produced
Rs. 2,692.90 crores for the year ended March 31, 2018. additional 30,000 MTs during the previous year after taking
necessary approval in excess of the reassessed capacity.
The profit before tax for the year ended March 31, 2019 was
Rs. 50.14 crores as compared to Rs. 75.05 crores for the Di-Ammonium Phosphate (DAP) and Complex
year ended March 31, 2018. Total Comprehensive Income Fertilizers
stood at Rs. 32.12 crores for the year ended March 31, 2019 Your Company produced 2,96,829 MTs of Phosphatic
compared to Rs. 60.42 crores for the previous year. Fertilizers during the year compared to 2,65,552 MTs in the
previous year, due to availability of raw materials and process
improvement.
SALES PRODUCTION
Lakhs - MTs
Rs. Crs.
YEARS
YEARS
9
Mangalore Chemicals
Ammonium Bi-carbonate (ABC) amendments, fertilizers etc. To address nutrient deficiencies

in the soil which results in inadequate output, our R & D
Production of ABC at 13,860 MTs during the year compared
centre has been developing innovative crop nutrition
to 16,694 MTs in the previous year due to lower production of
products. The analysis of the samples is done and appropriate
Urea.
recommendations for soil health management and crop
6. SALES management are given to the farmers / customers. Suitable
follow up is done by our experts and extension workers to
During the year, your Company sold 3,55,964 MTs of Urea ensure effective implementation of the recommendation.
compared to 4,03,011 MTs in the previous year. Sale of The analytical and advisory services are provided free of cost
manufactured Phosphatic Fertilizers were 2,77,672 MTs to ensure active participation of the customers in achieving
compared to 2,54,296 MTs in the previous year. Sale of profitability and sustainability in agriculture. The response
imported fertilizers were 2,28,770 MTs against 2,61,190 MTs from the customers is very encouraging.
in the previous year.
7. WORKING CAPITAL
Sulphonated Naphthalene Formaldehyde (SNF)
Continued under-provisioning for fertilizer subsidy in the
The plant set up in August 2010 for manufacture of SNF on Union Budget and higher subsidy demand due to escalated
a modular basis can take care of increased demand. The commodity prices & rupee depreciation, with resultant unusual
Company sold 14,486 MTs of SNF during the year, compared delay in subsidy payment by Govt. of India (GOI) contributed
to 17,621 MTs in the previous year. The Company has to precarious working capital condition and increased working
continued with new product variants for applications in newer capital costs.
areas to improve plant utilization, in order to de-risk its focus
on construction chemical industry. The estimated interest cost on account of delay in subsidy
payment was Rs.17.47 crores for the year.
Specialty Plant Nutrition (SPN) Products
With clear focus on addressing serious issues like soil 8. MODERNIZATION OF AMMONIA/UREA PLANTS
deterioration, improve soil conditions and its productivity,
Natural Gas Conversion Project
your Company continues to supply products to farmers that
maintain soil health, provide balanced and complete nutrition All equipment related to NG conversion project were installed
and improve crop health. in Ammonia and captive power plant. The plant is fully ready
in all respects to receive natural gas. As informed by GAIL
Continued effort in identifying customer needs, introducing (India) Ltd., a major portion of the laying of gas pipeline
suitable products and educating farmers as well as channel from Kochi to Mangalore is completed and balance works are
partners in proper use of these inputs has resulted in achieving under progress. After the mechanical completion and hydro
a turnover of Rs. 154 crores during the year. Water Soluble testing, the pipeline is expected to be ready for gas supply by
Fertilizers and Micronutrient mixtures facility in Mangalore has second half of 2019-20.
greatly helped in growth of Specialty Plant Nutrition products
business by timely supply of quality products. Ammonia Plant Energy Improvement Project
The ammonia plant is being revamped under Kellog Brown
In order to encourage scientific application of fertilizers and
Root’s technology licensing. The Basic engineering was
plant nutrients, your Company has been very actively involved
completed in September 2017 and the detailed engineering
in educating farmers through several customer education
was kicked off immediately. The project has made a
& development activities under the concept of Integrated
considerable progress during the year.
Nutrient Management (INM).
Your Company has received environment clearance in August
Crop Protection Chemical (CPC) Products 2018 and orders for long lead items were placed during the
year. Orders for balance items, bulk materials will be placed
In order to offer a wider range of agri. inputs, your Company during first quarter of 2019-20. The Project is expected to be
has adopted a collaborative approach for marketing the commissioned by June 2020.
products of reputed CPC producer companies through its
channel partner network. The Crop Protection Chemicals New Projects
business registered a turnover of Rs. 27 crores during the
Your Company has also received environment clearance
year.
in August 2018 for expansion project of Urea plant with
additional capacity of 1,40,400 TPA, DAP & NPK plant
Analytical and Advisory Service
with additional capacity of 10,00,000 TPA and Sulfonated
In order to promote the concept of INM, R & D facility Naphthalene Formaldehyde/Poly Carboxylate Ether plant with
established at Hassan continues to analyze samples of soil, additional capacity of 18,000 TPA in addition to Ammonia
water, plant tissues, plant nutrients, organic manures, soil Plant Energy Improvement Project as aforesaid.
10
Mangalore Chemicals
Your Company is embarking on various initiatives to improve Several measures were taken to strengthen safety systems
the profitability, inter-alia, by backward integration and in this inside the factory. Emergency Water Spray System for
process, your Company is pursuing a project for manufacture Ammonia Compressor House and Ammonia transfer
of Phosphoric Acid by import of rock phosphates and pumps at Import Ammonia Terminal was revamped and
manufacture of Sulphuric Acid. These projects would improve commissioned. Fire alarm system consisting of beam type
the product margins to sustain and grow the business smoke detectors was installed in Liquid Fertilizer Plant and
potential. Multipurpose warehouse. A new breathing air compressor for
filling breathing apparatus cylinders and fully encapsulated
Green Power chemical protective suits were procured.
As a first step towards renewable power generation, your
Company has taken up initiative by commissioning Roof Top Your Company won the first prize in the State level Safety
Solar Photo Voltaic System with a capacity of 251.23 kWp Awards in Mega industry category in recognition of
at plant in Mangalore in January 2019. Estimated annual outstanding performance in best safety practices in the year
electrical energy generation is around 3,80,000 units. The 2018. The award is given by Department of Factories, Boilers,
system was installed and commissioned by Tata Power Solar, Industrial Safety and Health, Government of Karnataka.
Bengaluru. During the year, 86,490 kWh of solar power was
generated. Further capacity additions are being planned. Extensive training programs related to rescue operations,
usage of personal protective equipment, emergency
9. FERTILIZER POLICY management, work permit system, Fire Safety at home,
Safety, Health and Environment management system, were
The Govt. of India (GOI) vide its Notification No.12018/4/2014-
organized for employees. Regular mock drills were also
FPP dated June 17, 2015 allowed continuation of production
conducted to check the emergency preparedness. Firefighting
of urea by 3 Naphtha based units (MFL – Manali, MCFL –
training is conducted every Friday to train the employees and
Mangalore and SPIC – Tuticorin) till these plants get assured
also contractors’ workman.
supply of gas either by gas pipeline or any other means. The
Company had filed writ petition before Hon’ble High Court
of Delhi seeking remedy against some restrictive conditions Health
imposed in terms of the subsidy mechanism that reduces the Annual medical examination was conducted for all the
eligible subsidy, which are discriminatory compared to the employees and contract workers which included general
recently converted naphtha based urea plants. physical examination, systemic examination and laboratory
investigations. Special tests like pulmonary function test
The writ petition was disposed since the GOI confirmed for the employees who are exposed to dust and chemicals,
that the Company would be eligible for the benefits as are audiometry for those exposed to noise and vision test for
available to other manufacturers of Urea who have converted
those who require high visual acuity at workplace were
their manufacturing processes to gas based and are now
conducted by experts as per schedule.
utilizing gas for production of Urea.
Medical examination of the canteen workers was conducted
The GOI issued Notification No.12012/1/2015-FPP dated
with more stress on personal hygiene and tests were conducted
March 28, 2018 confirming the availability of benefits to the
for any communicable diseases. Employees working in
Company for having converted its manufacturing process to
Ammonium Bi Carbonate (ABC) Plant were examined for
gas based, on receipt & use of gas for production of Urea and
continuation of existing policy till March 2020. communicable / skin diseases and were immunized against
diseases like Hepatitis B and Typhoid.
The Nutrient Based Subsidy Scheme (NBS) was introduced by
the GOI with effect from April 1, 2010 after de-controlling the Medical health data of all the employees was generated
DAP / complex fertilizers, where annual /bi-annual concession after receiving all the reports and the same findings were
rates are announced in advance leaving the market realization incorporated in Form No.16 as per statutory requirement.
to reflect the fluctuations in respective commodity prices. The employees with abnormal findings on annual medical
However, the GOI is monitoring the market realization. examination were counselled and advised regarding further
management.
10. SAFETY, HEALTH, ENVIRONMENT AND POLLUTION
CONTROL Awareness programme on “Health & Personal Hygiene” was
conducted for the employees of ABC Plant and Canteen. First
Safety
aid training programmes were conducted for employees and
Periodic Audits of SHE Management System were carried out contract workers regularly. Health awareness programmes
by the certification body M/s DNV-GL. A public awareness on various subjects such as Heart Diseases, Alzheimer &
programme was conducted at St. Joseph Engineering College, Dementia and Cancer were conducted by the experts for the
Vamanjoor, Mangalore on 18th December 2018. employees.
11
Mangalore Chemicals
Ergonomics study was conducted in factory’s bagging plant a) in the preparation of the annual accounts, the applicable
by Experts. Advices and guidelines to reduce musculoskeletal accounting standards have been followed along with
disorders are displayed for benefit of the employees. Eye proper explanation relating to material departures, if
Checkup and awareness programme on “Eye Protection” was any;
conducted for about 250 students of Government Schools
around Mangalore. Health & Eye check-up camps, dental b) the Directors have selected such accounting policies
check-up/awareness camps, Cardiac Check-up camps were and applied them consistently and made judgments and
conducted in neighboring villages and schools. estimates that are reasonable and prudent so as to give
a true and fair view of the state of affairs of the Company
Environment at the end of the financial year and of the profit and loss
of the Company for that period;
As an ISO 14001 certified company, many environmental
management programs have been implemented to improve c) the Directors have taken proper and sufficient care
the environmental performance of the Company. Your for the maintenance of adequate accounting records
Company achieved Zero Liquid Discharge (ZLD) status in in accordance with the provisions of the Companies
2010 by upgrading its effluent and sewage treatment plants Act, 2013 for safeguarding the assets of the Company
to recover and reuse the treated waters. The rainwater and for preventing and detecting fraud and other
harvesting system and sewage treatment plants are already irregularities;
installed at the township for employees. In addition to the
d) the Directors have prepared the annual accounts on a
existing 64 acres of green belt in its manufacturing site,
going concern basis;
your Company has planted 2,000 saplings during the year
2018-19. e) the Directors have laid down internal financial controls
to be followed by the Company and that such internal
Environmental Management System (EMS) in line with the financial controls are adequate and operating effectively;
new version of ISO14001:2015 was implemented during
the year. It is certified by M/s Det Norske Veritas, Bangalore f) the Directors have devised proper systems to ensure
and the certification is valid up to August 16, 2020. The compliance with the provisions of all applicable laws and
Environment Laboratory at the Plant has been assessed and that such systems are adequate and operating effectively.
accredited in accordance with standard ISO/IEC 17025:2015
by National Accreditation Board for Testing and Calibration 14. STATEMENT ON DECLARATION BY INDEPENDENT
Laboratories (NABL). DIRECTORS
The Company has received declaration of independence from
Your Company has installed Continuous Ambient Air Quality
Monitoring (CAAQM) station inside factory premises for the Independent Directors and the same have been noted by
continuous monitoring of ambient air quality. Ambient air the Board of Directors in its meeting held on May 14, 2019.
quality data from CAAQM station is being displayed in LED
display board at the entrance of the factory facing National 15. DIRECTORS
Highway for public information. Your Company has also Mr. Sunil Sethy retires by rotation and being eligible offers
installed Continuous Online Monitoring Systems in Urea prill himself for reappointment at the ensuing Annual General
tower, Di Ammonium Phosphate plant stack and Sulphuric Meeting.
Acid plant stack as per the Central Pollution Control Board
(CPCB) guidelines.
Mr. Pratap Narayan and Mr. Narendra Mairpady resigned from
the Board of Directors with effect from March 23, 2019 and
11. ANNUAL RETURN
April 05, 2019 respectively.
Annual Return referred to in Section 92(3) of the Companies
Act, 2013 is available on the website of the Company i.e. Based on the recommendation of the Nomination &
www.mangalorechemicals.com. Remuneration Committee, the Board of Directors at its meeting
held on May 14, 2019, appointed Mr. Dipankar Chatterji as an
12. NUMBER OF BOARD MEETINGS CONDUCTED DURING Additional Director in the category of Independent Directors.
THE YEAR
During the year, four Board Meetings were held on May 24, 16. DIRECTORS’ TRAINING & FAMILIARIZATION
2018, July 31, 2018, October 29, 2018 and February 06, The Company in compliance with Regulation 25(7) of the
2019.
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 formulates programs to familiarize new
13. DIRECTORS RESPONSIBILITY STATEMENT
Independent Directors inducted on the Board with the
Pursuant to Section 134(5) of the Companies Act, 2013, your Company, nature of the industry, business model and their
Directors confirm that: roles and responsibilities. Since no new Directors were
12
Mangalore Chemicals
inducted during the year and the Directors have already Terms of Reference:
undergone familiarization program, no such programs were
The CSR Committee formulates and recommends to the
conducted.
Board a CSR Policy which shall indicate the activities to be
undertaken by the Company, as specified in Schedule VII of
17. PERFORMANCE EVALUATION
the Companies Act, 2013. The Committee also recommends
Pursuant to the provisions of the Section 134, 178 and the amount of expenditure to be incurred on CSR activities
Sch. IV of the Companies Act, 2013 and Regulation 17 of and monitors the CSR Policy of the Company from time to
the SEBI (Listing Obligations & Disclosure Requirements) time. Other terms of reference are given below;
Regulations,2015, the following performance evaluations
were carried out; • The Corporate Social Responsibility Committee shall
meet at once in a financial year.
a. Performance evaluation of the Board, Chairman and non-
Independent Directors by the Independent Directors; • The quorum for the meetings shall be at least 2 members.
b. Performance evaluation of the Board, its committees and • The Committee shall recommend the amount of
Independent Directors by the Board of Directors; and expenditure to be incurred on the CSR activities on an
annual basis.
c. Performance evaluation of every Director by the
Nomination and Remuneration Committee. • The Committee shall monitor & recommend to the Board
changes to the Corporate Social Responsibility Policy
The evaluation process covered adequacy of the composition from time to time.
of the Board and its Committees, disclosure of information • The Company Secretary shall act as the secretary of the
to the Board and Committees, performance of duties and CSR Committee.
obligations, governance parameters, participation of the
members of the Board / Committees and fulfilment of During the year, the Committee met twice on May 24, 2018
independence criteria and maintaining independence from and July 31, 2018. The attendance at the meeting was as
the management by the Independent Directors. follows:–
Based on the evaluation done by the Directors, the No. of meetings

performance of the Board, its Committees and the Directors Name of the member Status
attended
was satisfactory and the quality, quantity and timeliness of Narendra Mairpady# Chairman 2
flow of information between the management and the Board
was appreciable. D A Prasanna Member 2
Rita Menon Member 2
18. NOMINATION & REMUNERATION POLICY K. Prabhakar Rao Member 2
Based on the recommendation of the Nomination and
Remuneration Committee, the Board has approved the #up to 05.04.2019. Mrs. Rita Menon is designated as
Nomination & Remuneration Policy. The Nomination & Chairperson and Mr. N Suresh Krishnan is appointed as
Remuneration Policy provides for constitution & role of member w.e.f 14.05.2019.
Nomination and Remuneration Committee, guidelines
Based on the recommendation of the CSR Committee, the
on procedure for appointment / removal of Director, Key
Company has formulated a comprehensive CSR policy. The
Managerial Personnel or at Senior Management level,
details of CSR policy, CSR initiative and activities during the
recommendation for remuneration, compensation and
year and the Annual Report on Company’s CSR activities are
commission to be paid to the Managing Director / Whole
time Director / Non – Executive Directors and carrying furnished in Annexure 1 attached to this report.
out evaluation of performance of every Director and Key
managerial personnel. 21. COMPOSITION OF AUDIT COMMITTEE AND VIGIL
MECHANISM
The Nomination & Remuneration Policy is placed on the
The composition of the Audit Committee during the year
website of the Company i.e. www.mangalorechemicals.com.
is shown in the Corporate Governance Report attached as
Annexure 5.
19. SUBSIDIARIES, ASSOCIATE COMPANIES AND JOINT
VENTURES
The Company has established a vigil mechanism through
The Company does not have any subsidiary, associate or Whistleblower Policy and the Audit Committee of the
joint venture. Company is responsible to review periodically the efficient
and effective functioning of the vigil mechanism, to deal
20. CORPORATE SOCIAL RESPONSIBILITY (CSR) with instances of fraud and mismanagement and suspected
The Board of Directors has constituted a CSR Committee and violations of the Company’s Code of Business Conduct and
also approved the CSR Policy. Ethics, if any.
13
Mangalore Chemicals
The Whistleblower Policy provides for adequate safeguards 27. SECRETARIAL AUDIT
against victimization of employees and Directors who express
Pursuant to the provisions of Section 204 of the Companies
their concerns. The Company has also provided direct access
Act, 2013 and the Companies (Appointment and Remuneration
to the Chairman of the Audit Committee on reporting issues
of Managerial Personnel) Rules, 2014, the Company
concerning the interests of the employees and the Company.
re-appointed Mr. S. Kedarnath, Practicing Company Secretary
The Whistleblower Policy is placed on the website of the
to undertake the Secretarial Audit of the Company for the year
Company www.mangalorechemicals.com.
2018-19. The Secretarial Audit report is annexed herewith as
Annexure 3.
22. RISK MANAGEMENT
The Company has the requisite processes and procedures in 28. COST RECORDS & COST AUDIT
place to identify and assist in minimizing exposure to risk
The Company is required to maintain cost records as
that threaten the existence of the Company. Based on the
specified by the Central Government under Sectoin 148(1) of
recommendation of the Risk Management Committee, the
the Companies Act, 2013, and accordingly such accounts &
Board has put in place a risk management policy to monitor
records are made and maintained. The Company re-appointed
and review potential risks.
Mr. P. R. Tantri, Cost Accountant, Membership No. 2403,
The heads of departments regularly review and assess the as the Cost Auditor for the year 2018-19. The Cost Audit
departmental policies/procedures and identify risks, perform Report for the year ended March 31, 2018 was filed by the
analysis of the frequency and severity of potential risks, select Company with the Ministry of Corporate Affairs on August
the best techniques to manage risk, implement appropriate 24, 2018.
risk management techniques and monitor, evaluate and
document results. 29. AUDITORS’ REPORT
There were no qualifications, reservations or adverse remarks

23. LOANS, GUARANTEES OR INVESTMENTS
made by the Statutory Auditor, Secretarial Auditor and Cost
The Company has not given any loans or guarantees covered Auditor in their respective reports. No fraud has been reported
under the provisions of Section 186 of the Companies by the Auditors.
Act, 2013 during the year. The details of the investments
made by Company are given in the notes to the financial 30. MATERIAL CHANGES & COMMITMENTS
statements.
There were no material changes and commitments affecting
the financial position of the Company which have occurred
24. RELATED PARTY TRANSACTIONS
between the end of the financial year of the Company to
All related party transactions that were entered into during the which the financial statements relate and the date of this
year were at arm’s length. All related party transactions were report.
approved by the Audit Committee and the Board of Directors.
The details of related party transactions as per Form AOC–2 31. SIGNIFICANT & MATERIAL ORDERS
is enclosed as Annexure 2 to the Directors’ Report. There
No significant and material orders were passed by the
were no related party transactions made by the Company
regulators or courts or tribunals impacting the going concern
with the Promoters, Directors and Key Managerial Personnel
status and the Company’s operations in future.
which may have a potential conflict with the interest of the
Company at large.
32. DETAILS PURSUANT TO SECTION 197(12) OF THE
COMPANIES ACT, 2013
25. DEPOSITS
Details pursuant to Section 197(12) of the Companies Act,
The Company has not accepted any fixed deposits in the past
2013 read with Rule 5 of the Companies (Appointment and
or during the year.
Remuneration of Managerial Personnel) Rules, 2014 in respect
of employees of the Company, shall form part of this report.
26. STATUTORY AUDIT
However, in terms of Section 136 of the Act, this report is
The Statutory Auditors, M/s. S. R. Batliboi & Co. LLP, being sent to all the members of the Company excluding the
Chartered Accountants, were appointed to hold office aforesaid information. The said particulars are available for
from the conclusion of 50th Annual General Meeting till inspection by the Members at the Registered Office of the
the conclusion of 55th Annual General Meeting of the Company. Company.
14
Mangalore Chemicals
33. DISCLOSURE AS PER SECTION 22 OF THE SEXUAL governance practices followed by the Company and the
HARRASSMENT OF WOMEN AT WORKPLACE certificate from Practicing Company Secretary relating
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, to compliance of mandatory requirements along with
2013 Management Discussion and Analysis report are given as
Annexure 5 and 6.
The Company has complied with provisions relating to the
constitution of Internal Complaints Committee under the
36. ACKNOWLEDGEMENT
Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013. No complaint / case has
Your Directors wish to place on record their sincere
been filed / pending before the Committee during the year.
appreciation of the guidance and advice given by Mr. Pratap

Narayan and Mr. Narendra Mairpady during their association
34.
CONSERVATION OF ENERGY, RESEARCH AND
with the Company.
DEVELOPMENT, TECHNOLOGY ABSORPTION,
FOREIGN EXCHANGE EARNINGS AND OUTGO Your Directors thank the Company’s clients, vendors,
investors and bankers for their support. Your Directors also
The information pertaining to conservation of energy,
wish to place on record their appreciation of the excellent
technology absorption, foreign exchange earnings and outgo
performance of the employees.
as required under Section 134(3)(m) of the Companies Act,
2013 read with Rule 8(3) of the Companies (Accounts) Rules, Your Directors express their gratitude to the Government
2014 is furnished in Annexure 4 attached to this report. of India, the State Governments, the Customs and Excise
Departments and other government agencies for their
35. CORPORATE GOVERNANCE support, and look forward to their continued support in the
future.
The Company is committed to good corporate governance
practices. The Board endeavors to adhere to the standards
For and on behalf of the Board of Directors,
set out by the Securities and Exchange Board of India
(SEBI) on corporate governance practices and accordingly
has implemented all the mandatory stipulations. Arun Duggal
Chairman
A detailed Corporate Governance Report in line with the
requirements of SEBI (Listing Obligations & Disclosure May 14, 2019
Requirements) Regulations, 2015 regarding the corporate Gurugram
lank
ft b
y le
nall
ntio
is inte
ace
s sp
Thi
15
Mangalore Chemicals
Annexure 1
Annual Report on CSR Activities
1. A brief outline of the Company’s CSR policy and overview of projects to be undertaken
Corporate Social Responsibility Policy (CSR Policy) of Mangalore Chemicals & Fertilizers Limited (MCFL) encompasses the Company’s
philosophy to discharge its social responsibility in the up-liftment/development of the communities in its operating territory and
mechanism for undertaking CSR activities/projects/programs with reference to provisions and Schedule VII of the Companies Act,
2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014.
The CSR policy of the Company provides for following areas of focus and activities.
Focus Area Activities
Health Care • Project Eye Care
• Human Health Camps
• Animal Health Camps
Education • Mangala Akshara Mitra
• Helping school for special children
Sports, Arts and Culture • Raitha Dasara – Rural sports
• Identify and promote nationally recognized sports
Community Development • Development of Rural Areas
• Assistance to tribal community
The CSR Policy is available on the website of the Company which can be accessed on the web link: www.mangalorechemicals.com.
2. The Composition of the CSR Committee:

Name of the member Status
Narendra Mairpady# Chairman
D A Prasanna Member
Rita Menon Member
K Prabhakar Rao Member
#up to 05.04.2019
3. Average net profit of the company for last three financial years: Rs. 2,516.92 lakhs
4. Prescribed CSR Expenditure (2% of the amount as in item 3 above): Rs.50.34 lakhs
5. Details of CSR spent during the financial year.
a) Total amount spent for the financial year 2018-19: Rs.60.79 lakhs
b) Amount unspent: Nil
c) Manner in which the amount spent during the financial year is detailed below. (Rs. in lakhs)
1 2 3 4 5 6 7 8
Sl. CSR project or activity Sector in Projects or programs Amount outlay Amount Cumulative Amount spent:
No. identified which the (1) Local area or other (budget) project spent on the expenditure Direct or
project is (2) Specify the State and district where or wise projects up to the through
covered projects or Programs were (Rs. In Lakhs) or programs reporting implementing
undertaken (Rs. In Lakhs) period agency
(Rs. In Lakhs)
1 Mangala Akshara Mitra Promotion of Education Local Area in which Company is operating 17.00 21.28 21.28 Direct
2 Swacha Vidyalaya Sanitation & Drinking water Local Area in which Company is operating 15.00 11.49 11.49 Direct
3 Eye Care Health Care Local Area in which Company is operating 20.00 20.92 20.92 Direct
4 Rural Sports, Arts & Culture Rural Area Development Local Area in which Company is operating 1.00 1.00 1.00 Direct
5 Community Development & Local Area in which Company is operating 7.00 6.10 6.10 Direct
Animal Welfare
TOTAL 60.00 60.79 60.79
6. The Company has spent more than the prescribed amount for CSR during the year 2018-19.
7. The implementation and monitoring of CSR Policy, is in compliance with CSR objectives and Policy of the Company.

