Godre Boyce Annual Report

Godrej & Boyce Manufacturing Company Limited
ANNUAL REPORT AND ACCOUNTS

Year ended 31st March, 2015
Annual Report and Accounts 2014-15
GODREJ & BOYCE MANUFACTURING COMPANY LIMITED

Established 1897
(Incorporated with limited liability on 3rd March, 1932 under the Indian Companies Act, 1913)
ANNUAL REPORT AND ACCOUNTS

FOR THE YEAR ENDED 31st MARCH, 2015
CORPORATE INFORMATION
Board of Directors
JAMSHYD N. GODREJ, Chairman & Managing Director
ADI B. GODREJ
NADIR B. GODREJ
VIJAY M. CRISHNA, Executive Director (Lawkim Motors Group)
KAVAS N. PETIGARA
PRADIP P. SHAH
ANITA RAMACHANDRAN
PHIROZE D. LAM, Executive Director & President
KYAMAS A. PALIA, Executive Director (Finance)
ANIL G. VERMA, Executive Director (Personnel & Administration)
NAVROZE J. GODREJ, Executive Director
KEKI M. ELAVIA
Company Secretary
PERCY E. FOUZDAR
Chief Financial Officer

PURVEZ K. GANDHI
Auditors
KALYANIWALLA & MISTRY
Chartered Accountants
Bankers
CENTRAL BANK OF INDIA
UNION BANK OF INDIA
STATE BANK OF PATIALA
CITIBANK N.A.
ICICI BANK LTD.

AXIS BANK LTD.
HDFC BANK LTD.
EXPORT-IMPORT BANK OF INDIA
Registered Office and Head Office

Pirojshanagar, Vikhroli, Mumbai 400 079
Telephone: (022) 6796 5656, 6796 5959; Fax: (022) 6796 1518
E-mail: info@godrej.com | Website: http://www.godrej.com
Corporate Identity Number (CIN)
U28993MH1932PLC001828
Godrej & Boyce Mfg. Co. Ltd.
NOTICE OF ANNUAL GENERAL MEETING

NOTICE is hereby given that the Eighty-Fourth Annual General Meeting of the Members of GODREJ & BOYCE MANUFACTURING
COMPANY LIMITED will be held on Tuesday, 22nd September, 2015 at 9.00 a.m. at Godrej Bhavan, Board Room,
2nd Floor, 4A Home Street, Fort, Mumbai 400001 to transact the following business:
ORDINARY BUSINESS
1.
2.
3.
4.
5.
To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ended 31st March, 2015 together
with the Reports of the Board of Directors and Auditors thereon; and the Audited Consolidated Financial Statements of the Company for the
financial year ended 31st March, 2015 and the Report of the Auditors thereon.
To declare dividend on equity shares of the Company.
To appoint a Director in place of Mr. K A Palia (DIN : 00281971), who retires by rotation and, being eligible, offers himself for reappointment.
To
appoint a Director in place of Mr. N J Godrej (DIN : 03049821), who retires by rotation and, being eligible, offers himself for reappointment.
To ratify the appointment of Auditors and fix their remuneration, and to consider, and if thought fit, pass with or without modification, the
following Resolution as an Ordinary Resolution:
RESOLVED THAT pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules,
2014, M/s. Kalyaniwalla & Mistry, Chartered Accountants (Firm Registration No. 104607W), the retiring Auditors, be and are hereby
appointed as the Auditors of the Company, to hold office from the conclusion of this 84th Annual General Meeting till the conclusion of the
86th Annual General Meeting of the Company, to be held in 2017 (subject to ratification of their appointment by the Members of the
Company at every subsequent Annual General Meeting) and to authorize the Board of Directors to fix their remuneration as may be
mutually agreed upon with the Auditors, in addition to reimbursement of service tax and all out of pocket expenses incurred by them, in
connection with the audit of accounts of the Company.
SPECIAL BUSINESS
6.
To ratify the remuneration of Cost Auditors and to consider, and if thought fit, to pass with or without modification, the following
Resolution as an Ordinary Resolution :RESOLVED THAT pursuant to the provisions of Section 148 and other applicable provisions, if any, of the Companies Act, 2013 and the
Companies (Audit and Auditors) Rules, 2014
(a) M/s. P. D. Dani & Co., Cost Accountants, appointed by the Board of Directors as the Cost Auditors of the Company to conduct the
audit of the cost records of the Company in respect of Appliances, Vending Machines and Electric Motors businesses, for the financial year
2015-16, be paid a remuneration of Rs. 16,00,000 (excluding all taxes and reimbursement of out-of-pocket expenses).
(b) Mr. A. N. Raman, Cost Accountant, appointed by the Board of Directors as the Cost Auditors of the Company to conduct of the audit of
the cost records of the Company in respect of Construction, Electricals & Electronics, Material Handling Equipment, Aerospace, Process
Equipment, Precision Engineering, Toolings, Interio, and Security Solutions businesses, for the financial year 2015-16, be paid a
remuneration of Rs. 22,00,000 (excluding all taxes and reimbursement of out-of-pocket expenses).
FURTHER RESOLVED THAT the Board of Directors of the Company be and is hereby authorized to do all acts and take all such steps as may
be necessary, proper or expedient to give effect to this Resolution.
NOTES:
(a) The relative Explanatory Statement pursuant to Section 102 of the Companies Act, 2013, in respect of the businesses mentioned under Item
No. 6 as set out in the Notice is annexed hereto.
(b)
A MEMBER ENTITLED TO ATTEND AND VOTE AT THE ANNUAL GENERAL MEETING OF THE COMPANY IS ENTITLED TO APPOINT A PROXY TO
ATTEND AND VOTE INSTEAD OF HIMSELF AND SUCH A PROXY NEED NOT BE A MEMBER OF THE COMPANY.
(c)
The instrument appointing a Proxy must be deposited with the Company at its Registered Office not less than 48 hours before the time for
holding the Meeting. A proxy so appointed shall not have any right to speak at the Meeting.
(d)
All documents referred to in the accompanying Notice are available for inspection at the Registered Office of the Company during office
hours on all days except Sundays and public holidays, upto the date of the Annual General Meeting.
(e)
The Register of Members and the Share Transfer Books of the Company will be closed from 15th September, 2015 to 22nd September, 2015
(both days inclusive) for ascertaining the name of the Members to whom the dividend which is declared at the Annual General Meeting is
payable.
The dividend, if declared at the Annual General Meeting, will be payable by 21st October, 2015 to those Members whose names appear in
the Register of Members on the close of the day on 21st September, 2015.
(f)
(g)
Corporate Members intending to send their authorized representatives to attend the Annual General Meeting are requested to send a
certified copy of the Board resolution authorizing their representative to attend and vote on their behalf at the Meeting.
(h)
Members may please note that in terms of Section 124 of the Companies Act, 2013 (the Act), any dividend which has not been paid or
claimed within thirty days from the date of declaration, shall be transferred within seven days from the date of expiry of the said period of
thirty days to the Unpaid Dividend Account with a scheduled bank. Any money transferred to the Unpaid Dividend Account which remains
unpaid or unclaimed for a period of seven years from the date of such transfer, shall be transferred by the Company to the Investor
Education and Protection Fund (IEPF) set up by the Government of India under Section 125 of the Act.
For and on behalf of the Board
J. N. GODREJ
Chairman & Managing Director
Mumbai, 8th September, 2015

Registered Office:
Pirojshanagar, Vikhroli,
Mumbai 400 079.
ANNEXURE TO NOTICE OF ANNUAL GENERAL MEETING

EXPLANATORY STATEMENT:
The following Explanatory Statement, as required by Section 102 of the Companies Act, 2013, sets out all material
facts relating to the businesses mentioned under Item No. 6 of the accompanying Notice dated 8th September, 2015.
Item Nos. 6
In accordance with the provisions of Section 148 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, the Board of
Directors on the recommendation of the Audit Committee, approved the appointment of (i) M/s. P. D. Dani & Co., Cost Accountants, and (ii) Mr.
A N Raman, Cost Accountant, as the Cost Auditors of the Company for the financial year 2015-2016, for conducting the audit of the cost records
of certain applicable businesses of the Company (as specified in the Resolution), at a remuneration of Rs. 16,00,000 and Rs. 22,00,000,
respectively, (excluding all taxes and reimbursement of out-of-pocket expenses). The remuneration of the cost auditors is required to be ratified
by the Members of the Company.
No Director, whole-time key managerial personnel or their relatives are concerned with or interested, financially or otherwise, in the proposed
Resolution as set out in Item No. 6 of this Notice.
Accordingly, the Directors commend the Ordinary Resolution to the Members for their acceptance.
J. N. GODREJ
Mumbai, 8th September, 2015

Registered Office:
Mumbai 400 079.
DIRECTORS' REPORT
TO THE MEMBERS,
The Directors hereby present the Eighty Fourth Annual Report of the Company together with the Audited Financial Statements
for the year ended 31st March, 2015.
1.
FINANCIAL RESULTS:
The Companys performance during the financial year ended 31st March, 2015 as compared to the previous financial year,
is summarized below:
(Rupees in crore)
Previous Year
Net Sales / Other Operating Revenue
8,269.39
7,463.87
Total Expenditure before Depreciation and Finance Costs
(Net of expenditure transferred to capital accounts)
7,866.61
7,015.48
402.78
448.39
Add: Dividend and other Income
162.60
113.38
Less: Finance Costs
145.54
114.84
Profit before Depreciation, Exceptional Items and Tax
419.84
446.93
Less: Depreciation and Amortization Expense
165.90
83.38
Profit before Exceptional Items and Tax
253.94
363.55
Add: Profit on Sale of Immovable Property
5.36
1.62
Add: Profit on Sale of Non-current Investments
307.85
83.32
Profit before Tax
567.15
448.49
Less: Provision for Current/Deferred Taxes
110.00
80.01
Less: Prior Years Tax Adjustments
4.41
16.06
Add: Minimum Alternate Tax credit entitlement
59.00
Profit after Tax
511.74
352.42
Surplus brought forward
2,097.71
1,954.08
Amount available for appropriation
2,609.45
2,306.50
Which the Directors recommend should be appropriated as follows:
(a) First Interim Equity Dividend: 700% (Previous Year: 700%)
46.40
46.40
(b) Second Interim Equity Dividend: 700% (Previous Year: Nil)
46.40
(c) Proposed Final Equity Dividend: 1600% (Previous Year: 1600%)
106.07
106.06
(d) Dividend Distribution Tax (Net)
32.75
20.33
(e) Transfer to General Reserve
52.00
36.00
(f) Surplus carried forward
2,325.83
2,097.71
TOTAL
2,609.45
2,306.50
Pursuant to Section 129(3) of the Companies Act, 2013 (the Act), read with Rule 2A (inserted by the Amendment Notification dated 16th
January, 2015) of the Companies (Accounts) Rules, 2014, the Company is required to prepare consolidated financial statements of the
Company and of all the subsidiaries, on and from the financial year commencing on 1st April, 2015. However, as a matter of voluntary early
compliance and to provide audited previous year comparatives, the Company has thought fit to prepare consolidated financial statements
for the current financial year under review.
The Companys Board of Directors is responsible for the preparation of the consolidated financial statements of the Company, its
subsidiaries, associates and joint venture entities (the Group), in terms of the requirements of the Act, and in accordance with the
accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule
7 of the Companies (Accounts) Rules, 2014. The respective Board of Directors, of the subsidiary companies included in the Group and of its
associates and joint venture entities, are responsible for the maintenance of adequate accounting records in accordance with the provisions
of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; the selection and
application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design,
implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair
view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the
consolidated financial statements by the Company, as aforesaid.
The Consolidated Financial Statements of the Company and the Auditors Report thereon, are enclosed separately with and form part of this
Report (Enclosure 1).
The Consolidated Financial Statements presented by the Company include the financial results of its subsidiaries, associates and joint
ventures.
2.
DIVIDEND:
During the financial year 2014-15, the Board of Directors declared and paid two Interim Dividends, each at the rate of Rs. 700 per equity
share of Rs. 100, absorbing a sum of Rs. 109.97 crore, inclusive of taxes. The Directors are pleased to recommend payment of a Final
Dividend for the financial year 2014-15 at the rate of Rs. 1,600 per equity share of Rs. 100 (aggregating Rs. 3,000 per equity share for the
year); the Dividend, if approved by the Members at the Annual General Meeting, will absorb a sum of Rs. 127.27 crore, inclusive of taxes,
which is provided for in the accounts. The dividend for the financial year 2013-14 was Rs. 2,300 per equity share.
3.
STATE OF THE COMPANY'S AFFAIRS:

During the year under review, the Companys Operating Revenue was up 10.8% to Rs. 8,269.39 crore. However, Profit before Exceptional
Items and Tax was Rs. 253.94 crore for the year under review as against Rs. 363.55 crore for the previous year, registering a decrease of
30.15%. The Company has been in the consumer durables segment for more than 100 years and enjoys a strong brand image and recall
with its customers. Management believes that growth in consumer segment will remain moderate over the medium term, given the
slowdown in consumer demand and high interest rates. Growth in industrial segment will remain muted till the large industrial clients
increase their investment gradually as the economic scenario improves. This might impact the profitability in short run, however, the
management believes that Companys cash accruals will remain healthy over the medium term, driven by its diversified revenue profile and
increasing contribution of stable lease rental and dividend income, supported by comfortable gearing and debt protection metrics. Further,
its healthy listed equity portfolio and valuable real estate holding will continue to support its strong financial flexibility.
4.
EXTRACT OF ANNUAL RETURN:

The Extract of Annual Return to be attached with this Report, as provided under Section 92(3) of the Companies Act, 2013 and as prescribed
in Form No. MGT-9 of the Companies (Management and Administration) Rules, 2014 is enclosed separately with this Report (Enclosure 2).
5.
DIRECTORS AND KEY MANAGERIAL PERSONNEL:

In accordance with the Articles of Association of the Company and the provisions of Section 152(6)(e) of the Companies Act, 2013 (the Act),
Mr. K. A. Palia (DIN : 00281971) and Mr. N. J. Godrej (DIN : 03049821), will retire by rotation at the ensuing Annual General Meeting, and
being eligible, offer themselves for re-appointment.
In terms of Section 149 of Act and the Companies (Appointment and Qualification of Directors) Rules, 2014, the Company was required to
have at least 2 Directors as Independent Directors. Mr. K. N. Petigara (DIN : 00066162), Mr. P. P. Shah (DIN : 00066242), Mrs. A.
Ramachandran (DIN : 00118188) and Mr. K. M. Elavia (DIN : 00003940) have been appointed as Independent Directors of the Company, to
hold office for a period of five consecutive years with effect from the date of last Annual General Meeting i.e. from 15th September, 2014,
and they are not liable to retire by rotation.
The Company has received declarations from all the Independent Directors confirming that they meet with the criteria of independence as
prescribed by Section 149(6) of the Act.
The Nomination and Remuneration Committee, in terms of the provisions of Section 178 of the Act, had recommended to the Board
framing of a Policy for selection and appointment of Directors & Senior Management and their remuneration.
The Companys Policy on Appointment of Directors, is stated below :
The Company is committed to equality of opportunity in all aspects of its business and does not discriminate on the grounds of nationality,
race, colour, religion, caste, gender, gender identity or expression, sexual orientation, disability, age or marital status.
The Company recognizes merit and continuously seeks to enhance the effectiveness of its Board. The Company believes that for effective
corporate governance, it is important that the Board has the appropriate balance of skills, experience and diversity of perspectives.
Board appointments will be made on merit basis and candidates will be considered against objective criteria with due regard for the
benefits of diversity on the Board. The Board believes that such merit-based appointments will best enable the Company to serve its
stakeholders.
The Board will review this Policy on a regular basis to ensure its effectiveness.
The Company has conducted a formal Board Effectiveness Review as part of its efforts to evaluate, identify improvements and thus enhance
the effectiveness of the Board, its Committees, and individual Directors, in line with the requirements of the provisions of the Act. The
Nomination and Remuneration Committee took up the design and execution of this process which enabled providing vital feedback on how
the Board currently operates and how it might improve its effectiveness. Compiled feedback and suggestions on (i) Board processes
(including Board composition, strategic orientation and team dynamics) (ii) individual committees (iii) individual Board members and (iv)
chairpersons feedback report, were shared by the Nomination and Remuneration Committee with the Board. The overall Board Feedback
Report was facilitated by Mrs. Anita Ramachandran, Chairperson of the Nomination and Remuneration Committee, with the Independent
Directors. The Independent Directors were appreciative about the effective functioning of the Board, but also identified other areas which
could show scope for improvement. The feedback was shared with the Chairman. Following his evaluation, a Chairmans Feedback Report
was also compiled.
Mr. P. K. Gandhi, Chief Financial Officer and Mr. P. E. Fouzdar, Executive Vice President (Corporate Affairs) and Company Secretary, have
been appointed as whole-time key managerial personnel of the Company, with effect from 1 st April, 2014.
6.
NUMBER OF MEETINGS OF THE BOARD:

The Board met five times during the financial year 2014-15, viz., 25th April, 2014, 11th June, 2014, 15th September, 2014, 5th December, 2014
rd
and 23 February, 2015.
7.
DIRECTORS RESPONSIBILITY STATEMENT:

As required under Section 134(3)(c) of the Companies Act, 2013, the Directors, based on the representations received from the Operating
Management, and after due enquiry, confirm that:
a. in the preparation of the annual accounts for the financial year ended 31st March, 2015, the applicable accounting standards
had been followed along with proper explanation relating to material departures;
b. the Directors had selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at
31st March, 2015 and of the profit of the Company for the year ended on 31st March, 2015;
c. the Directors had taken proper and sufficient care for the maintenance of adequate accounting records
in accordance with the provisions of the Companies Act, 2013, for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
d. the Directors had prepared the annual accounts on a going concern basis;
e. the Directors had laid down internal financial controls to be followed by the Company and such
internal financial controls were adequate and operating effectively;
f. the Directors had devised proper systems to ensure compliance with the provisions of all applicable
laws and that such systems were adequate and operating effectively;
g. the annual accounts have been audited by the Companys Auditors M/s. Kalyaniwalla & Mistry,
Chartered Accountants, and their report is appended thereto.
8.
FIXED DEPOSITS FROM SHAREHOLDERS & FROM PUBLIC:

During the financial year under review, the Company commenced acceptance/ renewal of Fixed Deposits from its Members (Shareholders)
and from Public with effect from 1st August, 2014, after duly complying with the provisions of Sections 73 and 76, and other applicable
provisions of the Companies Act, 2013 (the Act) and the Companies (Acceptance of Deposits) Rules, 2014.
The details relating to deposits in terms of Rule 8(5)(v) of the Companies (Accounts) Rules, 2014, are given hereinunder :
a. Deposits from Members and from Public accepted during the year
b. Deposits from Public remaining unpaid or unclaimed as at the end of the year
c. Whether there has been any default in repayment of deposits or payment of interest
thereon during the year, and if so, number of such cases and the total amount involved :(i) at the beginning of the year
(ii) maximum during the year
(iii) at the end of the year
d. Details of deposits which are not in compliance with the requirements of Chapter V of the Act
9.
Rs.
248,65,47,000
4,05,52,180
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

The Company has formulated a Related Party Transaction Policy for entering into transactions by the Company with related parties,
pursuant to the requirements of the Companies Act, 2013 (the Act).
Nil
Nil
Nil
Nil
All transactions entered into during the financial year 2014-15 with related parties as defined under the Act, were in the ordinary course of
business and on an arms length basis, details of which are given in the notes to the financial statements, except transactions entered into
by the Company with related parties referred to in Section 188(1) of the Act, which have been disclosed under item 1 of Form AOC-2,
pursuant to Section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014; the said Form AOC-2 is enclosed
separately with this Report (Enclosure 3). Since there have been no material contracts or arrangements or transactions on arms length
basis, disclosure under item 2 of Form AOC-2 is not applicable.
10. PARTICULARS OF INVESTMENTS MADE, GUARANTEES PROVIDED AND LOANS GIVEN BY THE COMPANY:
a. The following are the particulars of Investments made by the Company during the financial year under review:
Sr.
No.
1
2
3
4
Name of the Company

Sheetak Inc, USA
Godrej Properties Limited
Godrej Industries Limited
Godrej (Singapore) Pte. Limited, Singapore
5 Godrej (Singapore) Pte. Limited, Singapore

6 Veromatic International BV, Netherlands
7
8
9
10
11

Veromatic International BV, Netherlands
Godrej Americas Inc., USA
12 Godrej Properties Limited

13 Godrej Agrovet Limited
14 FirstRock Infrastructure Private Limited
15 East View Estates Private Limited
16 Miracletouch Developers Private Limited
Particulars of Investment
Subscription to 1,45,001 Shares of Series B Preferred Stock
Purchase of 17,00,000 equity shares of Rs. 5 each
Purchase of 10,00,000 equity shares of Re. 1 each
24,000 ordinary shares of no par value transferred by G&B
Enterprises (Mauritius) Private Ltd. on its amalgamation with
the Company
Purchase of 3 ordinary shares of no par value held by a
Non- Resident Individual Shareholder
Purchase of 100 ordinary shares of Euro 46 each from
Non- Resident Corporate Shareholder
Rs.
2,39,43,986
40,42,15,766
35,66,36,001
Purchase of 56,00,000 equity shares of Re. 1 each

Subscription to 54,300 ordinary shares of Euro 46 each
Subscription to 3,00,000 Common Stock of no par value
Allotment of 1,02,293 equity shares of Re. 1 each of Godrej
Industries Limited consequent to the amalgamation of
Wadala Commodities Limited with Godrej Industries Limited
22,74,000 equity shares of Rs. 10 each allotted as fully
paid- up bonus shares
Purchase of 10,000 equity shares of Rs. 10 each
Purchase of 50,000 equity shares of Rs. 10 each
Purchase of 10 equity shares of Rs. 10 each and
9,990 Preference Shares of Rs. 10 each
1,70,72,13,308
19,17,31,128
1,86,18,000
35,10,10,891
b. The following are the particulars of Guarantee provided by the Company during the financial year under review:
Sr.
No. Name of the Company
Particulars of Guarantee
Issuance of Corporate Guarantee upto an amount of
1 Sheetak Inc, USA
USD 1 million in favour of CitiBank N. A. New York to
secure banking facilities extended by them to Sheetak Inc,
USA, an associate of the Company.
24,82,97,802
40285
7956
0
78,39,63,068
0
6,94,07,440
93,85,245
7,83,84,250
Rs.
6,26,00,000
c. The following are the particulars of Loans granted by the Company during the financial year under review:
Loans were given by the Company on 31st March, 2015, to the following three wholly-owned subsidiary companies :
a East View Estates Private Limited
b Miracletouch Developers Private Limited
c FirstRock Infrastructure Private Limited
4,54,92,437
9,13,54,069
12,32,17,674
11. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:
There have been no material changes and commitments affecting the financial position of the Company,
which have occurred between 31st March, 2015 and the date of this Report.
12. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS:
There are no significant material orders passed by the regulators/ courts/ tribunals which would impact the going concern status of the
Company and its future operations.
13. INTERNAL CONTROL SYSTEMS:

The Company has in place proper and adequate internal control systems commensurate with the nature of its business, and size and
complexity of its operations. Internal control systems comprising of policies and procedures are designed to ensure reliability of financial
reporting, timely feedback on achievement of operational and strategic goals, compliance with policies, procedure, applicable laws and
regulations, and that all assets and resources are acquired economically, used efficiently and adequately protected.
The Company has in place adequate internal financial controls in relation to the financial reporting process. The financial statements are
prepared on the basis of the significant accounting policies that are adopted by management and approved by the Audit Committee and the
Board. The accounting policies are reviewed from time to time and updated as may be required. The Company recognizes that any internal
financial control framework, no matter how well designed, requires regular audit and review processes to ensure that such systems are
strengthened on an ongoing basis.
The Company, through its own, independent Internal Audit Department (ISO 9001:2008 certified), carries out periodic audits at all locations
and functions based on the annual audit plan (keeping in mind various key risks) approved by the Audit Committee, and inter alia, tests the
design, adequacy and operating effectiveness of the internal controls. Significant observations including recommendation for improvement
of business processes are reviewed by the Management before reporting to the Audit Committee, which reviews the Internal Audit reports,
and monitors the implementation of audit recommendations.
The Information Security Management Systems (ISMS) for all the information assets and processing activities coming under the purview of
the Datacentre at the Companys head office, are ISO/IEC 27001:2005 certified. The certification ensures highest level of security of data
and best practices implementation. The mission-critical applications like the ERP system has local Disaster Recovery set-up.
14. RISK MANAGEMENT:
Risk management is a structured approach to managing uncertainty and the achievement of strategic objectives depends on the ability of
each of the businesses of the Company, to take calculated risks, without jeopardizing the Companys interests and also of its stakeholders.
Towards this end, the Company is currently implementing a structured Enterprise Risk Management (ERM) system for managing key risks
within a unitary framework, in the context of managing the business such that discussions of opportunities and risks and the management
thereof are virtually inseparable from each other. ERM stresses the importance of understanding, assessing and managing risks in the
context of the Companys strategies and business plans. For proper ERM governance, the organizational oversight structure is integrated
with the Companys existing management structure in order to make it effective. ERM also leverages the other key initiatives of the
Company Business Excellence, SBP/ ABP, Total Cost Management, Sustainability, Project Risks (ECRI) in identifying, assessing, mitigating
and monitoring risks in order to provide a unified view of the risks. The Audit Committee reviewed the structured Enterprise Risk
Management (ERM) framework for the Company which is currently under implementation, which was approved by the Board of Directors of
the Company.
15. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:
The particulars in respect of conservation of energy, technology absorption and foreign exchange earnings and outgo, as required under
Section 134(3)(m) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 is appended as Annexure I to this Report.
16. CORPORATE SOCIAL RESPONSIBILITY:

A Corporate Social Responsibility (CSR) Committee has been constituted in accordance with Section 135 of the Companies Act, 2013,
comprising of Mr. J. N. Godrej, Mr. V. M. Crishna, Mr. N. J. Godrej, Mr. A. G. Verma, Mr. K. M. Elavia and Mr. P. P. Shah. Mr. J. N. Godrej has
been appointed the Chairman of the Corporate Social Responsibility Committee.
The Company Secretary acts as the Secretary of the CSR Committee.
The CSR Committee met twice during the year under review.
The Godrej Group has always aspired to be a responsible corporate citizen by pursuing business strategy for long-term growth and strong
financial position, to attain twin goals of shareholder value enhancement and societal value creation. Since the establishment of the
Companys business in 1897, the Godrej Group has been at the forefront of philanthropic and national welfare activities.
In the context of CSR, it is worth noting that about 24% of the Companys share capital is held by a public charitable trust which ploughs
back its annual dividend income to support a wide range of philanthropic activities. The Company, along with another such trust, has
protected, developed and maintained a large tract of mangrove forests, near its Vikhroli township for several decades, which have served as
a second set of lungs for the city. Yet another such trust has supported initiatives in healthcare through its Godrej Memorial Hospital (NABH
and NABL Accredited) at Vikhroli which aims to provide comprehensive quality healthcare at affordable costs.
10
Immediately after the Company built factory premises to starts its plants in Vikhroli, it set up Udayachal School in Vikhroli in 1955, to focus
on all-round development of the employees children. The School has been accredited with the International School Award in recognition of
the School incorporating global education into its curriculum and innovation into classroom teaching.
The Company continuously strives to attain world-class standards in its management of Environment, Occupational Health and Safety by
working closely with employees at all levels. The Company also strives to align its operations and activities with the national mission on
environmentally sustainable growth.
The Godrej Group has developed a long-term vision, for playing an active part in creating a more inclusive and greener India, called Godrej
Good & Green; the Group aspires to create a more skilled workforce, a greener India, and innovate for good and green products. For this
purpose, specific goals at the Group level for 2020 have been spelt out, and focused activities are planned by the Company to address
environmental and business issues, and the needs of underserved populations.
Based on the recommendation of the CSR Committee, the Board has approved the CSR Policy of the Company, including the CSR activities
and the projects proposed to be undertaken by the Company, and its governance structure.
The details required under the Companies (Corporate Social Responsibility Policy) Rules, 2014 are given in the CSR Report, which is
appended as Annexure II to this Report.
17. AUDIT COMMITTEE:
The Audit Committee as constituted by the Board of Directors of the Company, in accordance with the provisions of the Companies Act,
1956, comprises of Mr. K. M. Elavia, Chairman, Mr. K. N. Petigara, Mr. K. A. Palia and Mrs. A. Ramachandran. In accordance with the
provisions of Section 177 of the Companies Act, 2013 (the Act), the scope and terms of reference of the Audit Committee have been
amended as mandated by the Act. The Chief Financial Officer, Internal Auditor and Statutory Auditors of the Company are the permanent
invitees to the meetings of the Audit Committee.
The Company Secretary acts as the Secretary of the Audit Committee.
The Audit Committee met four times during the year under review.
The Audit Committee had met with the Companys Statutory Auditors on 22nd April, 2015, for a review of the standalone audited financial
statements for the financial year 2014-15, before their adoption by the Board of Directors. Further the Audit Committee had at its Meeting
held on 19th August, 2015, taken up the review of the audited consolidated financial statements for the financial year 2014-15, for further
approval of the Board and the Members of the Company.
The Company has adopted the Code of Ethics & Business Conduct, which lays down the principles and standards that should govern the
actions of the Company and its employees. The Whistleblower Policy has also been formulated with a view to provide a mechanism for
employees of the Company to raise concerns of any violations of legal or regulatory requirements, incorrect or misrepresentation of any,
financial statements and reports, etc. The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of
business operations.
18. VIGIL MECHANISM/ WHISTLE BLOWER POLICY:
The Company has adopted the Code of Ethics & Business Conduct, which lays down the principles and standards that should govern the
action of the Company and its employees. The Company is committed to adhere to the highest standards of ethical, moral and legal
conduct of business operations.
As per the provisions of Section 177(9) of the Companies Act, 2013, the Company is required to establish an effective Vigil Mechanism for
Directors and employees to report genuine concerns.
The Company has a Whistle-blower Policy in place to report concerns about unacceptable, improper and/or unethical behavior and
practices, actual/suspected frauds and violation of Companys Code of Ethics and Business Conduct. For protected disclosure and
protection to the Whistle Blower, the policy provides for adequate safeguards against victimisation of persons who avail the same, and
provides for direct access to the designated Executive Director.
The Company has disclosed information about the establishment of the Whistle Blower Policy on its website at the Weblink:
www.connect.godrej.com/corporate connect/ corporate policies/whistleblower policy.
19. NOMINATION AND REMUNERATION COMMITTEE:
The Remuneration Committee as constituted by the Board of Directors of the Company, in accordance with the provisions of the Companies
Act, 1956, comprises of Mrs. A Ramachandran, Chairperson, Mr. K. N. Petigara and Mr. K. M. Elavia. In accordance with the provisions of
Section 178 of the Companies Act, 2013 (the Act), the Remuneration Committee was re-designated as the Nomination and Remuneration
Committee with amended scope of powers as mandated by the Act.
The Company Secretary acts as the Secretary of the Nomination and Remuneration Committee.
The Nomination and Remuneration Committee met thrice during the year under review.
11
20. STAKEHOLDERS RELATIONSHIP COMMITTEE

During the year under review, pursuant to Section 178 of the Companies Act, 2013, the Board of Directors of the Company constituted the
Stakeholders Relationship Committee, comprising of Mr. K. M. Elavia, Mr. P. D. Lam and Mr. K. A. Palia.
Mr. K. M. Elavia has been appointed the Chairman of the Stakeholders Relationship Committee.
The Company Secretary acts as the Secretary of the Stakeholders Relationship Committee.
The Stakeholders Relationship Committee met once during the year under review.
21. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATES:
In terms of Section 129 of the Companies Act, 2013, the consolidated financial statements, have been prepared by the Company in
accordance with the applicable accounting standards, and form part of this Report. As required under Rule 5 of the Companies (Accounts)
Rules, 2014 a statement containing the salient features of the financial statements of the Companys subsidiaries, joint ventures and
associates, in Form AOC-1, provides details on the performance and financial position of each of the subsidiaries, associates and joint
venture companies included in the consolidated financial statements; Form AOC-1 is appended as Annexure III to this Report.
SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES :
During the financial year under review, the following changes have taken place :
(i) Wadala Commodities Ltd., a wholly-owned subsidiary of the Company merged with Godrej Industries Ltd., a subsidiary
of the Company with effect from 21st November, 2014.
(ii) Godrej Americas Inc. was incorporated in the USA as a wholly-owned subsidiary of the Company with effect from 1 st April,2014
(iii) East View Estates Pvt. Ltd., First Rock Infrastructure Pvt. Ltd. and MiracleTouch Developers Pvt. Ltd. became wholly-owned
subsidiaries of the Company with effect from 31st March, 2015.
The Scheme of Amalgamation of G&B Enterprises (Mauritius) Pvt. Ltd., a wholly-owned subsidiary of Godrej (Malaysia) Sdn. Bhd,, a
subsidiary of the Company, with the Company with effect from 1st October, 2013, was approved by the Supreme Court of Mauritius Order
dated 19th February, 2014. The Scheme was approved by the Bombay High Court Order dated 4th April, 2014. The Registrar of Companies,
Port Louis, Mauritius, has removed the name of G&B Enterprises (Mauritius) Pvt. Ltd. from the Register as at 3rd July, 2014, and G&B
Enterprises
(Mauritius)
Pvt.
Ltd.
has
ceased
to
be
a
subsidiary.
The following companies were incorporated as wholly-owned subsidiaries of Godrej Infotech Ltd., a subsidiary of the Company :
(i) Godrej Infotech Americas Inc., USA on 28th February, 2014
(ii) Godrej Infotech (Singapore) Pte. Ltd., Singapore on 27th May, 2014
LVD Godrej Infotech NV, Belgium, became a subsidiary of Godrej Infotech Ltd. with effect from 22nd October, 2014.
th
Godrej International Ltd., Labuan was incorporated in Malaysia, on 12 February, 2015, as a wholly-owned subsidiary of Godrej Industries
Ltd., a subsidiary of the Company, and commenced its trading since April 2015.
With effect from 9th May, 2014, Godrej Feed Products Ltd. merged with Godrej Agrovet Ltd., a subsidiary of Godrej Industries Ltd., a
subsidiary of the Company.
The following companies became subsidiaries of Godrej Consumer Products Ltd. (GCPL), a subsidiary of the Company :
DGH Phase 3 Mauritius w.e.f. 5th February, 2014
Weave Ghana Limited w.e.f. 1st October, 2014
Godrej Easy IP Holding Ltd. w.e.f. 16th October, 2014
Darling Trading Company Ltd. w.e.f 22nd January, 2015
th
Godrej Africa Holdings Ltd. w.e.f 19 January, 2015
th
Godrej Indonesia IP Holdings Ltd. w.e.f 17 March, 2015
th
Godrej Megasari Holdings Ltd. w.e.f. 18 March, 2015
Frika Weave Pty. Ltd. w.e.f 1st March, 2015
Pursuant to a Scheme of Amalgamation sanctioned by the Supreme Court of Mauritius, Godrej Kinky Holdings Ltd., a wholly-owned
subsidiary of GCPL, merged with Godrej Consumer Investment Holding Ltd., another wholly-owned subsidiary, effective 1 st April, 2014.
12
Pursuant to another Scheme of Amalgamation sanctioned by the Supreme Court of Mauritius, the wholly-owned subsidiaries of GCPL
st
named below merged with Godrej Mauritius Africa Holdings Ltd., another wholly-owned subsidiary, effective 31 March, 2015 :
Godrej Consumer Investment Holding Ltd.
Godrej Weave Holdings Ltd.
DGH Mauritius Pvt. Ltd.
Weave Business Holding Mauritius Pvt. Ltd.
DGH Phase 3 Mauritius
Inecto Mfg. Ltd., UK and Issue Group Uruguay S.A were dissolved during the year.
During the financial year under review, Godrej Home Developers Pvt. Ltd and Godrej Hillside Properties Pvt. Ltd. were incorporated as
wholly-owned subsidiaries of Godrej Properties Ltd. (GPL) w.e.f 30 th March, 2015 and 31st March, 2015, respectively.
th
Wonder City Buildcon Pvt. Ltd. ceased to be a subsidiary of GPL w.e.f 24 June, 2014.
Godrej Buildwell Pvt. Ltd., a subsidiary of GPL was amalgamated with Godrej Projects Development Pvt Ltd pursuant to sanction of the
th
st
Scheme of Amalgamation by the Honble Bombay High Court vide Court Order dated 18 April, 2015, the Appointed Date being 1
December, 2014.
An application has been with the Honble High Court of Bombay for merger of Godrej Premium Builders Pvt. Ltd. with Godrej Projects
st
Development Pvt. Ltd., a wholly-owned subsidiary of GPL. The Appointed Date of the Scheme of Amalgamation is 1 April, 2015.
th
Godrej Buildcorp LLP was struck off from the Registrar of LLPs w.e.f 10 October, 2014.
GPL was admitted as a partner to the following LLPs :
(i) M S Ramaiah Ventures LLP w.e.f. 7th April, 2014
(ii) Oasis Landmarks LLP w.e.f. 25th August, 2014
(iii) Godrej Housing Projects LLP w.e.f. 22nd December, 2014
(iv) Godrej Construction Projects LLP w.e.f 22nd December, 2014
(v) Amitis Developers LLP w.e.f 10th March, 2015
(vi) Caroa Properties LLP w.e.f 17th April, 2014
Anamudi Real Estate LLP has become an associate of the Company on 12th March, 2014.
22. AUDITORS:
Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, M/s.
Kalyaniwalla & Mistry, Chartered Accountants (Firm Registration No. 104607W), were appointed as the Statutory Auditors of the Company
at the last Annual General Meeting (AGM) to hold office upto the conclusion of the 86 th AGM to be held in the year 2017, subject to
ratification of their appointment at every AGM. A certificate from them has been received to the effect that their re-appointment, if made,
would be within the prescribed limits. The Board of Directors of the Company at its meeting held on 21 st August, 2015 commended to the
Members of the Company, for their ratification and approval the appointment of M/s. Kalyaniwalla & Mistry as the Statutory Auditors of the
Company for the financial year 2015-16.
There are no qualifications, reservations or adverse remarks or disclaimers made by M/s. Kalyaniwalla & Mistry, Statutory Auditors, in their
report for the financial year 2014-15.
13
23. COST AUDITORS:

Pursuant to Section 148 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, the Board of Directors on the
recommendation of the Audit Committee, had appointed M/s. P. D. Dani & Co., Cost Accountants as the Cost Auditors of the Company for
the financial year ended 31st March 2015, for the applicable products and services covered under the Companies (Cost Records and Audit)
Rules, 2014 read with the Companies (Cost Records and Audit) Amendments Rules, 2014. The Cost Audit Report will be filed with the
Central Government within the stipulated time period of 180 days from the close of the financial year.
In accordance with the provisions of Section 148 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, the
Board of Directors on the recommendation of the Audit Committee, approved the appointment of M/s. P. D. Dani & Co., Cost Accountants,
as the Cost Auditors of the Company for the financial year ending 31st March 2016, to conduct the audit of the cost records of the Company
in respect of Appliances, Vending Machines and Electric Motors businesses, at a remuneration of Rs. 16,00,000 (excluding all taxes and
reimbursement of out-of-pocket expenses).
In accordance with the provisions of Section 148 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, the
Board of Directors on the recommendation of the Audit Committee, also approved the appointment of Mr. A N Raman, Cost Accountant, as
the Cost Auditors of the Company for the financial year ending 31st March 2016, to conduct the audit of the cost records of the Company in
respect of Construction, Electricals & Electronics, Material Handling Equipment, Aerospace, Process Equipment, Precision Engineering,
Toolings, Interio, and Security Solutions businesses, at a remuneration of Rs. 22,00,000 (excluding all taxes and reimbursement of out-ofpocket expenses).
The remuneration of the Cost Auditors is required to be ratified by the Members of the Company at the ensuing Annual General Meeting of
the Company.
In accordance with the Companies (Cost Records and Audit) Rules, 2014, the Board of Directors on the recommendation of the Audit
Committee, has appointed M/s. P D Dani & Co., Cost Accountants as the Lead Cost Auditors of the Company for the financial year ending
31st March, 2016.
24. SECRETARIAL AUDITORS:
During the year, the Board appointed M/s. A N Ramani & Co., Practising Company Secretaries, to conduct secretarial audit of the Company
for the financial year 2014-15. The Secretarial Audit Report in terms of Section 204 of the Companies Act, 2013, issued by them is annexed
and marked as Annexure IV to this Report. There are no qualifications, reservations or adverse remarks or disclaimers made by M/s. A N
Ramani & Co., Practising Company Secretaries, in their Secretarial Audit Report.
25. PARTICULARS OF EMPLOYEES
Disclosures of details with respect to the remuneration of employees as required under Rule 5(2) and (3)of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, are separately enclosed with and form part of this Report. (Enclosure 4).
26. POLICY TO PREVENT SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:

The Company is deeply committed to the creation and maintenance of an atmosphere where every employee is treated with dignity and
respect and afforded equitable treatment. It strives to create conditions in which employees can work together without fear of sexual
harassment, exploitation or intimidation.
As per the requirements of the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act,
2013, the Company has instituted a Policy on Prevention of Sexual Harassment at the Workplace (Policy) and under the purview of the same
a Complaints Committee has also been formed. No complaints, as per the guidelines mentioned in the Policy, were filed with the
Complaints Committee during the year under review.

J. N. GODREJ
Mumbai, 21st August, 2015

Registered Office:
Mumbai 400 079.
14
ANNEXURE I TO THE DIRECTORS' REPORT

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
(information pursuant to Section 134(3)(m) of the Companies Act, 2013)
A. CONSERVATION OF ENERGY
(i) The steps taken or impact on conservation of energy
1. Installation of induction high bay lights, T5 high bay lights and light pipe units
2. Installation of LED tube lights, down lights, fixtures and street light.
3. Installation of screw compressor chillers with controls like variable frequency drive, modulating valves.
4. Installation of scale watcher in cooling tower to improve chiller efficiency and scaling in heat exchanger.
5. Installation of turbo ventilators at rooftop.
6. Implementation of demand side management program for power load curtailment.
7. Installation of real time compressed air monitoring system.
8. Installation of capacitor banks for improvement in power factor and reduction in maximum demand.
9. Celebrated energy conservation week and earth hour to create awareness on energy conservation.
(ii)ii.The steps taken for utilising alternate sources of energy
1. Installation of solar water heating system
2. Conducted feasibility study for geothermal technology
3. Organized Green Energy Conclave
iii.capital investment on energy conservation equipment
The
1. Installation of solar water heating system
2. Installation of dishwasher machine at canteen
3. Implemented various energy, water, waste and renewable energy projects at various locations
B. TECHNOLOGY ABSORPTION
(i)i.The efforts made and the benefits derived from technology absorption
1. Development of refrigerator with auto defrost, quick chill and touch control with light sensor.
2. Development of new deep door variant of refrigerator.
3. Development of refrigerator with different temperature in different zones.
4. Development of electronic cooling control system with touch screen for bottom mount refrigerators.
5. Development of refrigerator doors with toughened glass fascia in the eon range.
6. Development of eon refrigerator models for energy efficiency as per EU norms for export market.
7. Development of high end semi-automatic washing machine range.
8. Development of 1.6 MT electric forklift truck which was awarded the CII design excellence award.
9. Development of mart cart for material movement and replenishment in departmental stores.
10. Development of dies for high strength car parts and cross bar transfer dies
11. Development of central lubricating system for heavy diesel trucks.
12. Development of vending machines with touch screen and GUI.
13. Development of Edge-Digi refrigerator which won India design mark the highest design recognition by the Government of India.
14. Development of energy efficient direct cool refrigerator, which was awarded national energy conservation award by the BEE.
(ii)ii.The details of technology imports and absorption
1. Development of motorized platform for examination, gynecology examination and birthing bed.
2. Development of vaccine storage refrigerators and its certification from United Nations.
3. Development of blue tooth operated mortise lock and e padlock.
4. Development of brush less DC motors for heating, ventilating and air-conditioning application.
5. Development high-efficiency motors for industrial and commercial usage.
6. Development of GPS technology for vehicle tracking.
7. Development of electrical stacker and forklift truck for hazardous area application.
8. Development of high temperature electro refining system for Indira Gandhi Center for Atomic Research.
9. Development of high density dynamic storage system.
(iii)iii.During the year under review, the Company spent Rs. 34.76 crore on Research & Development.
C. FOREIGN EXCHANGE EARNINGS AND OUTGO

The Companys foreign exchange earnings and outgo for the year amounted to Rs. 449.63 crore and Rs. 1,109.64 crore respectively,
details of which have been given in the notes forming part of the accounts (See Notes 43, 44 and 45).
15
ANNEXURE II TO THE DIRECTORS' REPORT

Annual Report On Corporate Social Responsibility Activities
[ (as prescribed under Section 135 of the Companies Act, 2013 and Companies (Corporate Social Responsibility Policy) Rules, 2014 ]
1. Objective of CSR Reporting
Godrej & Boyce Mfg Co. Ltd (G&B) is built on the cornerstones of integrity, trust, service, respect and environment, and endeavours to pursue its vision
of Godrej being in every home and workplace with the mission of enriching the quality of life, every day and everywhere.
In line with this vision, G&B, as part of its CSR and sustainability commitment will work towards building an inclusive and greener India. The CSR
activities of Godrej stem from its values of service towards society and empathy towards every individual. The CSR projects undertaken are in line with
Godrej Groups Good & Green goals and the areas of intervention specified in the Schedule VII to the Companies Act, 2013.
This annual CSR Report comprehensively conveys our CSR philosophy, programs and our commitment towards inclusive growth to all our stakeholders.
2. CSR Reporting Framework
2.1 Outline of CSR Policy
At G&B, our CSR policy applies to all activities that are undertaken as part of our Good & Green goals. In pursuance of the objectives of Godrej
Good & Green, by 2020, we aspire to create a more employable Indian workforce, work towards building a greener India and innovate for good
and green products. This policy will help in driving our business towards sustainability by institutionalizing processes to bring into practice the
concept of shared value.
While this CSR policy is drafted as per the Godrej Group's Good and Green policy, it includes the CSR programs that meets the requirement of the
CSR Rules as per the Section 135 of the Companies Act, 2013.
The G&B CSR Policy is available on the Companys website:
http://www.godrejandboyce.com/godrejandboyce/corpPolicies.aspx?id=16&menuid=929
2.2 CSR Committee
This committee comprises of the following members:
1. Mr. Jamshyd N. Godrej, Chairman and Managing Director
2. Mr. Navroze J. Godrej, Executive Director
3. Mr. V. M. Crishna, Executive Director
4. Mr. Anil G. Verma, Executive Director
5. Mr. Pradip Shah, Independent Director
6. Mr. Keki Elavia, Independent Director
The Company Secretary serves as the Secretary of the CSR Committee
2.3 Responsibilities
1. Formulate and update G&B CSR Policy, and have it approved by the Board of G&B
2. Suggest areas of intervention to the Board of G&B
3. Approve projects that are in line with the CSR Policy
4. Put monitoring mechanism in place to track the progress of each project
5. Recommend the CSR budget and expenditures to the Board of G&B, for approval
6. Meet twice a year to review the progress made
2.4 Task Forces
Project specific task forces will be constituted for implementation and monitoring of the CSR projects. The task forces would be responsible for
carrying out day-to-day operations of CSR and will submit reports to the CSR Committee for the bi-annual review meetings.
2.5 CSR Budget & Expenditures
1. Average net profit of last 3 years: Rs. 272.47 crore
2. Calculated 2% spend for the current financial year: Rs. 5.45 crore
3. Amount spent during the current financial year: Rs. 5.11 crore
4. Amount unspent of the recommended 2% budget, if any: Rs. 0.34 crore
5. Manner in which the amount was spent in the current financial year is detailed in the table given below.
16
Details of the expenditures incurred by G&B during the current financial year 2014-15
CSR Project
Activity
Disha
Sub activity
for CSR
Sector in
which the
project is
covered
Vocational
Skill training
for Rural &
Urban youth
in trades like
Fitter,
Welder,
Machinist,
RAC, Flt
Driver, FST,
Lock ST,
Employment
enhancing
vocational
skills
development
109 cities, 22
states, across
india
(Schedule A:
List of States
& Cities)
14 Pvt VTC & 72

Govt partners
(Schedule B : List
of Disha
Partners and
Disha ITI Lists)
Capacity
Building
Mumbai,
Shirwal
Promoting
preventive
health care
Mumbai &
Shirwal
CSR Overhead CSR Resource

expenses,
Travel &
Impact &
perception
study,
Promoting
Blood
Health Care
Donation &
Health check
up camp aid
Environment Water
budgeting
survey at
Shirwal
Supporting
Rural
childrens
Education
Local area/
Institute/
Amount outlay
Amount
state /
organization/
(Budget)
spent on
district
person involved
Project or
projects,
project or
Programme
Direct
programme
wise
expenditure
Overheads,
Availability of Shirwal
drinking water
Uplifting rural Promoting

students
Education
Shirwal
Total
expenditure in
the
corresponding
area
Cumulative
expenditure
up to the
reporting
period
(Amount in Rs. Lakhs)

Amount spent Audit proof
direct or
available
through the
implementing
agency
466.51
417.78
417.78
417.25 1) 291.17
Invoices &
=impl agency
Bills
2)
126.08
=Direct expense
Dedicated CSR
Resource,
Project
Mgmt system,
CSR Impact
Study
Hospitals
70
74.13
74.13
74.13
74.13 Invoices
/Salary
slips
11
10.39
10.39
10.39
10.39 letter from

Govt
Hospital
Water
Organization
Trust Resources
(WOTR)
0.3
0.3
0.3
0.3
0.3 Invoice
/receipts
Govt Schools
8.4
8.4
8.4
8.4
8.4 Receipts
Sanitation &
cleanliness in
rural schools
3. Reasons for shortfall from prescribed 2% Spend

G&B has been at the forefront of undertaking efforts related to CSR that are aligned to the Godrej Groups Good & Green goals. During the financial year we have spent
1.88 % of our average net profit of last 3 years on CSR projects. At G&B, we focus on CSR projects that have maximum social and environmental impact. Therefore, we
had undertaken projects to enhance skills of underserved youth in rural and urban India to enhance employability in the following sectors: manufacturing,
construction, interiors, sales and service. Furthermore, as a responsible company we had undertaken community development projects under Health, Education and
Environment protection around the area of operations. While focusing on delivering these projects effectively, we continue to explore the needs of the communities
for us to make maximum social and environmental impact and are sustainable.
In order to ensure that our CSR programs are high impact programs, our efforts during the financial year FY2014-15 focused on understanding the needs of the
communities around the area of operations and establishing systems and processes to enable the same. In the years to come, we hope to enhance our CSR
interventions and increase the quantum of our CSR expenditures into high impact projects.
4. Responsibility Statement
Through this report, G&B seeks to communicate its commitment towards CSR to the Ministry of Corporate Affairs. The Board of the company and the CSR Committee
are responsible for the integrity and the objectivity of all the information provided in this report. In alignment with our Good & Green goals provided in our CSR Policy,
all projects reported have been selected based on careful consideration of the extent to which they create sustainable outcomes in the communities around the area of
operations. We have understaken measures to ensure these projects are implemented in an effective and efficient manner so that they are able to deliver maximum
impact. In line with the Companies Act, 2013, we have also instituted monitoring mechanisms to track the progress of projects and ensure their smooth
The CSR Committee confirms that the implementation and monitoring of CSR Policy is in compliance with CSR Policy and objectives of the Company.
Jamshyd N. Godrej
Chairman of the CSR Committee
17

DETAILS OF CSR EXPENDITURE INCURRED DURING THE YEAR
Schedule A: List of States and Cities (referred to in item 2.5.5)
State presence
22
City presence
109
State
No of training centres
Cities/town/district
Andhra Pradesh
Assam
Kurnool, Hyderabad, Warangal, Vijayawada,

Eluru
Guwahati,Maligaon
Bihar
Patna
Chattisgarh
Raipur
Daman
Daman
Delhi
Delhi
Goa
Panaji
Gujarat
Vaghaldhara, Ahmedabad, Narukot, Surat
Haryana
10
Himachal Pradesh
Gurgaon, Chandigarh, Faridabad,

Manimajra
Kangra
11
Jharkhand
Ranchi, Jamshedpur, Dhanbad
12
Karnataka
10
Chamarajnagar, Chitradurga, Gulbarga,

Kolar, Kankapura, Bangalore, HD Kote,
Bellary, Hubli, Vitalpura,
13
Kerala
14
Madya Pradesh
Palakkad, Kollam,
Kochi,Trivandrum,Kunnur, Calicut
Alirajpur, Bhopal, Jabalpur, Indore
15
Maharashtra
22
16
Orissa
17
Punjab
Mumbai, Karjat, Ambernath, Mumbra,

Shahapur, Nirmal, Tokawade, Vasai,
Nagpur, Wadavali, Pune, Nashik,
Walwanda, Pinguli, Chinchwad, Karjat,
Amikapur, Satara, Thane, Lonavala, Khed,
Baramati
Bhubaneshwar, Cuttack, Jatani,
Paralakhemundi, Khurda, Roukela,
Sambhalpur, Behrampur
Ludhian, Ropar, Lalru
18
Rajasthan
Jaipur, Kota, Ajmer
19
Tamil Nadu
12
20
Uttar Pradesh
21
Uttaranchal
Madurai, Ayanavaram, Thiruvallur,

Sriperumbudur,Vellore, Coimbatore,
Chennai, Tirunelvelli, Karaikudu, Ambur,
karur, Trichy
Ghaziabad, Lucknow, Noida, Maradnagar,
Dadri
Haridwar, Dehradun
22
West Bengal
10
Total
109
Liluah,Vitalpura,Siliguri,Kolkata,Bherampor
e,Contai,Barasat,Asansol,Park Circus,
Krishna nagar
18

DETAILS OF CSR EXPENDITURE INCURRED DURING THE YEAR
Schedule B: List of Disha Partners and Disha ITI Lists (referred to in item 2.5.5)
Sr. No.
1
Name of the Disha

Partner
Ambuja Cement
Address HO
Trades
No of locations
1
Ambuja Cement Foundation, S-17 Refrigration & Air Conditioning (RAC)

Near 8 Rasta Chauk, Laxmi Nagar,
Nagpur- 440 022 (0712)
2250173
Don Bosco Yuva Kendra Najafgarh,New Delh
Welding, Fitting, Refrigration & Air
Conditioning (RAC)
Don Bosco Centre for
Learning(DBCL),Premier
Don Bosco TechAutomobiles Road,Kurla
Western Province
West,Mumbai 400070
Welding ,Fitting,Electricial
Fr. Agnel
Gram Tarang
Employability Training
Services Pvt. Ltd./
Centurion University
Agnel Technical Education