Managing Director Chairman, CSR Committee
16
Mangalore Chemicals
Annexure 2
Form No. AOC - 2
(Pursuant to clause (h) of sub-section (3) of section 134 of the Companies Act, 2013 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 arm’s length transactions under third proviso thereto.
1. Details of contracts or arrangements or transactions not at arm’s length basis:
There were no contracts / arrangements entered into by the Company with related parties referred to in sub-section (1) of Section
188 of the Companies Act, 2013 which were not at arm’s length basis during the year ended March 31, 2019.
2. Details of material contracts or arrangements or transactions at arm’s length basis:
There were no material contracts / arrangements or transactions entered into by the Company with related parties referred to in
sub-section (1) of Section 188 of the Companies Act, 2013. However, the Company has entered into transactions with related parties
at arm’s length, the details of which are given in the notes to financial statements.
For and on behalf of the Board of Directors,
Arun Duggal
Chairman
May 14, 2019

Gurugram
lank
left b
n ally
ntio
is inte
ace
s sp
Thi
17
Mangalore Chemicals
Annexure 3
Secretarial Audit Report
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
For the Financial Year ended March 31, 2019
To, c) The Securities and Exchange Board of India (Registrars

The Members, to an Issue and Share Transfer Agents) Regulations, 1993
Mangalore Chemicals and Fertilizers Limited, regarding the Companies Act and dealing with client;
Bengaluru-560001
d) SEBI (Listing Obligation and Disclosure Requirements)
Regulations, 2015 (LODR Regulations) including the
I have conducted the Secretarial Audit of the compliance of the
requirements wit`h regard to the disclosure of information
applicable statutory provisions and the adherence to good corporate
on Company’s website and other disclosure and reporting
practices by Mangalore Chemicals and Fertilizers Limited having
requirements to the Stock Exchanges during the Financial
CIN: L24123KA1966PLC002036 (herein after called the company).
Year.
Secretarial Audit was conducted in a manner that provided me the
reasonable basis for evaluating the corporate conducts/statutory There were no occasions during the financial year
compliances and expressing my opinion thereon. requiring specific compliance under the provisions of the
following Regulations and Guidelines:-
Based on my verification of the Company’s books, papers, minute
books, forms and returns filed and other records maintained by e) The Securities and Exchange Board of India (Issue of
the Company and also the information provided by the Company, Capital and Disclosure Requirements) Regulations, 2009,
its officers, agents and authorized representatives during the as amended till date;
conduct of Secretarial Audit, I hereby report that in my opinion the f) The Securities and Exchange Board of India (Share Based
Company has, during the audit period covering the Financial year Employees Benefits) Regulations, 2014, as amended till
ended on 31st March 2019, complied with the statutory provisions date;
listed hereunder and also that the Company has proper Board g) The Securities and Exchange Board of India (Issue and
processes and compliance-mechanism in place to the extent, in Listing of Debt Securities) Regulations, 2008 as amended
the manner and subject to the reporting made hereinafter. till date;
I have examined the books, papers, minute books, forms and h) The Securities and Exchange Board of India (Delisting of
returns filed and other records maintained by the Company for Equity shares) Regulations, 2009; and
the Financial Year ended on 31st March 2019, according to the i) The Securities and Exchange Board of India (Buyback of
provisions of: Securities) Regulations, 1998, as amended till date;
I. The Companies Act, 2013 (the Act) and the Rules made
VI. I report that based on the information received and records
thereunder;
maintained, the Company has, in my opinion, complied with
II. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and
the provisions of:
the Rules made thereunder;
III. The Depositories Act, 1996 and the Regulations and Bye-laws 1. Industry Specific Laws
framed thereunder; a) The Fertilizers (control) Order, 1985
IV. Foreign Exchange Management Act, 1999 and the Rules b) The Fertilizers (Movement Control) Order, 1973
and regulations made there under to the extent of Foreign
c) Essential Commodities Act, 1955
Direct Investment, Overseas Direct Investment and External
d) The Competition Act, 2002
Commercial Borrowings;
e) The Environmental Protection Act, 1986
V. The following Regulations and Guidelines prescribed under
the Securities and Exchange Board of India Act, 1992 (‘SEBI f) The Water (Prevention and control of Pollution) Act, 1974.
Act’). g) The Air (Prevention and control of Pollution) Act, 1981.
a) The Securities and Exchange Board of India (Substantial h) The Hazardous Waste (Management and Handling) Rules,
Acquisition of Shares and Takeovers) Regulations, 2011; 1989.
i) Legal Metrology Act, 2009
b) The Securities and Exchange Board of India (Prohibition
of Insider Trading) Regulations, 2015; j) Prevention of Food Adulteration Act, 1954 read with
Rules made thereunder
18
Mangalore Chemicals
2. General Laws compliance with applicable laws, rules, regulations and guidelines
and also the process and procedure in place to assist in minimizing
k) Industrial and Labour laws as applicable to the Company
exposure to risk that threaten the existence of the Company.
l) The Factories Act, 1948
m) Indian Boilers Act, 1923
I further report that during the Financial Year there were no
n) Sexual Harassment of Women at Workplace (Prevention,
events/actions having any bearing on the Company’s affairs
Prohibition and Redressal) Act, 2013.
in pursuance of the above referred laws, rules, regulations,
I have also examined compliance with respect to: guidelines, standards, etc.
(i) The Secretarial Standards SS-1 and SS-2 issued by the
ICSI and as notified by the Ministry of Corporate Affairs S. Kedarnath
and report that the Company has generally complied with Place : Bengaluru Company Secretary
the said Standards. Date : 24th April, 2019 FCS No. 3031, CP No. 4422
(ii) The applicable clauses under the SEBI (Listing Obligations

Note: This report is to be read with our letter of even date which
and Disclosure Requirements) Regulations 2015 (LODR)
is annexed as “Annexure A” and forms an integral part of this
and report that the Company have been complied with.
report.
And report that during the said Financial Year, the Company
has complied with the provisions of the Acts, Rules,
Regulations, Guidelines, Standards, etc., mentioned above. ‘Annexure-A’
To,
I further report that: The Members,
Mangalore Chemicals and Fertilizers Limited,
The Board of Directors of the Company is duly constituted with Bengaluru-560001
proper balance of Executive Directors, Non-Executive Directors My report of even date is to be read along with this letter.
and Independent Directors. The changes in the Composition of the
1. Maintenance of secretarial record is the responsibility of the
Board of Directors that took place during the period under review
Management of the Company. My responsibility is to express
were carried out in compliance with the provisions of the Act.
an opinion on these secretarial records based on our audit.
The Company has complied with the requirements of the provisions 2. I have followed the audit practices and processes as were
governing Corporate Social Responsibility. appropriate to obtain reasonable assurance about the
correctness of the contents of secretarial Records. The
The Independent Directors have complied with the provisions of verification was done on test basis to ensure that correct
Schedule IV with respect to Independent Directors meeting. facts are reflected in the secretarial records. I believe that the
processes and practices, we followed provide a reasonable
Based on representation of Management, I further report that the basis for my opinion.
information required pursuant to Section 197 (12) read with Rule 5 3. I have not verified the correctness and appropriateness of
of the Companies (Appointment and Remuneration of Managerial any of the financial records and Books of Accounts of the
Personnel) Rules 2014 was made available for inspection for Company including the records pertaining to Goods and
members of the Registered Office of the Company. Service Taxes, Income Tax, Customs and other related
enactments applicable to the Company.
Adequate notice was given to all the Directors to schedule the
4. Wherever required, I have obtained Management
Board/committee Meetings, agenda and detailed notes on agenda
Representation about the compliance of laws, rules and
was sent at least seven days in advance, and a system exists for
regulations and happening of events etc.
seeking and obtaining further information and clarifications on the
agenda items before the meeting and for meaningful participation 5. The Secretarial Audit report is neither an assurance as to
at the meeting. Majority decisions were carried through by the the future viability of the Company nor of the efficacy or
Board at its meetings and minutes of meetings are self-explanatory effectiveness with which the Management has conducted the
with respect to recording dissenting member’s views if any. affairs of the Company.
I further report that the Company has developed and implemented S. Kedarnath
adequate systems and processes in the Company commensurate Place : Bengaluru Company Secretary
with its size and operations to effectively monitor and ensure Date : 24th April, 2019 FCS No. 3031, CP No. 4422
19
Mangalore Chemicals
Annexure 4
Conservation of Energy, Research and Development & Technology Absorption,

Foreign exchange earnings and outgo
CONSERVATION OF ENERGY RESEARCH AND DEVELOPMENT & TECHNOLOGY ABSORPTION
A. Power and Fuel Consumption
A. Research and Development
Current Previous 1. Specific areas : 1. Following New products were developed in-house
Sl.
Description Unit Year Year in which R&D and were under field trials in different locations:
No.
2018-19 2017-18 were carried 100% WSF 15:15:15, 5:25:15 & 6:12:36 with value
out by the addition and state grades (Gujarat, Chhattisgarh,
1. Electricity Company Andhra Pradesh, Goa and Maharashtra)
2. Following sourced products were under field trials
A. Purchased Units Lakh kwh 116.94 87.89 in different locations: Navashakthi, Panamin, and
Carbotecnia
Total Amount (Including 3. Soil pH & nutrient availability and WSF Technical
minimum demand Rs. Lakh 1,012.10 769.31 bulletin, Product literatures, Crop Schedules
charges) and Fertigation Schedules were developed and
circulated
Minimum Demand 2. Benefits derived : 1. Increased product portfolio in Specialty Plant
Rs. Lakh 143.31 127.56 as a result of Nutrition (SPN) segment
Charges
the above R&D 2. Easy access to highly specialized global products
Unit Rate: (Excluding within SPN product basket
3. Correction of soil reaction resulting in improvement
minimum demand Rs./kwh 7.43 7.30
in yield
charges) 3. Future plan of : Development of state specific & crop specific specialty
action products and Crop Specific Blends, screening of highly
B. Own Generation specialized products globally available, development of
application schedule for company products.
a. Through Generator 4. Expenditure on : No separate account is maintained.
R&D
Units Lakh kwh 2,246.83 2,675.60
(Net)
B. Technology absorption, adaptation and innovation
1. Efforts, in brief, : 1. Ammonia plant is being revamped to reduce
Units per litre of furnace kwh/l 4.146 4.154 made towards specific energy consumption. New Syngas
technology Compressor of higher efficiency, Low Energy
oil
absorption, CO2 stripping process, new additional Ammonia
adaptation and Converter, additional heat recoveries are being
Unit Cost Rs./kwh 10.49 7.27 implemented under this project.
innovation
2. All lights fittings in hazardous area are replaced
b. Through Solar Power Lakh kwh 0.76 0.00
with LED light fittings. Non-Hazardous area light
(Net) fittings were replaced in 2017-18.
3. 251 kWp Solar power generation unit was installed
2. Furnace Oil Kl 54,189.15 64,417.71 and commissioned in the factory. Solar power
generation commenced in January 2019.
Total Amount Rs. lakh 19,579.90 15,868.97
2. Benefits : 1. Cost of Ammonia/Urea production will reduce due
derived as a to reduction in specific energy consumption.
Average Rate Rs./kl 36,132.51 24,634.49
result of the 2. Energy saving and lower maintenance cost.
above efforts 3. Reduction in Power Generation Cost and carbon
B. Consumption per unit of Production e.g. product foot print.
improvement,
Current Previous cost reduction,
Products (with details) Unit Year Year product
2018-19 2017-18 development,
import
Electricity - Urea Kwh 654.92 635.48 substitution
3. In case of : Not applicable.
- DAP Kwh 40.20 42.50 imported tech-
nology following
- 20:20:00:13 Kwh 38.50 41.90 information may
be furnished
Furnace Oil - Urea kl 0.042 0.039
- DAP kl 0.004 0.004

FOREIGN EXCHANGE EARNINGS AND OUTGO DURING 2018-19
Foreign Exchange earned : Rs. 1.33 crores
- 20:20:00:13 kl 0.006 0.006
Foreign Exchange used : Rs. 1,031.34 crores
20
Mangalore Chemicals
Annexure 5
Corporate Governance Report
1. COMPANY’S PHILOSOPHY ON THE CODE OF CORPORATE GOVERNANCE
The philosophy of the Company on Corporate Governance is aimed at safeguarding and adding value to the interests of various
stakeholders and envisages attainment of the highest levels of transparency and accountability in all areas of its operations and
interactions with its stakeholders.
2. BOARD OF DIRECTORS
The Board of Directors with an optimum combination of Executive, Non–Executive and Independent Directors meets at regular
intervals.
During the year, four Board Meetings were held on May 24, 2018, July 31, 2018, October 29, 2018 and February 06, 2019.
Attendance of each Director at the Board of Directors’ meetings and at the previous Annual General Meeting along with the number
of other companies and committees where the Director is a Chairman/Member is given hereunder:
No. of No. of Board

No. of Attendance Directorship in
Directorships Committees of other
Board No. of at previous other Listed
Name of Skills/expertise/ in other companies as on
Category^ Meetings shares Annual entity
Director competence companies 31-03-2019**
Attended held General
as on
Meeting Chairman Member Name Category^
31-03-2019*
Akshay Poddar Promoter / NED Honors in Accounting 17 03 159370*** No 01 02 Adventz Securities NED
and Finance from London Enterprises Ltd.
School of Economics and Texmaco NED
Political Science, University Infrastructure &
of London. Promoting and Holdings Ltd.
managing businesses in Texmaco Rail & NED
diversified industries like Engineering Ltd.
fertilizers, agri-inputs,
Zuari Agro NED
heaving engineering, sugar,
Chemicals Ltd.
consumer products, real
estate, investments and
furniture etc.
Arun Duggal Chairman / ID IIT, Delhi, IIM, Ahmedabad. 04 04 Nil Yes 03 02 Info Edge (India) Ltd. ID
An expert in international ITC Ltd. ID
finance and has had over ICRA Ltd. Chairman / ID
26 years of experience with
Bank of America, in USA,
Hong Kong and Japan.
N. Suresh MD B.E (Hons.) & M.Sc. from 09 04 Nil Yes 01 05 Zuari Agro Chemicals NED
Krishnan BITS (Pilani), 28 years of Ltd.
corporate experience in Zuari Global Ltd. MD
fertilizer, energy and cement Gobind Sugal Mills NED
sectors and has been Ltd.
widely acknowledged for
Texmaco NED
his leadership, vision and
Infrastructure &
commitment. His experience
Holdings Ltd.
spans corporate finance,
corporate strategy, projects
planning, operations and
business development
K. Prabhakar Rao WTD BE (Chemical), Has handled - 04 Nil Yes - - - -
functions of production,
maintenance, quality
control, technical services,
projects, safety and logistics
21
Mangalore Chemicals
No. of No. of Board

No. of Attendance Directorship in
Directorships Committees of other
Board No. of at previous other Listed
Name of Skills/expertise/ in other companies as on
Category^ Meetings shares Annual entity
Director competence companies 31-03-2019**
Attended held General
as on
Meeting Chairman Member Name Category^
31-03-2019*
Sunil Sethy NED Fellow member of ICAI, a 05 04 Nil No 01 - Zuari Agro Chemicals MD
finance professional having Ltd.
40 years of experience of 29
years in Finance discipline
and 11 years as MD / CEO
D. A. Prasanna ID IIM, Ahmedabad. has 03 03 Nil Yes - - - -
served in executive positions
for over 30 years, most of
it as CEO, MD, Executive
Chairman and grown
companies to leadership
position in Information
Technology, Healthcare,
Education and Life Science
sectors.
Rita Menon ID M A (Economics) from 02 04 Nil Yes 01 02 - -
Delhi School of Economics,
a retired IAS officer of
1975 batch. In her career
as IAS officer she has held
various positions from Joint
Secretary to Secretary at
various Central Ministries.
Held directorships at various
central and private sector
undertakings
Narendra ID Degrees of commerce, law 10 04 Nil Yes 02 04 Sequent Scientific Ltd. ID
Mairpady# and CAIIB. 39 years of Shetron Ltd. ID
banking experience, served
Adani Enterprises Ltd. NED
as the Chairman and the
Managing Director at Indian
Overseas Bank.
Pratap Narayan& ID NA 04 Nil Yes NA NA - -
Based on the recommendation of the Nomination & Remuneration Committee, the Board of Directors at its meeting held on May 14,
2019, appointed Mr. Dipankar Chatterji as an Additional Director in the categorty of Independent Directors.
^ MD–Managing Director, ID–Independent Director, NED–Non-Executive Director, WTD – Whole Time Director
& up to 23.03.2019, #up to 05.04.2019.
* Includes Directorship in other public and private companies.
** Includes Audit Committee and Stakeholders’ Relationship Committee only.
*** Excludes 11,274 shares credited after 31.03.2019.
None of the directors are related to each other.
Independent Directors
a. Familiarization Programme
The Company in compliance with Regulation 25(7) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 formulates programs to familiarize new Independent Directors inducted on the Board with the Company,
nature of the industry, business model and their roles and responsibilities. They are given detailed presentation on the operations
of the Company on quarterly basis at the meetings of the Board/Committees. The details of such familiarization programmes
will be disclosed on the Company’s website www.mangalorechemicals.com.
22
Mangalore Chemicals
b. Separate Meeting
A separate meeting of the Independent Directors was held on May 24, 2018 to discuss:
• Evaluation of the performance of Non-Independent Directors and the Board of Directors as a whole.
• Evaluation of the performance of the Chairman of the Company, taking into account the views of the Executive and
Non–Executive Directors.
• Evaluation of the quality, content and timeliness of flow of information between the Management and the Board that is
necessary for the Board to effectively and reasonably perform its duties.
c. In the opinion of the Board, the Independent Directors fulfil the conditions specified in the SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015, as amended, and are independent of the management.
d. During the year, Mr. Pratap Narayan and Mr. Narendra Mairpady, Independent Directors, resigned before the expiry of their
tenure due to their personal reasons. There were no other material reasons other than those provided.
3. AUDIT COMMITTEE
The terms of reference of the Audit Committee are as given below:
• The Audit Committee shall meet at least 4 times in a year with not more than 120 days gap between two meetings.
• The quorum for the meetings shall be at least 2 independent directors and Chairman of the meeting shall be an Independent
Director.
• The Audit Committee shall have the powers to investigate any financial activity, seek information from any employee, obtain
outside legal or professional advice and secure attendance of outsiders with relevant expertise, if it considers necessary.
• The role of Audit Committee and the information that the Audit Committee shall review will be as specified in Section 177 of
the Companies Act, 2013 read with rules made thereunder and Regulation 18 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 read with Part C of Schedule II.
• The Audit Committee shall review Policy on Related Party Transactions and Whistle-blower Policy on an annual basis.
• The Company Secretary shall act as the secretary to the Audit Committee.
Besides the above, the additional terms of reference of Audit Committee as per the Companies Act, 2013 includes reviewing and
monitoring auditor’s independence and performance, and effectiveness of audit process; examination of the financial statement and
the auditor’s report thereon; approval or any subsequent modification of transactions of the Company with related parties; scrutiny
of inter-corporate loans and investments; valuation of undertakings or assets of the Company, whenever it is necessary.
During the year, six meetings of the Audit Committee were held on May 24, 2018, July 31, 2018, September 06, 2018,
October 29, 2018, February 06, 2019 and March 15, 2019.
The composition and the attendance of the members of the Audit Committee is as follows:
Name of the Director Status No. of meetings attended
Pratap Narayan& Chairman 06
Arun Duggal Member 05
D A Prasanna Member 05
Sunil Sethy Member 05
Narendra Mairpady# Member 06
&up to 23.03.2019, #up to 05.04.2019.
Mr. Dipankar Chatterji is appointed as Chairman and Mrs. Rita Menon as Member w.e.f 14.05.2019.
4. NOMINATION AND REMUNERATION COMMITTEE

The terms of reference of the Nomination and Remuneration Committee are as given below;
• The Nomination and Remuneration Committee shall meet at such intervals as may be necessary, but at least once in a year, to
discharge its functions.
• The quorum for the meetings shall be at least 2 members including at least one Independent Director and Chairman of the
meeting shall be an Independent Director.
• The role of Nomination and Remuneration Committee shall be as specified in Section 178 of the Companies Act, 2013 read with
rules made thereunder and Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read
with Part D of Schedule II.
• The Nomination & Remuneration Committee shall review Nomination and Remuneration Policy and Policy on Board Diversity on
an annual basis.
• The Company Secretary shall act as the secretary to the Nomination & Remuneration Committee.
During the year, one meeting of the Nomination and Remuneration Committee was held on May 24, 2018.
23
Mangalore Chemicals
The composition and the attendance of the members of the Nomination and Remuneration Committee is as follows:
Name of the Director Status No. of meetings attended
D A Prasanna Chairman 01
Arun Duggal Member 01
Sunil Sethy Member 01
Narendra Mairpady# Member 01
#up to 05.04.2019.
Mr. Dipankar Chatterji is appointed as Member w.e.f 14.05.2019.
Performance evaluation criteria for Independent Directors

The Nomination and Remuneration Committee has evaluated the performance of every Director and the evaluation process was
carried out by circulating questionnaires on performance of duties, participation and contribution to the Board and Committees.
5. REMUNERATION OF DIRECTORS
The Company did not have any pecuniary relationship or transaction with any Non-executive Directors during the year 2018-19.
Remuneration by way of sitting fees was paid to the Non–Executive Directors during the financial year ended March 31, 2019
for attending the meetings of the Board and the Committees. Payment of remuneration to the Managing Director and Whole-
Time Director was as recommended by the Nomination & Remuneration Committee and approved by the Board of Directors and
Shareholders.
The details of the remuneration to the Directors is given below.
(Rs. in lakhs)
Name of the Sitting Stock Retirement
Salary Perquisites Bonus Terms of service contract
Director fees Options benefits
Arun Duggal Nil 3.45 Nil Nil Nil Nil Appointment as Independent Director for a period
of 5 years w.e.f 29.09.2015
N Suresh Krishnan 108.00 Nil Nil Nil Nil Nil Appointment as MD for a period of 5 years w.e.f
01.01.2016. Termination with 6 months’ notice by
either party
Akshay Poddar Nil 1.50 Nil Nil Nil Nil Director liable to retire by rotation
Sunil Sethy Nil 3.45 Nil Nil Nil Nil Director liable to retire by rotation
Rita Menon Nil 2.40 Nil Nil Nil Nil Appointment as Independent Director for a period
of 3 years w.e.f 29.07.2017
D A Prasanna Nil 4.35 Nil Nil Nil Nil Appointment as Independent Director for a period
of 5 years w.e.f 06.05.2016
K. Prabhakar Rao 65.14 Nil 10.98 Nil 21.61 12.60 Appointment as Director - Works for 3 years w.e.f
01.08.2017. Termination with 6 months’ notice by
either party
Narendra Mairpady# Nil 5.50 Nil Nil Nil Nil NA
Pratap Narayan& Nil 3.50 Nil Nil Nil Nil NA
&up to 23.03.2019, #up to 05.04.2019.
6. STAKEHOLDERS’ RELATIONSHIP COMMITTEE

The terms of reference of the Stakeholders’ Relationship Committee are as given below;
• The Stakeholders Relationship Committee shall meet at such intervals as it may be necessary, but at least once in a year, to
discharge its functions.
• The quorum for the meetings shall be at least 2 members.
• The Chairman of the meeting shall be a Non-Executive Director and he shall be present at the Annual General Meeting.
• The role of Stakeholders Relationship Committee shall be as specified in Section 178 of the Companies Act, 2013 and
Regulation 20 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Part D of Schedule II.
During the year, four meetings of the Stakeholders’ Relationship Committee were held on May 24, 2018, July 31, 2018,
October 29, 2018 and February 06, 2019.
24
Mangalore Chemicals
The composition and the attendance of the members of the Stakeholders’ Relationship Committee is as follows:
No. of meetings
Name of the Director Status
attended
Narendra Mairpady# Chairman 4
D A Prasanna Member 3
N. Suresh Krishnan Member 4
#up to 05.04.2019.
Mr. D A Prasanna is designated as Chairman, Mrs. Rita Menon and Mr. Dipankar Chatterji are appointed as Members w.e.f 14.05.2019.

Mr. Vijayamahantesh Khannur, Company Secretary is the Compliance Officer.
During the year ended March 31, 2019, the Company has received 14 shareholders’ complaints and same are redressed to the
satisfaction of the shareholders.
7. CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading in the shares of the Company, pursuant to the
Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, as amended. The Board has designated
the Company Secretary, as the Compliance Officer and authorized the Managing Director to monitor the compliance of the aforesaid
regulations.
8. CODE OF BUSINESS CONDUCT AND ETHICS

The Company has in place, a Code of Business Conduct and Ethics for its board members and the senior management, which has
been posted on the Company’s website. The Board and the Senior Management affirm compliance with the code, annually.
9. GENERAL MEETINGS
The details of location, time and special resolutions passed at the previous three Annual General Meetings given below:
Date Time Venue Special Resolutions Passed
September 06, 2018 12.00 noon Conference Hall, 1st Floor, UB Tower, UB City, a. Amendment of Memorandum of
No. 24, Vittal Mallya Road, Bangalore – 560 001 Association
b. Alteration of Articles of Association
c. Approval of borrowing powers as
required u/s 180(1)(c)
d. Approval for creation of mortgage as
required u/s 180(1)(a)
September 25, 2017 10.00 am Good Shepherd Auditorium, None
Opposite St. Joseph’s Pre-University College, Field
Marshal K.M Cariappa Road,
(Residency Road), Bangalore – 560 025
September 27, 2016 10.30 am Conference Hall, 1st Floor, UB Tower, UB City, Appointment and remuneration to
No. 24, Vittal Mallya Road, Bangalore – 560 001 Mr. K. Prabhakar Rao as Director-Works.
Special Resolutions passed through Postal Ballot

The Company has not passed any special resolution through Postal Ballot during the year ended March 31, 2019.
10. MEANS OF COMMUNICATION

The quarterly financial results are normally published in Business Line, an English daily as well as Sanjevani, a vernacular daily. The
results are also posted on the Company’s website: www.mangalorechemicals.com. The Company doesn’t publish any official news
release and makes no presentation to institutional investors or to the analysts.
11. GENERAL SHAREHOLDER INFORMATION

a. Annual General Meeting
The Fifty Second Annual General Meeting of the Company will be held on Tuesday, August 27, 2019 at 12.00 noon at
Conference Hall, 1st Floor, UB Tower, UB City, No. 24, Vittal Mallya Road, Bengaluru – 560 001.
25
Mangalore Chemicals
b. Financial Year
Financial Year – April 1 to March 31
Financial reporting during the year 2019-20
Quarter Declaration of un-audited/audited financial results
Results for the quarter ending June 30, 2019 On or before 2nd week of August 2019 or such prescribed period
Results for the half – year ending September 30, 2019 On or before 2nd week of November 2019 or such prescribed period
Results for the quarter ending December 31, 2019 On or before 2nd week of February 2020 or such prescribed period
Audited Annual Results for 2019-20 On or before May 30, 2020 or such prescribed period
c. Book closure dates: August 21, 2019 to August 27, 2019 (both days inclusive)
d. Dividend payment date: Within 30 days from the date of approval of shareholders
e. Listing on the Stock Exchanges
The Company’s shares are presently listed on the following Stock Exchanges:
BSE Limited (Bombay Stock Exchange) National Stock Exchange of India Limited
Phiroze Jeejeebhoy Towers Exchange Plaza, Bandra Kurla Complex
Dalal Street, MUMBAI – 400 023 Bandra (E), MUMBAI – 400 051
The Company has paid the annual listing fees to the Stock Exchanges and the custodial fees to NSDL and CDSL for the financial
year 2018-19.
f. Stock Code
BSE Limited (Bombay Stock Exchange): 530011
National Stock Exchange of India Limited: MANGCHEFER
International Standard Identification Number (ISIN): INE558B01017
g. Market Price Data

The monthly high and low quotations at BSE (Bombay Stock Exchange) and National Stock Exchange (NSE) during the year
under review are given below:
BSE NSE
Month & Year
High (Rs.) Low (Rs.) High (Rs.) Low (Rs.)
April 2018 67.45 61.00 67.75 60.60
May 2018 64.40 55.05 66.40 54.55
June 2018 64.30 55.15 65.90 55.20
July 2018 59.85 52.05 60.00 52.80
August 2018 64.00 53.05 64.90 52.25
September 2018 58.90 42.50 58.80 42.00
October 2018 44.75 35.50 45.00 35.60
November 2018 40.50 36.10 40.75 36.50
December 2018 41.65 36.35 41.90 36.45
January 2019 44.90 39.00 45.10 39.70
February 2019 44.35 27.85 44.40 27.85
March 2019 42.80 33.75 41.35 33.50
Source: www.bseindia.com & www.nseindia.com
26
Mangalore Chemicals
h. Performance in comparison to BSE Sensex and Nifty 50
Note: Highest traded price of the month is considered for the graph.
i. The securities were not suspended from trading during the year
j. Registrars and Share Transfer Agents
M/s. Cameo Corporate Services Limited, Subramanian Building, No.1, Club House Road, Chennai – 600 002, have been engaged
to provide both share transfer as well as dematerialization services.
k. Share Transfer System
The Share Transfers in physical mode above 1000 equity shares are approved by Stakeholders’ Relationship Committee.
The Company has authorized the Company Secretary to approve share transfers involving up to 1000 shares with a view to
expedite the process of share transfers.
l. Shareholding Pattern as on March 31, 2019
Category No. of Shareholders No. of Equity Shares % of shareholding
Promoters 06 7,08,48,799 59.78
Banks, FIs, Insurance Companies 276 2,92,384 0.25
Foreign Portfolio Investors 03 11,91,626 1.01
Private Corporate Bodies 390 70,14,794 5.92
Indian Public 44,383 1,90,36,288 16.06
NRIs/OCBs 297 4,61,274 0.38
Others 691 1,96,69,985 16.60
Grand Total 46,046 11,85,15,150 100.00
Distribution of shareholding as on March 31, 2019