Complex,Fr. Agnel Ashram,Band
Stand,Bandra West,Mumbai400050
HIG-5, Phase-I, BDA Duplex,
Pokhariput, Bhubaneshwar751020
Welding,Fitting, Electrical
Diesel forklift ,Fitting,Furniture service

,Refrigration & Air Conditioning (RAC),
Welding, CNC Operator
31A, S. P. Mukherjee Road,

Kolkata- 700 025
Labournet Serives India Pt.
ltd,No.25/I-4,9th Cross ,JP Nagar II
Phase,Banglore560078
Refrigration & Air Conditioning (RAC)
George Telegraph
Training Institute
LabourNet
22
Laurus Edutech
RK Mission
Laurus Edutech Life skills Pvt

.Ltd,DP 110,Secnd phase
,F19,Ambattur Industrial
Estate,Chennai -600058
Vasai
Bar bending, Basic woodworking, Locks

service, Masonry & Plastering, Painting,
Sales, Plumbing, Sales, Retail sales,
Shuttering carpentry, Tiling
Fitting, Electricial, Welding
Electricial
10
Shriram New Horizon
11
Art of Living SSRDP(Sri

Sri Rural Development
Program)
12
Vaghaldhara Vibhag
Kelavni Manda
13
Montfort
14
Myrada
A-12, Sector-59, Gautam Budh

Electricial
Nagar, Noida- 201301 (U.P.) 01204680800/4680900
Art of Living Foundation, 21st km, Refrigration & Air Conditioning (RAC)
Kanakpura Road, Udaipalia,
Bangalore, Karanataka
Vaghaldhara Vibhag Kelavni

Mandal,Vocational Training
Centre ,Vaghaldhara
396375,Taluka & District
Valsad,Gujarat
Brother of St. Gabriel Educational
Society,Montfort
Bhavan,Provincial House,116862,Red Hills,Hyderabad,Andhara
Pradesh 500004
Welding, Advnce welding, CNC

operator,Fitting, Plumbing, Refrigration &
Air Conditioning (RAC)
Refrigration & Air Conditioning (RAC)
No.2, Service Road,Domlur layout, Basic woodworking, Masonry & plastering,

Bangalore- 560071
Plumbing, Welding
TOTAL TRAINING LOCATIONS
19
46
109
The Disha ITI list is given in the table below:

Disha ITI List
Sr No
ITI
Trade
City/District
State
Fitting
Thane
Maharashtra
ITI Kalyan
Welding
Thane
Maharashtra
ITI Borivali
Welding
Mumbai
Maharashtra
ITI Mandhvi
Welding
Mumbai
Maharashtra
ITI Ulhasnagar
Fitting
Thane
Maharashtra
ITI Nehrunagar
Welding
Mumbai
Maharashtra
Welding
Thane
Maharashtra
Fitting
Thane
Maharashtra
Machinist
Thane
Maharashtra
Turner
Thane
Maharashtra
Dehradun
Uttaranchal
ITI Thane
ITI Dehradun
Refrigration & Air Conditioning(RAC)
RND College
RAC
Delhi
Delhi
ITI Kannur
RAC
Kannur
Kerela
10
VHSE , Cochin
RAC
Cochin
Kerela
11
MMBITC, Cochin
RAC
Cochin
Kerela
12
ITI Govt.
RAC
Chandigarh
Chandigarh
13
ITI Lalru
RAC
Punjab
Punjab
14
ITI Ramakrishna
RAC
Coimbatore
Tamil Nadu
15
ITI Merut
RAC
Meerut
Uttar Pradesh
16
ITI Noida
RAC
Noida
Delhi
17
ITI Dadri
RAC
Dadri
Dadri & Nagar Haveli
18
ITI St. Joseph
RAC
Chennai
Tamil Nadu
19
ITI Sri Sarwodaya
RAC
Chennai
Tamil Nadu
20
ITI Dream India
RAC
Chennai
Tamil Nadu
21
ITI Eluru
RAC
Eluru
Andra Pradesh
22
ITI Boys town
RAC
Hyderabad
Telengana
23
Shrimati Techno
RAC
Kolkata
West Bengal
24
ITI Govt. Hubli
RAC
Bangalore
Karnataka
25
ITI RVVS, Davangeri
RAC
Davangere
Karnataka
26
Govt.ITI
RAC
Bangalore
Karnataka
27
Govt ITI
RAC
Ajmera
Rajasthan
28
ITI Karad
RAC
Pune
Maharashtra
29
Govt. ITI
RAC
Jaipur
Rajasthan
30
ITI Charbagh
RAC
Lucknow
Uttar Pradesh
31
ITI Rajguru
RAC
Khed
Maharashtra
32
MG ITI
RAC
Kota
Rajasthan
33
ITI Krimson
RAC
Tirunelveli
Tamil Nadu
34
ITI Karur
RAC
Karur
Kerela
35
ITI Lonavala
RAC
Lonavala
Maharashtra
36
ITI Muradnagar
RAC
Muradnagar
Uttar Pradesh
37
ITI Adishankar
RAC
Trichy
Tamil Nadu
38
ITI Baramati
RAC
Baramati
Maharashtra
20
Sr No
ITI
39
Satara ITI
40
ITI Lonand
41
Trade
City/District
State
Fitting
Satara
Maharashtra
Tool & Die Making
Satara
Maharashtra
Fitting
Satara
Maharashtra
Electricial
Satara
Maharashtra
ITI Wai
Electronics
Satara
Maharashtra
42
ITI Sangli
Diesel Mechanic
Sangli
Maharashtra
43
ITI Dharavi
Diesel Mechanic
Mumbai
Maharashtra
Diesel Mechanic
Mumbai
Maharashtra
44
ITI Byculla
Turner
Mumbai
Maharashtra
45
ITI Ambernath
46
ITI Vidyavihar
47
ITI Mulund
48
ITI Chinchwad
49
50
Machinist
Mumbai
Maharashtra
Diesel Mechanic
Thane
Maharashtra
Turner
Thane
Maharashtra
Machinist
Thane
Maharashtra
Welding
Thane
Maharashtra
Fitting
Thane
Maharashtra
Welding
Mumbai
Maharashtra
Welding
Mumbai
Maharashtra
Machinist
Mumbai
Maharashtra
Fitting
Pune
Maharashtra
ITI Ambattur
Fitting
Chennai
Tamil Nadu
ITI Panvel
Machinist
Raigad
Maharashtra
21
ANNEXURE III TO THE DIRECTORS' REPORT

Form AOC - 1
[ PURSUANT TO FIRST PROVISO TO SUB SECTION (3) OF SECTION 129 READ WITH RULE 5 OF COMPANIES (ACCOUNTS) RULES, 2014 ]
STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENT OF SUBSIDIARIES/ASSOCIATE COMPANIES / JOINT VENTURES/ LIMITED LIABILITY PARTNERSHIPS
Part "A": Subsidiaries
Rupees in Crore
Sr.
No.
Name of Subsidiary
Reporting Period for the

Reporting currency and
subsidiary concerned, if different exchange rate as on the last date
from the holding company's of the relevant financial year in
reporting
period case of foreign subsidiaries
Reporting
Exchange
currency
rate
Share
capital
Reserves &
surplus
Total
Assets
Total
Liabilities Investments
Turnover
Profit before Provision for Profit after Proposed

taxation
taxation
taxation Dividend
% of
shareholding
Godrej IndustriesLtd.
01-Apr-2014 To 31-Mar-2015
INR
1.00
33.59
1,624.69
4,270.77
2,612.49
2,377.78
1,454.64
132.17
(16.64)
148.81
(58.80)
57.73%
Godrej Infotech Ltd.
01-Apr-2014 To 31-Mar-2015
INR
1.00
0.10
6.94
25.87
18.83
1.60
85.95
3.67
1.25
2.42
0.01
52.06%
Busbar Systems (India) Ltd.
01-Apr-2014 To 31-Mar-2015
INR
1.00
0.05
6.16
14.99
8.77
6.80
(0.67)
(0.07)
(0.60)
100%
East View Estates Pvt. Ltd.
01-Apr-2014 To 31-Mar-2015
INR
1.00
0.05
(1.18)
3.47
4.60
(0.38)
(0.38)
100%
First Rock Inftrastructure Pvt. Ltd
01-Apr-2014 To 31-Mar-2015
INR
1.00
0.01
(4.17)
8.21
12.37
(1.04)
(1.04)
100%
Miracletouch Developers Pvt. Ltd
01-Apr-2014 To 31-Mar-2015
INR
1.00
0.01
(2.94)
6.21
9.14
0.01
(0.77)
(0.77)
100%
Mercury Manufacturing Co. Ltd.
01-Apr-2014 To 31-Mar-2015
INR
1.00
3.75
11.59
29.14
13.80
39.72
2.22
0.57
1.65
100%
Godrej (Malaysia)Sdn. Bhd.
01-Jan-2014 to 31-Dec-2014
MYR
18.0275
5.58
0.95
6.56
0.03
5.54
(23.48)
(0.26)
(23.22)
100%
Godrej (Singapore)Pte. Ltd.
01-Jan-2014 to 31-Dec-2014
SGD
47.7225
8.53
53.18
70.46
8.75
14.14
18.30
1.62
(1.19)
2.80
100%
10
Veromatic International BV (consolidated nos.)
01-Jan-2014 to 31-Dec-2014
EURO
76.585
19.29
(15.51)
28.38
22.82
52.18
(5.33)
(5.33)
11
Godrej Americas Inc. USA.
01-Apr-2014 To 31-Mar-2015
USD
62.5
1.88
(0.12)
1.78
0.03
(0.12)
(0.12)
100%
12
JOINTLY-HELD SUBSIDIARY (where the Company (G&B) and its subsidiary Godrej Industries Ltd (GIL) together hold more than 50% of equity share capital)
Godrej Consumer Products Ltd. (GCPL)
01-Apr-2014 To 31-Mar-2015
INR
1.00
34.04
3,349.01
4,922.08 1,539.03
654.45
58.58%
2,300.21
4,429.80
827.19
172.74
100%
SUBSIDIARIES OF GCPL
13
Argencos SA
01-Apr-2014 To 31-Mar-2015
ARS
7.099695179
1.31
22.76
35.05
10.98 -
62.25
6.80
2.73
4.07
100%
14
Consell SA
01-Apr-2014 To 31-Mar-2015
ARS
7.099695179
2.06
(1.22)
0.57
(0.27) -
0.00
(0.17)
(0.02)
(0.16)
100%
15
Cosmetica Nacional
01-Apr-2014 To 31-Mar-2015
CPeso
0.099887824
113.59
21.26
186.36
214.36
21.69
4.52
17.17
60%
16
Darling Trading Company Ltd Mauritius
01-Apr-2014 To 31-Mar-2015
USD
62.6044
6.26
(0.02)
6.24
(0.00) -
(0.02)
90%
17
Deciral Uruguay
01-Apr-2014 To 31-Mar-2015
ARS
7.099695179
4.03
4.94
26.00
17.03 -
(0.23)
(0.60)
100%
18
DGH Phase2
01-Apr-2014 To 31-Mar-2015
USD
62.6044
88.33
45.88
181.56
47.35
0.47
14.29
51%
19
DGH Tanzania Limited
01-Apr-2014 To 31-Mar-2015
USD
62.6044
0.21
(0.24)
0.00
0.04
(0.11)
100%
22
51.52
3.30
164.79
0.00 -
(0.02)
27.18
(0.83)
17.16
14.76
(0.11)
Sr.
No.
Name of Subsidiary

reporting
Reporting
Exchange
currency
rate
Share
capital
Reserves &
surplus
Total
Assets
Total
Turnover
20
Frika Weave (PTY) LTD
01-Mar-2015 To 31-Mar-2015
ZAR
5.1779
5.73
0.05
28.92
21
Godrej Africa Holding Limited
01-Apr-2014 To 31-Mar-2015
USD
62.6044
1,815.56
92.90
1,908.93
0.46
3.27
0.07
0.05
100%
52.19
52.19
22
Godrej Argentina Dutch Coperatief U.A.
01-Apr-2014 To 31-Mar-2015
USD
62.6044
363.60
(1.20)
362.43
0.04
100%
362.28 -
(0.36)
(0.36)
23
Godrej Consumer Products Mauritius Ltd
01-Apr-2014 To 31-Mar-2015
USD
62.6044
283.19
328.05
611.30
100%
0.06
610.89 -
(0.41)
(0.41)
24
Godrej Consumer Holdings (Netherlands) BV
01-Apr-2014 To 31-Mar-2015
USD
62.6044
0.16
309.19
100%
309.38
0.03
302.28 -
(0.15)
(0.15)
25
Godrej Consumer Investments (Chile) Spa
01-Apr-2014 To 31-Mar-2015
USD
62.6044
249.38
100%
(14.43)
235.00
0.05
234.74 -
(0.05)
(0.05)
26
Godrej Consumer Products (Netherlands) BV
01-Apr-2014 To 31-Mar-2015
USD
62.6044
100%
0.14
8.20
8.37
0.03
8.24 -
(0.15)
(0.15)
27
Godrej Consumer Products (UK) Ltd
01-Apr-2014 To 31-Mar-2015
GBP
92.8742
100%
0.27
107.15
247.51
21.43
28
Godrej Consumer Products Bangladesh Ltd
01-Apr-2014 To 31-Mar-2015
Taka
0.8044
100%
29
Godrej Consumer Products Dutch Coperatief U.A.
01-Apr-2014 To 31-Mar-2015
USD
62.6044
298.65
6.47
305.16
0.03
100%
(0.27)
30
Godrej Consumer Products Holding (Mauritius) Ltd
01-Apr-2014 To 31-Mar-2015
USD
62.6044
1,163.19
145.59
1,460.28
151.51
100%
59.44
31
Godrej East Africa Holdings Ltd
01-Apr-2014 To 31-Mar-2015
USD
62.6044
52.59
(30.24)
500.20
477.85
100%
32
Godrej Global Mid East FZE
01-Apr-2014 To 31-Mar-2015
AED
17.0447
7.82
5.16
29.09
33
Godrej Holdings (Chile) Limitada
01-Apr-2014 To 31-Mar-2015
USD
62.6044
234.97
4.57
239.61
34
Godrej Household Products (Bangladesh) Pvt. Ltd.
01-Apr-2014 To 31-Mar-2015
Taka
0.8044
27.63
(29.97)
24.72
35
Godrej Household Products (Lanka) Pvt. Ltd.
01-Apr-2014 To 31-Mar-2015
LKR
0.4712
10.91
3.89
31.85
36
Godrej Indonesia IP Holdings Ltd
01-Apr-2014 To 31-Mar-2015
USD
62.6044
37
Godrej Mauritius Africa Holdings Ltd.
01-Apr-2014 To 31-Mar-2015
USD
62.6044
38
Godrej Megasari Holdings Ltd
01-Apr-2014 To 31-Mar-2015
USD
62.6044
39
Godrej Netherlands Argentina B.V.
01-Apr-2014 To 31-Mar-2015
USD
62.6044
0.14
317.63
317.81
0.04
316.71 -
(0.21)
40
Godrej Netherlands Argentina Holdings B.V.
01-Apr-2014 To 31-Mar-2015
USD
62.6044
0.14
27.33
27.50
0.03
27.47 -
(0.15)
41
Godrej Netherlands BV
01-Apr-2014 To 31-Mar-2015
GBP
92.8742
0.13
79.19
346.29
266.97
42
Godrej Nigeria Ltd.
01-Apr-2014 To 31-Mar-2015
Naira
0.314661609
0.47
27.61
37.09
43
Godrej South Africa (Pty) Ltd.
01-Apr-2014 To 31-Mar-2015
ZAR
5.1779
9.35
87.45
109.96
44
Godrej Tanzania Holdings Ltd
01-Apr-2014 To 31-Mar-2015
USD
62.6044
1.25
(0.25)
1.04
0.04
45
Godrej UK
01-Apr-2014 To 31-Mar-2015
GBP
92.8742
105.26
112.94
218.20
0.00
217.16
46
Godrej West Africa Holdings Ltd.
01-Apr-2014 To 31-Mar-2015
USD
62.6044
101.92
0.39
102.73
0.42
101.94
47
Hair Trading (offshore) S. A. L
01-Apr-2014 To 31-Mar-2015
USD
62.6044
0.13
25.46
128.29
48
Indovest Capital
01-Apr-2014 To 31-Mar-2015
USD
62.6044
0.00
11.06
49
Issue Brazil
01-Apr-2014 To 31-Mar-2015
ARS
7.099695179
21.57
50
Kinky Group (Pty) Ltd
01-Apr-2014 To 31-Mar-2015
ZAR
5.1779
0.00
51
Laboratoria Cuenca
01-Apr-2014 To 31-Mar-2015
ARS
7.099695179
52
Lorna Nigeria Ltd.
01-Apr-2014 To 31-Mar-2015
Naira
0.314661609
338.69
(54.54)
-
140.08 -
472.17
305.03 1,459.69
7.09
-
(0.27)
66.18
61.28
496.60 -
1.84
-
(12.46)
100%
59.06
6.35
6.35
100%
4.99
4.61
4.61
100%
27.05 -
84.41
(5.90)
0.40
(6.30)
100%
17.05 -
36.01
(1.25)
(0.08)
(1.16)
100%
100%
100%
100%
(0.21)
100%
(0.15)
100%
16.11 0.07
1,862.11
28.52
(12.46)
1,903.53
0.02
% of
shareholding
56.14
23.14 -

taxation
taxation
taxation Dividend
234.93
1,577.96
1,690.97
13.35
311.42
(13.29)
(13.29)
1.43
(6.44)
0.03
(6.46)
100%
9.01 -
56.98
(0.43)
2.13
(2.56)
100%
13.16 -
119.84
24.69
6.91
17.77
100%
(0.09)
(0.09)
100%
0.01
0.01
0.01
100%
31.34
31.22
0.37
30.85
90%
102.70 -
463.53
77.49
0.00
77.49
51%
11.29
0.24 -
44.42
43.18
0.03
43.16
100%
(22.62)
2.85
3.91 -
3.22
(5.43)
(5.43)
100%
17.56
25.78
8.22 -
28.15
(29.86)
0.20
(30.06)
100%
7.81
64.95
193.17
370.81
17.57
6.74
10.82
100%
19.16
84.71
159.15
206.36
15.05
15.05
100%
23
120.40
55.28 -
1.02 -
0.05
Sr.
No.
Name of Subsidiary

reporting
Reporting
Exchange
currency
rate
Share
capital
Reserves &
surplus
Total
Assets
Total
Turnover

taxation
taxation
taxation Dividend
53
Panamar Producciones S.A.
01-Apr-2014 To 31-Mar-2015
ARS
7.099695179
0.39
5.37
5.76
(0.00)
(0.03)
54
Plasticos Nacional
01-Apr-2014 To 31-Mar-2015
CPeso
0.099887824
3.00
2.10
6.20
1.11 -
6.33
0.08
0.02
0.06
60%
55
PT Ekamas Sarijaya
01-Apr-2014 To 31-Mar-2015
IDR
0.004786106
1.20
5.83
7.38
0.35 -
2.49
1.96
0.09
1.87
100%
56
PT Indomas Susemi Jaya
01-Apr-2014 To 31-Mar-2015
IDR
0.004786106
1.37
33.23
40.97
6.37 -
32.86
7.75
1.64
6.12
100%
57
PT Intrasari Raya
01-Apr-2014 To 31-Mar-2015
IDR
0.004786106
0.48
30.43
286.11
255.21 -
1,385.85
14.35
3.76
10.59
100%
58
PT Megasari Makmur
01-Apr-2014 To 31-Mar-2015
IDR
0.004786106
70.18
306.23
697.38
320.97 -
1,225.56
159.42
38.29
121.13
100%
59
PT Sarico Indah
01-Apr-2014 To 31-Mar-2015
IDR
0.004786106
3.21
5.82
11.58
2.54 -
19.79
0.36
0.06
0.29
100%
60
Sigma Hair Industries Limited
01-Apr-2014 To 31-Mar-2015
TZS
0.0313022
100%
61
Style Industries Limited
01-Apr-2014 To 31-Mar-2015
KES
0.678179066
0.52
169.01
245.71
76.18 -
357.93
(0.32)
1.49
(1.81)
51%
62
Subinite (Pty) Ltd.
01-Apr-2014 To 31-Mar-2015
ZAR
5.1779
0.00
62.27
131.09
68.82 -
247.05
5.21
1.46
3.75
90%
63
Weave Ghana Ltd
01-Oct-2014 To 31-Mar-2015
CEDI
16.59009964
2.61
7.02
12.54
2.92 -
0.47
0.39
0.39
100%
64
Weave IP Holdings Mauritius Pvt. Ltd.
01-Apr-2014 To 31-Mar-2015
USD
62.6044
0.01
6.20
6.53
0.32 -
20.41
20.24
0.61
19.63
90%
65
Weave Mozambique Limitada
01-Apr-2014 To 31-Mar-2015
MZN
1.746287134
21.56
66.00
123.52
35.95 -
196.36
23.11
3.49
19.62
90%
66
Weave Trading Mauritius Pvt. Ltd.
01-Apr-2014 To 31-Mar-2015
USD
62.6044
0.01
47.61
47.77
0.16
0.12
106.59
106.13
106.13
51%
67
SUBSIDIARY AND SUB-SUBSIDIARY OF GODREJ SINGAPORE PTE LTD

JT Dragon Pte. Ltd.
01-Jan-2014 to 31-Dec-2014
(Incorporated in Singapore)
SGD
47.7225
24.84
0.82
25.69
0.03
24.70
0.24
0.00
0.24
100%
VND
0.0029
11.96
8.68
30.22
9.57
41.38
2.53
0.45
2.09
100%
SUBSIDIARIES OF VEROMATIC INTERNATIONAL BV

Veromatic Services BV
01-Jan-2014 to 31-Dec-2014
EURO
76.585
0.14
0.44
2.42
1.85
0.01
(0.00)
0.01
100.00%
Prowama Trading BV (Water Wonder Benelux BV)
EURO
76.585
0.14
0.59
1.73
1.01
*
9.79
*
12.95
(0.52)
(0.52)
100.00%
92.57
5.06
9.55
160.19
21.26
6.25
512.46
(17.61)
0.12
(145.62)
57.45
2.58
1,653.68
46.75
28.22
103.46
84.99
18.68
1,653.68
46.75
28.22
103.46
84.99
18.68
148.18
12.84
-
3,481.60
44.21
1.44
209.45
2,065.61
71.88
262.82
(8.54)
0.27
(42.62)
10.01
0.61
68
69
70
*
Godrej (Vietnam) Co. Ltd.

(Incorporated in Vietnam)
01-Jan-2014 to 31-Dec-2014
01-Jan-2014 to 31-Dec-2014
4.00 -
(0.03)
% of
shareholding
100%
Net revenue for Veromatic Services BV and Prowama Trading BV.
SUBSIDIARIES OF GIL
71
72
73
74
75
76
Godrej Agrovet Limited

Godrej Seeds & Genetics Limited
Godvet Agrochem Limited
Natures Basket Limited
Godrej International Limited
Godrej International Trading & Investment
01-Apr-2014 To 31-Mar-2015
01-Apr-2014 To 31-Mar-2015
01-Apr-2014 To 31-Mar-2015
01-Apr-2014 To 31-Mar-2015
01-Apr-2014 To 31-Mar-2015
01-Apr-2014 To 31-Mar-2015
INR
INR
INR
INR
USD
USD
1.00
1.00
1.00
1.00
62.50
62.50
24
59.69
0.12
0.00
203.13
(8.54)
0.15
(42.62)
10.01
0.61
60.81%
54.72%
60.81%
100%
100%
100%
Sr.
No.

reporting
Reporting
Exchange
currency
rate
Name of Subsidiary / LLP
Share
capital
Reserves &
surplus
Total
Assets
Total
Turnover

taxation
taxation
taxation Dividend
77
78
79
Ensemble Holdings & Finance Ltd

Godrej Buildcon Private Limited
01-Apr-2014 To 31-Mar-2015
01-Apr-2014 To 31-Mar-2015
01-Apr-2014 To 31-Mar-2015
INR
INR
INR
1.00
1.00
1.00
3.77
99.68
0.05
7.19
1,818.57
(1.42)
11.54
4,579.31
1,878.55
11.54
4,579.31
1,878.55
11.15
302.71
-
0.97
718.70
596.34
0.95
143.72
(1.30)
0.13
15.80
(0.03)
0.82
127.92
(1.27)
80
81
82
83
84
Godrej Buildwell Private Limited 1 and 4

Godrej Garden City Properties Private Limited *
Godrej Green Homes Limited
Godrej Hillside Properties Private Limited
Godrej Home Developers Private Limited
01-Apr-2014 To 30-Nov-2014
01-Apr-2014 To 31-Mar-2015
01-Apr-2014 To 31-Mar-2015
31-Mar-2015 To 31-Mar-2015
30-Mar-2015 To 31-Mar-2015
INR
INR
INR
INR
INR
1.00
1.00
1.00
1.00
1.00
0.05
0.05
-
0.95
(0.02)
-
33.96
0.04
-
33.96
0.04
-
0.00
-
26.15
5.19
-
0.64
1.18
(0.01)
-
0.20
0.39
-
85
Godrej Landmark Redevelopers Private Limited 2
01-Apr-2014 To 31-Mar-2015
INR
1.00
0.05
31.78
272.35
272.35
223.02
48.35
86
87
88
89
Godrej Premium Builders Private Limited
01-Apr-2014 To 31-Mar-2015
01-Apr-2014 To 31-Mar-2015
01-Apr-2014 To 31-Mar-2015
01-Apr-2014 To 31-Mar-2015
INR
INR
INR
INR
1.00
1.00
1.00
1.00
0.10
0.24
0.05
1.74
78.96
44.01
(0.23)
1.92
303.20
746.06
169.51
9.98
303.20
746.06
169.51
9.98
227.93
-
236.21
83.73
-
67.90
(5.72)
(0.08)
(0.08)
90
91
Godrej Redevelopers (Mumbai) Private Limited 2

Happy Highrises Limited
01-Apr-2014 To 31-Mar-2015
01-Apr-2014 To 31-Mar-2015
INR
INR
1.00
1.00
0.05
0.20
8.62
98.27
195.16
324.34
195.16
324.34
4.89
81.90
0.92
28.01
92
Amitis Developers LLP 3
08-Jan-2015 to 31-Mar-2015
INR
1.00
2.01
2.01
93
Caroa Properties LLP 3
01-Apr-2014 To 31-Mar-2015
INR
1.00
1.27
251.64
251.64
3.15
1.57
94
Dream World Landmarks LLP 3
01-Apr-2014 To 31-Mar-2015
INR
1.00
0.10
(0.09)
54.55
54.55
0.03
(0.11)
95
Godrej Construction Projects LLP * 3
22-Dec-2014 To 31-Mar-2015
INR
1.00
0.00
(0.01)
0.00
0.00
96
Godrej Housing Projects LLP 3
22-Dec-2014 To 31-Mar-2015
INR
1.00
0.01
0.01
97
Godrej Vikhroli Properties LLP 3
01-Apr-2014 To 31-Mar-2015
INR
1.00
365.70
798.94
798.94
98
M S Ramaiah Ventures LLP 3
04-Apr-2014 To 31-Mar-2015
INR
1.00
2.04
2.37
99
Mosaic Landmarks LLP 3
01-Apr-2014 To 31-Mar-2015
INR
1.00
24.29
3
100 Oasis Landmarks LLP
25-Jun-2014 To 31-Mar-2015
INR
1.00
0.01
3
101 Oxford Realty LLP *
01-Apr-2014 To 31-Mar-2015
INR
1.00
3
102 SSPDL Green Acres LLP
103 Godrej Property Developers LLP
01-Apr-2014 To 31-Mar-2015
01-Apr-2014 To 31-Mar-2015
INR
INR
1.00
1.00
Godrej Projects Development Private Limited

Godrej Real Estate Private Limited
Godrej Realty Private Limited *
% of
shareholding
0.47
39.90
-
100%
57.10%
57.10%
0.44
0.80
(0.01)
-
57.10%
57.10%
57.10%
57.10%
57.10%
16.62
31.72
29.12%
23.29
(0.08)
(0.02)
(0.00)
44.62
(5.64)
(0.06)
(0.08)
57.10%
57.10%
57.10%
29.12%
0.26
9.55
0.65
18.46
29.12%
29.12%
26.27%
0.54
1.03
19.99%
(0.02)
(0.09)
22.84%
(0.01)
(0.01)
57.10%
22.84%
109.93
55.65
18.93
36.71
74.26%
2.37
0.03
0.03
0.01
0.02
28.26%
73.56
73.56
46.74
14.32
4.87
9.45
29.12%
(0.15)
158.74
158.74
0.70
(0.14)
0.02
(0.15)
21.70%
0.01
(0.01)
88.69
88.69
(0.01)
(0.00)
(0.00)
15.23%
7.02
-
(0.01)
29.72
0.06
29.72
0.07
0.54
-
(0.00)
(0.00)
25.12%
18.27%
*Amount less than Rs. 0.01 crore

Notes :
1
Merged with Godrej Projects Development Private Limited w.e.f. December 1, 2014.
2
Subsidiary of Godrej Projects Developments Private Limited.
3
Percentage of Holding in LLPs denotes the Share of Profits in the LLPs.
4
49% of Godrej Properties Ltd. (Subsidiary due to control over composition of Board of Directors) upto November 13, 2014.
5
51% of Godrej Properties Ltd. upto December 28, 2014.
6
Total Liabilities includes equity.
7
Turnover includes other income.
25
Part "B": Associates and Joint Ventures

Rupees in Crore
Sr.
No.
Name of Associate / Joint Venture
Latest audited Balance Sheet

Date
Shares of Associate/ Joint Venture held by the

Company on the year end
Description of how there is

significant influence
Networth attributable to
Shareholding as per
Reason why the Associate /
latest audited Balance
Joint Venture is not
Sheet
consolidated
Amount of
Investment in Extent of
Associate Holding
No. /Joint Venture %
Profit/ Loss for the year
Considered in
Consolidation
1 Geometric Ltd.
01-Apr-2014 to 31-Mar-2015
12,175,000
7.27
18.9% Godrej and Boyce Mfg. Co. Ltd Godrej and Boyce Mfg. Co.
Chairman and Managing Director Ltd stake is less than 51%
is able to exercise significant
influence
2 Godrej Efacec Automation and Robotics Ltd.