Shareholders No. of Equity Shares %
Upto 1000 43,531 90,56,126 7.64
1001 - 5000 2,054 46,15,495 3.89
5001 - 10000 232 17,15,696 1.45
10001 - 20000 103 14,77,322 1.25
20001 - 30000 42 10,95,269 0.92
30001 - 40000 19 7,11,469 0.60
40001 - 50000 11 5,18,692 0.44
50001 - 100000 24 17,19,025 1.45
100001 & above 30 9,76,06,056 82.36
Total 46,046 11,85,15,150 100.00
m. Dematerialisation of shares and liquidity

The Company’s equity shares having been mandated for settlement only in dematerialized form by all investors, the Company
has signed tripartite agreements with the National Securities Depository Limited [NSDL], the Central Depository Services (India)
Limited [CDSL] and Cameo Corporate Services Limited, to offer depository related services to its shareholders. As at March 31,
2019, 97.25% of the equity share capital of the company has been dematerialized. Investors holding physical share certificates
are advised to convert their holding to demat form in view of the various advantages associated with demat holding.
27
Mangalore Chemicals
n. The Company has not issued GDRs/ADRs/Warrants and Convertible Instruments
o. Commodity price risk or foreign exchange risk and hedging activities

During the year, the Company had managed the foreign exchange risk and hedged to the extent considered necessary. The
Company enters into forward contracts for hedging foreign exchange exposures. The details of foreign currency exposure are
disclosed in Note No. 41 to the Financial Statement.
p. Plant location: Panambur, Mangalore – 575010
q. Address for Correspondence

Registered Office Registrars and Transfer Agents
Mangalore Chemicals & Fertilizers Limited M/s. Cameo Corporate Services Limited,
Level-11, UB Tower, UB City Subramanian Building, No. 1,
24, Vittal Mallya Road Club House Road,
Bengaluru - 560 001 Chennai – 600 002
Phone : +91 80 - 4585 5599 Ph. No: +91 44-2846 0395
Fax: +91 80 - 4585 5588 Fax No: +91 44-2846 0129
Email: shares.mcfl@adventz.com Email: investor@cameoindia.com
The Company has designated the email id shares.mcfl@adventz.com for registering investor complaints.
r. Credit ratings
CARE Ratings Limited (CARE), vide its press release dated Oct 03, 2018, has revised the rating of the Long-term/Short-
term Bank Facilities to CARE BBB+; Stable/CARE A3+ [read as Triple B Plus; Outlook: Stable/A Three Plus] from CARE BBB;
Stable/CARE A3 [read as Triple B; Outlook: Stable/A Three].
12. OTHER DISCLOSURES

a. Disclosures on materially significant related party transactions
No transaction of material nature has been entered into by the Company with its Promoters, Directors or the management, their
subsidiaries or relatives, etc., that may have potential conflict with the interests of the Company. However, please refer to the
relevant Notes to the financial statements on related party transactions.
b. Details of non-compliance by the company, penalties, strictures
The Company has complied with all the statutory requirements comprised in the SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015 and there were no penalty / strictures were imposed on the Company by stock exchange(s)
or SEBI or any statutory authority, on any matter related to capital markets during the last three years.
c. The Company has a Whistleblower Policy closely monitored by the management. No personnel has been denied access to the
Audit Committee.
d. The Company has complied with all the mandatory requirements of SEBI (Listing Obligations & Disclosure Requirements)
Regulations, 2015.
e. The Company does not have any subsidiary and hence policy on determining material subsidiaries is not applicable.
f. The Board of Directors of the Company, based on the recommendation of the Audit Committee, has approved the Policy on
Related Party Transactions and the same is placed on website of the Company www.mangalorechemicals.com.
g. The subsidy mechanism applicable for Urea appropriately recognizes commodity price fluctuations in respect of the required
inputs. Similarly subsidy mechanism under Nutrient Based Subsidy scheme applicable for DAP, MOP and other complex fertilizers
and the market realization reflect the fluctuations in the respective commodity prices.
h. The Company has not raised any funds through preferential allotment or qualified institutions placement.
i. Certification from a company secretary in practice that none of the Directors on the board of the Company have been debarred
or disqualified from being appointed or continuing as Directors of companies by the Board/Ministry of Corporate Affairs or any
such statutory authority is attached to this Report.
28
Mangalore Chemicals
j. The Board has accepted all the recommendations of the various committees of the Board, in the relevant financial year.
k. Total fees for all services to the statutory auditor and all entities in the network firm/network entity of which the statutory
auditor is a part, is given in Note No. 30 to the Financial Statements.
l. Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:
i. number of complaints filed during the financial year: Nil
ii. number of complaints disposed of during the financial year: Nil
iii. number of complaints pending as on end of the financial year: Nil
m. The Company has adopted para C, D and E of Part E of Schedule II of the SEBI (Listing Obligations & Disclosure Requirements)
Regulations, 2015.
n. The Company has complied with the corporate governance requirements specified in Regulation 17 to 27 and clauses (b) to (i)
of Regulation 46(2) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015.
o. There are no shares in the demat suspense account or unclaimed suspense account.
Declaration regarding compliance with Company’s Code of Business Conduct and Ethics
I, N. Suresh Krishnan, Managing Director of Mangalore Chemicals & Fertilizers Limited hereby declare that all board members and senior
management team have affirmed compliance of the Code of Business Conduct and Ethics for the financial year ended March 31, 2019.
N. Suresh Krishnan
May 14, 2019 Managing Director
CERTIFICATE UNDER SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
To the Members
Mangalore Chemicals and Fertilizers Limited,
I have examined the compliance of conditions of Corporate Governance by the Mangalore Chemicals and Fertilizers Limited (‘”The
Company”’) for the year ended March 31,2019 as per the relevant Regulations of SEBl (Listing Obligations and Disclosure Requirements)
Regulation 2015, as referred to in Regulation 15(2)therein.
The compliance of conditions of Corporate Governance is the responsibility of the Management of the Company. My examination was
limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of 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 our information and according to the explanation given to me, I certify that the Company has complied in
all material respects with the conditions of Corporate Governance as stipulated in SEBl (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
I further state that none of the directors of the Company have been debarred or disqualified from being appointed or continuing as
director of the Company as per the requirements of by SEBl/Ministry of Corporate Affairs or any such statutory authority.
I hereby state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness
with which the Management has conducted the affairs of the Company.
S. Kedarnath
Company Secretary
Date: 24th April, 2019 FCS No. 3031, CP No. 4422
Place: Bengaluru
29
Mangalore Chemicals
Annexure 6
Management Discussion & Analysis
Industry Structure and Developments January 2018 after pilot studies in some selected districts of various
States, as against the earlier system of payment of subsidy on
The Company has only one major business segment, viz. Fertilizers.
receipt basis into the respective districts and sales thereafter. DBT
It manufactures both Nitrogenous and Phosphatic fertilizers and
roll out resulted in delayed payment of subsidy which would follow
is the only manufacturer of fertilizers in the state of Karnataka.
the vagaries of agro climatic conditions. The delay in payment
About 64% of the Company’s products are sold in the state of
of subsidy caused by DBT, higher subsidy demand due to higher
Karnataka, which meets about 17% of the needs of the farmers
commodity prices and rupee depreciation coupled with inadequate
in the State. The Company maintains a good share of the market
budgetary subsidy allocation would contribute to higher working
in Kerala and a modest share in the neighbouring states of Tamil
capital requirement and resultant higher finance cost.
Nadu, Andhra Pradesh, Telangana and Maharashtra.
Future Outlook
Threats and Opportunities
The demand for both Nitrogenous & Phosphatic fertilizers in India
The Govt. of India (GOI) vide its Notification No.12018/4/2014-
is increasing steadily and expected to grow at a compounded
FPP dated June 17, 2015 allowed continuation of production of
annual rate of about 2%. With the domestic production almost
urea by 3 Naphtha based units (MFL – Manali, MCFL – Mangalore
stagnant and the demand increasing, the supply deficit has to be
and SPIC – Tuticorin) till these plants get assured supply of gas
met from imports. The Company has planned to import substantial
either by gas pipeline or any other means. The Company had
quantity of fertilizers to meet the growing demand and has also
filed writ petition before Hon’ble High Court of Delhi seeking
finalized supply arrangements with certain local manufacturers of
remedy against some restrictive conditions imposed in terms of
fertilizers, to augment total fertilizer availability in our marketing
the subsidy mechanism that reduces the eligible subsidy, which
territory through our own marketing channel.
are discriminatory compared to the recently converted naphtha
based urea plants.
The focus is continued on Specialty Plant Nutrition business and
this segment is poised for growth given the enormous potential.
The writ petition was disposed since the GOI confirmed that the
Crop Protection Chemical business which was started during
Company would be eligible for the benefits as are available to other
2010-11 has gathered momentum and has been growing rapidly.
manufacturers of Urea who have converted their manufacturing
The growth momentum is expected to increase going forward.
processes to gas based and are now utilizing gas for production
of Urea.
Financial and Operational Performance
The GOI issued Notification No.12012/1/2015-FPP dated March a) Production Performance

28, 2018 confirming the availability of benefits to the Company Production of 3,49,500 MTs of Urea, 2,96,829 MTs of
for having converted its manufacturing process to gas based, on Complex fertilizers [DAP/ NP] and 13,860 MTs of Ammonium
receipt & use of gas for production of Urea and continuation of Bi-Carbonate was achieved during the year.
existing policy till March 2020.
b) Operating Results
The Nutrient Based Subsidy Scheme (NBS) was introduced by the
GOI with effect from April 1, 2010 after de-controlling the DAP / The revenue from operations for the year ended
complex fertilizers, where annual /bi-annual concession rates are March 31, 2019 was Rs. 3,073.64 crores as compared to
announced in advance leaving the market realization to reflect the Rs. 2,692.90 crores for the year ended March 31, 2018.
fluctuations in respective commodity prices. However, the GOI is The profit before tax for the year ended March 31, 2019 was
monitoring the market realization. Rs. 50.14 crores as compared to Rs. 75.05 crores for the
year ended March 31, 2018. Total Comprehensive Income
The GOI has rolled out Direct Benefit Transfer (DBT) for payment stood at Rs. 32.12 crores for the year ended March 31, 2019
of subsidy on sale by the retailers on pan India basis from compared to Rs. 60.42 crores for the previous year.
30
Mangalore Chemicals
The financial results of the Company was impacted primarily delay in subsidy payment by Govt. of India would contribute to
on account of lower production and sale of manufactured Urea precarious working capital position which could impact production
of 47,046 MTs during the year compared to previous year, and increased finance costs. Considering the Company’s plans for
higher finance costs due to delay caused by introduction of higher imports, depreciation of Indian rupee against the US dollar
disbursement of subsidy under Direct Benefit Transfer (DBT), can adversely affect profitability. Increase in operating costs,
accumulation of subsidy due to higher commodity prices and mainly finance costs on working capital etc. may adversely affect
rupee depreciation besides not so favourable season in the profitability.
marketing areas of Karnataka, Tamil Nadu, Andhra Pradesh
and Telangana. Internal Control Systems
Adequate internal control procedures are in place across various

c) Resource Utilization functions in the Company, appropriately supported with SAP
The gross fixed assets and capital work-in-progress as at ECC 6.0 with EHP 8.0.
March 31, 2019 were Rs. 785.20 crores as compared to
In addition, Internal Auditor reviews the internal control measures
Rs. 745.04 crores in the previous year.
on an ongoing basis, whose reports are reviewed by the Audit
Committee.
d) Working Capital
Net working capital as on March 31, 2019 was Rs.129.09 Human Resources and Industrial Relations
crores.
The Company continues to focus on employee training and
development and had organized several technical and other soft
Risks and Concerns
skills training programs across levels. The Company constantly
Due to changes in Fertilizer policy, Urea production may get reviews/revises its policies and practices to stay aligned with the
curtailed. Possible non-availability of raw materials & fertilizers best in the industry.
and their rising prices for non-urea fertilizers are matters of
concern. Roll out of DBT, continued under provisioning for The total strength of regular employees at the end of the year
fertilizer subsidy in the Union Budget, and resultant unusual was 713.
k
blan
eft
na lly l
tentio
is in
ace
s sp
Thi
31
Mangalore Chemicals
INDEPENDENT AUDITOR’S REPORT

To
THE MEMBERS OF MANGALORE CHEMICALS AND the Code of Ethics. We believe that the audit evidence we have
FERTILIZERS LIMITED obtained is sufficient and appropriate to provide a basis for our
audit opinion on the Ind AS financial statements.
Report on the Audit of the Ind AS Financial Statements
Emphasis of Matter
Opinion
We draw attention to Note 8(a) to the accompanying Ind AS
We have audited the accompanying Ind AS financial statements
financial statements regarding Goods and Services Tax (‘GST’)
of Mangalore Chemicals and Fertilizers Limited (“the Company”),
input tax credit on input services recognized by the Company,
which comprise the Balance Sheet as at March 31, 2019, the
which the management is confident of refund based on a tax
Statement of Profit and Loss, including the Statement of Other
opinion obtained on this matter and reliance placed on an order
Comprehensive Income, the Cash Flow Statement and the
dated September 18, 2018 of the High Court of Gujarat in respect
Statement of Changes in Equity for the year then ended, and
of application of another company on this matter; and which
notes to the Ind AS financial statements, including a summary of
would also be otherwise available for utilisation against output tax
significant accounting policies and other explanatory information.
liability arising in future. Our opinion is not qualified in respect of
this matter.
In our opinion and to the best of our information and according
to the explanations given to us, the aforesaid Ind AS financial
Key Audit Matters
statements give the information required by the Companies Act,
2013, as amended (“the Act”) in the manner so required and give Key audit matters are those matters that, in our professional
a true and fair view in conformity with the accounting principles judgment, were of most significance in our audit of the Ind AS
generally accepted in India, of the state of affairs of the Company financial statements for the financial year ended March 31, 2019.
as at March 31, 2019, its profit including other comprehensive These matters were addressed in the context of our audit of
income, its cash flows and the changes in equity for the year the Ind AS financial statements as a whole, and in forming our
ended on that date. opinion thereon, and we do not provide a separate opinion on
these matters. For each matter below, our description of how our
Basis for Opinion audit addressed the matter is provided in that context.
We conducted our audit of the Ind AS financial statements in
We have determined the matters described below to be the key
accordance with the Standards on Auditing (SAs), as specified
audit matters to be communicated in our report. We have fulfilled
under Section 143(10) of the Act. Our responsibilities under those
the responsibilities described in the Auditor’s responsibilities for
Standards are further described in the ‘Auditor’s Responsibilities
the audit of the Ind AS financial statements section of our report,
for the Audit of the Ind AS Financial Statements’ section of our
including in relation to these matters. Accordingly, our audit
report. We are independent of the Company in accordance with the
included the performance of procedures designed to respond
‘Code of Ethics’ issued by the Institute of Chartered Accountants
to our assessment of the risks of material misstatement of the
of India together with the ethical requirements that are relevant
Ind AS financial statements. The results of our audit procedures,
to our audit of the financial statements under the provisions of
including the procedures performed to address the matters below,
the Act and the Rules thereunder, and we have fulfilled our other
provide the basis for our audit opinion on the accompanying Ind
ethical responsibilities in accordance with these requirements and
AS financial statements.
Key audit matters How our audit addressed the key audit matter
Revenue recognition for urea concession income
(as described in Note 2.1(v) and 22(e) of the Ind AS financial
statements)
Revenue from concession receivable from the Government of India • Our audit procedures included, amongst others, assessing
(‘GOI’) is recognised when control of the products has transferred the Company’s revenue recognition policy for urea
to the customer and there is no unfulfilled obligation that could concession income.
affect the customer’s acceptance of the products. Concessions • We assessed design, implementation and operative
in respect of urea, as notified under the New Pricing Scheme, effectiveness of management’s key internal controls over
is recognized with adjustments for escalation/de–escalation in revenue recognition.
the prices of inputs and other adjustments, as estimated by the • We performed test of details, on a sample basis and
management in accordance with the known policy parameters evaluated the underlying documents relating to urea
in this regard. concession income.
32
Mangalore Chemicals
Revenue from urea concession income of Rs. 105,994.55 Lakhs • We read relevant notifications issued by the GOI and
has been recognised during the year ended March 31, 2019. The discussed with the management, to understand the
Company recognises urea concession income from the GOI based underlying matters and basis for management judgement
on estimates determined as per the GOI notification dated and estimates including necessary changes made in
June 17, 2015 and changes, if any, are recognised in the year of estimates to address variations noted in past.
finalisation of the prices by the GOI under the scheme. Considering • We reviewed the calculation of urea concession income
significant estimates involved, as mentioned above, revenue and including escalation/de-escalation adjustments as per
profit may deviate on account of change in such judgements and known policy parameters in this regard.
estimates. • We assessed the disclosures in the Ind AS financial
statements in this regard.
Provision for trade receivables (including government
receivables for subsidy)
(as described in Note 2.1(v), 10 and 41(b) of the Ind AS financial
statements)
Trade receivable balances represent significant portion of the total • We performed audit procedures on existence of trade
assets as at March 31, 2019. Trade receivables of Rs. 156,448.07 receivables, which included circulating balance confirmations,
Lakhs as at March 31, 2019 include dues from government and testing subsequent receipts and sales transactions for audit
dealers. The Company creates provision for impairment of unsecured samples.
trade receivables based on management estimates. • We evaluated the assumptions used to calculate the
provision for trade receivables (both for government and
Timing of collection of dues from the non-government customers
non-government) through analysis of ageing and past trend
may differ from the actual credit period. Significant judgment is
of write offs.
required by the management to estimate the amounts unlikely to be
ultimately collected. • We discussed and reviewed management assessment for
receivables which were due for more than their respective
For government receivables, area of judgement includes certainty credit periods and any overdue subsidy balances.
around satisfaction of conditions specified in the notifications/policies • We considered the relevant notifications/ policies issued
issued by the Department of Fertilizers, collections and provisions by the Department of Fertilizers to ascertain the basis and
thereof. adequacy of accruals/claims recognised; and adjustments
(if any) to accruals/claims already recognised pursuant to
changes in the rates.
• We evaluated the management’s assessment regarding
reasonable certainty for complying with the relevant
conditions as specified in the notifications/policies and
collections.
• We assessed the disclosures in the Ind AS financial
statements in this regard.
Recognition of deferred tax assets on unabsorbed losses
and MAT credit entitlement
(as described in Note 2.1(v) and 18 of the Ind AS financial statements)
The Company has recognised deferred tax assets of Rs. 10,604.33 • We assessed the design, implementation and operative
Lakhs on unabsorbed losses and MAT credit entitlement as at March effectiveness of management’s key internal controls over
31, 2019. The recognition of deferred tax assets on such items recognition of deferred tax assets.
involves significant judgement regarding the likelihood of realization • We discussed and evaluated management assessment
of these assets, in particular whether there would be sufficient of possible utilisation of deferred tax assets on unabsorbed
taxable profits in future periods to support recognition of these losses and MAT credit entitlement against taxable profits in
assets. future.
• We assessed the assumptions used in determining
The assessment process of recoverability of deferred tax assets profitability forecasts including expected revenue
is complex and judgmental and is based on assumptions which growth rates and margins.
may be affected by future market or economic conditions. • We assessed the related disclosures in the Ind AS financial
statements.
33
Mangalore Chemicals
Tax provision and contingencies
(as described in Note 2.1(v) and 35 of the Ind AS financial statements)
The Company has received income tax demand orders and notices • We assessed the design, implementation and operative
relating to disallowance of certain deductions, expenses, etc. and effectiveness of management’s key internal controls over
has also received various indirect tax demand orders and notices, recognition / disclosure of tax provisions and contingencies.
which are under litigation. The Company is contesting these • We read relevant tax laws and discussed with the
demands and has made provision where the outflow of resources management, to understand the underlying matters
embodying economic benefits is considered to be probable. in demand orders / notices and basis for management
judgement and estimates.
Significant judgements and estimates are required to assess
• We obtained confirmations from the Company’s external
impact of aforesaid litigations on the financial position, results of
legal counsel on significant tax litigations. We evaluated
operations and cash flows.
the independence, objectivity and competency of the
Company’s specialists involved.
• We involved specialists to perform evaluation of
assumptions used and relevant judgements passed by the
authorities.
• We assessed the related disclosures in the Ind AS financial
statements.
Other Information AS) specified under Section 133 of the Act read with the Companies
(Indian Accounting Standards) Rules, 2015, as amended.
The Company’s Board of Directors is responsible for the other
information. The other information comprises the information
This responsibility also includes maintenance of adequate
included in the Director’s report including its Annexures, but does
accounting records in accordance with the provisions of the Act
not include the Ind AS financial statements and our auditor’s
for safeguarding of the assets of the Company and for preventing
report thereon.
and detecting frauds and other irregularities; selection and
application of appropriate accounting policies; making judgments
Our opinion on the Ind AS financial statements does not cover the
and estimates that are reasonable and prudent; and the design,
other information and we do not express any form of assurance
implementation and maintenance of adequate internal financial
conclusion thereon.
controls, that were operating effectively for ensuring the accuracy
and completeness of the accounting records, relevant to the
In connection with our audit of the Ind AS financial statements,
preparation and presentation of the Ind AS financial statements
our responsibility is to read the other information and, in doing so,
that give a true and fair view and are free from material
consider whether the other information is materially inconsistent
misstatement, whether due to fraud or error.
with the Ind AS financial statements or our knowledge obtained
in the audit or otherwise appears to be materially misstated. If,
In preparing the Ind AS financial statements, management is
based on the work we have performed, we conclude that there is
responsible for assessing the Company’s ability to continue as a
a material misstatement of this other information, we are required
going concern, disclosing, as applicable, matters related to going
to report that fact. We have nothing to report in this regard.
concern and using the going concern basis of accounting unless
management either intends to liquidate the Company or to cease
Responsibilities of the Management and Those Charged
operations, or has no realistic alternative but to do so.
with Governance for the Ind AS Financial Statements
The Company’s Board of Directors is responsible for the matters Those Charged with Governance are responsible for overseeing
stated in Section 134(5) of the Act with respect to the preparation the Company’s financial reporting process.
of these Ind AS financial statements that give a true and fair view
of the financial position, financial performance including other Auditor’s Responsibilities for audit of the Ind AS Financial
comprehensive income, cash flows and changes in equity of the Statements
Company in accordance with the accounting principles generally
Our objectives are to obtain reasonable assurance about whether
accepted in India, including the Indian Accounting Standards (Ind
the Ind AS financial statements as a whole are free from material
34
Mangalore Chemicals
misstatement, whether due to fraud or error, and to issue an underlying transactions and events in a manner that achieves
auditor’s report that includes our opinion. Reasonable assurance fair presentation.
is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with SAs will always detect a material We communicate with those charged with governance regarding,
misstatement when it exists. Misstatements can arise from fraud among other matters, the planned scope and timing of the audit
or error and are considered material if, individually or in the and significant audit findings, including any significant deficiencies
aggregate, they could reasonably be expected to influence the in internal control that we identify during our audit.
economic decisions of users taken on the basis of these Ind AS
financial statements. We also provide those charged with governance with a statement
that we have complied with relevant ethical requirements regarding
As part of an audit in accordance with SAs, we exercise professional independence, and to communicate with them all relationships
and other matters that may reasonably be thought to bear on our
judgment and maintain professional skepticism throughout the
independence, and where applicable, related safeguards.
audit. We also:
From the matters communicated with those charged with

• Identify and assess the risks of material misstatement of the
governance, we determine those matters that were of most
Ind AS financial statements, whether due to fraud or error,
significance in the audit of the Ind AS financial statements for the
design and perform audit procedures responsive to those risks,
financial year ended March 31, 2019 and are therefore the key audit
and obtain audit evidence that is sufficient and appropriate
matters. We describe these matters in our auditor’s report unless
to provide a basis for our opinion. The risk of not detecting
law or regulation precludes public disclosure about the matter
a material misstatement resulting from fraud is higher than
or when, in extremely rare circumstances, we determine that a
for one resulting from error, as fraud may involve collusion,
matter should not be communicated in our report because the
forgery, intentional omissions, misrepresentations, or the
adverse consequences of doing so would reasonably be expected
override of internal control.
to outweigh the public interest benefits of such communication.
• Obtain an understanding of internal control relevant to the
audit in order to design audit procedures that are appropriate Report on Other Legal and Regulatory Requirements
in the circumstances. Under Section 143(3)(i) of the Act, we
1. As required by the Companies (Auditor’s Report) Order, 2016
are also responsible for expressing our opinion on whether the
(“the Order”), issued by the Central Government of India
Company has adequate internal financial controls system in
in terms of sub-section (11) of Section 143 of the Act, we
place and the operating effectiveness of such controls.
give in “Annexure 1” a statement on the matters specified in
• Evaluate the appropriateness of accounting policies used paragraphs 3 and 4 of the Order.
and the reasonableness of accounting estimates and related
disclosures made by management. 2. As required by Section 143(3) of the Act, we report that:
• Conclude on the appropriateness of management’s use of the (a) We have sought and obtained all the information and
going concern basis of accounting and, based on the audit explanations which to the best of our knowledge and
evidence obtained, whether a material uncertainty exists belief were necessary for the purposes of our audit;
related to events or conditions that may cast significant doubt (b) In our opinion, proper books of account as required by law
on the Company’s ability to continue as a going concern. have been kept by the Company so far as it appears from
If we conclude that a material uncertainty exists, we are our examination of those books;
required to draw attention in our auditor’s report to the related
(c) The Balance Sheet, the Statement of Profit and Loss
disclosures in the financial statements or, if such disclosures are including the Statement of Other Comprehensive Income,
inadequate, to modify our opinion. Our conclusions are based the Cash Flow Statement and Statement of Changes in
on the audit evidence obtained up to the date of our auditor’s Equity dealt with by this Report are in agreement with the
report. However, future events or conditions may cause the books of account;
Company to cease to continue as a going concern.
(d) In our opinion, the aforesaid Ind AS financial statements
• Evaluate the overall presentation, structure and content of comply with the Accounting Standards specified under
the Ind AS financial statements, including the disclosures, Section 133 of the Act, read with Companies (Indian
and whether the Ind AS financial statements represent the Accounting Standards) Rules, 2015, as amended;
35
Mangalore Chemicals
(e) On the basis of the written representations received from statements – Refer Note 35(a) to the Ind AS financial
the directors as on March 31, 2019 and taken on record by statements;
the Board of Directors, none of the directors is disqualified ii. The Company has made provision, as required
as on March 31, 2019 from being appointed as a director under the applicable law or accounting standards,
in terms of Section 164(2) of the Act; for material foreseeable losses, if any, on long-term
(f) With respect to the adequacy of the internal financial contracts including derivative contracts; and
controls over financial reporting of the Company with iii. There has been no delay in transferring amounts,
reference to these Ind AS financial statements and the required to be transferred, to the Investor Education
operating effectiveness of such controls, refer to our and Protection Fund by the Company.
separate report in “Annexure 2” to this report;
(g) In our opinion, the managerial remuneration for the year
ended March 31, 2019 has been paid / provided by the For S.R. Batliboi & Co. LLP
Company to its directors in accordance with the provisions Chartered Accountants
of Section 197 read with Schedule V to the Act; and ICAI Firm registration number: 301003E/E300005
(h) With respect to the other matters to be included in
the Auditor’s Report in accordance with Rule 11 of the per Amit Chugh
Companies (Audit and Auditors) Rules, 2014, as amended, Partner
in our opinion and to the best of our information and Membership No.: 505224
according to the explanations given to us:
Place of signature: Gurugram
i. The Company has disclosed the impact of pending Date: May 14, 2019
litigations on its financial position in its Ind AS financial
k
blan
yleft
tio nall
ten
s in
a ce i
s sp
Thi
36
Mangalore Chemicals
ANNEXURE 1 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE IND