(Joint Venture)
01-Apr-2014 to 31-Mar-2015
750,000
0.75
49% There is significant influence by

virtue of joint control.
3 Godrej and Khimji (Middle East) L.L.C. -Oman 01-Jan-2014 to 31-Dec-2014

(Joint Venture)
578,200
9.47
49% There is significant influence by

virtue of joint control.
Not Considered
in Consolidation
71.91
14.06
60.32
Godrej and Boyce Mfg. Co.

Ltd stake is less than 51%
6.64
1.90
1.97
Godrej and Boyce Mfg. Co.

16.06
0.12
0.12
4 Godrej Enterprises LLP *
01-Apr-2014 to 31-Mar-2015
NA
0.00
50% Godrej and Boyce Mfg. Co. Ltd is Godrej and Boyce Mfg. Co.
holding more than 20% of share Ltd stake is less than 51%
capital
0.00
(0.00)
(0.00)
5 Future Factory LLP
01-Apr-2014 to 31-Mar-2015
NA
1.35
20% Godrej and Boyce Mfg. Co. Ltd is Godrej and Boyce Mfg. Co.
holding more than 20% of share Ltd stake is less than 51%
capital
2.12
0.54
2.14
4.67
0.04
0.09
*(Amount less than Rs. 0.01 crore)
Associates and Joint Venture of Godrej Consumer Products Ltd
1 Bhabhani Blunt Haridressing Private Limited

2 Godrej Easy IP Holdings (FZC)
Year ended March 31, 2014

-
Godrej Consumer Products Ltd

is holding more than 20% of
share capital
0.3
5546 Equity Instru-ments & Rs. 22.32 cr &

3060 Deben-tures
Rs. 12 cr
-
Godrej Consumer Products

-
For and on behalf of the Board of Directors
J. N. GODREJ
K. A. PALIA
P. D. LAM
P. K. GANDHI
P. E. FOUZDAR
Chairman &
Executive Director
Executive Director
Chief Financial
Executive Vice President
Managing Director
(Finance)
& President
Officer
(Corporate Affairs)
Mumbai, August 21, 2015
& Company Secretary
26
ANNEXURE IV TO THE DIRECTORS' REPORT

SECRETARIAL AUDIT REPORT (Form No MR 3)
For The Financial Year Ended On 31st March, 2015
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Manage
To,
The Members,
Godrej and Boyce Manufacturing Company Limited
We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good
corporate practices by Godrej and Boyce Manufacturing Company Limited (hereinafter called the Company). Secretarial
Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory
compliances and expressing our opinion thereon.
Based on our verification of the Godrej and Boyce Manufacturing Company Limiteds books, papers, minute books, forms
and returns filed and other records maintained by the Company and also the information provided by the Company, its
officers, agents and authorized representatives during the conduct of secretarial audit. We hereby report that in our
opinion, the Company has, during the audit period covering the financial year ended on 31st March, 2015 complied with
the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliancemechanism in place to the extent, in the manner and subject to the reporting made hereinafter:
We have examined the books, papers, minute books, forms and returns filed and other records maintained by Godrej and
Boyce Manufacturing Company Limited for the financial year ended on 31st March, 2015 according to the provisions of:
(i) The Companies Act, 2013 (the Act) and the rules made there under;
(ii) The Securities Contracts (Regulation) Act, 1956 (SCRA) and the rules made there under;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed there under; - Not applicable as the Company's
shares are in physical form.
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of Foreign
Direct Investment, Overseas Direct Investment and External Commercial Borrowings;
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (SEBI
Act):- the Company is an unlisted public company and hence compliance limited to the extent applicable in respect of the
Companys holdings in listed public companies
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992;
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;
(d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme)
Guidelines, 1999;
(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993
regarding the Companies Act and dealing with client;
(vi) The following laws are specifically applicable to the company as per the representation given by the company: 1. Public Liability Insurance Act, 1991
2. Standards of Weights and Measures Act,1976
3. The Micro, Small and Medium Enterprises Development (MSMED) Act, 2006
4. The Energy Conservation Act, 2001
5. Building & Other Construction Workers Welfare Cess Act, 1996 Child Labour (Prohibition & Regulation.) Act,1986
6. Building & Other Construction Workers(Regulation of Employment &Conditions of Service) Act, 1996
7. Industrial Employment (Standing Orders)Act, 1946
8. Inter-State Migrant Workmen Regulation of Employment and Conditions of Service Act, 1979
27
9.
10.
11.
12.
13.
14.
15.
16.
The Petroleum Act, 1934

The Explosives Act, 1884
Manufacture, Storage and Import of Hazardous Chemical Rules, 1989
Bio-Medical Waste (Management and Handling) Rules, 1998 / 2003
Forest Conservation Act, 1981 & Rules 2003
Maharashtra Acquisition of Private Forests Act, 1975
Maharashtra Felling of Trees (Regulation) Act, 1964
The Gujarat SEZ Act, 2004 - Dahej
We have also examined compliance with the applicable clauses of the following:
(i) Secretarial Standards issued by The Institute of Company Secretaries of India: -NOT APPLICABLE.
(ii) The Listing Agreements entered into by the Company with Bombay Stock Exchange & National Stock Exchange: - NOT
APPLICABLE
During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines,
Standards, etc. mentioned above.
We further report that
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive
Directors and Independent Directors. The changes in the nature of appointment of Independent Directors and Managing
Director in terms in the composition of the Board of Directors that took place during the period under review were carried
out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent
at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the
agenda items before the meeting and for meaningful participation at the meeting.
All the decisions were taken unanimously in the meetings of the Board.
The Company has spent an amount towards Corporate Social Responsibility which is less than the amount required under
Section 135 of the Companies Act, 2013 as pointed out by the statutory auditors. Further, the statutory auditors have also
mentioned about the fraud committed by C & F agent of the Company and filing of winding up petition, in their report.
We further report that there are adequate systems and processes in the Company commensurate with the size and
operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
We further report that during the audit period the company has :
i. passed a special resolution under Section 186 to invest up to Rs. 250 Crores in the securities of Godrej Consumer
Products Ltd.
ii. passed a special resolution under Section 180 to borrow up to Rs. 4,000 Crores over and above the paid-up capital
and free reserves of the Company and special resolution under Section 180 (1)(a) to create charge on properties of the
Company up to Rs. 5,000 Crores.
iii. accepted Deposits from public.
iv. passed a special resolution seeking shareholders approval for Private Placement of NCDs.
v. made investment of $ 01 million in Proboscis LLC (USA).
vi. amalgamation of G & B Enterprises (Mauritius) Private Limited with the Company.
For A. N. Ramani & Co.,
Company Secretaries
Unique code - P2003MH000900
Place:- Thane
Date:- 19th August, 2015
28
Note: This report is to be read with our letter of even date which is annexed as Annexure A and forms an integral part of
this report.
Annexure A
To,
The Members
Our report of even date is to be read along with this letter.
1. Maintenance of Statutory and other secretarial records is the responsibility of the management of the company.
Our responsibility is to express an opinion on the secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurances
about the correctness of the contents of the records. The verification was done on test basis to ensure that
correct facts are reflected in records. We believe that the processes & practices, we followed provide a reasonable
basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and books of Accounts of the
Company. We have relied on the report of the statutory auditor in respect of the same and the other matters dealt
with in their
report aswe
perhave
the guidance
themanagement
Institute of Company
Secretaries
of India.
4. Wherever
required,
obtainedofthe
representation
about
the compliance of laws, rules and
regulations and happening of events, etc.
5. Company was following system of obtaining reports from various departments to ensure compliance with applicable
lawsof
and
now is in theelectronic
process system for compliance management to monitor and ensure compliance with applicable
implementing
laws, rules, regulations and guidelines.
6. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the
responsibility of the management.
Our examination was limited to the verification of procedures on test basis.
7. The Secretarial Audit Report is neither an assurance as to the future viability of the company nor of
the efficacy or effectiveness with which the management has conducted the affairs of the company.
For A. N. Ramani & Co.,
Company Secretaries
Unique Identification code - P2003MH000900
Place:- Thane
Date:- 19th August, 2015
Ashok N. Ramani
Partner
FCS 6808, COP - 5342
29
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF

REPORT ON THE STANDALONE FINANCIAL STATEMENTS
We
have
audited
the
accompanying
standalone
financial
statements
of
Godrej
&
Boyce
Manufacturing Company Limited ("the Company"),which comprise the Balance Sheet as at March 31, 2015, the
Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of significant accounting
policies and other explanatory information.
Management's Responsibility for the Standalone Financial Statements
The Companys Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (the Act) with
respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial
performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the
Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This
responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding
the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate
accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance
of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these standalone financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be
included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards
require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control
relevant to the Companys preparation of the financial statements that give a true and fair view in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an
adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also
includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by
the Company's Directors and, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
the standalone financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone
financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity
with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2015, and its
profit and its cash flows for the year ended on that date.
Emphasis of Matter
We draw attention to the following matter in the Notes to the financial statements:
Note 12(g) to the financial statements regarding higher depreciation charge for the year. Consequent to the enactment of the
Act, and its applicability for accounting periods commencing from April 1, 2014, during the current year, the Company has
reassessed the remaining useful life of fixed assets in accordance with the provisions prescribed under Schedule II to the Act. In
case of assets which have completed their useful life, the carrying value (net of residual value) as at the beginning of the year
amounting to Rs.23.31 crore has been charged to the Statement of Profit and Loss, and in case of the other assets the carrying
value (net of residual value) is being depreciated over the revised remaining useful life. For assets having a revised remaining
useful life as per the Act, additional depreciation charge for the year amounts to Rs. 40.14 crore.
Our opinion is not modified in respect of this matter.
30
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1.
As required by the Companies (Auditors Report) Order, 2015 ("the Order") issued by the Central Government of India
in terms of Sub-section 11 of Section 143 of the Act, we give in the Annexure a statement on the matters specified in paragraphs
3 and 4 of the Order.
2.
The Company was required to spend an amount of Rs. 5.45 crore being 2% of the average net profits of the three immediately
preceding financial years on Corporate Social Responsibility (CSR) activities, as per the provisions of section 135 of the Companies
Act, 2013. However, the Company's actual expenditure on CSR activities during the year amounted to Rs.5.11 crore.
3.
As required by Section 143(3) of the Act, we report that:
(a) we have sought and obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purposes of our audit.
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from
our examination of those books and proper returns adequate for the purposes of our audit have been received from
the branches not visited by us.
(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in
agreement with the books of account and with the returns received from the branches not visited by us.
(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under
Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the directors as on March 31, 2015 taken on record by the
Board of Directors, none of the directors is disqualified as on March 31, 2015 from being appointed as a director in terms
of Section 164 (2) of the Act.
(f) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations
given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer
Note 21 (d) to (g) to the financial statements.
ii. The Company has made provision, as required under the applicable law or accounting standard, for material
foreseeable losses, if any, on long-term contracts including derivative contracts.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection
Fund by the Company.
For KALYANIWALLA & MISTRY

CHARTERED ACCOUNTANTS
Firm Registration Number 104607W
ERMIN K. IRANI
PARTNER
Membership Number: 35646
Mumbai, April 24, 2015
31
ANNEXURE TO THE INDEPENDENT AUDITOR'S REPORT REFERRED TO IN PARAGRAPH 1

UNDER THE HEADING 'REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS'
OF OUR REPORT OF EVEN DATE ON THE STANDALONE FINANCIAL STATEMENTS
OF THE COMPANY FOR THE YEAR ENDED MARCH 31, 2015.
(i)
(ii)
(iii)
(iv)
(v)
(vi)
(vii)
(a) The Company has maintained proper records showing full particulars, including quantitative details and
situation of fixed assets, other than furniture, fixture and equipment. In case of furniture, fixture and
equipment acquired/ purchased after April 1, 1978, the records are maintained showing aggregate
quantitative details with their situation and value, without item-wise break-up.
(b) As explained to us, the fixed assets (other than furniture, fixture and office equipment) have been physically
verified by the Management in accordance with a phased programme of verification, which in our opinion,
is reasonable, considering the size of the Company and the nature of its business. The discrepancies
reported on such verification were not material and have been properly dealt with in the books of account.
(a) The Management has conducted physical verification of inventory at reasonable intervals.
(b) In our opinion, the procedures for the physical verification of inventory followed by the Management are
reasonable and adequate in relation to the size of the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory. The discrepancies noticed on physical verification
of inventory as compared to book records were not material in relation to the operations of the Company
and the same have been properly dealt with in the books of account.
The Company has not granted any loans, secured or unsecured, to companies, firms or other parties covered
in the register maintained under section 189 of the Act, except for the loans aggregating to Rs.26.01 crore
granted to three wholly-owned subsidiaries on March 31, 2015. Accordingly, the question of receipt of
principal and interest and recovery of overdues does not arise.
In our opinion and according to the information and explanations given to us, there is an adequate internal
control system commensurate with the size of the Comapany and the nature of its business for purchase of
inventory and fixed assets and for the sale of goods and services. In our opinion and according to the
information and explanations given to us, there is no continuing failure to correct major weaknesses in
internal control system.
In our opinion, and according to the information and explanations given to us, the Company has complied with
the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other relevant
provisions of the Act and the rules framed thereunder, with regard to deposits accepted from the public.
We have broadly reviewed the books of account maintained by the Company in respect of the manufacture of
the products where, pursuant to the Rules made by the Central Government of India, the maintenance of cost
records has been prescribed under sub-section (1) of section 148 of the Act, and are of the opinion that,
prima facie, the prescribed accounts and records have generally been made and maintained. We have not,
however, made a detailed examination of the records with a view to determine whether they are accurate or
complete.
(a) According to the information and explanations given to us and on the basis of our examination of the
books of account and records, the Company has been generally regular in depositing undisputed statutory
dues including provident fund, employees state insurance, income-tax, sales tax, wealth-tax, service tax,
duty of customs, duty of excise, value added tax, cess and any other statutory dues with the appropriate
authorities. According to the information and explanations given to us, no undisputed amounts payable in
respect of the above were in arrears, as at March 31, 2015 for a period of more than six months from
the date on which they became payable.
(b) According to the information and explanations given to us, and the records of the Company, the details of
aforesaid statutory dues as at March 31, 2015 which have not been deposited with the appropriate
authorities on account of any dispute, are given below:
Nature of the Statute
Nature of Dues
Period to which the

amount relates
Amount
(Rs. in crore)
Forum where the dispute is pending
Central Excise Act, 1944
Excise Duty
42.11
Various years from

1987 to 2015
Appellate Authority Commissioner /

Tribunal/ High Court
Finance Act, 1994
Service Tax
19.89
Various years from

2003 to 2015
Appellate Authority Commissioner / Tribunal
Central Sales Tax Act, 1956, and State Sales

Sales Tax / VAT
Tax / VAT Acts
24.48
Various years from

1976 to 2015
Appellate / Revisional Authority upto

Commissioner/ Tribunal/ High Court
The Mumbai Municipal Corporation Act, 1888 Property Tax
10.38
Various years upto

March 31, 2015
High Court/Small Causes Court/Municipal

Corporation of Greater Mumbai.
Income-tax Act, 1961
15.56
Year ended March 31,

Commissioner of Income Tax (Appeals)
2012
Income-tax
The West Bengal Tax on Entry of Goods into

Entry tax
Local Areas Act, 2012
7.40
32

High Court
2015
(c) According to the information and explanations given to us and on the basis of our examination of books
of account and records, the amount required to be transferred to Investor Education and Protection Fund
in accordance with the relevant provisions of the Companies Act, 1956 and rules made thereunder has
been transferred by the Company to such fund within time.
(viii) The Company has no accumulated losses at the end of the financial year, and has not incurred any cash
losses in the current financial year or in the immediately preceding financial year.
(ix) According to the information and explanations given to us and based on the documents and records produced
to us, the Company has not defaulted in repayment of dues to a financial institution or bank. The Company has
not issued any debentures; accordingly, the question of having any dues to debenture holders does not arise.
(x)
According to the information and explanations given to us, the Company has given guarantees for loans taken
by a subsidiary and an associate from banks. The terms and conditions of the guarantees given are not
prejudicial to the interest of the Company.
(xi) According to the information and explanations given to us, the term loans have been applied for the purposes
for which they were obtained.
(xii) During the course of our examination of the books of account and records of the Company, carried out in
accordance with the generally accepted auditing practices in India, and according to the information and
explanation given and representations made by the Management, no major fraud on or by the Company, has
been noticed or reported during the year, except for the fraud / irregularities observed by the Company
with respect to excess payments made to C&F agent for manpower supplies, against inflated invoices of
Rs.1.43 crore (net of Rs. 1.40 crore recovered/on hold), an FIR has been lodged by the Company against
C&F agent; alleging fraud, the C&F agent, has initiated criminal proceedings against two employees of the
Company, and has also issued a winding up notice to the Company. The Company has taken appropriate
action in both the matters, which are sub judice.
ERMIN K. IRANI
PARTNER
33

BALANCE SHEET AS AT 31st MARCH, 2015
Note
EQUITY AND LIABILITIES
(1) SHAREHOLDERS' FUNDS
(a) Share Capital
(b) Reserves and Surplus
2
3
(2) NON-CURRENT LIABILITIES

(a) Long-term Borrowings
(b) Deferred Tax Liabilities (Net)
(c) Other Long-term Liabilities
(d) Long-term Provisions
As at
31/03/2015
6.63
3,371.51
4
5
6
7
(3) CURRENT LIABILITIES

(a) Short-term Borrowings
(b) Trade Payables
(c) Other Current Liabilities
(d) Short-term Provisions
8
9
10
11
ASSETS
(1) NON-CURRENT ASSETS
(a) Fixed Assets
(i) Tangible Assets
(ii) Intangible Assets
(iii) Capital Work-in-progress
3,378.14
6.63
2,846.85
2,853.48
701.91
495.10
51.94
141.68
41.82
730.54
4,095.94
8,175.99
714.27
780.04
1,640.33
149.36
3,284.00
6,868.02
3,473.72
1,337.96
9.35
282.21
1,629.52
610.07
128.85
641.07
3,009.51
4,702.27
8,175.99
1,456.33
1,988.88
39.10
166.61
207.59
3,858.51
6,868.02
365.34
73.94
210.69
51.94
1,426.80
828.41
1,686.90
153.83
Total
(Rupees in crore)
As at
31/03/2014
12
(b) Non-current Investments

(c) Long-term Loans and Advances
(d) Other Non-current Assets
13
14
15
(2) CURRENT ASSETS

(a) Inventories
(b) Trade Receivables
(c) Cash and Bank Balances
(d) Short-term Loans and Advances
(e) Other Current Assets
16
17
18
19
20
1,608.15
6.93
162.29
1,777.37
1,026.91
111.89
557.55
1,982.73
2,263.80
55.45
211.40
188.89
Total
Statement of Significant Accounting Policies and
Notes to the Financial Statements
1-46
The accompanying notes are an integral part of the financial statements
As per our Report of even date
ERMIN K. IRANI
PARTNER
J. N. GODREJ
Chairman &
Managing Director
K. A. PALIA
P. D. LAM
P. K. GANDHI
P. E. FOUZDAR
Executive Director
(Finance)
Executive Director
& President
Chief Financial
Officer

(Corporate Affairs)
& Company Secretary
34

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31st MARCH, 2015
Note
I.
REVENUE
(1) Sale of Products and Services (gross)
(2) Less: Excise Duty
(3) NET SALES (Products and Services)
(4) Other Operating Revenue
(5) REVENUE FROM OPERATIONS (net)
(6) Other Income
22
23
Current Year
8,604.43
495.75
8,108.68
160.71
8,269.39
162.60
TOTAL REVENUE
II.
III.
8,431.99
EXPENSES
(1) Cost of Materials consumed
(2) Purchases of Stock-in-Trade
(3) Changes in Inventories of Finished Goods, Work-in-Process
and Stock-in-Trade
(4) Employee Benefits Expense
(5) Property Development and Construction Expenses
(Commercial Projects)
(6) Less: Expenditure transferred to Capital Accounts
(7) Interest and Finance Costs
(8) Depreciation and Amortization Expense
(9) Other Expenses
TOTAL EXPENSES
24
25
3,269.22
2,005.00
26
27
(204.71)
982.93
17.32
846.68
28
112.77
(42.23)
145.54
165.90
1,743.63
135.29
(49.13)
114.84
83.38
1,503.79
7,213.70
29
12
30
8,178.05
IV. EXCEPTIONAL ITEMS

(1) Profit on Sale of Immovable Property (including
Transferable Development Rights)
(2) Profit on Sale of Non-current Investments
PROFIT BEFORE TAX
VI
TAX EXPENSE
(1) Current tax
(2) Minimum Alternate Tax credit entitlement
(3) Prior years' tax adjustments
(4) Deferred tax charge/(credit)
363.55
313.21
1.62
83.32
84.94
567.15
448.49
55.41
511.74
94.25
16.06
(14.24)
96.07
352.42
88.00
(59.00)
4.41
22.00
VII PROFIT FOR THE YEAR
IX
253.94
5.36
307.85
VIII EARNINGS PER EQUITY SHARE

Basic and Diluted Earnings per Equity Share of Rs. 100 each
7,773.06
449.97
7,323.09
140.78
7,463.87
113.38
7,577.25
2,795.68
1,765.85
PROFIT BEFORE EXCEPTIONAL ITEMS AND TAX
V.
(Rupees in crore)
Previous Year
36
Rs. 7,720
Rs. 5,316

1-46
ERMIN K. IRANI
PARTNER
J. N. GODREJ
Chairman &
Managing Director
K. A. PALIA
P. D. LAM
P. K. GANDHI
P. E. FOUZDAR
Executive Director
(Finance)
Executive Director
& President
Chief Financial
Officer

(Corporate Affairs)
& Company Secretary
35

CASH FLOW STATEMENT FOR THE YEAR ENDED 31st MARCH, 2015
Current Year
A.
CASH FLOWS FROM OPERATING ACTIVITIES

PROFIT BEFORE TAX
ADJUSTMENTS FOR:
Depreciation and Amortization Expense
Provisions for Doubtful Debts/Advances/Deposits
Profit on Sale of Investments (Net): Current
Profit on Sale of Investments (Net): Non-current
(Profit)/Loss on Sale of Fixed Assets (Net): Immovable Property
Profit on Sale/Assignment of Fixed Assets (Net): Other Fixed Assets
Unrealized Foreign Currency (Gain)/Loss
Interest Income
Dividend Income
Finance Costs
OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES
MOVEMENT IN CURRENT ASSETS AND LIABILITIES:
Inventories
Trade and other Receivables
Trade and other Payables
CASH GENERATED FROM/(USED IN) OPERATIONS
Direct Taxes paid
NET CASH FROM/(USED IN) OPERATING ACTIVITIES
B.
C.
D.
(Rupees in crore)
Previous Year
CASH FLOWS FROM INVESTING ACTIVITIES

Fixed Assets acquired
Sale of Immovable Property
Sale of other Fixed Assets
(Purchase) / Sale of Current Investments (net)
Sale of Investments in Subsidiaries
Investment in Subsidiaries and Associates
Net decrease in bank deposits (having original maturities of less than 3 months)
Net increase in bank deposits (having original maturities of more than 3 months)
Proceeds (residual bank balance) received from a wholly-owned subsidiary
on its amalgamation with the Company
Interest Income
Dividend Income
NET CASH FROM/(USED IN) INVESTING ACTIVITIES
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase/(decrease) in short-term Bank Borrowings
Other Borrowings: Fresh Loans and Deposits taken
Loans and Deposits repaid
Interest paid
Dividend paid, including Dividend Distribution Tax
NET CASH FROM/(USED) IN FINANCING ACTIVITIES
567.15
448.49
165.90
(46.60)
(0.33)
(307.85)
(5.36)
(0.54)
(1.28)
(11.77)
(103.05)
145.54
401.81
83.38
76.24
(4.05)
(83.32)
(1.62)
(3.64)
(1.37)
(8.14)
(97.48)
114.84
523.33
(308.48)
(43.04)
162.44
212.73
(118.25)
94.48
2.06
(424.08)
66.11
167.42
(89.84)
77.58
(315.59)
5.36
2.39
0.33
315.61
(399.83)
0.59
(15.86)
(266.30)
2.17
9.34
6.55
86.08
(129.75)
(0.59)
(3.37)
1.85
11.77
103.05
(290.33)
8.10
97.48
(190.29)
115.53
2,205.50
(1,753.40)
(142.24)
(228.45)
196.94
89.15
1,450.32
(1,138.18)
(114.59)
(172.80)
113.90
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C)
1.09
1.19
Cash and Cash Equivalents at the beginning of the year

Cash and Cash Equivalents at the end of the year
Add: Other Bank Balances (not considered as cash and cash equivalents):
Fixed Deposits with Banks
Other Earmarked Accounts
CLOSING CASH AND BANK BALANCES (NOTE 18)
3.88
4.97
2.69
3.88
49.00
1.48
55.45
34.00
1.22
39.10
1.92
3.05
1.43
2.45
COMPONENTS OF CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR

Cash in hand
Balances with Banks in Current Accounts
36
NOTES:
1. The Cash Flow Statement has been prepared under the "Indirect Method" as set out in the Accounting Standard 3 (AS-3) on
"Cash Flow Statements," and presents cash flows by operating, investing and financing activities.
2. Figures for the previous year have been regrouped/restated wherever necessary to conform to this year's classification.
3. Figures in brackets are outflows/deductions.
4. Cash and cash equivalents for the purposes of this Statement comprise of cash in hand, cash at bank and fixed deposits with
maturity of three months or less.

ERMIN K. IRANI
PARTNER
J. N. GODREJ
Chairman &
Managing Director
K. A. PALIA
P. D. LAM
P. K. GANDHI
P. E. FOUZDAR
Executive Director
(Finance)
Executive Director
& President
Chief Financial
Officer

(Corporate Affairs)
& Company Secretary
37
NOTES TO THE FINANCIAL STATEMENTS

1.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

(a) ACCOUNTING CONVENTIONS:
The financial statements are prepared under the historical cost convention and on the going concern basis, with
revenues recognised and expenses accounted on their accrual in accordance with the generally accepted accounting
principles, and are in compliance with the applicable Accounting Standards prescribed by the Central Government
under section 133 and other relevant provisions of the Companies Act, 2013. read with
The financial statements are presented in Rupees in crore (ten million). Figures below Rs.50,000 are disclosed by '*'.
Where changes in presentation are made, comparative figures for the previous year are restated/regrouped accordingly.
(b) USE OF ESTIMATES:
The presentation of financial statements in conformity with the generally accepted accounting principles requires
estimates and assumptions to be made that affect the reported amount of assets and liabilities, revenues and
expenses, and disclosure of contingent liabilities. Difference between the actual results and estimates are
recognised in the period in which the results materialise/are known.
(c) FIXED ASSETS AND DEPRECIATION/AMORTISATION:
The Gross Block of fixed assets is shown at the original cost of acquisition or construction including taxes and
duties (net of tax credits as applicable), interest on borrowings upto the period of time the asset is put to use, and
other incidental expenses related to acquisition and installation of the concerned assets; capital grants relating to
specific fixed assets are reduced from the gross value of the respective assets.
Transferable Development Rights (TDRs) obtained by the Company in respect of its freehold lands situated at
Mumbai, are carried at cost by adjustments in the corresponding cost (book value) of lands, and are shown under
Freehold Land.
Internally manufactured assets are capitalised at estimated cost consisting of direct material and direct labour
costs, plus appropriate factory overheads.
The Company followed the Straight Line Method for charging depreciation generally on all items of Fixed Assets, on
the basis and at the rates specified in Schedule XIV to the Companies Act, 1956, upto the financial year ended
31st March, 2014. Consequent to the enactment of the Companies Act 2013, (the Act) and its applicability for
accounting periods commencing from 1st April, 2014, during the current year, the Company has reassessed the
remaining useful life of fixed assets in accordance with the provisions prescribed under Schedule II to the Act.
In case of assets which have completed their useful life, the carrying value (net of residual value) as at
1st April, 2014 has been charged to the Statement of Profit and Loss, and in case of other assets the carrying value
(net of residual value) is being depreciated over the revised remaining useful life as per the Act.
During the current year, the Company has followed the Straight Line method for charging depreciation on all items of Fixed
Assets, at the rates specified in Schedule II to the Act; these rates are considered as the minimum
rates. If managements estimate of the useful life of the fixed asset is shorter than that envisaged in Schedule II,
depreciation is provided at a higher rate based on managements estimate of the useful life. Accordingly, in respect
of the commercial construction projects, on some items of equipment at the project sites, depreciation is provided
at a higher rate based on useful life of the assets estimated at 5 years, compared to 15 years specified in Schedule II.
In respect of additions to/deductions from the assets, the depreciation on such assets is calculated on a pro
rata basis from/upto the month of such addition/deduction. Assets costing less than Rs. 5,000 are fully depreciated
in the year of purchase/acquisition. Leasehold Land and Buildings are amortised over the period of the lease.
The cost of fixed assets not ready for their intended use at the balance sheet date is disclosed under capital
work-in-progress.
Intangible assets comprising of Technical Know-how and Trade Marks are amortised on straight-line basis at
the rate of 16.67%; capitalised Computer Software costs relating to the ERP system, are amortised on straight
line basis at the rate of 20%.
Profit or loss on sale, transfer or disposal of fixed assets is recognised in the year of such sale, transfer or disposal.
Repairs, renewals, renovations and maintenance are charged to the Statement of Profit and Loss as incurred.
An impairment loss is recognised wherever the carrying value of the fixed assets of a cash-generating unit exceeds
its market value or value in use, whichever is higher.
In respect of the Property Development Activity, consisting of construction projects promoted/developed on the
Companys lands, the fair value of land/Transferable Development Rights (TDRs) forming part of the projects is
transferred from Fixed Assets to Construction Work-in-Progress. The difference between the fair value of land/TDRs
forming part of the projects and the cost (book value) of land/TDRs, pending completion of the projects, is credited to
Construction Projects Reserve.
(d) FOREIGN CURRENCY TRANSACTIONS:
Foreign currency transactions are accounted for at exchange rates prevailing at the date of the transaction. Gains or
losses, resulting from the settlement (actual realisation/payment) of such transactions and from the translation of
monetary current assets and monetary liabilities denominated in foreign currencies into rupees at the year-end
exchange rates, are recognised in the Statement of Profit and Loss. Non-monetary items like fixed assets,
inventories and investments in equity shares, which are carried in terms of historical cost denominated in a
38
foreign currency, are reported using the exchange rate at the date of the transaction.
The Companys forward exchange contracts are not held for trading or speculation; the discount or premium arising
from the difference between the forward rate and the spot rate at the inception of such a contract is amortised as
income or expense over the period of the contract. Any profit or loss arising on the cancellation or renewal of
forward contracts is recognised in the Statement of Profit and Loss. The effect of these forward contracts outstanding
(e) INVESTMENTS:
Non-current (Long-term) Investments are stated at cost (unless otherwise stated); however, for any diminution other than temporary
in the value of investments, the book value is reduced to recognise the decline. In cases where long-term investments
are carried at their book values, which are higher than their fair values, the diminution in the value of such investments
is considered to be of a temporary nature, in view of ther Company's long-term financial involvement in such investee
companies. No provision is, therefore, considered necessary in the accounts for diminution in the value of such
investments.
Readily realisable investments intended to be held for less than one year are classified as Current Investments, and
are carried at the lower of their costs and fair values.
(f) INVENTORIES:
Trade Inventories:
Raw Materials, Loose Tools, Stores, Spares, etc. are valued at lower of weighted average cost and estimated net
realisable value.
Work-in-Process (other than Construction Projects) is valued at lower of estimated cost (consisting of direct
material and direct labour costs plus appropriate factory overheads) and estimated net realisable value.
Finished Goods are valued at lower of average cost and estimated net realisable value; cost includes purchase,
conversion, appropriate factory overheads, any taxes or duties and other costs incurred for bringing the
inventories to their present location and condition. Spares and Components for after-sales service are valued at
lower of average cost and estimated net realisable value.
Obsolete and damaged inventories, and other anticipated losses are adequately provided for, wherever
considered necessary.
Construction Projects:
In respect of the commercial construction projects promoted/developed on the Companys lands, Construction
Work-in-Progress is valued at estimated cost consisting of the fair value of land (forming part of the project),
development, construction and other related costs.
(g) INVESTMENT SUBSIDY:
Investment Subsidy under the Central/State investment incentive scheme is credited to Investment Subsidy Reserve
and treated as a part of shareholders funds.
(h) REVENUE RECOGNITION:
Sales comprise sale of goods and services to external customers and are accounted inclusive of excise duty but net
of sales tax, returns, discounts, rebates and allowances. Revenue from sale of products is recognized when risk of
loss, title and insurable risk have transferred to the customer, which in most cases, coincides with delivery of
products and rendering of related services. Revenue from service transactions is recognised as per agreements/
arrangements with the customer when the related services are rendered/provided.
Revenues arising out of the Companys Property Development Activity are recognised and shown under Sales, by
reference to the stage of completion under the percentage of completion method.
Revenue from fixed-price construction contracts is recognised under the percentage of completion method.
Export entitlements are recognised in the Statement of Profit and Loss when the right to receive credit as per the terms
of the entitlement is established in respect of the exports made.
(i) LEASES (WHERE THE COMPANY IS THE LESSOR):
In its Estate Leasing operations, the assets subject to operating leases are included in fixed assets. Lease income is
recognised in the Statement of Profit and Loss on a straight-line basis over the lease term. Costs, including depreciation,
are recognized as an expense in the Statement of Profit and Loss. Initial direct costs such as legal costs, brokerage
costs, etc. are recognised immediately in the Statement of Profit and Loss.
(j) RESEARCH AND DEVELOPMENT EXPENSES:
Revenue expenditure pertaining to research and development is charged to Statement of Profit and Loss under the
natural head of expense. Capital expenditure on research and development is shown as addition to Fixed Assets, and
depreciation is provided on such assets as applicable.
(k) EMPLOYEE BENEFITS:
(i) Short-term Employee Benefits: (payable wholly within twelve months of rendering the service)
Short-term benefits such as salaries, wages, etc., are determined on an undiscounted basis and recognized in the
period in which the employee renders the related service.
(ii) Post-employment Benefits:
Defined Contribution Plans: The Companys contributions paid/payable to Managerial Superannuation Fund,
Employees State Insurance Scheme, Employees Pension Schemes, 1995 and other funds, are determined under
the relevant approved schemes and/or statutes, and are recognised as expense in the Statement of Profit and Loss
during the period in which the employee renders the related service. There are no further obligations other than
the contributions payable to the approved trusts/appropriate authorities.
39
Defined Benefit Plans: The Companys Provident Fund and Gratuity are defined benefit plans. The Companys
liability for the defined benefit schemes is actuarially determined by an independent actuary based on the
projected unit credit method. The Companys net obligation in respect of such plans is calculated by estimating the
amount of future benefit that employees have earned in return for their services in the current and prior periods;
that benefit is discounted to determine its present value, and the fair value of the plan asset is deducted. Actuarial
gains and losses are recognized immediately in the Statement of Profit and Loss.
However, the Rules of the Company's Provident Fund (PF) administered by an approved Trust, require that if the Board of
Trustees is unable to pay interest at the rate declared for the Employees Provident Fund by the Government under
para 60 of the Employees Provident Fund Scheme, 1952, for the reason that the return on investment is less or for
any other reason, then the deficiency shall be made good by the Company.
Other Employee Benefits include leave encashment/long-term compensated absences schemes.
(l) PRODUCT WARRANTY EXPENSES UNDER FREE SERVICE WARRANTY OBLIGATIONS:
In respect of products sold by the Company, which carry a specified warranty, future costs that will be incurred by
the Company in carrying out its contractual warranty obligations are estimated and accounted for on accrual basis.
(m) EXCISE DUTY:
Excise Duty paid on goods manufactured by the Company is accounted for at the time of despatch of goods from the
factories.
Excise Duty payable on goods manufactured is accrued for stocks held in factories at the year-end. Excise Duty paid/
payable on goods manufactured by the Company and remaining in stock, is included in the value of Finished Goods.
Excise Duty related to the difference between the closing stock and opening stock of Finished Goods is recognized
separately in the Statement of Profit and Loss in the note on Increase/Decrease in Finished Goods, Work-in-Process
and Stock-in-Trade.
(n) BORROWING COSTS:
Borrowing costs which are attributable to the acquisition, construction or production of an asset that necessarily
takes substantial period of time to get ready for its intended use, upto the time the said asset is put to use, are
capitalised as part of the cost of that asset. Other borrowing costs are recognised as an expense in the period in
which they are incurred.
(o) TAXES ON INCOME:
Current tax is the amount of tax payable for the year, determined under the provisions of the tax laws. Deferred
tax is recognised, subject to the consideration of prudence, on timing differences, being the difference between taxable
income and accounting income that originate in one period and are capable of reversal in one or more subsequent
periods. Deferred Tax assets are not recognised on unabsorbed depreciation and carry forward of losses unless
there is virtual certainty that sufficient future taxable income will be available against which such deferred tax
assets can be realised. The carrying amount of Deferred tax assets/liabilities are reviewed at each balance sheet
date. The tax effect is calculated on the accumulated timing difference at the year-end, based on the tax rates and
laws enacted or substantially enacted on the balance sheet date.
Minimum Alternate Tax (MAT) Credit Entitlement is recognised as an asset only when and to the extent there is
convincing evidence that the Company will pay normal income tax during the specified period in which such credit
can be carried forward for set-off. The carrying amount of MAT Credit Entitlement is reviewed at each balance sheet date.
(p) PROPOSED DIVIDEND:
Proposed Dividend, if any, subject to shareholders approval at the Annual General Meeting, is provided in the books.
(q) PROVISIONS AND CONTINGENT LIABILITIES:
A provision is recognised only when there is a present obligation as a result of a past event that probably requires
an outflow of resources to settle the obligation and in respect of which a reliable estimate can be made. Provision is
not discounted to its present value and is determined based on the best estimate required to settle the obligation at
the balance sheet date. A disclosure for a contingent liability is made when there is a possible obligation or a
present obligation that may, but probably will not, require an outflow of resources. When there is a possible
obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision or
disclosure is made.
Provisions and Contingent Liabilities are reviewed at each balance sheet date.
(r) EARNINGS PER SHARE:
Basic and diluted earnings per share are computed by dividing the net profit after taxes attributable to equity
shareholders for the year, with the weighted number of equity shares outstanding during the year.
40
2.
SHARE CAPITAL
(a) Authorised:
(i) 1,100,000 Equity Shares of Rs. 100 each
(ii) 900,000 Cumulative Redeemable Preference Shares of Rs. 100 each
(b) Issued, Subscribed and Paid Up:
662,910 Equity Shares of Rs. 100 each fully paid up
(1) The Company does not have any holding company.
(2) Details of equity shareholders holding more than 5% shares in the Company are given below:
As at 31/03/2015
Number
% holding
As at
31/03/2015
11.00
9.00
20.00
(Rupees in crore)
As at
31/03/2014
11.00
9.00
20.00
6.63
6.63
As at 31/03/2014
Number
% holding
(i) Godrej Investments Private Limited - an investing

associate
177,432
26.77%
177,432
(ii) Trustees, Pirojsha Godrej Foundation - a public
charitable trust
157,500
23.76%
157,500
(iii) Mr. R.K. Naoroji
65,594
9.89%
65,594
(iv) Mr. N.B. Godrej
65,593
9.89%
65,593
(v) Ms. S.V. Crishna
35,333
5.33%
35,333
(3) There has been no movement in the number of shares outstanding at the beginning and at the end of the reporting
period, as well as the comparative previous period.
(4) Terms/rights attached to equity shares: The Company has only one class of equity shares having a par value of
Rs.100 per share. Each holder of equity shares is entitled to one vote per share. Accordingly, all equity shares rank
equally with regard to dividends and share in the Company's residual assets. 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 the residual assets of the
Company, remaining after distribution of all preferential amounts, in proportion to the number of equity shares held.
3.
As at
31/03/2015
RESERVES AND SURPLUS

(a) Capital Reserve
(i) As per last Balance Sheet
(ii) Add: Value of residual assets transferred during the year by a step-down subsidiary
G&B Enterprises (Mauritius) Private Ltd., on its amalgamation with the
Company. [Note 38(a)]
26.77%
23.76%
9.89%
9.89%
5.33%
(Rupees in crore)
As at
31/03/2014
26.62
(b) Investment Subsidy Reserve

As per last Balance Sheet
0.69
0.69
(c) Securities Premium Reserve

As per last Balance Sheet
20.08
20.08
146.37
146.37
217.92
364.29
146.37
582.00
52.00
634.00
546.00
36.00
582.00
(d) Construction Projects Reserve [Note 12(a)]

(ii) Add: Excess of the fair value of Freehold Land (forming part of the commercial
projects and transferred to Construction Work-in-Progress) over the book value of
Land, credited to the Reserve pending completion of the projects
(e) General Reserve
(ii) Add: Transfer from Surplus in the Statement of Profit and Loss
41
As at
31/03/2015
(f) Surplus-balance in the Statement of Profit and Loss
(ii) Add: Profit for the Year as per Statement of Profit and Loss
2,097.71
511.74
2,609.45
(iii) Less: Appropriations

(1) Transfer to General Reserve
(2) First Interim Equity Dividend
[ Rs. 700 per share (previous year: Rs. 700 per share)]
(3) Second Interim Equity Dividend
[ Rs. 700 per share (previous year: Rs. Nil)]
(4) Proposed Final Equity Dividend for the year
[Rs. 1,600 per share (previous year: Rs. 1,600 per share)]
(5) Dividend Distribution Tax (net of credit for DDT on Dividend
received from subsidiaries)
Total Appropriations
Balance at the end of the year
Total
As at 31/03/2015
Non-current
Current
portion
maturities
4.
LONG-TERM BORROWINGS
(a) Secured Term Loans from Banks and Financial Institutions
(i) Term Loan from The Zoroastrian Co-operative Bank
Ltd.
(ii) Term Loan from Housing Development Finance
Corporation Ltd. (HDFC)
(b) Unsecured
(i) Interest-free Loans under the Sales Tax Deferral
Schemes of various State Governments
(ii) Fixed Deposits
Total
(Rupees in crore)
As at
31/03/2014
(52.00)
(36.00)
(46.40)
(46.40)
(46.40)
(106.07)
(106.06)
(32.75)
(283.62)
2,325.83
3,371.51
(20.33)
(208.79)
2,097.71
2,846.85
(Rupees in crore)
As at 31/03/2014
Non-current
Current
portion
maturities
7.59
2.52
10.11
1.89
0.37
7.96
0.38
2.90
0.75
10.86
0.38
2.27
51.99
305.39
357.38
2.11
278.00
280.11
54.26
429.98
484.24
2.71
97.41
100.12
365.34
283.01
495.10
102.39
(i) Term Loan from The Zoroastrian Co-operative Bank Ltd. is secured by way of hypothecation of specified machinery
and equipment. It carries a floating interest rate of 10.50% p.a. (10.50% p.a. as at 31-03-2014), which is 2% p.a. below
Bank's Minimum Lending Rate of 12.50% p.a., subject to a minimum of 9.00% p.a. and a maximum of 12.50% p.a.,
and is repayable in 16 quarterly installments (15 installments of Rs. 0.63 crore each and last installment of Rs. 0.66
crore starting from 30-06-2015 and ending on 24-03-2019)
(ii) Term Loan from HDFC Ltd. is secured by first equitable mortgage of specified immovable properties situated at
Vikhroli, Mumbai. It carries a floating interest rate of 13.10% p.a. (13.35% p.a. as at 31-03-2014), which is 4.75% p.a.
below HDFC-CPLR of 17.85% p.a. and is repayable in 24 monthly instalments of Rs. 0.03 crore each, ending on
31/03/2017
(iii) Interest-free Loans under the Sales Tax Deferral Schemes of various State Governments are payable in quarterly
and annual instalments as may be prescribed in the Schemes, beginning from 20-04-2013 and continuing upto
01-04-2023.
(iv) Fixed Deposits from employees and public carry interest rates ranging from 9.50% p.a. to 10.25% p.a. payable
monthly or half-yearly, and have a maturity period of 3 years from the respective dates of deposit.
(v) Current maturities of Long-term Borrowings are disclosed under the head "Other Current Liabilities" (Note 10)
42
1,954.08
352.42
2,306.50
As at
31/03/2015
5.
6.
DEFERRED TAX LIABILITIES (NET)

Deferred tax liabilities arising on account of:
Differences in Depreciation and Amortization for accounting and income-tax purposes
Deferred tax assets arising on account of:
Provision for Doubtful Debts/Advances
Others
Sub-total
Net Deferred Tax Liabilities as per Balance Sheet
Deferred Tax Charge/(Credit) for the year [item VI(4) of the Statement of Profit and Loss]
OTHER LONG-TERM LIABILITIES

(a) Dealers Deposits
(b) Sundry Deposits and Advances
(c) Other Liabilities
Total
(Rupees in crore)
As at
31/03/2014
133.50
123.14
(35.68)
(23.88)
(59.56)
73.94
22.00
(50.89)
(20.31)
(71.20)
51.94
(14.24)
32.95
130.30
47.44
210.69
29.40
106.72
5.56
141.68
(i) Sundry Deposits and Advances include: (a) Rs. 24.80 crore (as at 31-3-2014:
Rs. 24.80) received towards hand-over of possession of Land to a public
utility, and (b) Rs. 0.75 crore (as at 31-3-2014: Rs. 0.75 crore) received towards
Compensation against Land acquired. These amounts have not been adjusted in the
accounts in view of pending suit/proceedings.
(ii) Sundry Deposits and Advances also include amount due to a subsidiary company:
Godrej Industries Ltd.: Rs. 0.69 crore (as at 31-3-2014: Rs. 0.69 crore).
(iii) Other Liabilities include non-current portions of trade payables and advance income.
Short-term Provisions
As at
As at
31/03/2015
31/03/2014
7.
LONG-TERM PROVISIONS
(a) Provision for Free Service under Product Warranties
(b) Provision for Leave Encashment Benefit to Employees
Total
18.91
7.65
26.56
18.02
5.82
23.84
Long-term Provisions
As at
As at
31/03/2015
31/03/2014
24.71
27.23
51.94
15.18
26.64
41.82
(i) Short-term provisions are disclosed under the head

"Short-term Provisions" (Note 11)
(ii) Movement of Provisions during the year:
Provision for Free Service under Product Warranties during the year:
Opening Balance
Add: Provision during the year
Less: Utilisation during the year
Closing Balance
8.
SHORT-TERM BORROWINGS
(a) Secured
(i) Working Capital Facilities from Banks (Net)
(ii) Export Credits from Export-Import Bank of India
under a revolving credit limit
(b) Unsecured
(i) Deposits/Short-term Loans from Companies
(ii) Deposits from Shareholders
(iii) Short-term Loans from Banks
(iv) Other Borrowings
Total
43
As at
31/03/2015
As at
31/03/2014
33.20
42.58
75.78
32.16
43.62
30.43
31.73
62.16
28.96
33.20
419.02
303.24
316.00
735.02
215.00
518.24
194.84
37.15
295.00
164.79
691.78
36.78
122.70
1,426.80
714.27
36.55
196.03
(i) Working Capital Facilities from Banks [including Rs. 50.47 crore due and payable in
foreign currency (as at 31-3-2014: Rs. Nil)] are secured by a first pari passu
charge by way of hypothecation of inventories and book debts. They carry interest
rates ranging from 10.75% p.a. to 12% p.a. and are generally renewable each year;
foreign currency borrowings carry lower interest rates of around 0.75% p.a.
(ii) Export Credits from Export-Import Bank of India are secured by first equitable
mortgage of specified immovable properties situated at Vikhroli, Mumbai. They
carry an interest rate of 10.10% p.a. and are payable/renewable after 180/360 days
(iii) Deposits/Short-term Loans from Companies carry an interest rate of 9.50% p.a. to
10.70% p.a. payable monthly and quarterly, and have a maturity period of 3 months
or 6 months from the respective dates of deposit; and include deposits from an
associate Godrej Investments Pvt. Ltd.: Rs. 44.59 crore (as at 31-3-2014: Rs.36.40 crore)
(iv) Deposits from Shareholders have a maturity period of 3 months from the respective
dates of deposit, and carry an interest rate of 9.75% p.a. payable at maturity.
(v) In respect of Negotiable Commercial Paper, the maximum balance outstanding
during the year was Rs. 325 crore (Previous Year: Rs. 250 crore).
(vi) Short-term Loans from Banks carry an interest rate of 10.40% to 10.70% p.a.
and are payable/renewable after 15/90 days.
(vii) Other Borrowings are Buyers Credit from Banks, due and payable in foreign
currency, and carry interest rates ranging from 0.73% to 0.92% p.a.
As at
31/03/2015
9.
TRADE PAYABLES
(a) Acceptances
(b) Trade Payables
Total
(Rupees in crore)
As at
31/03/2014
138.09
690.32
828.41
143.12
636.92
780.04
283.01
4.67
124.23
192.21
801.94
4.06
276.78
1,686.90
102.39
1.37
122.59
161.39
933.54
2.00
317.05
1,640.33
106.07
21.20
7.65
18.91
153.83
106.06
18.03
5.82
18.02
1.43
149.36
(i) Trade Payables include balance due to vendors as defined under the Micro, Small
and Medium Enterprises Development Act, 2006 (MSMED Act): Rs. 65.35 crore (as
at 31-03-2014: Rs. 60.45 crore)
Further, no interest during the year has been paid or payable under the terms of the
MSMED Act. The above information has been compiled by the Company on the basis
of information made available by vendors during the year.
(ii) Trade Payables include amounts due to Related Parties: (a) Godrej Industries Ltd.:
Rs.Nil (as at 31-03-2014: Rs. 0.84 crores) (b) Godrej Infotech Ltd.: Rs. 1.31 crore
(as at 31-03-2014: Rs. Nil); (c) Veromatic International BV: Rs. 0.02 crore (as at
31-03-2014: Rs. 0.04crore); (d) Godrej Consumer Products Ltd.: Rs.0.04 crore (as
at 31-03-2014: Rs.1.63crore); (e) Mercury Mfg. Co. Ltd.: Rs. Nil (as
at 31-03-2014: Rs. 0.45 crore); (f) Godrej & Khimji (Middle East) LLC: Rs. Nil
(as at 31-03-2014: Rs. 0.06 crore) and (g) Godrej Waterside Properties Pvt. Ltd.:
Rs. Nil (as at 31-03-2014: Rs. 0.01 crore)
10. OTHER CURRENT LIABILITIES
(a) Current maturities of long-term borrowings (Note 4)
(b) Interest accrued but not due on borrowings
(c) Statutory dues including provident fund and tax deducted at source
(d) Employee benefits payable
(e) Advances from Customers
(f) Unclaimed Fixed Deposits (matured deposits not claimed on due dates)
(g) Other payables
Total
(i) There is no amount due and outstanding to be credited to the Investor Education
and Protection Fund, in respect of matured but unclaimed Fixed Deposits
and any unclaimed interest.
(ii) Other Payables include accrued expenses and creditors for capital procurement.
11. SHORT-TERM PROVISIONS
(a) Provision for Proposed Final Equity Dividend
(b) Provision for Dividend Distribution Tax, in respect of the above
(c) Provision for Leave Encashment Benefit to Employees
(d) Provision for Free Service under Product Warranties
(e) Provision for Taxation (net of Advance Tax Rs. 92.82 crore)
Total
44
12. FIXED ASSETS

(Rupees in crore)
Tangible Assets
Freehold
Land
Leasehold
Land
Freehold Leasehold
Plant &
Buildings Buildings Equipment
Vehicles/ Furniture &