AS FINANCIAL STATEMENTS OF MANGALORE CHEMICALS AND FERTILIZERS LIMITED
Statement on the matters specified in paragraphs 3 and provisions of Section 186 of the Act apply and hence not
4 of the Companies (Auditor’s report) Order, 2016 (“the commented upon.
Order”)
(v) The Company has not accepted any deposits within the
meaning of Sections 73 to 76 of the Act and the Companies
(i) (a) The Company has maintained proper records showing full
(Acceptance of Deposits) Rules, 2014 (as amended).
particulars, including quantitative details and situation of
Accordingly, the provisions of clause 3(v) of the Order are not
fixed assets.
applicable.
(b) Fixed assets have been physically verified by the
(vi) We have broadly reviewed the books of account maintained
management during the year and no material
by the Company pursuant to the rules made by the Central
discrepancies were identified on such verification.
Government for the maintenance of cost records under
(c) According to the information and explanations given by Section 148(1) of the Act, related to the manufacture of
the management and confirmation from banks relating fertiliser, and are of the opinion that prima facie, the specified
to title deeds of immovable properties mortgaged with accounts and records have been made and maintained. We
the banks (refer Note 15 and 19 to the accompanying have not, however, made a detailed examination of the same.
Ind AS financial statements for details) for securing the
borrowings raised by the Company, the title deeds of (vii) (a) Undisputed statutory dues including provident fund,
immovable properties included in property, plant and employees’ state insurance, income-tax, sales-tax,
equipment are held in the name of the Company. service tax, goods and services tax, duty of custom,
duty of excise, value added tax, cess and other statutory
(ii) The management has conducted physical verification of dues have generally been regularly deposited with
inventory at reasonable intervals during the year and the appropriate authorities, though there have been
no material discrepancies were noticed on such physical delays in a few cases. Also refer Note 35(c) to the Ind
verification. AS financial statements relating to the Supreme Court
(iii) According to the information and explanations given to us, the judgment on Provident Fund.
Company has not granted any loans, secured or unsecured to (b) According to the information and explanations given
companies, firms, limited liability partnerships or other parties to us, no undisputed amounts payable in respect of
covered in the register maintained under Section 189 of the provident fund, employees’ state insurance, income-
Companies Act, 2013 (“the Act”). Accordingly, the provisions tax, sales-tax, service tax, goods and services tax, duty
of clause 3(iii)(a),(b) and (c) of the Order are not applicable of custom, duty of excise, value added tax, cess and
to the Company and hence not commented upon. other statutory dues were outstanding, at the year end,
(iv) In our opinion and according to the information and for a period of more than six months from the date they
explanations given to us, provisions of Section 186 of the became payable.
Act in respect of investments made by the Company have (c) According to the records of the Company, the dues
been complied with. The Company has not advanced loans outstanding of income tax, sales-tax, service tax, goods
to directors / to a company in which the director is interested and services tax, duty of custom, duty of excise, value
to which provisions of Section 185 of the Act apply and has added tax and cess on account of any dispute, are as
not given loans /guarantees/ provided security to which the follows:
Name of the Nature of Amount Payment Period to Forum where the

statute the dues (including under which the dispute is pending
interest and protest amount
penalty) (Rs. in relates
(Rs. in Lakhs) Lakhs)
The Income Tax Act, 1961 Income tax 358.04 52.89 FY 2013-14 Income Tax Appellate Tribunal (ITAT)
The Central Excise Act, 1944 Excise duty 5,338.91 23.96 FY 2010-11 Customs, Excise and Service Tax
to 2015-16 Appellate Tribunal
Karnataka Value Added Tax Act, Entry tax 423.44 - FY 2011-12 The High Court of Karnataka
2003
37
Mangalore Chemicals

Name of the Nature of Amount Payment Period to Forum where the
statute the dues (including under which the dispute is pending
interest and protest amount
penalty) (Rs. in relates
(Rs. in Lakhs) Lakhs)
The Customs Act, 1962 Customs duty 315.09 9.17 FY 2011-12 Customs, Excise and Service Tax
to 2015-16 Appellate Tribunal
The Finance Act, 1994 Service tax 11.92 - FY 2015-16 Assistant Commissioner of Central
to 2016-17 Excise and Central Tax (GST)
9.27 0.83 FY 2014-15 Customs, Excise and Service Tax
Appellate Tribunal
6.22 0.23 FY 2012-13 to Commissioner of Central Tax and
2015-16 Central Excise (Appeals)
AP Value Added Tax Act, 2005 Value added 14.20 1.78 FY 2013-14 Commissioner (Appeals), Nellore
tax
(viii) In our opinion and according to the information and (xiii) According to the information and explanations given by
explanations given by the management, the Company has the management, transactions with the related parties
not defaulted in repayment of loans or borrowings to banks. are in compliance with Section 177 and 188 of Act, where
The Company did not have any loans or borrowings from applicable, and the details have been disclosed in the notes
financial institution or government and outstanding dues in to the Ind AS financial statements, as required by the
respect of debenture holders during the year. applicable accounting standards.
(ix) In our opinion and according to information and explanations (xiv) According to the information and explanations given to us
given by the management, monies raised by the Company and on an overall examination of the balance sheet, the
by way of term loans were applied for the purposes for Company has not made any preferential allotment or private
which loans were obtained. The Company has not raised any placement of shares or fully or partly convertible debentures
money by way of initial public offer or further public offer during the year under review and hence reporting
(including debt instruments) and hence not commented requirements under clause 3(xiv) are not applicable to the
upon. Company and, not commented upon.
(x) Based upon the audit procedures performed for the (xv) According to the information and explanations given by the
purpose of reporting the true and fair view of the Ind AS management, the Company has not entered into any non-
financial statements and according to the information and cash transactions with directors or persons connected with
explanations given by the management, we report that no him as referred to in Section 192 of the Act.
fraud by the Company or no material fraud on the Company
by the officers and employees of the Company has been (xvi) According to the information and explanations given to us,
noticed or reported during the year. the provisions of Section 45-IA of the Reserve Bank of India
Act, 1934 are not applicable to the Company.
(xi) According to the information and explanations given by
the management, the managerial remuneration has been For S.R. Batliboi & Co. LLP
paid / provided in accordance with the requisite approvals Chartered Accountants
mandated by the provisions of Section 197 read with ICAI Firm registration number: 301003E/E300005
Schedule V to the Act.
per Amit Chugh
(xii) In our opinion, the Company is not a nidhi company. Partner
Therefore, the provisions of clause 3(xii) of the Order are Membership No.: 505224
not applicable to the Company and hence not commented
upon. Place of signature: Gurugram
Date: May 14, 2019
38
Mangalore Chemicals

Report on the Internal Financial Controls under clause internal financial controls over financial reporting with reference
(i) of Sub-Section 3 of Section 143 of the Companies Act, to these Ind AS financial statements, assessing the risk that a
2013 (“the Act”) material weakness exists, and testing and evaluating the design
and operating effectiveness of internal controls based on the
We have audited the internal financial controls over financial
assessed risk. The procedures selected depend on the auditor’s
reporting of Mangalore Chemicals and Fertilizers Limited (“the
judgement, including the assessment of the risks of material
Company”) as of March 31, 2019, in conjunction with our audit
misstatement of the financial statements, whether due to fraud
of the Ind AS financial statements of the Company for the year
or error.
ended on that date.
We believe that the audit evidence we have obtained is sufficient

Management’s Responsibility for Internal Financial
and appropriate to provide a basis for our audit opinion on the
Controls
internal financial controls over financial reporting with reference
The Company’s management is responsible for establishing and to these Ind AS financial statements.
maintaining internal financial controls based on the internal
controls over financial reporting criteria established by the Meaning of Internal Financial Controls Over Financial
Company considering the essential components of internal control Reporting with Reference to these Ind AS Financial
stated in the Guidance Note on Audit of Internal Financial Controls Statements
Over Financial Reporting (the “Guidance Note”) issued by the
A company’s internal financial controls over financial reporting
Institute of Chartered Accountants of India. These responsibilities
with reference to these Ind AS financial statements is a process
include the design, implementation and maintenance of adequate
designed to provide reasonable assurance regarding the reliability
internal financial controls that were operating effectively for
of financial reporting and the preparation of financial statements
ensuring the orderly and efficient conduct of its business,
for external purposes in accordance with generally accepted
including adherence to the Company’s policies, the safeguarding
accounting principles. A company’s internal financial controls
of its assets, the prevention and detection of frauds and errors,
over financial reporting with reference to these Ind AS financial
the accuracy and completeness of the accounting records, and
statements includes those policies and procedures that (1)
the timely preparation of reliable financial information, as required
pertain to the maintenance of records that, in reasonable detail,
under the Act.
accurately and fairly reflect the transactions and dispositions of
the assets of the company; (2) provide reasonable assurance
Auditors’ Responsibility
that transactions are recorded as necessary to permit preparation
Our responsibility is to express an opinion on the Company’s of financial statements in accordance with generally accepted
internal financial controls over financial reporting with reference accounting principles, and that receipts and expenditures of the
to these Ind AS financial statements based on our audit. We company are being made only in accordance with authorisations
conducted our audit in accordance with the Guidance Note and of management and directors of the company; and (3) provide
the Standards on Auditing as specified under Section 143(10) of reasonable assurance regarding prevention or timely detection
the Act, to the extent applicable to an audit of internal financial of unauthorised acquisition, use, or disposition of the company’s
controls and, both issued by the Institute of Chartered Accountants assets that could have a material effect on the financial statements.
of India. Those Standards and the Guidance Note require that we
comply with ethical requirements and plan and perform the audit Inherent Limitations of Internal Financial Controls Over
to obtain reasonable assurance about whether adequate internal Financial Reporting with Reference to these Ind AS
financial controls over financial reporting with reference to these Financial Statements
Ind AS financial statements was established and maintained and if
Because of the inherent limitations of internal financial controls
such controls operated effectively in all material respects.
over financial reporting with reference to these Ind AS financial
Our audit involves performing procedures to obtain audit evidence statements, including the possibility of collusion or improper
about the adequacy of the internal financial controls over financial management override of controls, material misstatements due to
reporting with reference to these Ind AS financial statements and error or fraud may occur and not be detected. Also, projections
their operating effectiveness. Our audit of internal financial controls of any evaluation of the internal financial controls over financial
over financial reporting included obtaining an understanding of reporting with reference to these Ind AS financial statements to
39
Mangalore Chemicals

future periods are subject to the risk that the internal financial essential components of internal control stated in the Guidance
controls over financial reporting with reference to these Ind AS Note on Audit of Internal Financial Controls Over Financial
financial statements may become inadequate because of changes Reporting issued by the Institute of Chartered Accountants of
in conditions, or that the degree of compliance with the policies or India.
procedures may deteriorate.
For S.R. Batliboi & Co. LLP
Opinion
Chartered Accountants
In our opinion, the Company has, in all material respects, an ICAI Firm registration number: 301003E/E300005
adequate internal financial controls system over financial reporting
with reference to these Ind AS financial statements and such per Amit Chugh
internal financial controls over financial reporting with reference Partner
to these Ind AS financial statements were operating effectively as Membership No.: 505224
at March 31, 2019, based on the internal controls over financial
reporting criteria established by the Company considering the Place of signature: Gurugram
Date: May 14, 2019
k
blan
eft
na lly l
tentio
is in
ace
s sp
Thi
40
Mangalore Chemicals
BALANCE SHEET AS AT MARCH 31, 2019

(All amounts in Indian Rupees Lakhs, except as otherwise stated)
As at As at
Notes
March 31, 2019 March 31, 2018
ASSETS
Non-current assets
Property, plant and equipment 3 61,247.53 60,994.71
Capital work-in-progress 3 3,418.08 3,303.21
Intangible assets 4 90.41 96.13
Intangible assets under development 4 39.03 -
Financial assets
(i) Investments 5 - -
(ii) Loans 6 782.06 739.60
(iii) Others 7 15.29 40.98
Income tax assets (net) 246.73 44.03
Other non-current assets 8 1,726.77 70.15
67,565.90 65,288.81
Current assets
Inventories 9 53,872.50 39,690.86
Financial assets
(i) Trade receivables 10 156,448.07 118,468.49
(ii) Cash and cash equivalents 11 4,164.72 11,264.04
(iii) Other bank balances 12 796.76 823.99
(iv) Others 7 890.63 991.38
Other current assets 8 8,079.96 14,271.78
224,252.64 185,510.54
Total assets 291,818.54 250,799.35
EQUITY AND LIABILITIES
Equity
Equity share capital 13 11,854.87 11,854.87
Other equity 14 37,661.32 35,877.71
49,516.19 47,732.58
Liabilities
Non-current liabilities
Financial liabilities
(i) Borrowings 15 27,032.32 19,686.81
(ii) Others 16 546.19 461.87
Provisions 17 1,624.64 1,482.75
Deferred tax liabilities (net) 18 1,755.37 1,337.85
30,958.52 22,969.28
Current liabilities
Financial liabilities
(i) Borrowings 19 139,314.13 113,257.79
(ii) Trade payables 20
Total outstanding dues of micro enterprises and small enterprises 287.58 104.90
Total outstanding dues of creditors other than micro enterprises and small
enterprises 50,941.50 52,068.17
(iii) Others 16 17,971.60 12,298.45
Other current liabilities 21 1,782.27 1,494.66
Provisions 17 1,046.75 873.52
211,343.83 180,097.49
Total equity and liabilities 291,818.54 250,799.35
Summary of significant accounting policies 2.1
The accompanying notes are an integral part of the Ind AS financial statements.
As per our report of even date For and on behalf of the Board of Directors of
Mangalore Chemicals and Fertilizers Limited
For S.R. Batliboi & Co. LLP Arun Duggal N. Suresh Krishnan K. Prabhakar Rao
Chartered Accountants Chairman Managing Director Director – Works
ICAI Firm Registration Number: 301003E/E300005 DIN: 00024262 DIN: 00021965 DIN: 00898513
per Amit Chugh
Partner T.M. Muralidharan Vijayamahantesh Khannur
Membership Number: 505224 Chief Financial Officer Company Secretary
Place: Gurugram Place: Gurugram
Date: May 14, 2019 Date: May 14, 2019
41
Mangalore Chemicals
STATEMENT OF PROFIT AND LOSS THE YEAR ENDED MARCH 31, 2019
Notes March 31, 2019 March 31, 2018
INCOME
Revenue from contracts with customers (gross of excise duty) 22 307,363.76 269,290.26
Other income 23 1,203.47 1,184.77
Total income 308,567.23 270,475.03
EXPENSES
Cost of materials consumed 24 157,092.20 127,168.92
Purchases of stock-in-trade 25 74,365.48 72,396.40
Change in inventories of finished goods, stock-in-trade and work-in-progress 26 (9,870.88) (11,390.39)
Excise duty on sale of goods - 397.15
Employee benefits expense 27 7,070.62 6,820.77
Finance costs 28 11,101.93 8,429.70
Depreciation and amortisation expense 29 3,877.90 3,699.35
Other expenses 30 59,915.94 55,448.43
Total expenses 303,553.19 262,970.33
Profit before tax 5,014.04 7,504.70

Tax expense 31
Current tax (MAT) 1,268.00 1,767.20
Deferred tax charge / (credit) 458.11 (320.76)
Total tax expense 1,726.11 1,446.44
Profit for the year 3,287.93 6,058.26
Other comprehensive income / (expense)
Items that will not be reclassified to profit or loss in subsequent periods

Re-measurement (losses) on defined benefit plan (116.15) (24.53)
Income tax effect on above 40.59 8.57
Total other comprehensive income/(expense) (75.56) (15.96)
Total comprehensive income 3,212.37 6,042.30
Earnings per share (in Rs.) 32

[nominal value per share Rs. 10 (Previous year: Rs. 10)]
Basic 2.77 5.11
Diluted 2.77 5.11
per Amit Chugh
Date: May 14, 2019 Date: May 14, 2019
42
Mangalore Chemicals
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2019
A Cash flow from operating activities
Profit before tax 5,014.04 7,504.70
Adjustments for:
Depreciation and amortisation expense 3,877.90 3,699.35
Net loss on disposal of property, plant and equipment 325.37 494.27
Allowance for doubtful advances 894.23 161.30
Provision for impairment of trade receivables - 425.49
Fair value loss/(gain) on financial instruments at fair value through profit or loss 3,656.05 (3,191.08)
Unrealised foreign exchange differences (net) (2,207.96) 1,582.38
Finance costs 11,101.93 8,429.70
Interest income (994.26) (541.39)
Liabilities no longer required written back (9.74) (113.98)
Operating profits before working capital changes 21,657.56 18,450.74
Movement in working capital:
(Increase) in Inventories (14,181.64) (13,712.10)
(Increase)/decrease in Trade receivables (37,979.58) 3,688.46
Decrease/(increase) in Other financial assets 92.89 (590.68)
Decrease/(increase) in Other assets 5,297.59 (12,907.36)
(Decrease)/increase in Trade payables (562.10) 9,040.26
Increase in Other financial liabilities 474.59 525.13
Increase in Other current liabilities and provisions 496.32 592.90
Cash (used in)/generated from operations (24,704.37) 5,087.35
Direct taxes paid (1,470.70) (1,797.40)
Net cash (used in)/flow from operating activities (A) (26,175.07) 3,289.95
B Cash flow from investing activities

Purchase of property, plant and equipment including capital
work-in-progress, intangible assets and capital advances (6,537.39) (3,925.65)
Proceeds from sale of property, plant and equipment 10.95 0.80
Investments in bank deposits (having original maturity of more than three months) (5.00) (571.11)
Redemption/maturity of bank deposits (having original maturity of more than
three months) 6.12 267.57
Interest received 637.02 273.88
Net cash (used in) investing activities (B) (5,888.30) (3,954.51)
C Cash flow from financing activities
Proceeds from long-term borrowings 11,986.56 12,748.62
Repayment of long-term borrowings (3,235.35) (4,229.73)
Proceeds from/(repayment of) short-term borrowings (net) 27,711.93 6,356.99
Finance cost paid (10,070.33) (8,126.39)
Dividend paid to equity shareholders (1,185.15) (592.58)
Dividend distribution tax paid (243.61) (120.63)
Net cash flow from financing activities (C) 24,964.05 6,036.28
Net (decrease)/ increase in cash and cash equivalents (A+B+C) (7,099.32) 5,371.72
Cash and cash equivalents at the beginning of the year 11,264.04 5,892.32
Cash and cash equivalents at the end of the year 4,164.72 11,264.04
43
Mangalore Chemicals
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2019
Components of cash and cash equivalents
Cash on hand 1.99 1.38
Cheques, drafts in hand 2.50 13.67
Bank balances on current accounts 1,100.23 2,648.99
Bank balances on deposit accounts with original maturity of three months or less 3,060.00 8,600.00
Total cash and cash equivalents 4,164.72 11,264.04
The summary of changes arising from cash flow and non-cash flow changes in respect of borrowings is as below:
Long-term borrowings (including current maturities)

At beginning of the period 23,406.84 14,085.41
Cash flow changes 8,751.21 8,518.89
Non-cash changes (foreign exchange movement) (170.48) 802.54
At end of the period 31,987.57 23,406.84
Short-term borrowings
At beginning of the period 113,257.79 106,193.98
Cash flow changes 27,711.93 6,356.99
Non-cash changes (foreign exchange movement) (1,655.59) 706.82
At end of the period 139,314.13 113,257.79
per Amit Chugh
Date: May 14, 2019 Date: May 14, 2019
44
Mangalore Chemicals
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2019
a) Equity share capital
Equity shares of Rs. 10 each issued, subscribed and fully paid
As at March 31, 2019 As at March 31, 2018

Nos. Amount Nos. Amount
At the beginning of the year 118,515,150 11,851.52 118,515,150 11,851.52
Changes during the year - - - -
At the end of the year 118,515,150 11,851.52 118,515,150 11,851.52
In addition to above, equity share capital as at March 31, 2019 includes Forfeited Shares (amount paid-up) of Rs. 3.35 Lakhs
(March 31, 2018: Rs. 3.35 Lakhs).
b) Other equity
Capital Capital Revaluation General Retained Total
reserve redemption reserve reserve earnings
reserve
Note 14 Note 14 Note 14 Note 14 Note 14
Balance as at April 1, 2017 16.84 480.78 6,071.90 5,385.71 18,593.39 30,548.62
Profit for the year - - - - 6,058.26 6,058.26

Other comprehensive income - - - - (15.96) (15.96)
Total comprehensive income - - - - 6,042.30 6,042.30
Transfer from capital reserve (16.84) - - - 16.84 -

Transfer from revaluation reserve - - (6,071.90) - 6,071.90 -
Cash dividends (Refer Note 14) - - - - (592.58) (592.58)
Dividend distribution tax - - - - (120.63) (120.63)
Balance as at March 31, 2018 - 480.78 - 5,385.71 30,011.22 35,877.71
Balance as at April 1, 2018 - 480.78 - 5,385.71 30,011.22 35,877.71
Profit for the year - - - - 3,287.93 3,287.93

Other comprehensive income - - - - (75.56) (75.56)
Total comprehensive income - - - - 3,212.37 3,212.37
Cash dividends (Refer Note 14) - - - - (1,185.15) (1,185.15)

Dividend distribution tax - - - - (243.61) (243.61)
Balance as at March 31, 2019 - 480.78 - 5,385.71 31,794.83 37,661.32
Capital reserve - This reserve was created out of impact of change in depreciation method from written down value method to
straight-line method under Previous GAAP and transferred to retained earnings as per requirements under Ind AS.
Capital redemption reserve - The said reserve was created by way of transfer from general reserve on redemption of preference
shares. This reserve account can be applied in paying up unissued shares to be issued to members of the Company as fully paid
bonus shares in accordance with the provisions of the Companies Act, 2013 (“the Act”).
Revaluation reserve - This reserve was created out of revaluation of property, plant and equipment under Previous GAAP and
transferred to retained earnings as per requirements under Ind AS.
45
Mangalore Chemicals
General reserve - Under the erstwhile Companies Act, 1956, general reserve was created through transfer of net income at a
specified percentage in accordance with applicable regulations. The purpose of these transfers was to ensure that if a dividend
distribution in a given year is more than 10% of the paid-up capital of the company for that year, then the total dividend distribution
is less than the total distributable results for that year. Consequent to introduction of the Act, the requirement to mandatorily transfer
a specified percentage of the net profit to general reserve has been withdrawn. However, the amount previously transferred to the
general reserve can be utilised only in accordance with the requirements of the Act.
per Amit Chugh


Date: May 14, 2019 Date: May 14, 2019
46
Mangalore Chemicals
NOTES TO THE IND AS FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2019
1. Corporate information All other assets are classified as non-current. A liability is

current when:
Mangalore Chemicals and Fertilizers Limited (“MCF” or “the
Company”) is a public limited company domiciled in India and • expected to be settled in normal operating cycle;
incorporated under the provisions of the Indian Companies • held primarily for the purpose of trading;
Act. Its shares are listed on Bombay Stock Exchange (BSE) • due to be settled within twelve months after the
and National Stock Exchange (NSE). The registered office of reporting period; or
the Company is located at Level 11, UB Tower, UB city, 24,
• there is no unconditional right to defer the settlement
Vittal Mallya Road, Bengaluru 560001, Karnataka, India. The
of the liability for at least twelve months after the
Company is primarily engaged in the manufacture, purchase
reporting period.
and sale of fertilisers. The Company has manufacturing
facility in India. Information on related party relationships of
The Company classifies all other liabilities as non-current.
the Company is provided in Note 38.
Deferred tax assets and liabilities are classified as non-
current assets and liabilities. The operating cycle is the
The Ind AS financial statements were approved by the Board
time between the acquisition of assets for processing
of Directors of the Company on May 14, 2019.
and their realisation in cash and cash equivalents. The
Company has identified twelve months as its operating
2. Basis of preparation of Ind AS financial statements
cycle.
The Ind AS financial statements of the Company have been
prepared in accordance with Indian Accounting Standards (b) Foreign currencies
(Ind AS) notified under the Companies (Indian Accounting
The Ind AS financial statements are presented in
Standards) Rules, 2015 (as amended from time to time) and
INR, which is also the Company’s functional currency.
presentation requirements of Division II of Schedule III to
Transactions in foreign currencies are initially recorded
the Companies Act, 2013, (Ind AS compliant Schedule III),
by the Company at their respective functional currency
as applicable. The Ind AS financial statements have been
spot rates at the date, the transaction first qualifies for
prepared on a historical cost basis, except for assets and
recognition. However, for practical reasons, the Company
liabilities which are required to be measured at fair value. The
uses an average rate, if the average approximates the
Ind AS financial statements are presented in Indian Rupees
actual rate at the date of the transaction.
(“INR”) and all values are rounded to the nearest lakhs (INR
00,000), except when otherwise indicated.
Monetary assets and liabilities denominated in foreign
currencies are translated at the functional currency
The significant accounting policies adopted for preparation and
spot rates of exchange at the reporting date. Exchange
presentation of these Ind AS financial statement have been
differences arising on settlement or translation of
applied consistently, except for the changes in accounting
monetary items are recognised in the statement of profit
policy for amendments to the standard that were issued
and loss.
effective for annual period beginning from on or after April 1,
2018 relating to Ind AS 115 on Revenue from Contract with
Non-monetary items that are measured in terms of
Customers and Appendix B to Ind AS 21, Foreign currency
historical cost in a foreign currency are translated using
transactions and advance consideration.
the exchange rates at the dates of the initial transactions.
Non-monetary items measured at fair value in a foreign
2.1 Summary of significant accounting policies
currency are translated using the exchange rates at the
(a) Current versus non-current classification date when the fair value is determined. The gain or loss
arising on translation of non-monetary items measured
The Company presents assets and liabilities in the balance
at fair value is treated in line with the recognition of the
sheet based on current/non-current classification. An
gain or loss on the change in fair value of the item (i.e.,
asset is treated as current when it is:
translation differences on items whose fair value gain or
• expected to be realized or intended to be sold or loss is recognized in other comprehensive income (“OCI”)
consumed in normal operating cycle; or the statement of profit and loss are also recognised in
• held primarily for the purpose of trading; OCI or statement of profit and loss, respectively).
• expected to be realized within twelve months after
the reporting period; or (c) Fair value measurement
• cash or cash equivalent unless restricted from being
The Company measures financial instruments, such as,
exchanged or used to settle a liability for at least
derivatives at fair value at each balance sheet date. Fair
twelve months after the reporting period.
47
Mangalore Chemicals
value is the price that would be received to sell an asset For the purpose of fair value disclosures, the Company
or paid to transfer a liability in an orderly transaction has determined classes of assets and liabilities on the
between market participants at the measurement date. basis of the nature, characteristics and risks of the asset
The fair value measurement is based on the presumption or liability and the level of the fair value hierarchy, as
that the transaction to sell the asset or transfer the explained above. This note summarizes accounting policy
liability takes place either in the principal market for the for fair value and the other fair value related disclosures
asset or liability, or in the absence of a principal market, are given in the relevant notes.
in the most advantageous market for the asset or liability.
The principal or the most advantageous market must be (d) Revenue recognition
accessible by the Company.
Revenue from contracts with customers is recognised
The fair value of an asset or a liability is measured when control of the goods or services are transferred to
using the assumptions that market participants would the customer at an amount that reflects the consideration
use when pricing the asset or liability, assuming that to which the Company expects to be entitled in exchange
market participants act in their economic best interest. for those goods or services.
A fair value measurement of a non-financial asset takes
into account a market participant’s ability to generate Revenue is recognized to the extent it is probable that
economic benefits by using the asset in its highest and the economic benefits will flow to the Company and the
best use or by selling it to another market participant revenue can be reliably measured, regardless of when the
that would use the asset in its highest and best use. payment is being made. Revenue is measured at the fair
value of the consideration received or receivable, taking
The Company uses valuation techniques that are into account contractually defined terms of payment
appropriate in the circumstances and for which sufficient and excluding taxes or duties collected on behalf of the
data are available to measure fair value, maximising the government. The Company has concluded that it is the
use of relevant observable inputs and minimising the principal in its revenue arrangements.
use of unobservable inputs. All assets and liabilities for
which fair value is measured or disclosed in the Ind AS Based on the Educational Material on Ind AS 115 issued
financial statements are categorised within the fair value by the Institute of Chartered Accountants of India
hierarchy, described as follows, based on the lowest level (“ICAI”), the Company has assumed that recovery of
input that is significant to the fair value measurement as excise duty flows to the Company on its own account
a whole: and hence is a liability of the manufacturer which forms
part of the cost of production, irrespective of whether
• Level 1 — Quoted (unadjusted) market prices in the goods are sold or not. Since the recovery of excise
active markets for identical assets or liabilities duty flows to the Company on its own account, revenue
• Level 2 — Valuation techniques for which the includes excise duty. However, Goods and Service Tax
lowest level input that is significant to the fair value (GST)/sales tax/value added tax (VAT) is not received
measurement is directly or indirectly observable by the Company on its own account and is tax collected
• Level 3 — Valuation techniques for which the on value added to the commodity by the seller on behalf
lowest level input that is significant to the fair value of the government. Accordingly, it is excluded from
measurement is unobservable revenue.
The following specific recognition criteria must also be