Office
Vessels
Fixtures Equipment
Total
COST OF ASSETS
1,215.39
18.10
71.53
61.29
2,225.65
133.14
0.10
4.69
5.40
282.21
112.19
12.04
106.90
0.27
10.89
12.34
315.59
(78.30)
(68.27)
(0.01)
(10.65)
(5.06)
(162.29)
36.85
24.11
172.77
12.04
171.77
0.36
4.93
12.68
(14.21)
(0.35)
(1.36)
(1.72)
218.61
49.22
824.84
12.44
1,372.95
18.11
75.10
72.25
435.51
(17.64)
2,643.52
Total Depreciation upto 31/3/2014
2.20
123.54
0.11
701.71
3.86
33.93
22.35
887.70
Depreciation for the year
0.56
21.57
0.62
114.31
1.00
8.63
16.79
Depreciation on Deductions
(12.73)
(0.34)
(1.14)
(1.56)
163.48
(15.77)
Total Depreciation upto 31/3/2015
2.76
145.07
0.73
803.29
4.52
41.42
37.58
1,035.37
Net Block as at 31/3/2015
218.61
46.46
679.77
11.71
569.66
13.59
33.68
34.67
Capital Work-in-progress
78.30
68.27
0.01
10.65
5.06
Total as at 31/3/2015
218.61
46.46
758.07
11.71
637.93
13.60
44.33
39.73
Previous Years Total
181.76
22.91
667.41
0.29
646.83
14.34
42.29
44.34
1,608.15
162.29
1,770.44
1,620.17
Gross Block as at 1/4/2014

Capital Work-in-Progress as at
1/4/2014
Capital Expenditure during the year
Capital Work-in-Progress as at
31/3/2015
Additions
Deductions
181.76
25.11
652.07
0.40
138.88
36.85
24.11
DEPRECIATION
NET BOOK VALUE
Intangible Assets (other than internally generated)

Computer
Software
Technical
Know-how
Trademarks
Total
COST OF ASSETS
Additions
Deductions
9.72
9.72
8.64
8.64
0.25
0.25
18.61
18.61
1.94
1.94
3.88
7.24
0.44
7.68
0.08
0.04
0.12
9.26
2.42
11.68
5.84
7.78
0.96
1.40
0.13
0.17
6.93
9.35
AMORTIZATION
Total upto 31/3/2014
Charge for the year
Deductions during the year
Total Amortization upto 31/3/2015
NET BOOK VALUE
As at 31/3/2015
As at 31/3/2014
45
(a) (i) In respect of the Companys Property Development Activity consisting of construction projects promoted/developed
on the Companys lands, a total sum of Rs. 169.60 crore, being the fair value of land/Transferable Development Rights
(TDRs) forming part of the projects, has been transferred from Fixed Assets to Construction Work-in-Progress
upto 31st March, 2013[Note 16(g)]. A further sum of Rs. 217.92 has been so transferred during the current
year (Previous Year: Rs.Nil)
The difference between the fair value of land/TDRs forming part of the projects and the book value of land/TDRs upto
31st March, 2014 amounting to Rs. 169.57 crore, pending completion of the projects, had been credited to
construction projects reserve (Note 3(d)); of which a sum of Rs. 23.21 crore in respect of the completed projects was
transferred to revenue upto 31st March, 2012.
(ii) During the current year, the difference between the fair value of land forming part of the project and transferred from
freehold land, and the book value of land, amounts to Rs.217.92 crore (Previous Year: Rs. Nil).
(iii) From the Construction Projects Reserve a total sum of Rs.23.21 crore, in respect of the completed projects,
has been transferred to Other Operating Revenue through the Statement of Profit and Loss, upto 31st March,2012
(iv) The balance in the Construction Projects Reserve of Rs. 364.29 crore at the close of the year [Note 3( d)]
represents unadjusted amounts, pending completion of the projects.
(b) In respect of part of its vacant lands at Mumbai and elsewhere, the Company had made necessary applications
under the provisions of the Urban Land (Ceiling & Regulation) Act, 1976 (the Act) and applied for exemptions. The
State of Maharashtra has also filed a Title Suit against the Company (Suit No. 679 of 1973) in the Hon'ble High
Court of Judicature at Bombay, claiming ownership of a part of the Companys lands at Vikhroli, Mumbai, which is
pending. The Central Government repealed the Act by the Urban Land (Ceiling & Regulation) Repeal Act, 1999 (No. 15
of 1999), which came into force on 11th January, 1999, and applied in the first instance to the whole of the States
of Haryana and Punjab and to all the Union Territories, and thereafter applied to other States which adopted this
Act by Resolution passed in that behalf. The State of Maharashtra on 29th November, 2007 adopted the Repeal Act
by Resolution passed in that behalf under Clause (2) of Article 252 of the Constitution. However, the usual rules and
regulations for carrying out building activities shall continue to apply. The position of the vacant lands in the Title
Suit continues to maintain the status quo.
(c) In respect of the Companys freehold land situated at Thane (transferred on Amalgamation of the erstwhile Lawkim
Ltd.):
(i) Land admeasuring approximately one acre was the subject matter of dispute. The Company has filed an appeal
in the Honble High Court of Judicature at Bombay, against the Order dated 23rd December, 2004 passed by the
Third Additional District Judge, Thane. The Company has also registered notice of lis pendens dated 17th May,
2005 with the Registrar of Sub-Assurance.
(ii) A part of the land was acquired by the Thane Municipal Corporation and the Company has an option for the
Transferable Development Rights (TDR) as compensation for the said acquisition. Pending the receipt of such
compensation by the Company in the form of TDR, no adjustment has been made in the books in this regard.
(d) Freehold Land includes (i) leasehold rights in perpetuity and (ii) transferable development rights (TDRs). Freehold
Buildings include investments representing shares in ownership of flats.
(e) Estimated amount of contracts remaining to be executed on Capital Account and not provided for Rs. 43.64 crore
(as at 31-03-2014: Rs. 41.57 crore).
(f) In terms of the Business Transfer Agreement executed between the Company and Somany Foam Ltd., the Company acquired
the PU Foam Business Undertaking of SFL, with effect from 29th April, 2014 (including its manufacturing facilities set up at
Ranipur, Haridwar, in the state of Uttarakhand, along with employees, assets and liabilities) as a going concern on slump
sale basis for a lumpsum consideration of Rs.52.92 crores (subject to adjustment for the net working capital transferred), plus
stamp duty, transfer fee, registration and other charges. The additions to fixed assets during the year include the fixed
assets taken over pursuant to this transaction.
(g) Consequent to the enactment of the Companies Act 2013 (the Act), and its applicability for accounting periods
commencing from 1st April, 2014, during the current year, the Company has reassessed the remaining useful
life of fixed assets in accordance with the provisions prescribed under Schedule II to the Act. In case of assets
which have completed their useful life, the carrying value (net of residual value) as at the beginning of the year
amounting to Rs. 23.31 crore has been charged to the Statement of Profit and Loss, and in case of other assets the
carrying value (net of residual value) is being depreciated over the revised remaining useful life. For assets having
a revised remaining useful life as per the Act, additional depreciation charge for the year amounts to Rs. 40.14 crore.
(Rupees in crore)
(h) Fixed Assets given on operating lease:
Freehold Buildings
(i) Gross Block
(ii) Net Book Value
(iii) Depreciation for the year
295.96
268.47
6.99
Current Year
Plant &
Equipment
Furniture &
Fixtures
Office
Equipment
Freehold
Buildings
0.70
0.09
0.16
11.74
4.77
1.51
295.00
274.44
5.49
35.35
16.40
4.98
46
Previous Year
Plant &
Furniture &
Equipment
Fixtures
30.97
18.27
4.03
0.71
0.26
0.04
Office
Equipment
9.62
4.22
1.24
(Rupees in crore)
As at
As at
31/03/2015
31/03/2014
13. NON-CURRENT INVESTMENTS
(at cost unless otherwise specified)
GRAND SUMMARY
TRADE INVESTMENTS
(a) Subsidiary companies
Equity Shares
Preference Shares
981.92
0.01
(b) Associate companies

Equity Shares
Preferred Stock/Contribution towards Capital of an LLP
(c) Joint Venture company
Equity Shares
OTHER INVESTMENTS
A. TRADE INVESTMENTS (valued at cost unless stated otherwise):

(a) QUOTED
(1) Investments in Equity Shares in direct Subsidiary
Companies (with the Company's direct holdings in
excess of 50% of the equity share capital)
(i) 19,39,04,681 (as at 31-03-2014: 18,72,02,388)
Equity Shares of Re. 1 each in Godrej Industries Ltd. (GIL)
at Book Value ( 66,00,000 shares purchased during the year; 1,02,293 shares allotted
consequent to amalgamation of erstwhile Wadala Commodities Ltd. with GIL
(ii) 1,10,46,635 Equity Shares of Re.1 each in Wadala Commodities Ltd. (WCL)
(In lieu of these shares, 1,02,283 Equity Shares of Godrej Industries Ltd. (GIL) were
allotted on amalgamation of WCL with GIL) (Sale proceeds of a 0.66
fractional share of GIL amounting to Rs.218 have been included under Profit
on Sale of Current Investments - See Note 23(d): Other Income) (Additional 10 Equity
Shares of GIL were allotted in lieu of Preference Shares in WCL held by the Company)
(2) Investments in Equity Shares in other Subsidiary

Companies (where the Company owns directly and/or indirectly through
one or more subsidiaries, more than one-half of the equity share capital)
(i) 11,91,63,815 (as at 31-03-2014: 12,24,11,815) Equity Shares of
Re. 1 each in Godrej Consumer Products Ltd. At Book Value
(32,48,000 shares sold during the year)
(ii) 93,95,688 (as at 31-03-2014: 32,40,688) Equity Shares of Rs. 5 each in
Godrej Properties Ltd. (61,55,000 shares purchased during the year)
(3) Investments in Equity Shares in an Associate Company:

(i) 1,21,75,000 Equity Shares of Rs. 2 each in Geometric Ltd.
Total Quoted Non-current Trade Investments
Aggregate Market Value
47
981.93
567.80
567.80
25.05
7.27
15.07
22.34
0.75
0.75
19.18
1,026.91
19.18
610.07
257.77
50.70
257.77
0.68
51.38
284.82
292.58
246.36
531.18
92.44
385.02
7.27
7.27
796.22
443.67
19,539.00
16,540.00
7.27
17.78
(Rupees in crore)
As at
As at
31/03/2015
31/03/2014
(b) UNQUOTED
(1) Investments in Equity Shares in direct Subsidiary Companies
(i) 5,050 Equity Shares of Rs.100 each in Godrej Infotech Ltd.
(ii) 50,000 Equity Shares of Rs. 10 each in Busbar Systems (India) Ltd.
(iii) 25,00,000 Equity Shares of Rs. 10 each in Mercury Manufacturing Co. Ltd.
(iv) 50,000 Equity Shares of Rs. 10 each in East View Estates Private Ltd.
(purchased during the year)
(v) 10,000 Equity Shares of Rs. 10 each in First Rock Infrastructure Private Ltd.
(vi) 10 Equity Shares of Rs. 10 each in Miracletouch Developers Private Ltd.
(vii) 3,09,410 Equity Shares of RM 10 each in Godrej (Malaysia) Sdn. Bhd.
(viii) 48,723 (as at 31-03-2014: 24,720) Equity Shares of S$ 10 each
in Godrej (Singapore) Pte. Ltd. [24,000 shares transferred during the year by
a step-down subsidiary G&B Enterprises (Mauritius) Private Ltd; on its
amalgamation with the Company - See [38(a)] (3 shares purchased during
the year)]
(ix) 54700 (as at 31-03-2014: 300) Equity Shares of 46 each in Veromatic
International BV., the Netherlands (100 shares purchased and 54,300 shares
subscribed during the year) [excluding diminution (other than temporary)
in the value of investment amounting to Rs. 43.02 crore recognized in 2011-12]
(x) 3,00,000 Shares ("common stock with no par value") of Godrej Americas
Inc. USA. (subscribed during the year)
(2) Investments in Equity Shares in other Subsidiary Companies (where the Company
owns directly and/or indirectly through one or more subsidiaries, more than onehalf of the equity share capital)
(i) 26,53,000 (as at 31-03-2014: 3,79,000) Equity Shares of Rs. 10 each in
Godrej Agrovet Ltd. (22,74,000 bonus shares issued during the year)
(3) Investments in Equity Shares of Joint Ventures
(i) 7,50,000 Equity Shares of Rs. 10 each in Godrej Efacec Automation
& Robotics Ltd.
(4) Investments in Equity Shares in other Companies
(i) 84,375 Equity Shares of Rs. 10 each in Nimbua Greenfield (Punjab) Ltd.
(ii) 176 No Par Value Shares in Sustainable Technology Ventures, Inc., USA *
(5) Investments in Preference Shares
(i) 9,990 Preference Shares of Rs. 10 each in Miracletouch Developers Pvt. Ltd. a subsidiary company (purchased during the year)
(ii) 6,70,121 Series A Preferred Stock shares of par value $0.001 each in Sheetak
Inc., USA
(iii) 5,80,004 (as at 31-3-2014: 4,35,003) Series B Preferred Stock shares of par value
$0.001 each in Sheetak Inc., USA (1,45,001 shares subscribed during the year)
(iv) 50,00,000 Redeemable Non Cumulative Preference Shares of Rs. 10 each in
Wadala Commodities Ltd.(WCL) * (In lieu of these Preference Shares, 10 Equity
Shares of Godrej Industries Ltd. (GIL) were allotted to the Company on
amalgamation of WCL with GIL)
*(Amount less than Rs.0.01 crore)
Total Unquoted Non-current Trade Investments

B. OTHER INVESTMENTS (valued at cost unless stated
otherwise):
(a) QUOTED
(1) Investments in Equity Shares
(i) 12,000 Equity Shares of Rs. 10 each in Central Bank of India
(ii) 52,590 Equity Shares of Rs. 2 each in
Housing Development Finance Corporation Ltd.
Total Quoted Non-current Non-Trade Investments
48
1.05
22.06
7.30
1.05
22.06
7.30
0.94
6.94
7.83
6.04
6.04
24.83
28.12
8.95
1.86
106.97
45.40
86.00
86.00
0.75
0.75
0.08
0.00
0.08
0.08
0.00
0.08
0.01
6.71
6.71
9.19
6.79
15.91
209.71
0.00
13.50
145.73
0.13
0.13
0.02
0.15
0.02
0.15
7.00
5.00
(Rupees in crore)
As at
As at
31/03/2015
31/03/2014
(b) UNQUOTED
(i) 50 Equity Shares of Rs. 50 each in Godrej & Boyce Employees
Co-operative Consumer Society Ltd.*
(ii) 1,000 Equity Shares of Rs. 10 each in Super Bazar Cooperative
Stores Ltd.*
(iii) 1,000 Equity Shares of Rs. 10 each in Saraswat Co-operative
Bank Ltd.*
(iv) 4,000 Equity Shares of Rs. 25 each in The Zoroastrian Co-operative
Bank Ltd.
(v) 10 Equity Shares of Rs. 10 each in New India Co-operative Bank Ltd.*
(vi) 2 Equity Shares of Rs. 10 each in Brihat Trading Private Ltd.*
(vii) 100 Equity Shares of Rs. 100 each in Gharda Chemicals Ltd.
(Shares have not been registered in the Companys name)
(viii) 1,823 Equity Shares of Rs.10 each in Binani Zinc Ltd. - At Book Value*
(ix) 10,000 Equity Shares of Rs. 1,000 each in Global Innovation and Technology
Alliance (incorporated under Section 25 of the Companies Act, 1956)
(x) Contribution towards 16.38% of the Capital of Urban Electric Power LLC,USA
(xi) Other Sundry Investments (Cost fully written off)*
(2) Investments in Debentures

(i) 2, 8% Debentures of Rs. 100 each and 2 Fractional 8% Debentures of
Rs. 25 each in Indian Chamber of Commerce, Kolkata At Book Value*
(3) Investments in Limited Liability Partnership Firms
(i) Contribution towards 50% of the Fixed Capital of Godrej & Boyce
Enterprises LLP*
(ii) Contribution towards 20% of the Capital of Future Factory LLP (including
share of profit of Rs.0.31 crore booked during the year; previous year: Rs.0.07 crore)
(a) Total capital of the Firm: Rs. 1.82 crore
(b) Names of other Partners and % share in Capital:
Mr. Jashish Navin Kambli - 56%
Mrs. Geetika Kambli - 24%
Total Unquoted Non-current Non-Trade Investments
0.00
0.00
0.00
0.00
0.00
0.00
0.01
0.00
0.00
0.01
0.00
0.00
0.10
0.00
0.10
0.00
1.00
17.84
0.00
18.95
1.00
17.84
0.00
18.95
0.00
0.00
0.00
0.00
1.88
1.57
20.83
20.52
1,026.91
610.07
796.37
443.82
230.54
1,026.91
166.25
610.07
106.26
5.63
111.89
122.25
6.60
128.85
Grand Total
C. AGGREGATE BOOK VALUE AND MARKET VALUE OF QUOTED/UNQUOTED INVESTMENTS
(a) Quoted Investments
Book Value
[Market Value: Rs. 19 ,546 crore (as at 31-03-2014: Rs. 16,545 crore)]
(b) Book Value of Unquoted Investments
Aggregate Book Value of Investments
14. LONG-TERM LOANS AND ADVANCES (Unsecured, Considered Good)

(a) Capital Advances
(b) Other Loans and Advances
Total
(i) Other Loans and Advances include non-current components of advances and deposits made.
49
(Rupees in crore)
As at
As at
31/03/2015
31/03/2014
15. OTHER NON-CURRENT ASSETS (Unsecured, Considered Good)

(a) Trade Receivables [excluding doubtful debts fully provided for Rs. 103.10 crore (as at
31-03-2014: Rs. 149.70 crore)]
(b) Deposits (excluding doubtful debts fully provided for Rs. 3.67 crore (as at
31-03-2014: Rs. 1.60 crore)
(c) Advance Payment of Taxes (Net of Provision Rs. 254.84 crore; as at 31-03-2014:
Rs. 372.84 crore) [includes MAT credit entitlement of
Rs. 151.18 crore (as at 31-03-2014 Rs. 92.18 crore)]
(d) Other Non-current Assets [including Rs. 257.93 crore due from Godrej Vikhroli
Properties LLP (as at 31-03-2014: Rs. 317.93 crore), in respect of sale/assignment of
immovable property]
Total
16. INVENTORIES (At lower of Cost and Net Realisable Value)

(a) Raw Materials
(b) Work-in-Process
(c) Finished Goods - Manufactured
- Traded
(d) Spares and Components for after-sales service
(e) Stores, Spares, etc.
(f) Loose Tools
(g) Construction Work-in-Progress (Property Development Activity) [Note 12(a)]
Total
Break-up of Inventory at the end of the year:
(a) Raw Materials
(i) Mild Steel
(ii) Others
(b) Work-in-Process
(i) Consumer Durables
(ii) Industrial Products
(c) Finished Goods
(i) Manufactured:
(1) Consumer Durables
(2) Industrial Products
69.66
130.14
46.50
61.50
182.62
99.20
258.77
557.55
350.23
641.07
254.27
473.37
394.91
298.41
74.97
18.00
2.20
466.60
1,982.73
201.12
395.41
287.66
279.40
63.63
16.37
1.06
211.68
1,456.33
75.64
178.63
254.27
59.45
141.67
201.12
125.62
347.75
473.37
105.75
289.66
395.41
394.91
267.22
20.44
287.66
298.41
693.32
259.48
19.55
0.37
279.40
567.06
364.74
30.17
(ii) Traded
(1) Consumer Durables
(2) Industrial Products
(3) Others
288.17
9.90
0.34
Total
50
(Rupees in crore)
As at
As at
31/03/2015
31/03/2014
17. TRADE RECEIVABLES (Unsecured, Considered Good)
(a) Debts due for over six months
(b) Other Debts
Total
Trade Receivables include debts due from Related Parties: (a) Godrej Industries
Ltd.: Rs. 9.48 crore (as at 31-03-2014: Rs. Nil); (b) Godrej Infotech Ltd.: Rs. 0.47 crore
(as at 31-03-2014: Rs. 0.48 crore); (c) Godrej Agrovet Ltd.: Rs. 0.79 crore (as at
31-03-2014: Rs. 0.11 crore); (d) Godrej Properties Ltd.: Rs. 3.60 crore (as at 31-03-2014:
Rs. 0.03 crore); (e) Veromatic International BV.: Rs. 1.11 crore (as at 31-03-2014:
Rs. 1.81 crore); (f) Godrej (Singapore) Pte. Ltd.: Rs. 0.05 crore (as at 31-03-2014:
Rs. 0.02 crore); (g) Godrej Estate Developers Pvt. Ltd.: Rs. Nil (as at 31-03-2014:
Rs. 0.05 crore); (h) Godrej Consumer Products Ltd.: Rs. 0.49 crore (as at 31-03-2014:
Rs. Nil crore); (i) Mercury Mfg. Co. Ltd.: Rs. 0.07 crore (as at 31-03-2014: Rs. 0.12 crore);
(j) Godrej Buildwell Pvt. Ltd.: Rs. 0.01 crore (as at 31-03-2014: Rs. 11,000); (k) Godrej Projects
Development Pvt. Ltd.: Rs. Nil (as at 31-03-2014: Rs. 8000); (l) Godrej Efacec
Automation & Robotics Ltd.: Rs. 3.50 crore (as at 31-03-2014: Rs. 0.74 crore);
(m) Godrej Real Estate Pvt. Ltd.: Rs. 0.01 crore (as at 31-03-2014: Rs. 0.01 crore);
(n) Geometric Ltd.: Rs. 0.31 crore (as at 31-03-2014: Rs. 0.80 crore); (o) Godrej
Vikhroli Properties LLP: Rs. 4.33 crore (as at 31-03-2014: Rs. 3.42 crore); (p) Godrej Buildcon
Pvt. Ltd.: Rs.7.99 crore (as at 31-03-2014: Rs. 0.01 crore) and (q) Natures Basket Ltd.:
Rs. 0.68 crore (as at 31-03-2014: Rs. Nil); (r ) Busbar Systems (India) Ltd.: Rs. 1.29 crore (as
at 31-03-2014: Rs. Nil)
18. CASH AND BANK BALANCES

(a) Cash and Cash Equivalents
(i) Balances with Banks on Current Accounts
(ii) Cash on Hand
Total Cash and Cash Equivalents
(b) Other Bank Balances
(i) Deposit Accounts (Earmarked during the year for Statutory Deposit Repayment Reserve
Account net of amounts utilised for repayment of public deposits)
(ii) Other earmarked Accounts
Total
19. SHORT-TERM LOANS AND ADVANCES (Unsecured, Considered Good)

(a) Loans to subsidiary companies
(i) East View Estates Private Ltd.
(ii) First Rock Infrastructure Private Ltd.
(iii) Miracletouch Developers Private Ltd.
These loans, made for repayment of existing borrowings, carry an interest
rate of 8% p.a. and are payable/renewable after 180 days
(b) Balances with Customs, Central Excise, Port Trust and other Authorities
(c) Advances recoverable in cash or in kind or for value to be received
Total
Advances recoverable include amount due from a subsidiary company, Godrej
Infotech Ltd.
20. OTHER CURRENT ASSETS (Unsecured, Considered Good)

(a) Due from Godrej Vikhroli Properties LLP in respect of sale/assignment of
immovable property
(b) Sundry Deposits
(b) Other Current Assets
Total
51
689.30
1,574.50
2,263.80
797.41
1,191.47
1,988.88
3.05
1.92
4.97
2.45
1.43
3.88
49.00
1.48
55.45
34.00
1.22
39.10
4.55
12.32
9.14
26.01
44.51
140.88
211.40
47.05
119.56
166.61
1.57
1.55
120.00
24.16
44.73
150.00
23.88
33.71
188.89
207.59
21. CONTINGENT LIABILITIES NOT PROVIDED FOR

(a) Guarantees given by the Companys Bankers against counter-guarantees given by the Company: Rs. 927.05 crore
(as at 31-03-2014: Rs. 917.54 crore).
(b) Guarantees given by the Companys Bankers on behalf of subsidiary/associate companies against counter-guarantees
given by the Company: Rs. 7.13 crore (as at 31-03-2014: Rs. 1.47 crore);
(c) Corporate Guarantees given to Bankers to secure credit facilities extended by them to a subsidiary and an associate
company: Rs. 35.84 crore (as at 31-03-2014: Rs. 36.40 crore)
(d) Guarantees given by Export-Import Bank of India, against the security of first equitable mortgage of specified
immovable properties situated at Vikhroli, Mumbai: Rs. 38.54 crore (as at 31-03-2014: Rs. 39.88 crore).
(e) Excise Duty/Service Tax/Sales Tax/Property Tax demands/Income tax in dispute and pending at various stages of appeal:
Rs. 53.54 crore (as at 31-3-2014: Rs. 108.26 crore).
(f) The State of Maharashtra has filed a suit against the Company, being Suit No. 679 of 1973, in the High Court of
Judicature at Bombay, claiming ownership of part of the Companys lands at Vikhroli, Mumbai. In the said Suit,
which is still pending, various claims have been raised, which are undetermined and not acknowledged as debts due
by the Company. According to the Companys legal advisers, the Company has a complete defence against the
plaintiff in the said Suit, and the said Suit is not sustainable.
(g) Claims against the Company under the Industrial Disputes Act, 1947 - amount indeterminate.
(h) Disputed Provident Fund liability for the period March 1996 to September 1997 arising on account of disapproval of
infancy benefit: Rs. 0.61 crore (as at 31-3-2014: Rs. 0.58 crore). The Supreme Court of India has allowed the
Companys appeal and set aside the judgment of the High Court of Punjab & Haryana; the matter has been remanded
to the Regional Provident Fund Commissioner for a fresh decision in accordance with law after hearing the parties
concerned, expeditiously.
Note: Future cash outflows in respect of items (d) to (g) above are determinable only on receipt of judgements/decisions
pending with various forums/authorities.
(Rupees in crore)
Current Year Previous Year
22. REVENUE FROM OPERATIONS (NET)
(a) Sale of Products
(b) Sale of Services
Net Sales (Products and Services) (Net of Excise Duty)
(c) Other Operating Revenue:
(i) Scrap Sales [including Excise Duty: Rs.1.32 crore,
(previous year: Rs.1.87 crore)]
(ii) Leave and License Dues and Rent
(iii) Export Incentives
(iv) Sundry Receipts
7,308.48
800.20
8,108.68
6,579.06
744.03
7,323.09
160.71
8,269.39
91.08
17.84
2.41
29.45
140.78
7,463.87
5,156.68
3,105.35
1,455.08
98.48
4,658.91
2,647.55
1,810.63
500.37
59.12
2,370.12
800.20
8,604.43
198.72
151.65
393.66
744.03
7,773.06
495.75
449.97
8,108.68
7,323.09
105.14
18.90
5.04
31.63
Revenue from Operations (net)

Break-up of Net Sales (Products and Services) (Net of Excise Duty):
(1) Sale of Products and Services (Gross):
(a) Manufactured:
(i) Consumer Durables Businesses
(ii) Industrial Products Businesses
(iii) Others
(b) Traded:
(iii) Others
3,636.73
1,393.69
126.26
1,976.89
609.74
60.92
(c) Services rendered:

(iii) Others
233.46
179.78
386.96
Total Sale of Products and Services (Gross) (including Excise Duty)

Net Sales (Products and Services)
52
Current Year
23. OTHER INCOME
(a) Interest Income
(b) Dividends from Subsidiary Companies
(c) Other Dividends
(d) Profit on Sale of Current Investments (Net) *
(e) Share of Profit in a firm (LLP)
(f) Profit on Sale/Disposal of Fixed Assets (Net)
(g) Provision for Doubtful Debts written back
Total
* [Sale proceeds of a 0.66 fractional share of Godrej Industries Ltd. amounting
to Rs. 218 have been included under Profit on Sale of Current Investments
- See Note 13 A (a) 1 (ii)]
(Rupees in crore)
Previous Year
11.77
99.94
3.11
0.33
0.31
0.54
46.60
162.60
8.14
95.16
2.32
4.05
0.07
3.64
113.38
Less: Stocks of Raw Materials at the close of the year