For assets and liabilities that are recognised in the Ind AS
met before revenue is recognized:
financial statements on a recurring basis, the Company
determines whether transfers have occurred between
Sale of products
levels in the hierarchy by re-assessing categorisation
(based on the lowest level input that is significant to the
fair value measurement as a whole) at the end of each Revenue from the sale of products, including concession
reporting period. receivable from the Government of India under the
applicable New Pricing Scheme / Nutrient Based Subsidy
The Company’s management determines the policies and Policy, is recognised when control of the products has
procedures for both recurring fair value measurement, transferred to the customer and there is no unfulfilled
such as derivative instruments and unquoted financial obligation that could affect the customer’s acceptance
assets measured at fair value, and for non-recurring of the products. Revenue from the sale of products is
measurement, such as assets held for distribution in measured at the fair value of the consideration received
discontinued operations. External valuers are involved, or receivable, net of returns and allowances, trade
wherever considered necessary. discounts and volume rebates.
48
Mangalore Chemicals
If the consideration in a contract includes a variable A trade receivable represents the Company’s right to
amount, the Company estimates the amount of an amount of consideration that is unconditional (i.e.,
consideration to which it will be entitled in exchange only the passage of time is required before payment of
for transferring the goods to the customer. The variable the consideration is due). Refer to accounting policies of
consideration is estimated at contract inception. financial assets.
The Company receives short-term advances from its Contract liabilities

customers. Using the practical expedient in Ind AS 115, A contract liability is the obligation to transfer goods
the Company does not adjust the promised amount of or services to a customer for which the Company has
consideration for the effects of a significant financing received consideration (or an amount of consideration is
component if it expects, at contract inception, that the due) from the customer. If a customer pays consideration
period between the transfer of the promised good or before the Company transfers goods or services to the
service to the customer and when the customer pays for customer, a contract liability is recognised when the
that good or service will be one year or less. payment is made or the payment is due (whichever is
earlier). Contract liabilities are recognised as revenue
Concessions in respect of Urea, as notified under the when the Company performs under the contract.
New Pricing Scheme, is recognized with adjustments
for escalation/de–escalation in the prices of inputs and (e) Government grants
other adjustments, as estimated by the management
in accordance with the known policy parameters in Government grants are recognised where there is
this regard. Subsidy for Phosphatic and Potassic (P&K) reasonable assurance that the grant will be received
fertilisers is recognized as per the rates notified by the and all attached conditions will be complied with. When
Government of India in accordance with Nutrient Based the grant relates to an expense item, it is recognised as
Subsidy Policy from time to time. Freight subsidy on Urea, income on a systematic basis over the periods that the
Complex fertilisers, etc. is recognized in accordance with related costs, for which it is intended to compensate,
the specified parameters and notified rates. are expensed. When the grant relates to an asset,
it is recognised as income in equal amounts over the
Sale of services expected useful life of the related asset.
Service income is recognized, on an accrual basis, (f) Taxes

at agreed rate in accordance with the terms of the
Current income tax
agreement.
Current income tax assets and liabilities are measured
Interest at the amount expected to be recovered from or paid to
the taxation authorities. The tax rates and tax laws used
Interest income from dealers and others on delayed to compute the amount are those that are enacted or
payments is recognized to the extent the Company is substantively enacted, at the reporting date.
reasonably certain of their ultimate collection.
Current income tax relating to items recognised outside
Other interest income is recognized using the effective the statement of profit and loss is recognised outside the
interest rate method. The effective interest rate is statement of profit and loss (either in OCI or in equity in
the rate that discounts estimated future cash receipts correlation to the underlying transaction). Management
through the expected life of the financial asset to the periodically evaluates positions taken in the tax returns
gross carrying amount of the financial asset. Interest with respect to situations in which applicable tax
income is included under the head “other income” in the regulations are subject to interpretation and establishes
statement of profit and loss. provisions, where appropriate.
Contract balances Deferred tax

Contract assets Deferred tax is provided using the liability method on
A contract asset is the right to consideration in exchange temporary differences between the tax bases of assets
for goods or services transferred to the customer. If the and liabilities and their carrying amounts for financial
Company performs by transferring goods or services to reporting purposes at the reporting date. Deferred
a customer before the customer pays consideration or tax liabilities and assets are recognized for all taxable
before payment is due, a contract asset is recognised for temporary differences and deductible temporary
the earned consideration that is conditional. differences.
49
Mangalore Chemicals
Deferred tax assets are recognised to the extent that it amount of taxes paid. The net amount of tax recoverable
is probable that taxable profit will be available against from, or payable to, the taxation authority is included as
which the deductible temporary differences, and the part of receivables or payables in the balance sheet.
carry forward of unused tax credits and unused tax
losses can be utilized. The carrying amount of deferred (g) Property, plant and equipment
tax assets is reviewed at each reporting date and reduced
Property, plant and equipment, capital work-in-progress
to the extent that it is no longer probable that sufficient
is stated at cost, net of accumulated depreciation and
taxable profit will be available to allow all or part of the
accumulated impairment losses, if any. Such cost includes
deferred tax asset to be utilised. Unrecognised deferred
the cost of replacing part of the plant and equipment and
tax assets are re-assessed at each reporting date and
borrowing costs for long-term construction projects, if
are recognised to the extent that it has become probable
the recognition criteria are met.
that future taxable profits will allow the deferred tax
asset to be recovered.
When significant parts of plant and equipment are
required to be replaced at intervals, the Company
Deferred tax assets and liabilities are measured at the
depreciates them separately based on their specific useful
tax rates that are expected to apply in the year when
lives. Likewise, when a major inspection is performed, its
the asset is realised or the liability is settled, based
cost is recognised in the carrying amount of the plant and
on tax rates (and tax laws) that have been enacted or
equipment as a replacement, if the recognition criteria
substantively enacted at the reporting date. Deferred
are satisfied. All other repair and maintenance costs are
tax relating to items recognised outside the statement
recognised in the statement of profit and loss as incurred.
of profit and loss is recognised outside the statement of
Items of stores and spares that meet the definition of
profit and loss (either in OCI or in equity in correlation to
Property, plant and equipment are capitalized at cost,
the underlying transaction).
otherwise, such items are classified as inventories.
Deferred tax assets and deferred tax liabilities are offset
Depreciation is calculated on a straight-line basis over the
if a legally enforceable right exists to set off current tax
useful lives of the assets, estimated by the management,
assets against current tax liabilities and the deferred
as follows:
taxes relate to the same taxable entity and the same
taxation authority. Useful life (years)
Factory buildings 30
Minimum alternate tax (MAT) paid in a year is charged Other buildings (RCC) 60
to the statement of profit and loss as current tax for the
year. The deferred tax asset is recognised for MAT credit Other buildings (Non-RCC) 30
available only to the extent that it is probable that the Railway sidings 15
Company will pay normal income tax during the specified Roads, drainage and culverts 5 to 30
period, i.e., the period for which MAT credit is allowed to Plant and equipment (continuous 25
be carried forward. In the year in which the Company process plant)
recognizes MAT credit as an asset, it is created by way
of credit to the statement of profit and loss and shown Computer equipment 3 and 6
as part of deferred tax asset. The Company reviews the Electrical installations and fittings 10
“MAT credit entitlement” asset at each reporting date Office equipment 5
and writes down the asset to the extent that it is no
Furniture and fixtures 10
longer probable that it will pay normal tax during the
specified period. Cranes and locomotives 15
Vehicles 8 and 10
Goods and Service Tax (GST) / Sales/value added
taxes paid on acquisition of assets or on incurring For the purpose of depreciation calculation, residual
expenses value is determined as 5% of the original cost for all
the assets, as estimated by the management basis
When the tax incurred on purchase of assets or services independent assessment by an expert. The Company,
is not recoverable from the taxation authority, the tax based on assessment made by technical expert and
paid is recognised as part of the cost of acquisition of management estimate, depreciates following assets, not
the asset or as part of the expense item, as applicable. included above, over the estimated useful lives which are
Otherwise, expenses and assets are recognized net of the different from the useful life prescribed in Schedule II to
the Companies Act, 2013. The management believes that
50
Mangalore Chemicals
these estimated useful lives reflect fair approximation of Gains or losses arising from de-recognition of an
the period over which the assets are likely to be used. intangible asset are measured as the difference between
the net disposal proceeds and the carrying amount of the
(i) The useful lives of components of certain plant
asset and are recognised in the statement of profit and
and machinery (non-continuous process plant) and
loss when the asset is derecognised.
equipment are estimated as 5 to 20 years.
(ii) Insurance/ capital/ critical stores and spares are
Research costs are expensed as incurred. Development
depreciated over the remaining useful life of related expenditures are recognised as intangible asset when
plant and equipment or useful life of insurance/ the Company can demonstrate its technical feasibility,
capital/ critical spares, whichever is lower. intention to complete, its ability and intention to use or
(iii) The useful lives of certain vehicles are estimated as 4 sell the asset, its future economic benefits, availability
years. of resources to complete the asset and ability to
measure reliably the expenditure during development.
Leasehold land is amortized on a straight-line basis over Following initial recognition, the asset is carried at cost
the period of lease. less any accumulated amortisation and accumulated
impairment losses. Amortisation of the asset begins
An item of property, plant and equipment and any when development is complete and the asset is available
significant part initially recognised is derecognised for use.
upon disposal or when no future economic benefits
are expected from its use or disposal. Any gain or loss The computer software is amortised on a straight-
arising on de-recognition of the asset (calculated as the line basis over the useful economic life of 5 years, as
difference between the net disposal proceeds and the estimated by the management.
carrying amount of the asset) is included in the statement
of profit and loss when the asset is derecognised. The (i) Borrowing costs
residual values, useful lives and methods of depreciation
of property, plant and equipment are reviewed at
Borrowing costs directly attributable to the acquisition,
each financial year end and adjusted prospectively, if construction or production of an asset that necessarily
appropriate. takes a substantial period of time to get ready for its
intended use or sale are capitalised as part of the cost
(h) Intangible assets of the asset. All other borrowing costs are expensed
in the period in which they occur. Borrowing costs
Intangible assets acquired separately are measured on consist of interest and other costs that an entity incurs
initial recognition at cost. Following initial recognition, in connection with the borrowing of funds. Borrowing
intangible assets are carried at cost less any accumulated cost also includes exchange differences to the extent
amortisation and accumulated impairment losses. regarded as an adjustment to the borrowing costs.
Internally generated intangibles, excluding capitalised
development costs, are not capitalised and the related (j) Leases
expenditure is reflected in the statement of profit and
loss in the period in which the expenditure is incurred. The determination of whether an arrangement is
The useful lives of intangible assets are assessed as or contains a lease is based on the substance of
finite. the arrangement at the inception of the lease. The
arrangement is or contains a lease if fulfilment of the
Intangible assets are amortized over the useful economic arrangement is dependent on the use of a specific asset
life and assessed for impairment, whenever there is an or assets and the arrangement conveys a right to use
indication that the intangible asset may be impaired. The the asset or assets, even if that right is not explicitly
specified in an arrangement.
amortisation period and the amortisation method for an
intangible asset are reviewed at least at the end of each
The Company as a lessee
reporting period. Changes in the expected useful life or
the expected pattern of consumption of future economic
A lease is classified at the inception date as a finance lease
benefits embodied in the asset are considered to modify
or an operating lease. A lease that transfers substantially
the amortisation period or method, as appropriate, and
all the risks and rewards incidental to ownership to the
are treated as changes in accounting estimates. The
Company is classified as a finance lease.
amortisation expense on intangible assets is recognized in
the statement of profit and loss, unless such expenditure
Finance leases are capitalised at the commencement of
forms part of carrying value of another asset.
the lease at the inception date fair value of the leased
51
Mangalore Chemicals
property or, if lower, at the present value of the minimum manufacturing overheads based on the normal operating
lease payments. Lease payments are apportioned capacity, but excluding borrowing costs.
between finance charges and reduction of the lease
liability so as to achieve a constant rate of interest on the Stock-in-trade: Cost includes cost of purchase and other
remaining balance of the liability. Finance charges are costs incurred in bringing the inventories to their present
recognised in finance costs in the statement of profit and location and condition.
loss, unless they are directly attributable to qualifying
assets, in which case they are capitalized in accordance Materials and other items held for use in the production
with the Company’s general policy on the borrowing of inventories are not written down below cost if the
costs. A leased asset is depreciated over the useful life finished goods in which they will be incorporated are
of the asset. However, if there is no reasonable certainty expected to be sold at or above cost.
that the Company will obtain ownership by the end of
the lease term, the asset is depreciated over the shorter Cost is determined on a moving weighted average basis.
of the estimated useful life of the asset and the lease Net realizable value is the estimated selling price in the
term. ordinary course of business, less estimated costs of
completion and the estimated costs necessary to make
Operating lease payments are recognised as an expense the sale.
in the statement of profit and loss on a straight-line basis
over the lease term. (l) Impairment of non-financial assets
The Company assesses, at each reporting date, whether
The Company as a lessor
there is an indication that an asset may be impaired.
Leases in which the Company does not transfer If any indication exists, or when annual impairment
substantially all the risks and rewards of ownership of an testing for an asset is required, the Company estimates
asset are classified as operating leases. Rental income the asset’s recoverable amount. An asset’s recoverable
from operating lease is recognised on a straight-line amount is the higher of an asset’s or cash-generating
basis over the term of the relevant lease. Initial direct unit’s (“CGU”) fair value less costs of disposal and its
costs incurred in negotiating and arranging an operating value in use. Recoverable amount is determined for an
lease are added to the carrying amount of the leased individual asset, unless the asset does not generate cash
asset and recognised over the lease term on the same inflows that are largely independent of those from other
basis as rental income. Contingent rents are recognised assets or groups of assets. When the carrying amount
as revenue in the period in which they are earned. of an asset or CGU exceeds its recoverable amount, the
asset is considered impaired and is written down to its
Leases are classified as finance leases when substantially recoverable amount.
all of the risks and rewards of ownership transfer from
the Company to the lessee. Amounts due from lessees In assessing value in use, the estimated future cash
under finance leases are recorded as receivables at the flows are discounted to their present value using a
Company’s net investment in the leases. Finance lease pre-tax discount rate that reflects current market
income is allocated to accounting periods so as to reflect assessments of the time value of money and the risks
a constant periodic rate of return on the net investment specific to the asset. In determining fair value less costs
outstanding in respect of the lease. of disposal, recent market transactions are taken into
account. If no such transactions can be identified, an
(k) Inventories appropriate valuation model is used. These calculations
are corroborated by valuation multiples, quoted share
Inventories are valued at the lower of cost and net prices for publicly traded companies or other available
realisable value. Costs incurred in bringing each product fair value indicators.
to its present location and condition are accounted for as
follows: The Company bases its impairment calculation on
detailed budgets and forecast calculations, which are
Raw materials, packing materials, stores and spares: prepared separately for each of the Company’s CGUs to
Cost includes cost of purchase and other costs incurred which the individual assets are allocated. These budgets
in bringing the inventories to their present location and and forecast calculations generally cover a period of five
condition. years. For longer periods, a long-term growth rate is
calculated and applied to project future cash flows after
Finished goods and Work-in-progress: Cost includes the fifth year. To estimate cash flow projections beyond
cost of direct materials and labour and a proportion of periods covered by the most recent budgets/forecasts,
52
Mangalore Chemicals
the Company extrapolates cash flow projections in provident fund. The Company recognizes contribution
the budget using a steady or declining growth rate for payable to the provident fund scheme as an expense,
subsequent years, unless an increasing rate can be when an employee renders the related service. If the
justified. In any case, this growth rate does not exceed contribution payable to the scheme for service received
the long-term average growth rate for the products, before the balance sheet date exceeds the contribution
industries, or country in which the entity operates, or for already paid, the deficit payable to the scheme is
the market in which the asset is used. recognized as a liability after deducting the contribution
already paid. If the contribution already paid exceeds the
Impairment losses of continuing operations, including contribution due for services received before the balance
impairment on inventories, are recognised in the sheet date, then excess is recognized as an asset to the
statement of profit and loss. extent that the pre-payment will lead to a reduction in
future payment or a cash refund.
An assessment is made at each reporting date to
determine whether there is an indication that previously Retirement benefit in the form of superannuation fund
recognised impairment losses no longer exist or have is a defined contribution scheme. The Company has
decreased. If such indication exists, the Company established a Superannuation Fund Trust to which
estimates the asset’s or CGU’s recoverable amount. A contributions are made each month. The Company
previously recognised impairment loss is reversed only recognizes contribution payable to the superannuation
if there has been a change in the assumptions used to fund scheme as expenditure, when an employee
determine the asset’s recoverable amount since the last renders the related service. The Company has no other
impairment loss was recognised. The reversal is limited obligations beyond its monthly contributions.
so that the carrying amount of the asset does not exceed
its recoverable amount, nor exceed the carrying amount The Company operates a defined benefit gratuity plan
that would have been determined, net of depreciation, in India, which requires contributions to be made to
had no impairment loss been recognised for the asset in a separately administered fund. The cost of providing
prior years. Such reversal is recognised in the statement benefits under the defined benefit plan is determined using
of profit and loss, unless the asset is carried at a revalued the projected unit credit method. Re-measurements,
amount, in which case, the reversal is treated as a comprising of actuarial gains and losses, the effect of the
revaluation increase. asset ceiling, excluding amounts included in net interest
on the net defined benefit liability and the return on plan
(m) Provisions assets (excluding amounts included in net interest on the
Provisions are recognized when the Company has a net defined benefit liability), are recognised immediately
present obligation (legal or constructive) as a result of in the balance sheet with a corresponding debit or credit
a past event, it is probable that an outflow of resources to retained earnings through OCI in the period in which
embodying economic benefits will be required to settle they occur. Re-measurements are not reclassified to the
the obligation and a reliable estimate can be made statement of profit and loss in subsequent periods.
of the amount of the obligation. When the Company
expects some or all of a provision to be reimbursed, Past service costs are recognized in the statement of
the reimbursement is recognised as a separate asset, profit and loss on the earlier of the date of the plan
but only when the reimbursement is virtually certain. amendment or curtailment, and the date that the
The expense relating to a provision is presented in the Company recognizes related restructuring costs. Net
statement of profit and loss, net of any reimbursement. interest is calculated by applying the discount rate to
the net defined benefit liability or asset. The Company
If the effect of the time value of money is material, recognizes changes in the net defined benefit obligation
provisions are discounted using a current pre-tax rate which includes service costs comprising current service
that reflects, when appropriate, the risks specific to the costs, past-service costs, gains and losses on curtailments
liability. When discounting is used, the increase in the and non-routine settlements; and net interest expense
provision due to the passage of time is recognised as a or income, as an expense in the statement of profit and
finance cost. loss.
(n) Retirement and other employee benefits Accumulated leave, which is expected to be utilized
within the next twelve months, is treated as short-term
Retirement benefit in the form of provident fund is a employee benefit. The Company measures the expected
defined contribution scheme. The Company has no cost of such absences as the additional amount that it
obligation, other than the contribution payable to the expects to pay as a result of the unused entitlement that
53
Mangalore Chemicals
has accumulated at the reporting date. The Company After initial measurement, such financial assets are
treats accumulated leave expected to be carried subsequently measured at amortised cost using the
forward beyond twelve months, as long-term employee effective interest rate (EIR) method. Amortised cost
benefit for measurement purposes. Such long-term is calculated by taking into account any discount or
compensated absences are provided for based on the premium on acquisition and fees or costs that are an
actuarial valuation using the projected unit credit method integral part of the EIR. The EIR amortisation is included
at the year-end. The Company presents the leave as a in finance income in the statement of profit and loss.
current liability in the balance sheet, to the extent it does The losses arising from impairment are recognised in
not have an unconditional right to defer its settlement the statement of profit and loss. This category generally
for twelve months after the reporting date. Where the applies to trade and other receivables.
Company has the unconditional legal and contractual
right to defer the settlement for a period beyond twelve A ‘debt instrument’ is classified as FVTOCI, if both of the
months, the same is presented as non-current liability. following criteria are met:
(i) The objective of the business model is achieved both
(o) Financial instruments by collecting contractual cash flows and selling the
A financial instrument is any contract that gives rise to financial assets; and
a financial asset of one entity and a financial liability or (ii) The asset’s contractual cash flows represent SPPI.
equity instrument of another entity.
Debt instruments included within the FVTOCI category
Financial assets are measured initially as well as at each reporting date
Initial recognition and measurement at fair value. Fair value movements are recognized in
OCI. However, the Company recognizes interest income,
All financial assets are recognised initially at fair value impairment losses and foreign exchange gain or loss in
plus, in the case of financial assets not recorded at fair the statement of profit and loss. On de-recognition of the
value through profit or loss, transaction costs that are asset, cumulative gain or loss previously recognised in
attributable to the acquisition of the financial asset. OCI is reclassified from the equity to statement of profit
Purchases or sales of financial assets that require delivery and loss. Interest earned whilst holding FVTOCI debt
of assets within a time frame established by regulation instrument is reported as interest income using the EIR
or convention in the market place (regular way trades) method.
are recognised on the trade date, i.e. the date that the
Company commits to purchase or sell the asset. FVTPL is a residual category for debt instruments. Any
debt instrument, which does not meet the criteria for
Subsequent measurement categorization as at amortized cost or as FVTOCI, is
classified as FVTPL. Debt instruments included within
For purposes of subsequent measurement, financial
the FVTPL category are measured at fair value with all
assets are classified in four categories:
changes recognized in the statement of profit and loss.
• Debt instruments at amortised cost
• Debt instruments at fair value through other All equity investments in scope of Ind AS 109 are
comprehensive income (FVTOCI) measured at fair value. Equity instruments which are
• Debt instruments, derivatives and equity instruments held for trading are classified as FVTPL. If the Company
at fair value through profit or loss (FVTPL) decides to classify an equity instrument as FVTOCI,
then all fair value changes on the instrument, excluding
• Equity instruments measured at fair value through
dividends, are recognized in the OCI. There is no
other comprehensive income (FVTOCI)
recycling of the amounts from OCI to statement of profit
and loss, even on sale of investment. Equity instruments
A ‘debt instrument’ is measured at the amortised cost, if included within the FVTPL category are measured at fair
both of the following conditions are met: value with all changes recognized in the statement of
(i) The asset is held within a business model whose profit and loss.
objective is to hold assets for collecting contractual
cash flows; and De-recognition
(ii) Contractual terms of the asset give rise on specified A financial asset (or, where applicable, a part of a financial
dates to cash flows that are solely payments of asset or part of a group of similar financial assets) is
principal and interest (SPPI) on the principal amount primarily derecognised (i.e. removed from the balance
outstanding. sheet) when:
54
Mangalore Chemicals
• The rights to receive cash flows from the asset have expects to receive (i.e., all cash shortfalls), discounted
expired; or at the original EIR. ECL impairment loss allowance (or
• The Company has transferred its rights to receive cash reversal) recognized during the year is recognized as
flows from the asset or has assumed an obligation to income/ expense in the statement of profit and loss. This
pay the received cash flows in full without material amount is reflected under the head ‘other expenses’ in
delay to a third party under a ‘pass-through’ the statement of profit and loss.
arrangement; and either (a) the Company has
transferred substantially all the risks and rewards of For assessing increase in credit risk and impairment
the asset, or (b) the Company has neither transferred loss, the Company combines financial instruments on
nor retained substantially all the risks and rewards of the basis of shared credit risk characteristics with the
the asset, but has transferred control of the asset. objective of facilitating an analysis that is designed to
enable significant increases in credit risk to be identified
The transferred asset and the associated liability on a timely basis.
are measured on a basis that reflects the rights and
obligations that the Company has retained. Continuing Financial liabilities
involvement that takes the form of a guarantee over the
transferred asset is measured at the lower of the original Initial recognition and measurement
carrying amount of the asset and the maximum amount All financial liabilities are recognised initially at fair value
of consideration that the Company could be required to and, in the case of loans and borrowings and payables,
repay. net of directly attributable transaction costs. The
Company’s financial liabilities include borrowings, trade
Impairment of financial assets and other payables, and derivative financial instruments.
In accordance with Ind AS 109, the Company applies
expected credit loss (ECL) model for measurement and Subsequent measurement
recognition of impairment loss on the financial assets The measurement of financial liabilities depends on their
and credit risk exposure. The Company follows ‘simplified classification. Financial liabilities at fair value through
approach’ for recognition of impairment loss allowance on profit or loss include financial liabilities held for trading
Trade receivables. The application of simplified approach and financial liabilities designated upon initial recognition
does not require the Company to track changes in credit as fair value through profit or loss. Financial liabilities
risk. Rather, it recognises impairment loss allowance are classified as held for trading if they are incurred
based on lifetime ECLs at each reporting date, right from for the purpose of repurchasing in the near term. This
its initial recognition. category also includes derivative financial instruments
entered into by the Company that are not designated as
For recognition of impairment loss on other financial hedging instruments in hedge relationships as defined
assets and risk exposure, the Company determines by Ind AS 109. Separated embedded derivatives are also
that whether there has been a significant increase in classified as held for trading, unless they are designated
the credit risk since initial recognition. If credit risk has as effective hedging instruments. Gains or losses on
not increased significantly, twelve month ECL is used liabilities held for trading are recognised in the statement
to provide for impairment loss. However, if credit risk of profit and loss.
has increased significantly, lifetime ECL is used. If, in
a subsequent period, credit quality of the instrument Financial liabilities designated upon initial recognition at
improves such that there is no longer a significant fair value through profit or loss are designated as such
increase in credit risk since initial recognition, then the at the initial date of recognition, and only if the criteria
entity reverts to recognising impairment loss allowance in Ind AS 109 are satisfied. For liabilities designated as
based on twelve-month ECL. FVTPL, fair value gains/losses attributable to changes
in own credit risk are recognized in OCI. These gains/
Lifetime ECL are the expected credit losses resulting from loss are not subsequently transferred to the statement of
all possible default events over the expected life of a profit and loss. However, the Company may transfer the
financial instrument. The twelve-month ECL is a portion cumulative gain or loss within equity. All other changes in
of the lifetime ECL which results from default events that fair value of such liability are recognised in the statement
are possible within twelve months after the reporting of profit and loss.
date. ECL is the difference between all contractual cash
flows that are due to the Company in accordance with Borrowings is the category most relevant to the Company.
the contract and all the cash flows that the Company After initial recognition, interest-bearing borrowings are
55
Mangalore Chemicals
subsequently measured at amortised cost using the EIR rate risks. Such derivative financial instruments are
method. Gains and losses are recognised in the statement initially recognised at fair value on the date on which a
of profit and loss when the liabilities are derecognised as derivative contract is entered into and are subsequently
well as through the EIR amortization process. Amortized re-measured at fair value. Derivatives are carried as
cost is calculated by taking into account any discount financial assets when the fair value is positive and as
or premium on acquisition and fees or costs that are an financial liabilities when the fair value is negative.
integral part of the EIR. The EIR amortisation is included
as finance costs in the statement of profit and loss. Any gains or losses arising from changes in the fair value
of derivatives are taken directly to the statement of profit
De-recognition and loss.
A financial liability is derecognised when the obligation
(q) Cash and cash equivalents
under the liability is discharged or cancelled or expired.
When an existing financial liability is replaced by another Cash and cash equivalents in the balance sheet and cash
from the same lender on substantially different terms, or flow statement comprise cash at banks and on hand and
the terms of an existing liability are substantially modified, short-term deposits with an original maturity of three
such an exchange or modification is treated as the de- months or less, which are subject to an insignificant risk
recognition of the original liability and the recognition of of changes in value.
a new liability. The difference in the respective carrying
amounts is recognised in the statement of profit and (r) Cash dividend to equity holders
loss.
The Company recognises a liability to make cash
distributions to equity holders when the distribution
Reclassification of financial assets and liabilities
is authorised and the distribution is no longer at the
The Company determines classification of financial assets discretion of the Company. As per the corporate laws in
and liabilities on initial recognition. After initial recognition, India, a distribution is authorised when it is approved by
no re-classification is made for financial assets which are the shareholders. A corresponding amount is recognised
equity instruments and financial liabilities. For financial directly in equity.
assets which are debt instruments, a re-classification is
made only if there is a change in the business model for (s) Contingent liabilities
managing those assets.
A contingent liability is a possible obligation that arises
from past events and whose existence will be confirmed
A change in the business model occurs when the
only by the occurrence or non-occurrence of one or
Company either begins or ceases to perform an activity
more uncertain future events not wholly within the
that is significant to its operations. If the Company
control of the Company; or a present obligation that
reclassifies financial assets, it applies the re-classification
arises from past events but is not recognized because it
prospectively from the re-classification date, which is
is not probable that an outflow of resources embodying
the first day of the immediately next reporting period
economic benefits will be required to settle the obligation;
following the change in business model. The Company
or the amount of the obligation cannot be measured with
does not restate any previously recognised gains, losses
sufficient reliability. The Company does not recognize a
(including impairment gains or losses) or interest.
contingent liability but discloses its existence in the Ind
AS financial statements.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and (t) Earnings per share
the net amount is reported in the balance sheet, if
Basic earnings per share is calculated by dividing the
there is a currently enforceable legal right to offset the
net profit or loss for the year attributable to equity
recognised amounts and there is an intention to settle on
shareholders (after deducting preference dividends and
a net basis, to realise the assets and settle the liabilities
attributable taxes) by the weighted average number of
simultaneously.
equity shares outstanding during the year. The weighted
average number of equity shares outstanding during
(p) Derivative financial instruments and hedge
the year is adjusted for events such as bonus issue,
accounting
bonus element in a rights issue, share split, and reverse
The Company uses derivative financial instruments, such share split (consolidation of shares) that have changed
as forward currency contracts, currency and interest rate the number of equity shares outstanding, without a
swaps, to hedge its foreign currency risks and interest corresponding change in resources.
56
Mangalore Chemicals
For the purpose of calculating diluted earnings per share, 2015 and changes, if any, are recognised in the year of
the net profit or loss for the year attributable to equity finalisation of the prices by the GOI under the scheme.
shareholders and the weighted average number of
shares outstanding during the year are adjusted for the Also, the Company determines and updates its
effects of all dilutive potential equity shares. assessment of expected rebates periodically and the
accruals are adjusted accordingly. Estimates of expected
(u) Segment reporting rebates are sensitive to changes in circumstances and
the Company’s past experience regarding these amounts
An operating segment is a component of the Company
may not be representative of actual amounts in the
that engages in business activities from which it may
future.
earn revenues and incur expenses (including revenues
and expenses relating to transactions with other
Property, plant and equipment
components of the Company), whose operating results
are regularly reviewed by the Company’s chief operating
The depreciation of property, plant and equipment
decision maker to make decisions about resources to be
is derived on determining an estimate of an asset’s
allocated to the segment and assess its performance,
and for which discrete financial information is available. expected useful life and the expected residual value at
the end of its life. The useful lives and residual values of
Operating segments of the Company are reported in a Company’s assets are determined by management at the
manner consistent with the internal reporting provided time of acquisition of asset and is reviewed periodically,
to the chief operating decision maker. including at each financial year end. The lives are based
on historical experience with similar assets as well as
(v) Significant accounting judgements, estimates anticipation of future events, which may impact their life.
and assumptions
Impairment of financial and non-financial assets
The preparation of the Ind AS financial statements
requires management to make judgements, estimates Significant management judgement is required to
and assumptions that affect the reported amounts determine the amounts of impairment loss on the
of revenues, expenses, assets and liabilities, and financial and non-financial assets. The calculations of
the accompanying disclosures, and the disclosure impairment loss are sensitive to underlying assumptions.
of contingent liabilities. Uncertainty about these
assumptions and estimates could result in outcomes that Tax provisions and contingencies
require a material adjustment to the carrying amount of
assets or liabilities affected in future periods. Significant management judgement is required
to determine the amounts of tax provisions and
The Company bases its assumptions and estimates contingencies. Deferred tax assets are recognised for
on parameters available when the Ind AS financial unused tax losses and MAT credit entitlements to the
statements are prepared. Existing circumstances and extent it is probable that taxable profit will be available
assumptions about future developments, however, against which these losses and credit entitlements can be
may change due to market changes or circumstances utilised. Significant management judgement is required
arising that are beyond the control of the Company. to determine the amount of deferred tax assets that can
Such changes are reflected in the assumptions when be recognised, based upon the likely timing and the level
they occur. The judgements, estimates and assumptions of future taxable profits together with future tax planning
management has made which have the most significant strategies.
effect on the amounts recognized in the Ind AS financial
statements are as below: Defined benefit plans
Revenue from contracts with customers The cost of the defined benefit plan and the present
value of the obligation are determined using actuarial
Concessions in respect of urea, as notified under the valuation. An actuarial valuation involves various
New Pricing Scheme, is recognized with adjustments assumptions that may differ from actual developments
for escalation/de–escalation in the prices of inputs and in the future. These include the determination of the
other adjustments, as estimated by the management discount rate, future salary increases and mortality
in accordance with the known policy parameters in rates. Due to the complexities involved in the valuation
this regard. The Company recognises urea concession and its long-term nature, a defined benefit obligation
income from the Government of India (“GOI”) based is highly sensitive to changes in these assumptions. All
on estimates as per the GOI notification dated June 17, assumptions are reviewed at each reporting date.
57
Mangalore Chemicals
The parameter most subject to change is the discount de-recognition of a non-monetary asset or non-monetary
rate. In determining the appropriate discount rate for liability relating to advance consideration, the date of
plans operated in India, the management considers the the transaction is the date on which an entity initially
interest rates of government bonds where remaining recognises the non-monetary asset or non-monetary
maturity of such bond correspond to expected term of liability arising from the advance consideration. If there
defined benefit obligation. The mortality rate is based are multiple payments or receipts in advance, then the
on publicly available mortality tables. Those mortality entity must determine the date of the transactions for
tables tend to change only at interval in response to each payment or receipt of advance consideration. This
demographic changes. Future salary increases and interpretation does not have any material impact on the
gratuity increases are based on expected future inflation Company’s Ind AS financial statements.
rates.
2.3 Standards issued but not yet effective
Fair value measurement of financial instruments
On March 30, 2019, the Ministry of Corporate Affairs
When the fair values of financial assets and financial (MCA) notified certain amendments to Indian Accounting
liabilities recorded in the balance sheet cannot be Standards (Ind AS), as below. All these amendments are
measured based on quoted prices in active markets, effective from financial year beginning on or after April 1,
their fair value is measured using internal valuation 2019.
techniques. The inputs to these models are taken from
observable markets where possible, but where this is not Ind AS 116 Leases
feasible, a degree of judgement is required in establishing
fair values. Judgements include considerations of inputs Ind AS 116 on Leases notified on March 30, 2019 replaces
such as liquidity risk, credit risk and volatility. Changes Ind AS 17 on Leases, including appendices thereto. Ind
in assumptions about these factors could affect the AS 116 is effective for annual periods beginning on or
reported fair value of financial instruments. after April 1, 2019. Ind AS 116 sets out the principles
for the recognition, measurement, presentation and
2.2 Changes in accounting policies and disclosures disclosure of leases and requires lessees to account for
all leases under a single on-balance sheet model similar
The Company applied Ind AS 115 and certain other to the accounting for finance leases under Ind AS 17. The
amendments and interpretations for the first time for standard includes two recognition exemptions for lessees
year ended March 31, 2019, but these do not have a – leases of ‘low-value’ assets (e.g., personal computers)
material impact on the Ind AS financial statements. and short-term leases (i.e., leases with a lease term of 12
The Company has not early adopted any standards or months or less). At the commencement date of a lease,
amendments that have been issued but are not yet a lessee will recognise a liability to make lease payments
effective as at year end. (i.e., the lease liability) and an asset representing the
right to use the underlying asset during the lease term
Ind AS 115 Revenue from Contracts with Customers (i.e., the right-of-use asset). Lessees will be required
to separately recognise interest expense on the lease
Ind AS 115 Revenue from Contracts with Customers, liability and the depreciation expense on the right-of-use
mandatory for reporting periods beginning on or after asset.
April 1, 2018, replaces existing revenue recognition
requirements. Under the modified retrospective approach Lessees will be also required to re-measure the lease
there were no significant adjustments required to the liability upon the occurrence of certain events (e.g.,
retained earnings at April 1, 2018. Also, the application a change in the lease term, a change in future lease
of Ind AS 115 did not have any significant impact on payments resulting from a change in an index or rate
recognition and measurement of revenue and related used to determine those payments). The lessee will
items in the Ind AS financial statements. generally recognise the amount of the re-measurement
of the lease liability as an adjustment to the right-of-use
Appendix B to Ind AS 21 Foreign Currency Transactions asset.
and Advance Considerations
The Company will adopt this standard from the effective
The appendix clarifies that, in determining the spot date and is currently assessing the adoption method and
exchange rate to use on initial recognition of the the potential impact the adoption of this standard will
related asset, expense or income (or part of it) on the have on its Ind AS financial statements.
58
Mangalore Chemicals
Ind AS 12 Appendix C - Uncertainty over Income Tax Amendments to Ind AS 19 Employee Benefits -
Treatments Plan amendment, curtailment or settlement
Ind AS 12 Appendix C, Uncertainty over Income Tax The amendments to Ind AS 19, Employee Benefits relate
Treatments is to be applied while performing the to effects of plan amendment, curtailment or settlement.
determination of taxable profit or loss, tax bases, unused While determining the past service cost at the time
tax losses, unused tax credits and tax rates, when there of plan amendment or curtailment, an entity shall re-
is uncertainty over income tax treatments under Ind AS measure the amount of net defined benefit liability/asset
12. According to the Appendix, an entity shall determine using the current fair value of plan assets and current
whether it is probable that the relevant taxation authority actuarial assumptions which shall reflect the benefits
would accept an uncertain tax treatment, or group of offered under the plan and plan assets before and
uncertain tax treatments, that the entity have used or after the plan amendment, curtailment or settlement.
plan to use in its income tax filings. An entity shall reflect The amendments also require an entity to use updated
the effect of uncertainty for each uncertain tax treatment actuarial assumptions to determine current service
by using either the most likely amount or the expected cost and net interest for the remainder of the annual
value of the tax treatment, for determining taxable profit reporting period after a plan amendment, curtailment
or tax loss, tax bases, unused tax losses, unused tax or settlement. An entity shall determine the effect of
credits and tax rates. asset ceiling after the plan amendment, curtailment
or settlement and shall recognise any change in that
The standard permits two possible methods of transition effect.
i.e. a) Full retrospective approach - under this approach,
Appendix C shall be applied retrospectively to each prior The Company will adopt these amendments from the
reporting period presented in accordance with Ind AS 8 effective date and does not expect any material impact
on Accounting Policies, Changes in Accounting Estimates to arise on its Ind AS financial statements from adoption
and Errors, without using hind sight; or b) Retrospectively of these amendments.
with cumulative effect of initially applying Appendix C
Amendments to Ind AS 109 Financial Instruments
recognized as an adjustment to the opening balance
of retained earnings (or other component of equity, as The amendments to Ind AS 109 relate to classification
appropriate) at the date of initial application and without of a financial instruments with prepayment feature
restating the comparative information. with negative compensation. Negative compensation
arises where the terms of the contract of the financial
The Company will adopt Appendix C from the effective instrument permit the holder to make repayment or
date and is currently assessing the adoption method and permit the lender or issuer to put the instrument to the
the potential impact the adoption of Appendix C will have borrower for repayment before the maturity at an amount
on its Ind AS financial statements. less than the unpaid amounts of principal and interest.
According to the amendments, these instruments can be
Amendments to Ind AS 12 Income Taxes classified as measured at amortised cost, or measured at
fair value through profit or loss, or measured at fair value
The amendment clarifies that an entity shall recognise through other comprehensive income by the lender or
the income tax consequences of dividends when it issuer if the respective conditions specified under Ind AS
recognises a liability to pay a dividend. Also, an entity 109 are satisfied.
shall recognise the income tax consequences of dividends
in profit or loss, other comprehensive income or equity The Company will adopt these amendments from the
according to where the entity originally recognised those effective date and does not expect any material impact
past transactions or events. The Company will adopt to arise on its Ind AS financial statements from adoption
these amendments from the effective date and does not of these amendments.
expect any material impact to arise on its Ind AS financial
statements from adoption of these amendments.
59
Mangalore Chemicals
3. Property, plant and equipment

Net book
Cost Depreciation
value
As at As at March As at As at As at
For the On
April Additions Deletions 31, 2019 April March March
Year Deletions
1, 2018 1, 2018 31, 2019 31, 2019
Freehold land 6,867.78 - - 6,867.78 - - - - 6,867.78
Buildings 4,626.50 544.05 0.12 5,170.43 451.22 158.00 - 609.22 4,561.21
Railway sidings 500.41 - - 500.41 138.31 45.27 - 183.58 316.83
Roads, drainage and culverts 379.06 44.43 - 423.49 140.92 27.74 - 168.66 254.83
Plant and equipment (a) 57,561.18 3,672.44 579.16 60,654.46 8,933.33 3,465.86 256.08 12,143.11 48,511.35
Electrical installations and
242.31 12.55 - 254.86 76.67 30.07 - 106.74 148.12
fittings
Office equipment 296.01 58.15 3.48 350.68 136.76 32.27 1.48 167.55 183.13
Furniture and fixtures 303.55 7.66 0.25 310.96 144.13 37.34 0.02 181.45 129.51
Cranes and locomotives 153.83 34.29 4.76 183.36 48.67 18.77 3.53 63.91 119.45
Vehicles - Owned 158.36 65.13 11.78 211.71 24.27 34.24 2.12 56.39 155.32
Total 71,088.99 4,438.70 599.55 74,928.14 10,094.28 3,849.56 263.23 13,680.61 61,247.53
Opening Additions Capitalised Closing
Capital work-in-progress(a) 3,303.21 4,553.57 4,438.70 3,418.08
Previous year
Net book
Cost Depreciation
value
As at As at As at As at As at
For the On
April Additions Deletions March April March March
year Deletions
1, 2017 31, 2018 1, 2017 31, 2018 31, 2018
Freehold land 6,867.78 - - 6,867.78 - - - - 6,867.78
Buildings 4,491.08 143.74 8.32 4,626.50 295.98 156.23 0.99 451.22 4,175.28
Railway sidings 500.41 - - 500.41 92.75 45.56 - 138.31 362.10
Roads, drainage and culverts 289.17 89.89 - 379.06 108.12 32.80 - 140.92 238.14
Plant and equipment (a) 56,066.65 2,228.64 734.11 57,561.18 5,881.54 3,310.82 259.03 8,933.33 48,627.85
Electrical installations and
241.82 0.49 - 242.31 46.53 30.14 - 76.67 165.64
fittings
Office equipment 248.72 47.29 - 296.01 105.73 31.03 - 136.76 159.25
Furniture and fixtures 285.50 67.58 49.53 303.55 131.08 50.14 37.09 144.13 159.42
Cranes and locomotives 153.90 - 0.07 153.83 35.39 13.34 0.06 48.67 105.16
Vehicles - Owned 33.24 125.33 0.21 158.36 6.62 17.65 - 24.27 134.09
Total 69,178.27 2,702.96 792.24 71,088.99 6,703.74 3,687.71 297.17 10,094.28 60,994.71
Capital work-in-progress (a)
1,332.54 4,673.63 2,702.96 3,303.21
(a) Plant and equipment and capital work-in-progress additions during the year includes Rs. 19.78 Lakhs (March 31, 2018 : Rs. 12.22
Lakhs) and Rs. 226.86 Lakhs (March 31, 2018 : Rs. 141.02 lakhs), respectively, towards capitalisation of borrowing cost.
(b) Refer Note 15 and 19 for details of property, plant and equipment pledged as security.
(c) The Company had recognized net book value of property, plant and equipment as on April 1, 2015 under previous GAAP as deemed
cost on transition to Ind AS.
60
Mangalore Chemicals
4. Intangible assets
Cost Amortisation Net book value
As at Additions Deletions As at As at For the On As at As at
April 1, 2018 March 31, 2019 April 1, 2018 year Deletions March 31, 2019 March 31, 2019
Computer Software 112.13 22.62 - 134.75 16.00 28.34 - 44.34 90.41
Total 112.13 22.62 - 134.75 16.00 28.34 - 44.34 90.41

Intangible assets under
- 61.65 22.62 39.03
development
Previous year
Cost Amortisation Net book value
As at Additions Deletions As at As at For On As at As at
April 1, 2017 March 31, 2018 April 1, 2017 the year Deletions March 31, 2018 March 31, 2018
Computer Software 33.61 78.52 - 112.13 4.36 11.64 - 16.00 96.13
Total 33.61 78.52 - 112.13 4.36 11.64 - 16.00 96.13
The Company had recognized net book value of intangible assets as on April 1, 2015 under Previous GAAP as deemed cost on transition to Ind AS.
Non-current Current
As at As at As at As at
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
5. Financial assets - Investments
(Unquoted)
Investments at fair value through profit or loss
Bangalore Beverages Limited 20,000.00 20,000.00 - -
[200,000 (March 31, 2018: 200,000) Redeemable
cumulative preference shares of Re. 1 each with
coupon rate of 10% p.a. repayable after 20 years]
Less: Allowance for impairment in value of
investment (Refer Note 36) 20,000.00 20,000.00 - -
Total - - - -
Aggregate amount of unquoted investment (gross) 20,000.00 20,000.00 - -

Aggregate amount of impairment in value of investment 20,000.00 20,000.00 - -
6. Financial assets - Loans

(Unsecured, considered good)
Financial assets at amortised cost

Security deposits 782.06 739.60 - -
Total 782.06 739.60 - -
7. Other financial assets

Financial assets at fair value through profit or loss
Derivatives not designated as hedges 15.29 40.98 25.24 347.87
Financial assets at amortised cost
Rebate / discount receivable from suppliers - - 91.32 226.68
Interest accrued on deposits and receivables
Related parties (Refer Note 38) - - 578.38 242.93
Others - - 195.69 173.90
Total 15.29 40.98 890.63 991.38
61
Mangalore Chemicals
Non-current Current
8. Other assets
Unsecured, considered good
Capital advances 1,726.77 70.15 - -
Advances other than capital advances
Advance to a related party (Refer Note 38) - - 13.32 -
Advance to suppliers - - 255.06 100.17
Employees and other advances - - 4.92 3.83
Prepaid expenses - - 913.23 1,400.75
GST refund receivable* - - 2,214.15 11,130.14
Balance with statutory / government authorities
- - 4,679.28 1,636.89
(Refer note (a) below)
1,726.77 70.15 8,079.96 14,271.78
Unsecured, considered doubtful
Advances other than capital advances
Advances to United Breweries (Holdings) Limited
(Refer Note 36) 1,668.20 1,668.20 - -
Balance with statutory/ government authorities - - 1,055.53 161.30
Less: Allowance for doubtful advances 1,668.20 1,668.20 1,055.53 161.30
- - - -
Total 1,726.77 70.15 8,079.96 14,271.78
*Previous year figure has been reclassified from other financial assets to other current assets, as per current year classification.
(a) Vide GST Notification No. 26/2018 dated June 13, 2018, the department amended definition of ‘Net Input Tax Credit’ for the
purpose of GST refund on account of inverted duty structure with effect from July 1, 2017 to include input tax credit availed
only on inputs which excludes input services. The Company had claimed GST refund with respect to input services effective July
1, 2017 till April 17, 2018 aggregating to Rs. 1,206.29 Lakhs which is also supported by a legal opinion obtained subsequently.
Further, the Company while relying on such legal opinion and on a stay order dated September 18, 2018 of the High Court of
Gujarat in respect of application of another company on this matter, has recognized input tax credit of Rs. 2,118.54 Lakhs on
input services for the year ended March 31, 2019. Considering such credit is available for utilization also, the management is
confident of refund / utilisation of aforesaid input tax credit.
(b) There are no advances to directors or other officers of the Company or any of them either severally or jointly with any other
person or advances to firms or private companies, respectively, in which any director is a partner or a director or a member.
62
Mangalore Chemicals
As at As at
March 31, 2019 March 31, 2018
9. Inventories
(valued at lower of cost and net realisable value)
Raw materials and packing materials 16,507.68 15,779.45
[includes in transit Rs. 7,758.60 Lakhs (March 31, 2018: Rs. 6,270.92 Lakhs)]
Work-in-progress 223.15 2.49
Finished goods 10,015.35 5,403.64
Stock-in-trade [includes in transit Rs. 3,850.50 Lakhs (March 31, 2018: Rs. 3,918.90
Lakhs)] 18,632.66 13,594.15
Stores and spares [includes in transit Rs. 23.73 Lakhs (March 31, 2018: Rs. 197.20 Lakhs)] 8,493.66 4,911.13
Total 53,872.50 39,690.86
During the year an amount of Rs. 28.81 Lakhs (March 31, 2018: Rs. 571.19 Lakhs) was recognised as an expense for inventories
carried at net realisable values.
10. Trade receivables

From related parties (Considered good)
Unsecured (Refer Note 38) 7,414.20 16.09
7,414.20 16.09
From others (Considered good)
Secured 2,478.69 1,946.82
Unsecured 146,555.18 116,505.58
149,033.87 118,452.40
From others (Credit impaired)
Unsecured 425.49 425.49
Less: Provision for impairment 425.49 425.49
- -
Total 156,448.07 118,468.49
(a) Trade receivables include concession/subsidy receivable from the Government of India of Rs. 111,542.63 Lakhs (March 31,
2018 : Rs. 81,772.11 Lakhs). Based on the Department of Fertilizers (“DoF”) Notification No. 12012/3/2010-FPP dated April 2,
2014 (“Notification”), the Company has accrued subsidy income of Rs. 6,190.65 Lakhs (March 31, 2018 : Rs. 4,944.76 Lakhs)
for the period from April 1, 2014 to March 31, 2019 towards reimbursement of additional fixed cost at the rate of Rs. 350 per
metric tonne. The Company had fulfilled the required conditions i.e. submission of requisite cost data for the financial year
2012-13 to the DoF, as required by the Notification. The DoF is yet to specify procedures for claiming these reimbursement
amounts and this matter has been raised by the Fertilizer Association of India (FAI) with the Government of India. Considering
that the conditions as per the Notification have been fulfilled, the management is confident of recovery of aforesaid subsidy
amount over the next financial year.
(b) No debts are due from directors or other officers of the Company or any of them either severally or jointly with any other person.
Also, no debts are due from firms or private companies, respectively, in which any director is a partner or a director or a member.
(c) Trade receivables from dealers (other than related parties) are non-interest bearing during normal credit period and are generally
on terms of 15 to 120 days. Management is of view that there are no receivables included above which have significant increase
in credit risk.
(d) Previous year figure is net of reclassification of provision for rebates of Rs. 2,784.63 Lakhs from other financial liabilities to trade
receivables, as per current year classification.
63
Mangalore Chemicals
As at As at
March 31, 2019 March 31, 2018
11. Cash and cash equivalents
Bank balances on current accounts 1,100.23 2,648.99
Bank balances on deposits accounts with original maturity of three months or less 3,060.00 8,600.00
Cheques, drafts in hand 2.50 13.67
Cash on hand 1.99 1.38
Total 4,164.72 11,264.04
12. Other bank balances

Bank balances on unpaid dividend accounts* 226.76 252.87
Margin money deposits 570.00 571.12
Total 796.76 823.99
*The Company can utilise these balances only towards settlement of respective unpaid dividend amounts.
13. Equity share capital

Authorised share capital
12,40,00,000 (March 31, 2018: 12,40,00,000) equity shares of Rs. 10 each 12,400.00 12,400.00
6,00,000 (March 31, 2018: 6,00,000) 13% redeemable cumulative preference shares of
Rs. 100 each 600.00 600.00
13,000.00 13,000.00
Issued shares
12,000.00 12,000.00
Subscribed and fully paid-up shares
Forfeited shares (amount originally paid-up) 3.35 3.35
11,854.87 11,854.87
a) Reconciliation of the shares outstanding at the beginning and at the end of the reporting period
Nos. Rs. in Lakhs Nos. Rs. in Lakhs
At the beginning of the year 118,515,150 11,851.52 118,515,150 11,851.52
Changes during the year - - - -
Outstanding at the end of the year 118,515,150 11,851.52 118,515,150 11,851.52
b) Terms/rights attached to equity shares

The Company has only one class of equity shares issued and paid-up having a par value of Rs. 10 per share. Each holder of
equity share is eligible for one vote per share. The dividend proposed by the Board of Directors is subject to the approval of the
shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company,
after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the
shareholders.
64
Mangalore Chemicals
c) Details of shareholders holding more than 5% of the shares in the Company
Name of the shareholder As at March 31, 2019 As at March 31, 2018
Nos. % Nos. %
Equity shares of Rs. 10 each fully paid
Zuari Agro Chemicals Limited**
(Holding Company) 62,843,211 53.03% 62,843,211 53.03%
Recovery Officer DRT II 15,395,972 12.99% - -
United Breweries (Holdings) Limited 4,753,881 4.01% 17,836,068 15.05%
**Zuari Fertilizers and Chemicals Limited was merged with Zuari Agro Chemicals Limited effective November 13, 2017.
As per records of the Company, the above shareholding represents legal ownership of shares.
As at As at
March 31, 2019 March 31, 2018
14. Other equity
Capital reserve
Balance as per last Ind AS financial statements - 16.84
Less: Transfer to retained earnings* - 16.84
Closing balance - -
*This reserve was created out of impact of change in depreciation method from written down value method to straight-line method
under Previous GAAP and transferred to retained earnings as per requirements under Ind AS.
Capital redemption reserve

Balance as per last Ind AS financial statements 480.78 480.78
Revaluation reserve
Balance as per last Ind AS financial statements - 6,071.90
Less: Transfer to retained earnings as per Ind AS requirements - 6,071.90
Closing balance - -
General reserve
Balance as per last Ind AS financial statements 5,385.71 5,385.71
Retained earnings**
Balance as per last Ind AS financial statements 30,011.22 18,593.39
Add: Transfer from capital reserve - 16.84
Add: Transfer from revaluation reserve - 6,071.90
Add: Profit for the year 3,287.93 6,058.26
Add: Other comprehensive (expense)/income (75.56) (15.96)
Less: Appropriations
Final equity dividend [amount Re. 1 per share (Previous year: Re. 0.50 per share)] 1,185.15 592.58
Tax on equity dividend 243.61 120.63
Closing balance 31,794.83 30,011.22
Total reserves and surplus 37,661.32 35,877.71
**Includes Rs. 6,003.17 Lakhs as at March 31, 2019 (March 31, 2018: Rs. 6,036.85 Lakhs) relating to revaluation of property, plant
and equipment.
65
Mangalore Chemicals
As at As at
March 31, 2019 March 31, 2018
Distribution made and proposed
Cash dividends on equity shares declared and paid:
Dividend for the year ended March 31, 2018: Re. 1 per share 1,185.15 592.58
(Previous year: Re. 0.50 per share)
Dividend distribution tax 243.61 120.63
1,428.76 713.21
Proposed dividends on equity shares:
Dividend for the year ended on March 31, 2019: Re. 1 per share 1,185.15 1,185.15
(Previous year: Re. 1 per share)
Dividend distribution tax 243.61 243.61
1,428.76 1,428.76
Proposed dividend on equity shares is subject to approval at the annual general meeting and is not recognised as a liability (including
dividend distribution tax thereon) as at year end.
15. Non-current borrowings

Non-current portion Current portion
Secured (at amortised cost)

Foreign currency term loan from a bank - 9,459.23 - 499.06
Indian currency term loans from banks 24,055.63 5,788.88 3,614.69 1,860.34
Indian currency vehicle loans from bank 86.76 76.72 41.01 26.28
24,142.39 15,324.83 3,655.70 2,385.68
Unsecured (at amortised cost)
Foreign currency term loans from banks 2,889.93 4,361.98 1,299.55 1,334.35
2,889.93 4,361.98 1,299.55 1,334.35
Less: Amount disclosed under the head “Other
financial liabilities” (Refer Note 16) - - 4,955.25 3,720.03
Total 27,032.32 19,686.81 - -
Secured borrowings
Foreign currency term loan
Term loan from a bank of Rs. Nil Lakhs (March 31, 2018: Rs. 9,958.29 Lakhs) carried interest of 11.55% p.a. The loan was repayable
in 20 equal quarterly installments starting from the end of moratorium period which was 2 years from the date of disbursement. The
loan was secured by first pari-passu charge on all movable and immovable fixed assets (alongwith working capital lenders), other
than fixed assets exclusively charged to other lenders. During the year, the outstanding balance of this loan has been converted to
Indian currency term loan.
Indian currency term loans
Term loan from a bank of Rs. 9,930.85 Lakhs (March 31, 2018: Rs. Nil Lakhs) carries interest of 11.15% p.a. The loan is repayable
in 20 equal quarterly installments starting from the end of moratorium period which is 2 years from the date of disbursement. The
loan is secured by first pari-passu charge on all movable and immovable fixed assets (alongwith working capital lenders), other than
fixed assets exclusively charged to other lenders.
Term loan from a bank of Rs. 866.33 Lakhs (March 31, 2018: Rs. 2,143.46 Lakhs) carries interest of 12.80% p.a. The loan is
repayable in 84 equal monthly installments commencing on December 8, 2012. The loan is secured by first charge on fixed assets
funded through the term loan and first pari-passu charge on all fixed assets including all immovable and movable properties, both
present and future (other than fixed assets exclusively charged to other lenders), with other participating working capital lenders.
66
Mangalore Chemicals
Term loan from a bank of Rs. Nil Lakhs (March 31, 2018: Rs. 580.12 Lakhs) carried interest in the range of 11.50% p.a. to 12.05%
p.a. The loan was repayable in 52 monthly installments commencing on December 2014. The loan was secured by exclusive first
charge on the fixed assets of the project (financed by the term loan) and pari-passu first charge on the entire fixed assets of the
Company barring fixed assets financed by term loans from State Bank of India and ING N.V. (Netherland) and fixed assets exclusively
charged to other lenders.
Term loan from a bank of Rs. 4,941.73 Lakhs (March 31, 2018: Rs. 4,925.64 Lakhs) carries floating interest rate in the range of
10.35% p.a. to 11.40% p.a. The loan is repayable in 20 quarterly installments starting from the end of moratorium period 15 months
from the date of first disbursement. The loan is secured by first pari-passu charge on all movable and immovable fixed assets,
both present and future (other than fixed assets exclusively charged to other lenders) and second pari-passu charge on all current
assets, both present and future.
Term loan from a bank of Rs. 11,931.41 Lakhs (March 31, 2018: Rs. Nil Lakhs) carries interest in the range of 9.91% p.a. to 10.22%
p.a. The loan is repayable in 15 quarterly installments starting from the end of moratorium period of 18 months from the date of
disbursement. The loan is secured by first pari-passu charge over all movable and immovable fixed assets including plant and ma-
chinery of the Company (excluding assets exclusively charged to other banks) and first pari-passu with any other security provided
to any other lenders including working capital lenders.
Indian currency vehicle loans
Vehicle loans from a bank of Rs. 127.77 Lakhs (March 31, 2018: Rs. 103.00 Lakhs) carry interest at 8.36% p.a. The loan is repayable
in 30 to 48 monthly installments and is secured by first pari-passu charge on fixed assets financed by the said term loans.
Unsecured borrowings
Foreign currency term loans
Term loan from a bank of Rs. 2,970.28 Lakhs (March 31, 2018: Rs. 4,113.62 Lakhs) carries interest of 11.24% p.a. The loan is
repayable in 14 equal installments on April and October of each year. The loan is secured by guarantee issued by Finnvera, the state
owned export credit agency of Finland.
Term loan from a bank of Rs. 1,219.20 Lakhs (March 31, 2018: Rs. 1,582.71 Lakhs) carries interest of 11.80% p.a. The loan is
repayable in 14 equal installments on August and February of each year. The loan is secured by guarantee issued by Eksport Kredit
Fonden plc (EKF), the state owned export credit agency of Denmark.
16. Other financial liabilities

Non-current Current
Financial liabilities at fair value through profit or loss
Derivatives not designated as hedges 546.19 461.87 3,275.12 51.71
Financial liabilities at amortised cost
Current maturities of long-term borrowings - - 4,955.25 3,720.03
(Refer Note 15)
Liabilities for capital goods - - 752.27 1,017.82
Interest accrued but not due on borrowings - - 1,902.42 870.82
and others
Security deposits (unsecured) - - 3,815.52 3,238.99
Employee benefits payable - - 917.67 861.32
Other expenses payable* - - 2,126.59 2,283.26
Unpaid dividend** - - 226.76 252.87
Payable to preference shareholders - - - 1.63
Total 546.19 461.87 17,971.60 12,298.45
*Previous year figure is net of reclassification of provision for rebates of Rs. 2,784.63 Lakhs to trade receivables, as per current year
classification.
**There are no amounts due for payment to the Investor Education and Protection Fund under the Companies Act, 2013 as at year
end.
67
Mangalore Chemicals
17. Provisions
Non-current Current
Provision for employee benefits
Gratuity 1,624.64 1,482.75 104.61 16.85
Compensated absences - - 942.14 856.67
Total 1,624.64 1,482.75 1,046.75 873.52
18. Deferred tax liabilities (net)

Balance sheet Statement of profit and loss
As at As at
Deferred tax liabilities
Fixed assets: Impact of difference between tax 13,773.47 14,221.99 (448.52) (1,740.47)
depreciation and depreciation/amortisation charged
for the financial reporting
Others 81.02 238.24 (157.22) (87.54)
13,854.49 14,460.23 (605.74) (1,828.01)
Deferred tax assets
Business losses and unabsorbed depreciation 3,109.15 5,723.72 (2,614.57) (3,253.82)
Provision for impairment of trade receivables 148.68 148.68 - 148.68
Provision for gratuity and compensated absences 933.49 823.36 110.13 2.98
Fair valuation of derivatives - - - (358.91)
Others 412.62 199.44 213.18 175.21
MAT credit entitlement 7,495.18 6,227.18 1,268.00 1,787.18
12,099.12 13,122.38 (1,023.26) (1,498.68)
Net deferred tax liability 1,755.37 1,337.85
Deferred tax charge/(credit) 417.52 (329.33)
Based on the profitability projections, the management is confident that there would be sufficient taxable profits in future which
will enable the Company to utilize the aforesaid business losses, unabsorbed depreciation and MAT credit entitlement. Accordingly,
deferred tax asset have been recognised on the same.
Reconciliation of movement in deferred tax liabilities (net)

Balance at the beginning of the year 1,337.85 1,667.18
Tax charge/(credit) during the year
Recognised in profit and loss 458.11 (320.76)
Recognised in OCI (40.59) (8.57)
417.52 (329.33)
Balance at the end of the year 1,755.37 1,337.85
68
Mangalore Chemicals
As at As at
March 31, 2019 March 31, 2018
19. Current borrowings
Secured borrowings
Foreign currency buyer's / supplier's credit from banks 80,636.04 63,172.97
Indian currency bills discounted with banks 39,271.22 38,154.27
Indian currency cash credit from banks 271.30 596.04
Indian currency short-term loan from bank 17,541.02 9,688.00
137,719.58 111,611.28
Indian currency bills discounted with banks - 664.39
Indian currency short-term loans from banks 1,594.55 982.12
1,594.55 1,646.51
Total 139,314.13 113,257.79
Secured borrowings
The facilities are secured by first pari-passu charge on all current assets (both present and future) and property, plant and equipment
of the Company, excluding assets which are exclusively charged to other lenders. These facilities are repayable within 12 months
period. The interest carried on these facilities are - buyers/suppliers credits: 3.09% to 4.21% p.a., bills discounted: 8.20% to 8.50%
p.a., cash credit: 9.55% to 13.05% p.a.
The short term loan from bank carries interest rate of 8.20% p.a (including 7.72% paid directly by the Government of India to the
bank) and is secured by subsidy receivable of equal amount from the Government of India, Ministry of Chemicals & Fertilizers under
Special Banking Arrangement.
Indian currency bills discounted with a bank were repayable within six months period and carried interest in the range of 7.05% to
7.90% p.a. The short-term loans are repayable over a maturity period of 45 to 50 days and carry floating interest rate.
As at As at
March 31, 2019 March 31, 2018
20. Trade payables
Dues to related parties (Refer Note 38) 10.78 31.39
Others* 51,218.30 52,141.68
Total 51,229.08 52,173.07
*Includes outstanding dues of micro and small enterprises (Refer Note 37 for details)
Trade payables (other than related parties) are normally non-interest bearing and are settled on 30 to 90 days term.
21. Other current liabilities

Statutory dues payable 330.39 542.74
Contract liabilities - Advances from customers** 1,451.88 951.92
Total 1,782.27 1,494.66
**Revenue recognised from amounts included in contract liabilities at the beginning of the year is Rs. 942.18 Lakhs (March 31, 2018 - Rs.
178.09 Lakhs).
69
Mangalore Chemicals
March 31, 2019 March 31, 2018

22. Revenue from contracts with customers (gross of excise duty)
Sale of products (including concession/subsidy on fertilisers)
Manufactured (including excise duty) 224,518.58 190,070.99
Traded 82,639.87 79,034.91
Sale of services 98.31 68.26
Other operating revenues (scrap sales) 107.00 116.10
Total 307,363.76 269,290.26
(a) Disaggregated revenue information

Manufactured
Urea 130,166.98 109,924.63
Complex fertilizers 85,889.55 70,373.39
Others 8,462.05 9,772.97
224,518.58 190,070.99
Traded
Muriate of Potash (MOP) 26,789.53 34,428.09
Others 19,309.46 23,915.18
82,639.87 79,034.91
(b) Timing of revenue recognition

Products transferred at a point in time 307,265.45 269,222.00
Services rendered at a point in time 98.31 68.26
307,363.76 269,290.26
(c) Reconciliation of amount of revenue recognised with contract price
Revenue as per contracted price (including concession/subsidy on fertilisers) 314,001.63 277,201.50

Adjustments
Rebates (6,179.79) (7,410.47)
Others (458.08) (500.77)
Revenue from contracts with customers 307,363.76 269,290.26
(d) Sales of products include government concession / subsidies. The urea concession has been estimated and accounted as per the
Government of India (‘GOI’) notification dated June 17, 2015. The subsidy on phosphatic and complex fertilisers has been accounted
based on the rates announced by the GOI under Nutrient Based Subsidy Policy, from time to time.
(e) The Company recognises urea concession income from the GOI based on estimates and changes, if any, are recognised in the
year of finalisation of the prices by the GOI under the scheme. Accordingly, revenue from operations for the year ended March 31,
2019 include additional urea concession income of Rs. 3,050.79 Lakhs (Previous year : Rs. 2,068.68 Lakhs) relating to immediately
preceeding financial year recognised on finalization of escalation/de-escalation claims.
(f) Revenue from contracts with customers for the year ended March 31, 2019 is not comparable with the previous year, since ex-
cise duty formed part of expenses upto June 30, 2017, whereas, effective July 1, 2017 revenue is net of Goods and Service Tax
(‘GST’).
(g) For details of contract balances, refer Notes 10 and 21. Also refer Note 39 for segment information.
70
Mangalore Chemicals
March 31, 2019 March 31, 2018

23. Other income
Interest income on bank deposits and others 994.26 541.39
Rental income 75.48 84.17
Insurance claim received 38.61 380.42
Liabilities no longer required written back 9.74 113.98
Other non-operating income 85.38 64.81
Total 1,203.47 1,184.77
24. Cost of materials consumed

Inventories at the beginning of the year 15,779.45 12,525.21
Add: Purchases 157,820.43 130,423.16
Less: Inventories at the end of the year 16,507.68 15,779.45
Consumption 157,092.20 127,168.92
Materials consumed
Naphtha 70,559.79 59,069.93
Phosphoric acid 47,826.87 39,317.34
Imported ammonia 20,221.20 17,746.50
Others 18,484.34 11,035.15
Total 157,092.20 127,168.92
25. Purchases of stock-in-trade

Muriate of Potash (MOP) 20,060.78 33,465.04
Others 15,712.19 16,299.90
Total 74,365.48 72,396.40
26. Change in inventories of finished goods, stock-in-trade and work-in-progress

Inventories at the beginning of the year
Finished goods 5,403.64 945.50
Stock-in-trade 13,594.15 6,624.60
19,000.28 7,609.89
Less: Inventories at the end of the year
Finished goods 10,015.35 5,403.64
Stock-in-trade 18,632.66 13,594.15
28,871.16 19,000.28
Increase in inventories (9,870.88) (11,390.39)
71
Mangalore Chemicals
March 31, 2019 March 31, 2018

27. Employee benefits expense
Salaries, wages and bonus 6,014.45 5,719.16
Gratuity expense [refer note (i) below] 219.37 214.78
Contribution to provident and other funds [refer note (ii) below] 439.54 436.65
Staff welfare expenses 397.26 450.18
Total 7,070.62 6,820.77
(i) The Company operates defined benefit plan i.e., gratuity for its employees. Under the gratuity plan, every employee who has
completed at least five years of service gets a gratuity on departure at 15 days of last drawn salary for each completed year of
service. The fund has the form of a trust and it is governed by the Board of Trustees who is responsible for the administration
of the plan assets and for the definition of the investment strategy. The following table summarises the components of net
benefit expenses and the funded status for the plan:
Gratuity
March 31, 2019 March 31, 2018
a) Changes in the present value of the defined benefit obligation
Obligations at beginning of the year 1,866.85 1,950.84
Current service cost 103.23 101.18
Interest cost 144.58 146.21
Benefits paid (277.95) (356.99)
Actuarial loss 103.50 25.61
Obligations at end of the year 1,940.21 1,866.85
b) Change in fair value of plan assets

Plan assets at the beginning of the year 367.25 435.13
Return on plan assets 28.44 32.61
Contributions during the year 105.87 255.42
Benefits paid (277.95) (356.99)
Actuarial (loss) / gain (12.65) 1.08
Plan assets at end of the year 210.96 367.25
c) Benefit asset/(liability)
Fair value of plan assets 210.96 367.25
Less: Present value of defined benefit obligations 1,940.21 1,866.85
Benefit (liability) (1,729.25) (1,499.60)
d) Cost charged to profit or loss under employee cost

Current service cost 103.23 101.18
Interest cost 144.58 146.21
Return on plan assets (28.44) (32.61)
Net employee benefit expense 219.37 214.78
72
Mangalore Chemicals
Gratuity
March 31, 2019 March 31, 2018
e) Re-measurement (loss)/gain recognised in other comprehensive income
Actuarial (loss)/gain
Change in financial assumptions (22.39) 7.85
Experience variance (actual vs assumption) (81.11) (33.46)
Return on plan assets (excluding amount recognised in net interest expense) (12.65) 1.08
Net actuarial (loss) (116.15) (24.53)
f) Major category of plan assets included in fair value of plan assets

Fund balance with insurance companies 210.96 367.25
Total 210.96 367.25
g) The principal assumptions used in determining gratuity obligations for the Company plan are as shown below:
Discount rate 7.75% 7.75%
Salary increase rate 7.50%-9.00% 7.50%-9.00%
Employee turnover 1.00%-3.00% 1.00%-3.00%
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and
other relevant factors, such as supply and demand in the employment market. The overall rate of return on assets is determined
based on the market price prevailing on that date, applicable to the period over which the obligation is to be settled.
h) A quantitative sensitivity analysis for significant assumption is as below:

0.5% increase 0.5% decrease 0.5% increase 0.5% decrease
Impact on defined benefit obligation
Discount rate (1,880.16) 2,004.90 (1,812.29) 1,925.46
Salary increase rate 2,004.51 (1,879.98) 1,925.09 (1,812.12)
Employee turnover (1,940.86) 1,939.41 (1,867.27) 1,866.30
Mortality rate (1,940.25) 1,940.17 (1,866.90) 1,866.81
The sensitivity analysis above have been determined based on a method that extrapolates the impact on defined benefit obligation
as a result of reasonable change in key assumptions occurring at the end of the reporting period.
i) The following payments are expected contribution to the defined benefit plans in future years:
Gratuity
March 31, 2019 March 31, 2018
Within next 12 months 104.61 16.85
Between 1 to 5 years 1,137.32 1,108.18
Between 5 to 10 years 472.22 465.20
Beyond 10 years 2,074.22 1,719.66
Total 3,788.37 3,309.89
The average duration of the defined benefit plan obligation at the end of the reporting period is 6 years (Previous year: 6 years).
(ii) Contribution to provident and other funds includes the following defined contributions:
March 31, 2019 March 31, 2018
Provident fund 263.34 255.16
Superannuation fund and national pension scheme 156.51 158.28
Others 19.70 23.21
Total 439.54 436.65
73
Mangalore Chemicals
March 31, 2019 March 31, 2018
28. Finance costs
Interest expense* 9,540.03 6,623.30
Exchange difference regarded as adjustment to borrowing cost 631.43 1,479.07
Other borrowing costs 930.47 327.33
Total 11,101.93 8,429.70
*Includes interest on income tax of Rs. Nil Lakhs (Previous period: Rs. 54.68 Lakhs).
Previous year figure is net of reclassification of forward contract premium cost to ‘Other expenses’, as per current year classification.
29. Depreciation and amortisation expense

Depreciation of property, plant and equipment 3,849.56 3,687.71
Amortisation of intangible assets 28.34 11.64
Total 3,877.90 3,699.35
30. Other expenses

Consumption of stores and spares 951.50 1,661.85
Power, fuel and water 28,437.97 22,846.84
Bagging and other contracting charges 781.20 630.95
Transportation 18,368.71 19,658.30
Repairs and maintenance
Buildings 143.39 126.79
Plant and equipment 2,813.86 2,585.72
Others 760.71 667.23
Rent 920.81 962.69
Rates and taxes 8.25 7.65
Insurance 386.81 343.93
Travelling and conveyance 340.29 383.93
Net loss on disposal of property, plant and equipment 325.37 494.27
Excise duty on increase/(decrease) in inventories - (28.32)
Allowance for doubtful advances 894.23 161.30
Provision for impairment of trade receivables - 425.49
Director's sitting fees 24.15 25.29
Auditors remuneration (refer details below) 37.80 30.00
CSR expenditure (refer details below) 60.79 21.74
Donations 5.83 -
Foreign exchange differences (net)* (1,584.79) 5,365.24
Fair value loss/(gain) on financial instruments at fair value through profit or loss 3,656.05 (3,191.08)
Miscellaneous expenses 2,583.01 2,268.62
Total 59,915.94 55,448.43
Auditors remuneration
Statutory audit fee 17.50 15.00
Limited review fee 9.00 7.50
Tax audit fee 3.50 3.00
Others (including reimbursement of expenses) 7.80 4.50
Total 37.80 30.00
CSR expenditure
Gross amount required to be spent by the Company during the year 50.34 16.51
Amount spent during the year (other than on construction/acquisition of any asset) 60.79 21.74
Amount yet to be spent/paid - -
Total 60.79 21.74
* Previous year figure includes reclassification of forward contract premium cost from ‘Finance Costs’, as per current year classification.
74
Mangalore Chemicals
March 31, 2019 March 31, 2018
31. Tax expense
Income tax related to items charged or credited to statement of profit and loss during the year:
Profit and loss section
Current tax (MAT) 1,268.00 1,767.20
Deferred tax (credit)/charge
MAT credit entitlement (1,268.00) (1,767.20)
Deferred tax charge/(credit) for prior years 16.68 (103.87)
Deferred tax credit on non-depreciable assets - (1,160.37)
Deferred tax charge on others 1,709.43 2,710.68
458.11 (320.76)
Total 1,726.11 1,446.44
Current tax (MAT) and MAT credit entitlement for the year includes Rs. Nil Lakhs (Previous year: Rs. 23.20 Lakhs) relating to prior
year. Deferred tax expense for the year includes deferred tax charge of Rs. 16.68 Lakhs (Previous year: deferred tax credit of
Rs. 103.87 Lakhs) relating to prior year recognized on reversal of deferred tax liability towards certain expenses and deferred tax
charge of Rs. Nil Lakhs (Previous year: Rs. 1,160.37 Lakhs) recognized on reversal of deferred tax liability towards revalued non-
depreciable asset on change in indexation benefit under income tax effective financial year 2017-18.
Other comprehensive income

Deferred tax charge/(credit) on re-measurement of defined benefit plan (40.59) (8.57)
Total (40.59) (8.57)
Reconciliation of tax expense with accounting profit multiplied by statutory income tax rate:
Accounting profit before income tax 5,014.04 7,504.70
Tax as per statutory income tax rate of 34.94% (Previous year: 34.61%) 1,751.91 2,597.38
Non-deductible expenses for tax purposes
CSR expenditure 21.24 7.52
Effect of change in tax rate - 72.31
Unrealised foreign exchange gain on capital items (69.14) -
Other non-deductible expenses 5.42 33.47
Income tax expense reported in statement of profit and loss account 1,709.43 2,710.68
Effective tax rate 34% 36%
32. Earnings per share (EPS)

The following reflects the profit and share data used in the basic and diluted EPS computation:
Net profit attributable to equity shareholders 3,287.93 6,058.26
Weighted average number of equity shares considered for calculating basic/diluted EPS 118,515,150 118,515,150
Earnings per share (Basic/Diluted) 2.77 5.11
75
Mangalore Chemicals
33. Operating lease

The Company as a lessee
The Company has entered into operating lease arrangements for storage, warehouse and office premises. These leases are for
a period of upto 72 months with options of renewal and premature termination with notice period, except in certain leases with
lock-in period of 36 to 72 months. There are no restrictions placed upon the Company by entering into these leases. There are no
sub-leases. The total lease rentals expense for the year is Rs. 920.81 Lakhs (Previous year: Rs. 962.69 Lakhs). Future minimum
rentals payable under non-cancellable operating leases are as follows:
March 31, 2019 March 31, 2018
Within one year 12.76 14.31
After one year but not more than five years 16.29 23.91
More than five years - -
Total 29.05 38.22
The Company as a lessor

The Company has entered into cancellable operating leases in respect of a portion of its land and building. These leases include
clause to enable upward revision of rental charge on an annual basis. The total rents recognised as income during the year is Rs.
75.48 Lakhs (Previous year: Rs. 84.17 Lakhs).
March 31, 2019 March 31, 2018

34. Capital and other commitments
a) Estimated amount of contract remaining to be executed (net of capital advances) on
capital account and not provided for 18,173.86 2,211.58
b) For commitments relating to lease arrangements, refer Note 33.
35. Contingent liabilities

a) Claims against the Company not acknowledged as debts
Income tax 358.04 358.04
Excise duty 5,338.91 -
Entry tax 351.96 -
Customs duty 356.83 90.60
Service tax 27.41 -
Value added tax 14.20 -
Others 24.14 6.37
The income tax matters under appeal include certain deductions claimed by the Company for financial years 2012-13 and
2013-14 which have resulted in tax losses, on which deferred tax assets have been recognized and utilized against taxable profits
of following years, which have been disallowed by the income tax authorities and the differential tax liability (deferred tax / regular
tax) that may arise is estimated to be Rs. 3,315 lakhs and interest thereon. The Company is contesting aforesaid disallowances and
the management, based on independent tax opinions, believes that its position will likely be upheld in the appellate process and
accordingly no expense has been accrued in this regard.
The Company is contesting aforesaid demands and the management, based on advise of its advisors, believes that its position will
likely be upheld in the appellate process. No expense has been accrued in the financial statements for these demands raised. The
management believes that the ultimate outcome of these proceedings will not have a material adverse effect on the Company’s
financial position and results of operations. The Company does not expect any reimbursements in respect of the above contingent
liabilities.
76
Mangalore Chemicals
In addition, the Company is subject to legal proceedings and claims, which have arisen in the ordinary course of business. The
Company’s management reasonably does not expect that these legal actions, when ultimately concluded and determined, will have
material effect on the Company’s results of operations or financial condition.
b) Other money for which the Company is contingently liable

Bank guarantees 2,930.05 3,986.90
c) The Supreme Court of India in a judgment on Provident Fund dated February 28, 2019 addressed the principle for determining
salary components that form part of Basic Salary for individuals below a prescribed salary threshold. The Company determined
that they had not previously included such components in Basic Salary for such individuals. It is however unclear as to whether
the clarified definition of Basic Salary would be applicable prospectively or retrospectively. The Company has made a provision on
a prospective basis from the date of the Supreme Court order and is in the process of obtaining clarity on the judgment as well as
determining the impact of any retrospective adjustment, if applicable.
36. The Company had engaged an independent firm to carry out forensic review of certain transactions relating to investment in
preference shares of Bangalore Beverages Limited and advances to United Breweries (Holdings) Limited, which indicated that
these transactions may have involved irregularities. These investment and advances aggregating to Rs. 21,668.20 Lakhs were fully
provided for during the year ended March 31, 2016.
Zuari Fertilisers and Chemicals Limited, the holding company (now merged with Zuari Agro Chemicals Limited) had filed a petition
before the National Company Law Tribunal, Bengaluru (“NCLT”) to claim accountability of erstwhile promoter group for the aforesaid
irregularities. The matter is currently pending before the NCLT.
37. Details of dues to micro and small enterprises as defined under the Micro, Small and Medium Enterprises Development
(MSMED) Act, 2006
March 31, 2019 March 31, 2018

The principal amount and the interest due thereon remaining unpaid to any supplier as at
the end of each accounting year
- Principal amount due to micro and small enterprises* 286.91 104.38
- Interest due thereon 0.67 0.52
- Total 287.58 104.90
*Excluding liabilities for capital goods of Rs. 11.75 Lakhs (March 31, 2018 : Rs. Nil Lakhs).
The amount of interest paid by the buyer in terms of section 16 of the MSMED Act 2006
along with the amounts of the payment made to the supplier beyond the appointed day
during each accounting year - -
The amount of interest due and payable for the period of delay in making payment (which
have been paid but beyond the appointed day during the year) but without adding the
interest specified under the MSMED Act, 2006 - -
The amount of interest accrued and remaining unpaid at the end of each accounting year 0.15 0.52
The amount of further interest remaining due and payable even in the succeeding years,
until such date when the interest dues as above are actually paid to the small enterprise for
the purpose of disallowance as a deductible expenditure under section 23 of the MSMED
Act 2006 0.67 0.52
The information given above is to the extent such parties have been identified by the Company on the basis of information disclosed
by the suppliers.
77
Mangalore Chemicals
38. Related party disclosures

Names of related parties:
Names of related parties where control exists irrespective of whether transactions have occurred or not:
Ultimate Holding Company : Zuari Agro Chemicals Limited (“ZACL”)
Holding Company : Zuari Fertilisers and Chemicals Limited (“ZFCL”)*
Common control : Paradeep Phosphates Limited (“PPL”)

Zuari Speciality Fertilisers Limited ("ZSFL")*
Zuari Management Services Limited ("ZMSL")
*Merged with Zuari Agro Chemicals Limited effective November 13, 2017.
Names of other related parties with whom transactions have taken place during the year:
Key Management Personnel : Mr. N. Suresh Krishnan, Managing Director
Mr. K. Prabhakar Rao, Whole-time director
Mr. T.M. Muralidharan, Chief Financial Officer
Mr. Vijayamahantesh Khannur, Company Secretary
Directors : Mr. Arun Duggal
Mr. Akshay Poddar
Mr. Narendra Mairpady (till April 5, 2019)
Mr. DA Prasanna
Mr. Pratap Narayan (till March 23, 2019)
Mr. Sunil Sethy (effective July 29, 2017)
Ms. Rita Menon (effective July 29, 2017)
Mr. Kapil Mehan (till June 3, 2017)
Ms. Ritu Mallya (till July 6, 2017)
Enterprises in which directors/ Lionel India Limited (“LIL”)
:
shareholders are interested
Employee benefit trusts : MCF Ltd Employees Gratuity Fund Trust ("MCF Gratuity Trust")
MCF Ltd Employees Superannuation Trust ("MCF Superannuation Trust")
Summary of transactions entered into with related parties during the year:
Ultimate Holding Common control Key Management Others
Company and Holding Personnel and
Company Directors
March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31,
2019 2018 2019 2018 2019 2018 2019 2018
Sale of goods (net)
ZACL 6,100.28 3,212.16 - - - - - -
ZSFL - - - 809.03 - - - -
PPL - - 491.46 345.33 - - - -
6,100.28 3,212.16 491.46 1,154.36 - - - -
Purchase of goods (net)
ZACL 4,579.11 3,697.47 - - - - - -
PPL - - 1,491.99 - - - - -
4,579.11 3,697.47 1,491.99 - - - - -
Interest income
ZACL 642.65 269.93 - - - - - -
642.65 269.93 - - - - - -
Purchase of services
ZMSL - - 109.12 16.20 - - - -
- - 109.12 16.20 - - - -
78
Mangalore Chemicals

Company and Holding Personnel and
Company Directors
2019 2018 2019 2018 2019 2018 2019 2018
Travel expenses paid
LIL - - - - - - 78.21 174.92
- - - - - - 78.21 174.92
Reimbursement of expenses by the Company
ZACL* 950.56 241.80 - - - - - -
PPL - - 49.77 21.62 - - - -
Mr. Arun Duggal - - - - 48.00 48.00 - -
950.56 241.80 49.77 21.62 48.00 48.00 - -
* Transactions for year ended March 31, 2019 includes payment made towards settlement of liability to another party.
Reimbursement of expenses to the Company
ZACL 2.57 26.50 - - - - - -
PPL - - 5.84 0.51 - - - -
2.57 26.50 5.84 0.51 - - - -
Sitting fees paid

Mr. Arun Duggal - - - - 3.45 3.85 - -
Mr. Akshay Poddar - - - - 1.50 2.00 - -
Mr. Narendra Mairpady - - - - 5.50 5.85 - -
Mr. DA Prasanna - - - - 4.35 5.65 - -
Mr. Pratap Narayan - - - - 3.50 1.75 - -
Mr. Sunil Sethy - - - - 3.45 2.45 - -
Ms. Rita Menon - - - - 2.40 1.20 - -
Mr. Kapil Mehan - - - - - 1.15 - -
Ms. Ritu Mallya - - - - - 0.50 - -
Others - - - - - 0.89 - -
- - - - 24.15 25.29 - -
Dividend paid on equity shares

ZACL 628.43 314.22 - - - - - -
628.43 314.22 - - - - - -
Contributions made
MCF Gratuity Trust - - - - - - 105.87 255.42
MCF Superannuation Trust - - - - - - 105.28 102.95
- - - - - - 211.15 358.37
March 31, March 31,

2019 2018
Compensation of key management personnel**
Short-term employee benefits 313.21 254.41
Post-employment gratuity and medical benefits - -
Termination benefits - -
Share-based payment transactions - -
Total compensation paid to key management personnel 313.21 254.41
**The amounts disclosed above are the amounts recognised during the reporting period related to key management personnel.
As the liabilities for gratuity and compensated absences is provided on an actuarial basis for the Company as a whole, the amount
pertaining to the key management personnel is not ascertainable and, therefore, not included above.

79
Mangalore Chemicals
Summary of balances as at year end:

Company and Personnel and
Holding Company Directors
2019 2018 2019 2018 2019 2018 2019 2018
Interest receivable
ZACL 578.38 242.93 - - - - - -
578.38 242.93 - - - - - -
Advance to suppliers
LIL - - - - - - 13.32 -
- - - - - - 13.32 -
Trade receivables
ZACL 6,950.86 - - - - - - -
PPL - - 463.34 16.09 - - - -
6,950.86 - 463.34 16.09 - - - -
Trade payables
ZACL - 11.97 - - - - - -
ZMSL - - 10.78 14.27 - - - -
LIL - - - - - - - 5.15
- 11.97 10.78 14.27 - - - 5.15
Terms and conditions of transactions with related parties

The transactions for sale and purchases with related parties are made on terms equivalent to those prevailing in arm’s length
transactions. The outstanding receivable / payable balances are generally unsecured and interest is charged as per terms agreed
with the related parties. There have been no guarantees provided or received for any related party receivables or payables.
39. Segment information

The Company is engaged in the manufacture, sale and trading of fertilizers which the management has considered as single business
operating segment. Further, the Company operates in India and caters to the needs of only domestic market. Accordingly, no further
disclosures, other than those already included in the Ind AS financial statements, are required.
Revenue from single customer i.e. Government of India amounted to Rs. 161,383.03 Lakhs (Previous year: Rs. 136,232.40 Lakhs)
arising from the concession/subsidy on fertilisers.
40. Financial instruments fair value measurement

All assets and liabilities for which fair value is measured or disclosed in the Ind AS financial statements are categorised within the fair
value hierarchy, as below, based on the lowest level input that is significant to the fair value measurement as a whole:
Level 1 : Quoted (unadjusted) market prices in active markets for identical assets or liabilities
: Valuation techniques for which the lowest level input that is significant to the fair value measurement is
Level 2
directly or indirectly observable
: Valuation techniques for which the lowest level input that is significant to the fair value measurement is
Level 3
unobservable
80
Mangalore Chemicals
The fair value measurement hierarchy of the Company’s assets and liabilities is as below:
Carrying amount Fair values

Level 1 Level 2 Level 3
2019 2018 2019 2018 2019 2018 2019 2018
Financial assets measured at fair value
Derivatives not designated as hedges 40.53 388.85 - - 40.53 388.85 - -
Financial assets for which fair values
are disclosed
Loans 782.06 739.60 - - 782.06 739.60 - -
Trade receivables 156,448.07 118,468.49 - - 156,448.07 118,468.49 - -
Cash and cash equivalents 4,164.72 11,264.04 - - 4,164.72 11,264.04 - -
Other bank balances 796.76 823.99 - - 796.76 823.99 - -
Rebate / discount receivable from
suppliers 91.32 226.68 - - 91.32 226.68 - -
Interest accrued on deposits and
others 774.07 416.83 - - 774.07 416.83 - -
Carrying amount Fair values

Level 1 Level 2 Level 3
2019 2018 2019 2018 2019 2018 2019 2018
Financial liabilities measured at fair value
Derivatives not designated as
hedges 3,821.31 513.58 - - 3,821.31 513.58 - -
Financial liabilities for which fair
values are disclosed
Borrowings 166,346.45 132,944.60 - - 166,346.45 132,944.60 - -
Trade payables 51,229.08 52,173.07 - - 51,229.08 52,173.07 - -
Current maturities of borrowings 4,955.25 3,720.03 - - 4,955.25 3,720.03 - -
Liability for capital goods 752.27 1,017.82 - - 752.27 1,017.82 - -
Interest accrued on borrowings 1,902.42 870.82 - - 1,902.42 870.82 - -
Security deposits 3,815.52 3,238.99 - - 3,815.52 3,238.99 - -
Other payables 3,271.02 3,399.08 - - 3,271.02 3,399.08 - -
There has been no transfers between levels during the year. The fair values of derivatives are based on derived mark-to-market
values. The management has assessed that the carrying values of financial assets and financial liabilities for which fair values are
disclosed, reasonably approximate their fair values because these instruments have short-term maturities.
41. Financial risk management objectives and policies

The Company’s principal financial liabilities comprise borrowings, trade and other payables. The main purpose of these financial
liabilities is to finance the Company’s operations. The Company’s principal financial assets include investments, trade and other
receivables, cash and cash equivalents, bank balances, security deposits and derivatives that are out of regular business operations.
The Company is exposed to market risk, credit risk and liquidity risk. The Company’s senior management oversees the management
of these risks. The Company’s risk management is carried out by a treasury department under policies approved by the Board of
Directors. The Board of Directors provides written principles for overall risk management, as well as policies covering specific areas,
such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial
instruments, and investment of excess liquidity.
81
Mangalore Chemicals
a) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument that will fluctuate because of changes in market
prices. Market risk comprises three types of risk i.e. interest rate risk, currency risk and other price risk, such as commodity risk.
Financial instruments affected by market risk include borrowings, derivatives financial instruments and trade payables.
i. Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of the Company’s financial instruments will fluctuate because
of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rate relates primarily to the
Company’s borrowings with floating interest rates. The following table demonstrates the sensitivity to a reasonably possible change
in interest rates on borrowings affected. With all other variables held constant, the Company’s profit before tax is affected through
the impact on floating rate borrowings, without considering impact of derivatives not designated as hedges, as follows:
March 31, 2019 March 31, 2018

0.5% 0.5% 0.5% 0.5%
increase decrease increase decrease
INR Borrowings (432.38) 432.38 (289.19) 289.19
USD Borrowings (403.18) 403.18 (365.66) 365.66
EURO Borrowings (20.95) 20.95 (28.48) 28.48
ii. Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign
exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the Company’s foreign
currency borrowings and trade payables. The summary of derivative instruments and unhedged foreign currency exposure is as
below:
Derivatives (not designated as hedges) outstanding as at the reporting date
Type Currency March 31, 2019 March 31, 2018
Foreign Rs. in Lakhs Foreign Rs. in Lakhs
currency currency
in Lakhs in Lakhs
Cross currency swaps* EURO 42.46 3,298.04 56.26 4,546.23
USD - - 154.20 10,049.99
Interest rate swaps* EURO 42.46 3,298.04 56.26 4,546.23
USD - - 154.20 10,049.99
Forward contracts USD 1,258.82 87,053.76 543.96 35,452.59
*Amount disclosed represents the underlying principal amount of loan.
Un-hedged foreign currency exposure as at the reporting date:
As at As at
March 31, 2019 March 31, 2018
Rebate / discount receivable from suppliers 91.32 226.68
Trade receivables 45.88 19.60
Borrowings 5,927.54 28,778.78
Trade payables 10,213.24 10,300.81
Liability for capital goods 51.87 97.76
The following tables demonstrate the sensitivity to a reasonably possible change in foreign exchange rates, with all other variables
held constant and after considering impact of derivatives not designated as hedges:
March 31, 2019 March 31, 2018

5% 5% 5% 5%
increase decrease increase decrease
Impact on profit before tax
USD (754.09) 754.09 (1,942.45) 1,942.45
GBP (2.39) 2.39 (4.10) 4.10
EURO (46.29) 46.29 - -
82
Mangalore Chemicals
iii. Commodity price risk

The Company’s operating activities require purchase of Naphtha and Furnace Oil. Naphtha and Furnace Oil being international
commodities are subject to price fluctuation on account of changes in crude oil prices, demand supply pattern and exchange rate
fluctuations. The Company is generally not affected by the price volatility of Naphtha and Furnace Oil due to the extant urea pricing
policies.
b) Credit risk
Credit risk is the risk of loss that may arise on outstanding financial instruments if a counterparty default on its obligations. The
Company’s exposure to credit risk arises majorly from trade and other receivables. Other financial assets like security deposits and
bank deposits are mostly with government authorities and nationalised banks and hence, the Company does not expect any credit
risk with respect to these financial assets.
The Company extends credit to customers in the normal course of business. The Company considers factors such as credit track
record in the market and past dealings for extending credit to customers. The Company monitors the track record of the payments
by the customers and the receivables are regularly monitored. The Company evaluates the concentration of risk with respect to trade
receivables as low, since the customer base is large and located in several jurisdictions and operate in largely independent markets.
The Company has also taken security deposits from its customers, which mitigate the credit risk to some extent. The concession/
subsidy receivable classified under trade receivables is receivable from the Government of India in the form of subsidy and being of
sovereign nature credit risk is not perceived.
c) Liquidity risk
The Company’s objective is to maintain optimum levels of liquidity to meet its cash and collateral requirements at all times. The
Company relies on a mix of borrowings and excess operating cash flows to meet its needs for funds. The current committed lines of
credit are sufficient to meet its short to medium/ long term expansion needs. The Company monitors rolling forecasts of its liquidity
requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn
committed borrowing facilities at all times so that the Company does not breach borrowing limits or covenants (where applicable)
on any of its borrowing facilities.
The table below summarises the maturity profile of the company’s financial liabilities:
Maturities
Upto 1 1-3 3-5 Above 5 Total
year years years years
March 31, 2019

Non-current borrowings 4,955.25 14,420.33 12,611.99 - 31,987.57
Current borrowings 139,314.13 - - - 139,314.13
Trade payables 51,229.08 - - - 51,229.08
Other financial liabilities 13,016.35 546.19 - - 13,562.54
Total 208,514.81 14,966.52 12,611.99 - 236,093.32
March 31, 2018

Non-current borrowings 3,720.03 9,084.33 7,702.74 2,899.74 23,406.84
Current borrowings 113,257.79 - - - 113,257.79
Trade payables 52,173.07 - - - 52,173.07
Other financial liabilities 8,578.42 461.87 - - 9,040.29
Total 177,729.31 9,546.20 7,702.74 2,899.74 197,877.99
83
Mangalore Chemicals
42. Capital management

For the purpose of the Company’s capital management, capital includes issued equity capital and all other equity reserves attributable
to the equity shareholders. The primary objective of the Company’s capital management is to ensure that it maintains a strong credit
rating and capital ratios in order to support its business and maximise shareholder value.
The Company monitors capital using a gearing ratio, which is net debt divided by total capital. The Company includes within net
debt, all non-current and current borrowings reduced by cash and cash equivalents and other bank balances.
As at As at
Notes March 31, March 31,
2019 2018
Non-current borrowings 15 27,032.32 19,686.81

Current maturities of non-current borrowings 16 4,955.25 3,720.03
Current borrowings 19 139,314.13 113,257.79
Less: Cash and cash equivalents 11 4,164.72 11,264.04
Less: Other bank balances (excluding unpaid dividend accounts) 12 570.00 571.12
Net debt (A) 166,566.98 124,829.47
Equity share capital 13 11,854.87 11,854.87

Other equity 14 37,661.32 35,877.71
Total equity (B) 49,516.19 47,732.58
Gearing ratio (A / B) 336% 262%
In order to achieve this overall objective, the Company’s capital management, amongst other things, aims to ensure that it meets
financial covenants attached to the interest-bearing borrowings that define capital structure requirements. The breaches in meeting
the financial covenants would permit the bank to immediately call borrowings or charge penal interest. In respect of certain
borrowings, the Company is not in compliance with certain covenants as at March 31, 2019. Management believes that these non-
compliance would ultimately be waived by the respective lenders and hence would not have any financial impact on the Company.
No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2019 and
March 31, 2018.
per Amit Chugh


Date: May 14, 2019 Date: May 14, 2019
84
– – – – – – – – – – – – – – – – – – – –– –– – – – – – –– – – – – – – – – – –– – – – – – – TEAR OFF – – – – – –– – – –– – – – – – – – – – –– – – – – – – – – – –– – – – – – – – – – – – – – –– – – –
Registered Office: Level 11, UB Tower, UB City, No. 24, Vittal Mallya Road, Bengaluru – 560 001
Tel. No. 080-4585 5599, Fax No. 080-4585 5588
Mangalore Chemicals email : shares.mcfl@adventz.com Website : www.mangalorechemicals.com
& Fertilizers Limited CIN : L24123KA1966PLC002036
Proxy form
[Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies
(Management and Administration) Rules, 2014]
Name of the member(s) : ________________________________________________________________
Registered address : ________________________________________________________________
E-mail Id : ________________________________________________________________
Folio No/ Client Id : ________________________________________________________________
DP ID : ________________________________________________________________
I/We, being the member(s) of …………. shares of the above named company, hereby appoint:
1. Name : __________________________________Address :________________________________________________
E-mail Id :_______________________________ Signature :________________________or failing him;
2. Name : __________________________________Address :________________________________________________
E-mail Id :_______________________________ Signature :________________________or failing him;
3. Name : __________________________________Address :________________________________________________
E-mail Id :_______________________________ Signature :_______________________
as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 52nd Annual General Meeting of the
Company, to be held on Tuesday, August 27, 2019 at 12.00 noon at Conference Hall, 1st Floor, UB Tower, UB City,
No. 24, Vittal Mallya Road, Bengaluru – 560 001.
and at any adjournment thereof in respect of such resolutions as are indicated below :
Sl. No. Resolutions
1 Adoption of Audited Balance Sheet of the Company as at March 31, 2019, the Statement of Profit & Loss for the year
ended on that date and the reports of the Board of Directors and the Statutory Auditors thereon
2 Declaration of Dividend for the financial year 2018-19
3 Re-appointment of Mr. Sunil Sethy as Director of the Company
4 Appointment of Mr. Dipankar Chatterji as an Independent Director of the Company
5 Payment of remuneration by way of commission to Directors
6 Ratification of Cost Auditor's remuneration
Signed this ________day of _____________ 2019.

Affix Re.1
Signature of shareholder_____________________________________________________________________ Revenue
Stamp &
Signature of proxy holder(s) __________________________________________________________________ sign
Notes:
• This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the
Company, not less than 48 hours before the commencement of the meeting.
• A person can act as proxy on behalf of Members upto and not exceeding fifty and holding in the aggregate not more
than ten percent of the total share capital of the Company. Further, a Member holding more than ten percent of the
total share capital of the Company carrying voting rights may appoint a single person as proxy and such person shall
not act as proxy for any other person or member.
• The Proxy holder shall prove his identity at the time of attending the meeting.
Th
is
pa
ge
is
in
te
nt
ion
all
y
lef
tb
lan
k
– – – – – – – – – – – – – – – – – – – – – – – – – – – –– –– – – – – – –– – – – – – – – – – –– – – – – – – TEAR OFF – – – – – –– – – –– – – – – – – – – – –– – – – – – – – – – –– – – – – – – – – – –
Mangalore Chemicals
Tel. No. 080-4585 5599, Fax No. 080-4585 5588
email : shares.mcfl@adventz.com Website : www.mangalorechemicals.com
CIN : L24123KA1966PLC002036
Attendance Slip
Please bring this attendance slip and hand it over at the entrance of the venue of the meeting.
Name & Address of the shareholder
..................................................................................................................... FOLIO NO.

......................................................................................................................
......................................................................................................................
DP/ID*
.....................................................................................................................
CLIENT ID*
......................................................................................................................
*Applicable to investors holding shares in electronic form
I / We hereby record my / our presence at the 52nd Annual General Meeting on Tuesday,
August 27, 2019 at 12.00 noon at Conference Hall, 1st Floor, UB Tower, UB City, No. 24, Vittal
Mallya Road, Bengaluru – 560 001.
Signature of the Member or Proxy Shares Held
Shareholders/Proxy holders are requested to bring the attendance slip with them duly completed and hand
them over at the entrance.
– – – – – – – – – – – – – – – – – – – – – – – – – – – – – –– –– – – TEAR OFF – – – – – –– – – – – – – – – – – – –– – – – – – – – – –– – – – – – –
DETAILS / SCHEDULE OF E-VOTING
e-Voting period begins on August 24, 2019 at 9.00 a.m.
e-Voting period ends on August 26, 2019 at 5.00 p.m.
Name of the Scrutinizer Mr. Sudhir Hulyalkar, Practicing Company Secretary
Instruction for exercising your e-vote Please read the detailed instruction given in the notice
Help You may refer FAQs and e-voting manual available at www.evotingindia.com or
write an email to helpdesk.evoting@cdslindia.com
Th
is
pa
ge
is
in
te
nt
ion
all
y
lef
tb
lan
k
Mangalore Chemicals
Tel. No. 080-4585 5599, Fax No. 080-4585 5588
email : shares.mcfl@adventz.com Website : www.mangalorechemicals.com
CIN : L24123KA1966PLC002036
Dear Shareholder,
Sub: Dividend
You will be aware that the Board of Directors of the Company, at its meeting held on May 14, 2019, has
recommended a dividend of Re.1.00 per equity share of Rs.10/- subject to the approval of the members at the
Annual General Meeting scheduled to be held on August 27, 2019.
To avoid loss of dividend warrants in transit and undue delay in respect of receipt of dividend warrants, the
Company has provided a facility to the members for remittance of dividend through the National Electronic
Clearing Services (NECS). NECS essentially operates on the new and unique bank account number allotted by
banks post implementation of Core Banking Solution(CBS) for centralized processing on inward instructions
and efficiency in handling bulk transaction. This facility is available at locations identified by Reserve Bank of
India from time to time. This is in addition to the existing facility of ECS in other locations.
Members holding shares in electronic mode are requested to intimate all changes pertaining to their bank
details to their Depository Participant in order to arrange the dividend payment by NECS or through warrant
by printing the bank details, as the case may be.
Members who hold shares in physical form and desirous of availing this facility are requested to use the format
below, to furnish the bank details of the first named shareholder and send the same to the Company/Share
Transfer Agent, not later than August 23, 2019 to update the bank details and arrange the dividend payment
by NECS or through dividend warrant by printing the bank details, as the case may be.
– – – – – – – – – – – – – – – – – – – – – – – – – – – – – –– –– – – TEAR OFF – – – – – –– – – – – – – – – – – – –– – – – – – – – – –– – – – – –
Tel. No. 080-4585 5599, Fax No. 080-4585 5588
Mangalore Chemicals email : shares.mcfl@adventz.com Website : www.mangalorechemicals.com
& Fertilizers Limited CIN : L24123KA1966PLC002036
NECS/ECS Mandate/Bank details updation Form

For the use of members holding shares in physical form only
I/We hereby provide the Bank account details of the first named shareholder for arranging payment of dividend through
NECS/ECS, if available for the location OR to print the bank details on the dividend warrant as the case may be.
1. Folio number
2. Name of the first named shareholder
3. Bank name
4. Bank account number
(Core Banking No.)
5. Account type (SB/OD/CURR/NRO)
6. Nine Digit MICR code appearing on the Please attach a photocopy of the cheque leaf pertaining to the above
cheque issued by the bank account for verification/acceptance.
I/We hereby declare that the particulars given above are correct and complete. If the transaction is delayed because of
incomplete or incorrect information, I/We will not hold the Company responsible.
1. 2. 3.
____________________ ____________________ ____________________
Signature of shareholder(s)
Th
is
pa
ge
is
in
te
nt
ion
all
y
lef
tb
lan
k
Mangalore Chemicals
Route Map
Venue : Conference Hall, 1st Floor, UB Tower, UB City, No. 24,

Vittal Mallya Road, Bengaluru – 560 001
Th
is
pa
ge
is
in
te
nt
ion
all
y
lef
tb
lan
k

MCF Annual Report Final File 2819

Uploaded by

Copyright:

Available Formats

MCF Annual Report Final File 2819

Uploaded by

Document Information

Original Description:

Original Title

Copyright

Available Formats

Share this document

Share or Embed Document

Sharing Options

Did you find this document useful?

Is this content inappropriate?

Copyright:

Available Formats

MCF Annual Report Final File 2819

Uploaded by

Copyright:

Available Formats

Mangalore Chemicals

& Fertilizers Limited

Directors : Arun Duggal, Independent Director and Chairman

Statutory Auditors : S.R. Batliboi & Co. LLP.,

Bengaluru Vijayamahantesh Khannur

The instructions for shareholders voting electronically are as under:

For Members holding shares in Demat Form and Physical Form

Name of the Director Dipankar Chatterji Sunil Sethy

By the order of the Board

Bengaluru Vijayamahantesh Khannur

The Board of Directors recommended a dividend of Re.1 per 5. PRODUCTION

Ammonium Bi-carbonate (ABC) amendments, fertilizers etc. To address nutrient deficiencies

Based on the evaluation done by the Directors, the No. of meetings

There were no qualifications, reservations or adverse remarks

2. The Composition of the CSR Committee:

1. Details of contracts or arrangements or transactions not at arm’s length basis:

2. Details of material contracts or arrangements or transactions at arm’s length basis:

For and on behalf of the Board of Directors,

May 14, 2019

To, c) The Securities and Exchange Board of India (Registrars

(ii) The applicable clauses under the SEBI (Listing Obligations

Conservation of Energy, Research and Development & Technology Absorption,

- DAP kl 0.004 0.004

No. of No. of Board

No. of No. of Board

4. NOMINATION AND REMUNERATION COMMITTEE

Performance evaluation criteria for Independent Directors

6. STAKEHOLDERS’ RELATIONSHIP COMMITTEE

7. CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING

8. CODE OF BUSINESS CONDUCT AND ETHICS

Special Resolutions passed through Postal Ballot

10. MEANS OF COMMUNICATION

11. GENERAL SHAREHOLDER INFORMATION

g. Market Price Data

h. Performance in comparison to BSE Sensex and Nifty 50

Distribution of shareholding as on March 31, 2019

m. Dematerialisation of shares and liquidity

n. The Company has not issued GDRs/ADRs/Warrants and Convertible Instruments

o. Commodity price risk or foreign exchange risk and hedging activities

p. Plant location: Panambur, Mangalore – 575010

q. Address for Correspondence

12. OTHER DISCLOSURES

The GOI issued Notification No.12012/1/2015-FPP dated March a) Production Performance

Adequate internal control procedures are in place across various

INDEPENDENT AUDITOR’S REPORT

INDEPENDENT AUDITOR’S REPORT

INDEPENDENT AUDITOR’S REPORT

INDEPENDENT AUDITOR’S REPORT

From the matters communicated with those charged with

INDEPENDENT AUDITOR’S REPORT

ANNEXURE 1 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE IND

Name of the Nature of Amount Payment Period to Forum where the

ANNEXURE 1 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE IND

ANNEXURE 2 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE IND

We believe that the audit evidence we have obtained is sufficient

ANNEXURE 2 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE IND

BALANCE SHEET AS AT MARCH 31, 2019

Profit before tax 5,014.04 7,504.70