Total
201.12
3,322.37
3,523.49
254.27
3,269.22
205.10
2,791.70
2,996.80
201.12
2,795.68
Details of major Raw Materials consumed:

(a) Mild Steel
(b) Plastic
(c) Steel and Metal Components
(d) Foaming Components
(e) Others
Total
671.80
272.17
115.24
144.46
2,065.55
3,269.22
635.49
192.35
115.82
97.49
1,754.53
2,795.68
1,442.34
496.83
65.83
2,005.00
1,332.94
371.75
61.16
1,765.85
630.70
395.41
1,026.11
619.94
427.69
1,047.63
768.29
473.37
1,241.66
(215.55)
4.00
14.84
(204.71)
630.70
395.41
1,026.11
21.52
24. COST OF MATERIALS CONSUMED

Stocks of Raw Materials at the beginning of the year
Add: Raw Materials purchased during the year
25. PURCHASES OF STOCK-IN-TRADE (TRADED GOODS)

(a) Consumer Durables
(b) Industrial Products
(c) Others
Total
26. CHANGES IN INVENTORIES OF FINISHED GOODS, WORK-IN-PROCESS AND
STOCK-IN-TRADE
(a) Stocks at the beginning of the year:
(i) Finished Goods*
(ii) Work-in-Process
(b) Less: Stocks at the end of the year:
(i) Finished Goods*
(ii) Work-in-Process
(c) Less: Finished goods damaged/destroyed by fire

Net change in Excise Duty on Finished Goods
Total
* including stocks of Traded Goods, Spares and Components for after-sales service
27. EMPLOYEE BENEFITS EXPENSE

(a) Salaries, Wages and Bonus
(b) Companys contribution to Employees Provident and other Funds
(c) Companys contribution to Employees Gratuity Trust Fund
(d) Workmen and Staff Welfare Expenses
(e) Voluntary Retirement Compensation
Total
53
902.56
34.40
13.04
32.80
0.13
982.93
(4.20)
17.32
784.11
27.68
6.42
28.03
0.44
846.68
DETAILS OF EMPLOYEE BENEFITS:

(a) DEFINED BENEFIT PLAN - PROVIDENT FUND:
Amount contributed by the Company to the Employees Provident and other Funds
recognized as an expense and included under Employee Benefits Expense
The Guidance Note on implementing AS15, 'Employee Benefits', issued by the Institute
of Chartered Accountants of India states that Provident Funds set up by employers that
guarantee a specified rate of return as notified by the Government, and which require
interest shortfall to be met by the employer would be defined benefit plans in accordance
with the requirements of paragraph 26(b) of AS15. Pursuant to the Guidance Note, the
liability in respect of the shortfall of interest earnings of the Company's approved
Provident Fund, determined on the basis of an actuarial valuation, is Rs. Nil, considering
that the assets lying in the Provident Fund exceed the accumulated members' corpus.
(b) DEFINED BENEFIT PLAN GRATUITY:
(i) Change in Defined Benefit Obligation :
Liability at the beginning of the year
Interest cost
Current service cost
Benefit paid
Actuarial (gain)/loss on obligations
Liability at the end of the year
(ii) Fair Value of Plan Assets:
Fair value of plan assets at the beginning of the year
Expected return on plan assets
Contributions by Employer
Benefit paid
Actuarial (gain)/loss on plan assets
Fair value of plan assets at the end of the year
Total actuarial gain/(loss) to be recognized
(iii) Actual Return on Plan Assets:
Actuarial (loss)/gain on plan assets
Actual return on plan assets
Current Year
(Rupees in crore)
Previous Year
34.40
27.68
127.42
11.86
7.99
(11.50)
6.97
142.74
123.71
10.21
7.75
(10.57)
(3.68)
127.42
120.99
11.26
6.44
(11.50)
2.46
129.64
(4.51)
111.56
9.20
12.16
(10.57)
(1.36)
120.99
2.32
11.26
2.46
13.72
9.20
(1.36)
7.84
(iv) Amount recognised in the Balance Sheet:

Difference
Amount recognised in the Balance Sheet
142.74
129.64
(13.10)
(13.10)
127.42
120.99
(6.43)
(6.43)
(v) Expense recognised in the Statement of Profit and Loss:

Interest cost
Net actuarial (gain)/loss to be recognised
Total Expense recognised in the Statement of Profit and Loss
7.99
11.86
(11.26)
4.51
13.10
7.75
10.21
(9.20)
(2.32)
6.44
(vi) Balance Sheet Reconciliation:

Opening net liability
Expense as above
Employers contribution
6.44
13.10
(6.44)
(13.10)
12.16
6.44
(12.16)
(6.44)
8.00%
8.00%
7.50%
9.31%
9.31%
9.50%
(vii) Actuarial Assumptions:

Discount rate
Rate of return on plan assets
Salary escalation
(c) GENERAL DESCRIPTION OF DEFINED BENEFIT PLAN GRATUITY:
Gratuity is payable to all eligible employees of the Company on superannuation,
death or permanent disablement, in terms of the provisions of the Payment of
Gratuity Act, 1972, or as per the Companys Scheme, whichever is more beneficial.
54
(d) MAJOR CATEGORY OF PLAN ASSETS RELATING TO GRATUITY:

(as a percentage of total plan assets:)
Government Securities
Special Deposit Scheme
Corporate Bonds
Others
Total
(e) OTHER LONG-TERM BENEFITS:
The defined benefit obligations in respect of Leave Encashment Benefit to employees,
which are provided for but not funded
28. PROPERTY DEVELOPMENT AND CONSTRUCTION EXPENSES (COMMERCIAL PROJECTS)

(a) Construction Work-in-Progress at the beginning of the year
Add: Fair Value of Land forming part of the project transferred from Fixed Assets
(Freehold Land) [Note 12(a)]
(b) Add: Project Expenses incurred during the year:
(i) Development and Construction Expenses
(ii) Employee Remuneration and Benefits
(iii) Professional Charges
(iv) Others
(c) Less: Construction Work-in-Progress at the end of the year
Total
29. INTEREST AND FINANCE COSTS

(a) Interest on Term Loans
(b) Interest on Fixed Deposits and other Unsecured Loans
(c) Other Interest costs
(d) Less: Adjustments for Interest Capitalised
(e) Finance Charges
(f) Applicable net (gain)/loss on foreign currency transactions/translations
Total
30. OTHER EXPENSES

(a) Stores, Spare Parts and Other Materials consumed
(b) Power and Fuel
(c) Rates and Taxes
(d) Excise Duty (Net)
(e) Insurance
(f) Repairs and Maintenance of Buildings
(g) Repairs and Maintenance of Machinery
(h) Technical Fees
(i) Royalty
(j) Rent [Note 41(a)]
(k) Establishment and Other Expenses [Notes 33 and 41(a)]
(l) Donations and Contributions
(m) Motor Car and Lorry Expenses [Note 41(a)]
(n) Freight, Transport and Delivery Charges
(o) Advertisement and Publicity
(p) Commission
(q) Professional Fees
(r) CSR Expenditure
(s) Bad Debts/Advances written off
(t) Provisions for Doubtful Debts/Advances/Deposits
(u) Provision for Free Service under Product Warranties
(v) Loss on account of Finished Goods damaged/destroyed by fire (net)
Total
55
Current Year
(Rupees in crore)
Previous Year
32.60%
20.93%
43.53%
2.94%
100.00%
31.51%
22.97%
45.14%
0.38%
100.00%
34.88
32.46
211.68
189.72
217.92
429.60
189.72
111.92
5.41
7.62
24.82
149.77
466.60
112.77
69.08
3.86
5.72
78.59
157.25
211.68
135.29
13.35
65.39
76.51
155.25
13.56
141.69
2.54
1.31
145.54
0.90
61.14
50.51
112.55
4.27
108.28
7.32
(0.76)
114.84
172.23
124.19
56.79
40.17
7.24
41.39
16.09
1.06
0.86
71.91
384.37
0.52
19.93
384.66
245.46
41.72
80.67
5.11
38.60
10.42
0.24
1,743.63
124.59
109.53
14.47
79.50
5.22
38.94
12.81
1.56
0.05
58.68
310.74
1.44
15.74
308.16
220.04
34.67
86.49
0.59
76.24
4.33
1,503.79
Current Year
31. DISCLOSURE IN RESPECT OF PROPERTY DEVELOPMENT PROJECTS AND CONSTRUCTION
CONTRACTS
(a) Contract revenue recognised and shown under Sales for the year
(b) For all contracts in progress at the year-end:
(i) Aggregate amount of costs incurred and profits recognised (less recognised losses)
upto the balance sheet date
(ii) Advances received from customers as at the balance sheet date
(iii) Work-in-Progress at the end of the year
(iv) Excess of revenue recognised over actual bills raised
(v) Gross amount due to customers as at the balance sheet date
(c) The Company follows the Percentage of Completion Method to determine the project
revenue to be recognised for the year.
(d) The Company follows the Project Costs Incurred Method to determine the stage of
completion of each project.
(Rupees in crore)
Previous Year
157.37
185.97
993.90
1.48
466.60
0.32
87.43
581.61
2.13
211.68
99.64
32. COMMON EXPENSES SHARED BY A SUBSIDIARY COMPANY

Amounts recovered from a subsidiary company, Godrej Infotech Ltd., towards its share of
various common expenses incurred by the Company
2.77
2.65
33. AUDITORS REMUNERATION AND COST AUDIT FEES

Establishment & Other Expenses [Note 30(k)] include:
(a) Remuneration of Auditors (net of Service Tax):
(i) For Statutory Audit
(ii) For Audit under other Statute
(iii) For Representation before Tax authorities
(iv) For Certification
(v) Reimbursement of Expenses
(b) Cost Audit Fees (including Reimbursement of Expenses) (net of Service Tax)
1.01
0.39
0.37
0.39
0.02
0.15
0.87
0.43
0.47
0.35
0.02
0.35
34. EXPENDITURE INCURRED ON CORPORATE SOCIAL RESPONSIBILITY ACTIVITIES

As per Section 135 of the Companies Act 2013 (the Act), the Company was required to
spend Rs. 5.45 crore, being 2% of the average net profits for the three immediately
preceding financial years (calculated in accordance with the provisions of Section 198
of the Act), in pursuance of its Corporate Social Responsibility Policy. The Company has,
however, spent a sum of Rs. 5.11 crore during the year on the following corporate social
responsibility activities: promoting education through employment enhancing
vocational skills to rural and urban youth; promoting healthcare and community
awareness campaigns about healthcare and sanitation in rural areas; and environmental
sustainability projects for maintaining quality of soil, air and water.
35. EXCHANGE DIFFERENCES ON FOREIGN CURRENCY TRANSACTIONS

(a) Net exchange (gain)/loss arising on foreign currency transactions/translations dealt with
in the Statement of Profit and Loss under the related heads of expenses/income
(b) Net Forward Premium (receivable)/payable in respect of forward exchange contracts
to be recognised in, and hence deferred to, the next accounting year
36. EARNINGS PER SHARE

(a) Profit after Taxes for the Year attributable to Equity Shareholders
(b) Number of Equity Shares of Rs.100 each issued and outstanding:
(i) At the end of the year
(ii) Weighted average number of Shares outstanding during the year
(c) Basic and Diluted Earnings per Share (a/b) (Statement of Profit and Loss, item VIII)
56
(11.20)
12.24
0.93
(0.83)
511.74
352.42
662,910
662,910
Rs. 7,720
662,910
662,910
Rs. 5,316
37. ADDITIONAL INFORMATION ABOUT BUSINESS SEGMENTS

(Rupees in crore)
Current Year
Consumer
Durables
Industrial
Products
5,753.53
95.53
1,829.94
353.26
572.17
SALE OF PRODUCTS AND SERVICES (Gross)
5,849.06
2,183.20
Inter-Segment Transfers
Other Operating Revenue/Other Income
SEGMENT REVENUE
Less: Inter-Segment Revenue
22.34
97.70
5,969.10
260.28
117.79
2,561.27
591.35
REVENUE
Domestic Sales
Export Sales
Others
Previous Year
Corporate/ Total Company
Unallocated
Consumer
Durables
Industrial
Products
8,155.64
448.79
5,025.19
89.51
1,724.96
382.14
551.25
7,301.40
471.65
572.17
8,604.43
5,114.70
2,107.10
551.25
7,773.05
34.95
4.77
611.89
317.57
220.26
9,142.26
(317.57)
8,824.69
495.75
103.05
8,431.99
47.53
83.10
5,245.33
117.74
62.09
2,286.93
18.81
11.51
581.57
184.08
156.69
8,113.82
(184.08)
7,929.74
449.97
97.48
7,577.25
62.69
292.82
946.86
535.58
14.85
197.09
747.52
73.66
51.04
41.20
165.90
41.88
31.26
10.24
517.69
11.65
251.62
780.96
493.70
(16.41)
186.85
Less: Excise Duty

Add: Income from Dividends
TOTAL REVENUE
Others

Unallocated
RESULTS FROM OPERATIONS
gc
Profit before Corporate / Common Expenses,

Interest, Depreciation and Amortization
Less: Non Cash Expenses:
Depreciation
SEGMENT RESULTS (Profit before Corporate /
Common Expenses and Interest)
Total Profit/(Loss) on Sale of Fixed Assets
(Net)
Total Profit on Sale of Investments (Net)
Less: Interest (Net of Interest Income)
Other Unallocated Corporate / Common
Expenses
PROFIT BEFORE TAX
Provision for Taxes
PROFIT FOR THE YEAR
k+fa
o
nda
CAPITAL EMPLOYED (at the end of the year)

Segment Assets
Segment Liabilities
SEGMENT CAPITAL EMPLOYED (Segment Assets Segment Liabilities)
Investments
Less: Deferred Tax Liabilities (Net)
TOTAL CAPITAL EMPLOYED (NET ASSETS) (as per
Balance Sheet)
83.38
-
664.14
103.05
97.48
5.90
5.26
308.18
87.37
1,198.09
133.77
854.25
106.70
497.17
299.06
567.15
55.41
511.74
448.49
96.07
352.42
2,416.97
654.34
1,976.79
665.16
54.30
12.84
2,701.02
2,763.60
7,149.08
4,095.94
1,896.65
592.30
1,820.27
751.75
48.62
10.45
2,492.41
1,929.50
6,257.95
3,284.00
1,762.63
1,311.63
41.46
(62.58)
3,053.15
1,304.35
1,068.52
38.17
562.91
2,973.95
1,026.91
73.94
610.07
51.94
4,006.12
3,532.08
CAPITAL EXPENDITURE
TOTAL CAPITAL EXPENDITURE (as per Balance Sheet)
123.89
148.14
3.07
40.49
315.59
91.27
64.55
6.81
103.67
(a) Identification of Business Segments

The Accounting Standard 17 (AS-17) on Segment Reporting requires disclosure of segment information to facilitate better
understanding of the performance of an enterprises business operations. The Company has identified Business Segments to comply
with the primary-segment disclosures as per AS-17, considering the organization structure, internal financial reporting system, and
the risk-return profiles of the businesses. The Companys organisation structure and management processes are designated to
support effective management of multiple businesses while retaining focus on each one of them.
The Consumer Durables segment includes Furniture, Office Equipment, Home Appliances, Locks and Security Equipment. The
Industrial Products segment includes Process Plant and Equipment, Toolings, Special Purpose Machines, Precision Components/
Engineering, Electricals and Electronics, Electric Motors, Storage Solutions and Material Handling Equipment. Estate leasing, Property
Development and Ready-mix Concrete operations are included under Other operations.
The Companys exports constitute less than 10% of its total revenue. All of the Companys manufacturing operations are conducted in
India. The commercial risks and returns involved on the basis of geographic segmentation are relatively insignificant. Accordingly,
secondary-segment disclosures based on geographic segments are not considered relevant.
(b) Segment Revenue, Results, Assets and Liabilities
Segment revenue and results are arrived at based on amounts identifiable to each of the segments. Inter-segment transfers are valued
at cost or market-based prices, as may be negotiated between the segments with an overall optimization objective for the Company.
Other unallocated expenses include corporate expenses, as well as expenses incurred on common shared-services provided to the
segments. Segment assets include all operating assets used by the business segment and consist mainly of net fixed assets, debtors
and inventories. Segment liabilities primarily include creditors and advances from customers. Unallocated assets mainly relate to
the factory, administrative, employee welfare, and marketing infrastructure at Vikhroli, Mumbai and at up-country establishments,
not directly identifiable to any business segment. Liabilities which have not been identified between the segments are shown as
unallocated liabilities.
57
266.30
38 SCHEMES OF AMALGAMATION
(a) Godrej (Malaysia) Sdn. Bhd. (Godrej Malaysia) is a wholly-owned subsidiary of the Company.
G&B Enterprises (Mauritius) Private Ltd. an investment company is a wholly-owned subsidiary of Godrej Malaysia.
The Scheme of Amalgamation of G&B Enterprises (Mauritius) Private Ltd. (G&B Mauritius) with the Company with effect
from 1st October, 2013, has been approved by the Supreme Court of Mauritius, as also by the Bombay High Court.
G&B Mauritius has ceased to be a subsidiary of the Company on 3rd July, 2014. Upon the Scheme coming into effect, the
erstwhile wholly-owned subsidiary Godrej Mauritius has transferred the following residual assets to the Company, which
have been duly given effect to in the accounts for the year under review:
Investments in specie:
Rs. in Crore
24,000 equity shares of S$10 each in Godrej (Singapore) Pte. Ltd. (at the carrying
value in the books of the transferor company in equivalent rupees; these shares
have been duly registered in the name of the Company)
24.77
Residual bank balance remitted to the Company in equivalent rupees
1.85
Total
26.62
The aforesaid total amount of residual assets transferred to the Company on amalgamation, has been
credited to Capital Reserve [Note 3(a)].
(b) During the year, the Scheme of Amalgamation of Wadala Commodities Ltd. (WCL), a subsidiary of the
Company, with Godrej Industries Ltd. (GIL), another subsidiary company, became effective on 21st November, 2014.
In lieu of the equity shares and preference shares held by the Company in WCL, 1,02,293 equity shares in GIL
have been allotted to the Company on amalgamation of WCL with GIL.
39. RELATED PARTY DISCLOSURES
(a) NAMES OF RELATED PARTIES AND NATURE OF RELATIONSHIPS:
(i) Subsidiaries (including step-down subsidiaries):
A. Subsidiaries (with the Company's direct equity holdings in excess of 50%):
1. Godrej Industries Ltd.
2. Godrej Infotech Ltd.
3. Wadala Commodities Ltd. (merged with Godrej Industries Ltd. w.e.f. 21st November, 2014)
4. Godrej (Malaysia) Sdn. Bhd. (incorporated in Malaysia)
5. Godrej (Singapore) Pte. Ltd. (incorporated in Singapore)
6. Veromatic International BV (incorporated in the Netherlands)
7. Busbar Systems (India) Ltd
8. Mercury Mfg. Co. Ltd. (a subsidiary w.e.f. 1st October, 2013)
9. East View Estates Pvt. Ltd. (a wholly-owned subsidiary w.e.f. 31st March, 2015)
10. First Rock Infrastructure Pvt. Ltd. (a wholly-owned subsidiary w.e.f. 31st March, 2015)
11. Miracletouch Developers Pvt. Ltd. (a wholly-owned subsidiary w.e.f. 31st March, 2015)
12. Godrej Americas Inc. (a wholly-owned subsidiary incorporated in the USA on 1st April, 2014)
B. Jointly-held subsidiary (where the Company and its subsidiary Godrej Industries Ltd together hold more than
one-half of the equity share capital):
1. Godrej Consumer Products Ltd. (GCPL)
The following companies are step-down subsidiaries (where the Company's subsidiaries listed in A and B above,
directly and/or indirectly through one or more subsidiaries, hold more than one-half of equity share capital):
C. Subsidiaries of Godrej Industries Ltd.:
1. Godrej Agrovet Ltd. (GAVL)
2. Godrej Properties Ltd. (GPL)
3. Ensemble Holdings & Finance Ltd.
4. Godrej International Ltd. (incorporated in the Isle of Man)
5. Natures Basket Ltd.
6. Godrej International Trading & Investments Pte Ltd. (Incorporated in Singapore)
7. Swadeshi Detergents Ltd. (merged into Godrej Industries Ltd. w.e.f. 6th September, 2013)
8. Godrej International Ltd. (a subsidiary incorporated in Labuan, Malaysia on 12th February, 2015)
D. Subsidiaries of Godrej Infotech Ltd.:
1. Godrej Infotech Americas Inc. (a wholly-owned subsidiary incorporated in the USA on 28th February, 2014)
2. Godrej Infotech (Singapore) Pte. Ltd. (a wholly-owned subsidiary incorporated in Singapore on 27th May, 2014)
3. LVD Godrej Infotech NV (incorporated in Belgium on 18th December, 2009 and a subsidiary w.e.f 22nd October, 2014)
58
E. Subsidiaries of GAVL:
1. Godrej Seeds & Genetics Ltd.
2. Godvet Agrochem Ltd. (a subsidiary of GAVL incorporated on 22nd January, 2014)
3. Goldmuhor Agrochem & Feeds Ltd. (merged with GAVL w.e.f. 12th December, 2013)
4. Golden Feed Products Ltd. (merged with GAVL w.e.f. 9th May, 2014)
F. Subsidiaries of GPL:
1. Godrej Realty Pvt. Ltd.
2. Godrej Waterside Properties Pvt. Ltd. (merged with Godrej Properties Ltd. w.e.f. 29th April, 2013)
3. Godrej Real Estate Pvt. Ltd.
4. Godrej Sea View Properties Ltd. (GSVPL) (merged with GPL w.e.f. 30th April, 2014)
5. Godrej Estate Developers Ltd. (a subsidiary of GSVPL w.e.f. 11th November, 2013 and merged with GSVPL w.e.f.
12th April, 2014)
6. Happy Highrises Ltd.
7. Godrej Buildwell Pvt. Ltd.
8. Godrej Buildcon Pvt. Ltd.
9. Godrej Projects Development Pvt. Ltd. (GPDPL)
10. Godrej Developers Pvt. Ltd. (a subsidiary of GPDPL w.e.f. 6th December, 2013 and merged into GPDPL w.e.f.
30th April, 2014)
11. Godrej Redevelopers (Mumbai) Pvt. Ltd. (a subsidiary of GPDPL w.e.f. 8th February, 2013)
12. Godrej Premium Builders Pvt. Ltd.
13. Godrej Garden City Properties Pvt. Ltd.
14. Godrej Nandhi Hills Project Pvt. Ltd. (merged with GPL w.e.f 30th April, 2014)
15. Godrej Landmark Redevelopers Pvt. Ltd.
16. Godrej Green Homes Ltd. ( a subsidiary incorporated on 24th December, 2013)
17. Godrej Home Developers Pvt. Ltd. (a subsidiary incorporated on 30th March, 2015)
18. Godrej Hillside Properties Pvt. Ltd. (a subsidiary incorporated on 31st March, 2015)
G. Subsidiary of Godrej (Malaysia) Sdn. Bhd.:
1. G&B Enterprises (Mauritius) Pvt. Ltd. (incorporated in Mauritius)(merged with the Company w.e.f. 3rd July, 2014.)
H. Subsidiaries of Godrej (Singapore) Pte. Ltd.:
1. JT Dragon Pte. Ltd. (Incorporated in Singapore)
2. Godrej (Vietnam) Co. Ltd. (Incorporated in Vietnam)
I. Subsidiaries of Veromatic International BV:
1. Veromatic Services BV (incorporated in the Netherlands)
2. Prowama Trading BV (incorporated in the Netherlands) (formerly, Water Wonder Benelux BV)
J. Subsidiaries and Sub-subsidiaries of GCPL:
1. Godrej South Africa (Proprietary) Ltd. (formerly, Rapidol (Pty) Ltd.) (incorporated in South Africa)
2. Godrej Netherlands BV (incorporated in the Netherlands)
3. Godrej UK Ltd. (a subsidiary of Godrej Netherlands BV)
4. Godrej Global Mid East FZE (incorporated in Sharjah, U.A.E.) (a subsidiary of Godrej Consumer Products Holding
(Mauritius) Ltd.)
5. Godrej Consumer Products Mauritius Ltd.
6. Godrej Hygiene Products Ltd. (merged with GCPL w.e.f 1st April, 2013)
7. Godrej Consumer Products Holding (Mauritius) Ltd. (incorporated in Mauritius)
8. Godrej Household Products Lanka (Private) Ltd. (incorporated in Sri Lanka)
9. Godrej Household Products (Bangladesh) Pvt. Ltd. (incorporated in Bangladesh)
10. Godrej Consumer Products Bangladesh Ltd. (incorporated in Bangladesh)
11. Godrej Mauritius Africa Holdings Ltd. (incorporated in Mauritius)
12. Godrej Weave Holdings Ltd. (incorporated in Mauritius)(a subsidiary of Godrej Africa Holdings Ltd.)
(merged with Godrej Africa Holdings Ltd. w.e.f 31st March, 2015)
13. Godrej West Africa Holdings Ltd. (incorporated in Mauritius on 11th February, 2014) (a subsidiary of DGH
Mauritius Pvt. Ltd.)
14. Godrej Consumer Products Holdings (UK) Ltd. (incorporated in the United Kingdom) (formerly Godrej Consumer
Products (UK) Ltd. and name changed w.e.f. 5th July, 2013) (a subsidiary of Godrej UK Ltd.)
15. Godrej Consumer Products (UK) Ltd. (name changed from Keyline Brands Ltd. w.e.f. 5th July, 2013) (a
subsidiary of Godrej Consumer Products Holdings (UK) Ltd.)
16. Inecto Manufacturing Ltd. (a subsidiary of Godrej Consumer Products (UK) Ltd.)
17. Godrej Consumer Investments (Chile) Spa, (incorporated in Chile) (a subsidiary of Godrej Netherlands BV)
18. Godrej Holdings (Chile) Limitada, (incorporated in Chile) (a subsidiary of Godrej Consumer Investments (Chile) Spa)
19. Cosmetica Nacional, (incorporated in Chile) (a subsidiary of Godrej Holdings (Chile) Limitada)
20. Plasticos Nacional, (incorporated in Chile) (a subsidiary of Cosmetica Nacional)
21. Godrej Kinky Holdings Ltd. (a subsidiary of Godrej Consumer Products Mauritius Ltd.)
22. Kinky Group Pty Ltd. (a subsidiary of Godrej Mauritius Africa Holdings Ltd.)
59
23. Godrej Nigeria Ltd. (incorporated in Nigeria) (a subsidiary of Godrej Consumer Products Mauritius Ltd.)
24. Godrej Consumer Investments Holding Ltd. (incorporated in Mauritius on 8th October, 2013) ( a subsidiary of
Godrej Consumer Products Mauritius Ltd.) (merged with Godrej Africa Holdings Ltd. w.e.f. 31st March, 2015)
25. Indovest Capital Ltd. (incorporated in Malaysia) (a subsidiary of Godrej Consumer Products Holding (Mauritius) Ltd.)
26. Godrej Consumer Products Dutch Cooperatief UA, (incorporated in the Netherlands) (a subsidiary of Godrej
Consumer Products Holding (Mauritius) Ltd.)
27. Godrej Consumer Products (Netherlands) BV (incorporated in the Netherlands) (a subsidiary of Godrej
Consumer Products Dutch Cooperatief UA)
28. Godrej Consumer Holdings (Netherlands) BV (incorporated in the Netherlands) (a subsidiary of Godrej
29. Godrej Indonesia Netherlands Holding BV (incorporated in the Netherlands) (a subsidiary of Godrej Consumer
Products Dutch Cooperatief UA) (merged with Godrej Consumer Holding (Netherlands)BV w.e.f 30th September, 2013)
30. PT Megasari Makmur (incorporated in Indonesia) (a subsidiary of Godrej Consumer Holdings (Netherlands) BV)
31. PT Intrasari Raya (incorporated in Indonesia) (a subsidiary of Godrej Consumer Holdings (Netherlands) BV)
32. PT Simba Indosnack Makmur (incorporated in Indonesia) (a subsidiary of Godrej Consumer Holdings
(Netherlands) BV upto 21st March, 2013)
33. PT Ekamas Sarijaya (incorporated in Indonesia) (a subsidiary of Godrej Consumer Holdings (Netherlands) BV)
34. PT Indomas Susemi Jaya (incorporated in Indonesia) (a subsidiary of Godrej Consumer Holdings (Netherlands) BV)
35. PT Sarico Indah (incorporated in Indonesia) (a subsidiary of Godrej Consumer Holdings (Netherlands) BV)
36. Godrej Argentina Dutch Cooperatief UA (incorporated in Netherlands) (a subsidiary of Godrej Consumer
Products Mauritius Ltd.)
37. Godrej Netherlands Argentina Holding BV . (incorporated in Netherlands) (a subsidiary of Godrej Argentina
Dutch Cooperatief UA)
38. Godrej Netherlands Argentina BV (incorporated in the Netherlands) (a subsidiary of Godrej Argentina Dutch
Cooperatief UA)
39. Panamar Procuccioness S.A. (incorporated in Argentina) (a subsidiary of Godrej Netherlands Argentina BV)
40. Argencos S.A. (incorporated in Argentina) (a subsidiary of Godrej Netherlands Argentina BV)
41. Laboratoria Cuenca S.A. (incorporated in Argentina) (a subsidiary of Godrej Netherlands Argentina BV)
42. Issue Group Uruguay S.A. (incorporated in Uruguay) (a subsidiary of Laboratoria Cuenca S.A.)
43. Frika Weave Pty. Ltd. (incorporated in South Africa) (a subsidiary of Godrej Mauritius Africa Holdings Ltd.
w.e.f. 1st March, 2015)
44. Deciral S.A. (incorporated in Uruguay) (a subsidiary of Laboratoria Cuenca S.A.)
45. Issue Group Brazil Ltd. (incorporated in Brazil) (a subsidiary of Godrej Netherlands Argentina BV)
46. Consell S.A . (incorporated in Argentina) (a subsidiary of Laboratoria Cuenca S.A.)
47. Godrej Consumer Products Nepal Pvt. Ltd.
48. Subinite Pty Ltd. (incorporated in South Africa) (a subsidiary of Godrej West Africa Holdings Ltd.)
49. Lorna Nigeria Ltd (incorporated in Nigeria) (a subsidiary of Weave Business Holding Mauritius Pvt. Ltd.)
50. Weave IP Holding Mauritius Pvt. Ltd. (incorporated in Mauritius) (a subsidiary of Godrej West Africa Holdings Ltd.)
51. DGH Mauritius Pvt. Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Weave Holdings Ltd.)
(merged with Godrej Africa Holdings Ltd. w.e.f. 31st March, 2015)
52. Weave Business Holding Mauritius Pvt. Ltd. (incorporated in Mauritius) (a subsidiary of DGH Mauritius Pvt. Ltd.)
53. Weave Trading Mauritius Pvt. Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Weave Holdings Ltd.)
54. Hair Trading (Offshore) S. A. L. (incorporated in Lebanon) (a subsidiary of Weave Trading Mauritius Pvt Ltd.)
55. Weave Mozambique Limitada (incorporated in Mozambique) (a subsidiary of Godrej West Africa Holdings Ltd.)
56. Godrej East Africa Holdings Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Consumer Products Ltd.)
57. Style Industries Ltd. (incorporated in Kenya) (a subsidiary of DGH Phase Two Mauritius Pvt. Ltd.)
58. DGH Phase Two Mauritius Pvt. Ltd. (incorporated in Mauritius) (a subsidiary Godrej East Africa Holdings Ltd.)
59. Godrej Tanzania Holdings Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Consumer Products Ltd.)
60. DGH Tanzania Ltd (incorporated in Tanzania) (a subsidiary of Godrej Tanzania Holdings Ltd.)
61. Sigma Hair Ind Ltd. (incorporated in Tanzania) (a subsidiary of DGH Tanzania Ltd.)
62. DGH Phase Three Mauritius Pvt. Ltd. (incorporated in Mauritius) ( a subsidiary of Weave Business Holding Mauritius
Pvt. Ltd. w.e.f 5th February, 2014 and merged with Godrej Africa Holdings Ltd. w.e.f. 31st March, 2015)
63. Weave Ghana Ltd. (incorporated in Ghana) (a subsidiary of Godrej Mauritius Africa Holdings Ltd. w.e.f.
1st October, 2014)
64. Godrej Easy IP Holding Ltd. (incorporated in Dubai) (a subsidiary of Godrej Consumer Products Mauritius Ltd.
w.e.f. 16th October, 2014)
65. Darling Trading Company Mauritius Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Mauritius Africa Holdings Ltd.
w.e.f. 22nd January, 2015)
66. Godrej Africa Holdings Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Mauritius Africa Holdings Ltd.
w.e.f. 19th January, 2015)
67. Godrej Indonesia IP Holdings Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Consumer Products
Holding (Mauritius) Ltd. w.e.f. 17th March, 2015)
68. Godrej Megasari Holdings Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Consumer Products Holding
(Mauritius) Ltd. w.e.f. 18th March, 2015)
60
(ii) Joint Ventures:

1. Godrej Efacec Automation & Robotics Ltd.
2. Godrej & Khimji (Middle East) LLC (incorporated in Oman) [a Joint Venture of Godrej (Singapore) Pte. Ltd.]
(iii) An Associate over which the Company's Chairman and Managing Director is able to exercise significant influence:
1. Geometric Ltd.
(iv) An investing Associate with a substantial interest in voting power:
1. Godrej Investments Private Ltd. (holds 26.77% of the equity share capital of the Company)
(v) Other Associates:
1. Godrej & Boyce Enterprises LLP
2. JNG Enterprise LLP
3. RKN Enterprise LLP
4. ABG Venture LLP
5. NBG Enterprise LLP
6. SVC Enterprise LLP
7. Godrej Vikhroli Properties LLP
8. Godrej Buildcorp LLP (name struck off from the Registrar of LLPs w.e.f 10th October, 2014)
9. Godrej Property Developers LLP
10. Mosaic Landmarks LLP
11. Wonder Space Properties Pvt Ltd
12. Wonder City Buildcon Pvt. Ltd.
13. Dream World Landmarks LLP
14. Oxford Realty LLP (w.e.f 13th March, 2014)
15. SSPDL Green Acres LLP (w.e.f 27th March, 2014)
16. M S Ramaiah Ventures LLP ( w.e.f. 7th April, 2014)
17. Oasis Landmarks LLP (w.e.f. 25th August, 2014)
18. Godrej Housing Projects LLP (w.e.f. 22nd December, 2014)
19. Godrej Construction Projects LLP (w.e.f. 22nd December, 2014)
20. Amitis Developers LLP (w.e.f. 10th March, 2015)
21. Caroa Properties LLP (w.e.f. 17th April, 2014)
22. Crop Science Advisors LLP
23. Sheetak Inc., USA
24. Urban Electric Power LLC
25. Future Factory LLP
26. Anamudi Real Estates LLP
(vi) Key Managerial Personnel:
(a) Whole-time Directors:
1. Mr. J. N. Godrej, Chairman & Managing Director
2. Mr. V. M. Crishna, Executive Director (Lawkim Motors Group)
3. Mr. P. D. Lam, Executive Director & President
4. Mr. K. A. Palia, Executive Director (Finance)
5. Mr. A. G. Verma, Executive Director (Personnel & Administration)
6. Mr. N. J. Godrej, Executive Director
(b) Others:
1. Mr. P. K. Gandhi, Chief Financial Officer
2. Mr. P. E. Fouzdar, Executive Vice President (Corporate Affairs) and Company Secretary
(vii) Relatives of Whole-time Directors with whom the Company has transactions:
1. Mrs. P. J. Godrej (spouse of Mr. J. N. Godrej)
2. Ms. R. J. Godrej (daughter of Mr. J. N. Godrej)
3. Mrs. S. G. Crishna (spouse of Mr. V. M. Crishna)
4. Mrs. F. C. Bieri (daughter of Mr. V. M. Crishna)
5. Ms. N. V. Crishna (daughter of Mr. V. M. Crishna)
61
(b) PARTICULARS OF TRANSACTIONS WITH RELATED PARTIES:

Current Year
Subsidiaries
Associates
[Item (a)(i)]
[Items (a)(ii),
(iii), (iv) and (v)]
(i) Transactions carried out with the related parties,

referred to in Items (a) above:
(a) Purchase of Materials/Finished Goods/Services
(b) Purchase of Fixed Assets
(c) Sales, Services Rendered and Other Income
(d) Dividends Received
(e) Common Expenses shared with Subsidiaries
(f) Interest paid on Deposits taken
(g) Dividends paid
(h) Unsecured Deposits taken and repaid
(i) Deposits received and repaid
(j) Investments purchased
(k) Investments sold
(l) Trade and other Receivables
(m) Trade and other Payables
(n) Advances to Suppliers
(o) Loans to subsidiary companies
(p) Deposits payable
(q) Bank Guarantees given against counter-guarantees
given by the Company, outstanding at year-end
(r) Corporate Guarantees given to bankers,
outstanding at year-end
116.24
82.21
99.94
2.99
395.20
315.61
26.05
1.36
26.01
0.69
6.86
5.62
24.93
3.03
11.64
53.23
506.00
0.06
386.43
0.10
44.59
7.13
29.58
(ii) Transactions carried out with Mr. J. N. Godrej, Chairman & Managing Director
(a) Dividends paid
(b) Unsecured Deposits taken and repaid
(c) Interest paid on Deposits taken
(d) Sale of Land
(iii) Transactions carried out with Mr. V. M. Crishna, Executive Director:
(a) Dividends paid *
(b) Interest paid on Deposits taken
(iv) Transactions carried out with Mr. N. J. Godrej, Executive Director:
(a) Dividends paid
(c) Sale of Land
(d) Sale of Building
(v) Remuneration paid/payable to Key Managerial Personnel:
(a) Whole-timeDirectors
(b) Other Key Managerial Personnel
(vi) Transactions carried out with the relatives of Whole-time Directors:
(a) Mrs. P. J. Godrej:
Remuneration
Dividend paid
(b) Ms. R. J. Godrej (beneficiary of The Raika Godrej Family Trust):
Dividend paid to Mr. J. N. Godrej and others as Trustees of
The Raika Godrej Family Trust
(c) Mrs. S. G. Crishna:
Remuneration
Dividend paid
(d) Mrs. F. C. Bieri:
Dividend paid
(e) Ms. N. V. Crishna:
Dividend paid
62
6.26
(Rupees in crore)
Previous Year
Subsidiaries
Associates
[Item (a)(i)] [Items (a)(ii), (iii),
(iv) and (v)]
37.55
0.08
23.09
95.16
2.86
102.04
86.07
2.63
3.02
1.55
0.69
7.85
18.28
2.32
11.43
40.81
220.25
9.30
473.21
0.10
36.40
1.47
36.40
Current Year
(Rupees in crore)
Previous Year
9.82
8.00
0.39
-
7.52
0.48
0.00
-
0.00
0.26
4.93
-
3.78
0.21
0.53
2.40
19.15
2.85
20.50
2.56
0.04
0.01
0.04
0.01
4.93
3.78
0.04
10.59
0.04
8.12
4.54
3.48
4.54
3.48
(vii) SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES:

Current Year
(Rupees in crore)
Previous Year
0.61
88.41
26.78
0.23
0.59
12.01
24.47
4.50
0.76
5.62
-
0.08
(c) Sales, Services Rendered

Godrej Industries Ltd.
Godrej Properties Ltd.
Godrej Buildcon Pvt. Ltd.
Godrej Consumer Products Ltd.
Veromatic International BV
Godrej Efacec Automation & Robotics Ltd.
Geometric Ltd.
Godrej Vikhroli Properties LLP
23.20
0.86
21.82
16.50
8.06
3.84
21.59
0.48
1.96
4.19
3.45
5.29
0.04
3.01
5.34
4.87
4.70
7.99
(d) Dividends Received

63.87
32.94
61.78
32.76
2.99
2.86
(f) Interest paid on Deposits taken

Godrej Investments Pvt. Ltd.
11.64
11.43
(g) Dividends paid

53.23
40.81
506.00
220.25

(b) Purchase of Fixed Assets
Godrej (Singapore) Pte Ltd
(e) Common Expenses shared with Subsidiaries

(h) Unsecured Deposits taken and repaid

(i) Deposits received and repaid
0.04
0.02
(j) Investments purchased

Godrej Agrovet Ltd.
206.38
153.92
-
11.39
86.00
(k) Investments sold

315.61
86.07
(l) Trade and other Receivables

382.26
1.11
3.60
3.50
471.35
1.81
0.03
0.74
1.31
0.02
0.04
0.10
0.45
0.01
0.06
0.04
1.63
0.84
-
(m) Trade and other Payables

Mercury Mfg. Co. Ltd.
Godrej & Khimji (Middle East) LLC
Future Factory LLP.
63
Current Year
(Rupees in crore)
Previous Year
1.57
1.55
(o) Loans to subsidiary companies

East View Estates Private Ltd.
First Rock Infrastructure Private Ltd.
Miracletouch Developers Private Ltd.
4.55
12.32
9.14
(p) Deposits payable

0.69
44.59
0.69
36.40
2.09
5.04
0.76
0.71
29.58
6.26
36.40
-
(n) Advances to Suppliers

(q) Bank Guarantees given against counter-guarantees given

by the Company, outstanding at year-end
Busbar Systems (India) Ltd.
(r) Corporate Guarantees given to Bankers, outstanding at year-end
Veromatic International BV, the Netherlands
Sheetak Inc., USA
40. DISCLOSURE IN RESPECT OF JOINT VENTURES

Pursuant to the Accounting Standard (AS 27) Financial Reporting of Interests in Joint Ventures, the disclosures relating
to the Companys Indian Joint Venture (JV) Godrej Efacec Automation and Robotics Ltd. are as follows:
(a) The financial interest of the Company in the JV is by way of equity participation with Efacac Capital SGPS S.A.
S.A. in the ratio of 49:51
(b) The aggregate amounts of assets, liabilities, income and expenses related to the Companys share in the JV.
(Rupees in crore)
Current Year
Previous Year
(Unaudited)
(i) Assets at close
25.60
19.67
(ii) Liabilities at close
13.20
13.99
(iii) Income
38.68
22.97
(iv) Expenses
35.30
20.63
(c) The JV does not have any contracts remaining to be executed on Capital Account or any contingent liabilities at close.
41. DISCLOSURE IN RESPECT OF LEASES
(a) The Companys significant leasing arrangements are in respect of operating leases for motor cars, laptop computers
and premises (office, godown, show-room, retail store, residential, etc.) occupied by the Company. The aggregate lease
rentals payable by the Company are charged to the Statement of Profit and Loss as Rent [Note 30(j)], Establishment and
Other Expenses [Note 30(k)] and Motor Car and Lorry Expenses [Note 30(m)].
The future minimum lease payments under non-cancellable operating leases in respect of premises, motor cars and
laptop computers, due within a period of one year are estimated at Rs. 24.78 crore (as at 31-3-2014: Rs. 12.76 crore),
those due later than one year but not later than five years at Rs. 61.38 crore (as at 31-3-2014: Rs. 10.78 crore), and
those due later than five years at Rs. 27.76 crore (as at 31-3-2014: Rs. Nil).
(b) Lease income from operating leases is recognised in the Statement of Profit and Loss. Initial direct costs incurred
specifically to earn revenues from operating leases of fixed assets are charged to the Statement of Profit and Loss as
incurred. These assets pertain to land, commercial/residential premises, forklifts and vending machines given on
lease on varying tenure and other terms.
In respect of assets given on operating leases, the gross book value and the accumulated depreciation at the end of
the year, aggregate to Rs. 343.75 crore and Rs. 54.02 crore, respectively (as at 31-3-2014: Rs. 336.30 crore and
Rs. 39.18 crore respectively); and the depreciation charge for the year corresponding to the period of lease rentals,
is estimated at Rs. 13.63 crore (Previous Year: Rs. 10.80 crore).
The future minimum lease rentals receivable under non-cancellable operating leases within a period of one year are
estimated at Rs. 30.25 crore (as at 31-3-2014: Rs. 14.76crore), those due later than one year but not later than five
years at Rs. 94.60 crore (as at 31-3-2014: Rs. 1.93 crore), and those due later than five years at Rs. Nil (as at
31-3-2014: Rs. Nil).
42. VALUE OF RAW MATERIALS, COMPONENTS, STORES AND SPARE PARTS CONSUMED
Current Year
Class of Goods
Unit
%
Value
Previous Year
%
(Rupees in crore)
Imported
Indigenous
14%
86%
100%
64
476.51
2,964.94
3,441.45
Value
(Rupees in crore)
14%
86%
100%
398.94
2,521.33
2,920.27
Current Year
(Rupees in crore)
Previous Year
43. EARNINGS IN FOREIGN CURRENCY

(a) Export of Goods on FOB basis
(b) Commission
(c) Dividend
(d) Freight recovered
(e) Others
427.69
0.73
0.11
21.10
-
461.54
0.21
0.11
10.11
0.03
44. VALUE OF IMPORTS ON CIF BASIS

(a) Raw Materials
(b) Spare Parts and Components
(c) Capital Goods
(d) Finished Goods
(e) Others
441.37
55.35
30.09
555.22
0.06
378.86
18.99
96.46
462.91
-
0.84
2.99
3.95
6.55
1.27
4.89
0.72
6.34
0.05
2.77
4.06
13.26
1.85
0.04
10.64
7.98
45. EXPENDITURE IN FOREIGN CURRENCY

(a) Royalty
(b) Commission
(c) Travelling Expenses
(d) Professional Fees
(e) Interest and Bank Charges
(f) Freight
(g) Installation Expenses
(h) Others
46. FORWARD EXCHANGE CONTRACTS AND UNHEDGED FOREIGN CURRENCY EXPOSURE

(a) Outstanding forward exchange contracts entered into by the Company:
Amount in foreign currency
Equivalent amount (Rs. In crore)
Particulars and Purpose
As at
As at
As at
As at
31/03/2015
31/03/2014
31/03/2015
31/03/2014
Forward Cover (Trade Receivables and unexecuted
Sales Orders)
Amount
$ 22,171,691 $ 26,913,540
138.46
161.12
Number of contracts
72
146
Amount
0
2,089,928
17.27
Number of contracts
4
Amount
GBP 0
GBP 164,303
1.64
Number of contracts
5
Forward Cover (Trade Payables, unexecuted
Purchase Orders and foreign currency borrowings)
Amount
Number of contracts
Amount
Number of contracts
$ 52,475,876 $ 11,704,920
150
124
284,326
2
328.24
70.19
2.59
(b) Details of year-end foreign currency exposures that are not hedged:
Equivalent amount (Rs. In crore)
Particulars
As at
As at
As at
As at
31/03/2015
31/03/2014
31/03/2015
31/03/2014
Trade Payables
$ 6,375,159 $ 8,449,045
39.88
50.66
1,487,223
1,894,844
10.00
15.68
GBP 100,920
GBP 97,615
0.93
0.97
Trade Receivables
$ 13,669,921 $ 5,774,939
1,590,286
385,529
GBP 621,117
GBP 446,838
KWD 222,441
KWD 11,880
65
85.37
10.68
5.74
4.63
34.57
3.19
4.46
0.25
Godrej & Boyce Manufacturing Company Limited

ENCLOSURE 1
CONSOLIDATED FINANCIAL STATEMENTS (FY 2014-15)
FORMING PART OF THE ANNUAL REPORT OF
GODREJ AND BOYCE MANUFACTURING COMPANY LIMITED
FOR THE YEAR ENDED 31ST MARCH, 2015

Established 1897
(Incorporated with limited liability on 3rd March, 1932 under the Indian Companies Act, 1913)
CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31st MARCH, 2015
(Draft for Approval by the Audit Committee of the Board)
CORPORATE INFORMATION
Board of Directors
JAMSHYD N. GODREJ, Chairman & Managing Director
ADI B. GODREJ
NADIR B. GODREJ
VIJAY M. CRISHNA, Executive Director (Lawkim Motors Group)
KAVAS N. PETIGARA
PRADIP P. SHAH
ANITA RAMACHANDRAN
PHIROZE D. LAM, Executive Director & President
KYAMAS A. PALIA, Executive Director (Finance)
ANIL G. VERMA, Executive Director (Personnel & Administration)
NAVROZE J. GODREJ, Executive Director
KEKI M. ELAVIA
Company Secretary
PERCY E. FOUZDAR
Chief Financial Officer

PURVEZ K. GANDHI
Auditors
KALYANIWALLA & MISTRY
Chartered Accountants
Bankers
CENTRAL BANK OF INDIA
UNION BANK OF INDIA
STATE BANK OF PATIALA
CITIBANK N.A.
ICICI BANK LTD.

AXIS BANK LTD.
HDFC BANK LTD.
EXPORT-IMPORT BANK OF INDIA
Registered Office and Head Office

Telephone: (022) 6796 5656, 6796 5959; Fax: (022) 6796 1518
E-mail: info@godrej.com | Website: http://www.godrej.com
Corporate Identity Number (CIN)
U28993MH1932PLC001828
INDEPENDENT AUDITORS REPORT

TO THE MEMBERS OF
Report on the Consolidated Financial Statements
We have audited the accompanying Consolidated Financial Statements of GODREJ & BOYCE
MANUFACTURING COMPANY LIMITED (hereinafter referred to as the Holding
Company) and its subsidiaries (the Holding Company and its subsidiaries together referred to as
the Group) its associates and jointly controlled entities, comprising of the Consolidated Balance
Sheet as at March 31, 2015, the Consolidated Statement of Profit and Loss, the Consolidated Cash
Flow Statement for the year then ended and a summary of the significant accounting policies and
other explanatory information (hereinafter referred to as the Consolidated Financial
Statements).
Managements Responsibility for the Consolidated Financial Statements
The Holding Companys Board of Directors is responsible for the preparation of these
Consolidated Financial Statements in terms of the requirements of the Companies Act, 2013
(hereinafter referred to as the Act), that give a true and fair view of the consolidated financial
position, consolidated financial performance and consolidated cash flows of the Group including
its associates and jointly controlled entities in accordance with the accounting principles generally
accepted in India, including the Accounting Standards specified under Section 133 of the Act,
read with Rule 7 of the Companies (Accounts) Rules, 2014. The respective Board of Directors of
the companies included in the Group and of its associates and jointly controlled entities are
responsible for maintenance of adequate accounting records in accordance with the provisions of
the Act for safeguarding the assets of the Group and of its associates and its jointly controlled
entities for preventing and detecting frauds and other irregularities; the selection and application
of appropriate accounting policies; making judgments and estimates that are reasonable and
prudent; and the design, implementation and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the financial statements that give a true
and fair view and are free from material misstatement, whether due to fraud or error, which have
been used for the purpose of preparation of the Consolidated Financial Statements by the
Directors of the Holding Company, as aforesaid.
Auditors Responsibility
Our responsibility is to express an opinion on these Consolidated Financial Statements based on
our audit. While conducting the audit, we have taken into account the provisions of the Act, the
accounting and auditing standards and matters which are required to be included in the audit
report under the provisions of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified under Section
143(10) of the Act. Those Standards require that we comply with ethical requirements and plan
and perform the audit to obtain reasonable assurance about whether the Consolidated Financial
Statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the
disclosures in the Consolidated Financial Statements. The procedures selected depend on the
auditors judgment, including the assessment of the risks of material misstatement of the
Consolidated Financial Statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant to the Holding
Companys preparation of the Consolidated Financial Statements that give a true and fair
view in order to design audit procedures that are appropriate in the circumstances but not for
the purpose of expressing an opinion on whether the Holding Company has an adequate
internal financial controls system over financial reporting in place and the operating
effectiveness of such controls. An audit also includes evaluating the appropriateness of the
accounting policies used and the reasonableness of the accounting estimates made by the
Holding Companys Board of Directors, as well as evaluating the overall presentation of the
Consolidated Financial Statements.
We believe that the audit evidence obtained by us and the audit evidence obtained by the
other auditors in terms of their reports referred to in sub-paragraph (a) of the Other Matters
paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the
Opinion
In our opinion and to the best of our information and according to the explanations given to
us, the aforesaid Consolidated Financial Statements give the information required by the Act
in the manner so required and give a true and fair view in conformity with the accounting
principles generally accepted in India, of the consolidated state of affairs of the Group, its
associates and jointly controlled entities as at March 31, 2015, their consolidated profit and
their consolidated cash flows for the year ended on that date.
Emphasis of Matters
We draw attention to the following Notes to the Consolidated Financial Statements for the
year ended on March 31, 2015:
a) Sub-note (f) of Note 1A: This being the first year of consolidation for the Holding
Company, the opening balances of the previous year is as derived by the management
based on the financial statements of the parent and its subsidiaries combined on a line by
line basis by adding together like items of assets and liabilities. We have broadly
reviewed the comparative figures for the year ended March 31, 2014 as furnished by the
management.
b) Sub-note (b) of Note 1A: Accounting Standard 21 requires the computation of goodwill
arising on consolidation of equity investments in subsidiaries by comparing the cost of
investment in the concerned subsidiary with the share in the net worth on the date of
investment. The initial investment in certain subsidiaries were made as early as 1970.
Considering the unavailability of the data for computing the net worth of certain
subsidiaries prior to April 1, 2001 together with de-merger of Godrej Soaps on April 1,
2001 and with a view to maintain consistency in computation of Goodwill, April 1, 2001
has been considered as the date of investment. In the opinion of the Management any
Goodwill / Capital Reserve that may have arisen prior to April 1, 2001 is not likely to be
material.
c) Sub-note (h) of Note 1B: In respect of projects under long term contracts undertaken and
/ or financed by certain subsidiaries, we have relied upon the Managements estimates of
the percentage of completion, costs to completion and on the projections of revenues
expected from projects owing to the technical nature of such estimates, on the basis of
which profits / losses have been accounted, interest income accrued and realizability of
the construction work in progress and project advances determined.
d) Sub-note (2) of Note 3: Reserves and Surplus, regarding the Scheme of Arrangement
between Godrej Agrovet Ltd., (GAVL) a subsidiary of Godrej Industries Limited and
Goldmuhor Agrochem and Feeds Limited (GAFL) (a subsidiary of GAVL) whereby the
assets and liabilities of GAFL have been taken over by GAVL and recorded at their book
values as on October 1, 2013.
i) In accordance with the Scheme of Arrangement, an amount of Rs. 0.71 crores on
account of Goodwill on Merger has been charged to the General Reserve instead of
amortising the same in the Statement of Profit and Loss over a period of ten years.
Had the Scheme not prescribed this treatment, the profit for the year would have been
lower by Rs. 0.07 crores, the Goodwill would have been higher by Rs. 0.60 crores
(net written down value) and the General Reserve would have been higher by Rs. 0.71
crores.
ii) The cost and expenses arising out of or incurred in carrying out and implementing the
Scheme amounting to Rs. 0.41 crores have been directly charged against the balance
in the General Reserve. Had this amount been charged to the Statement of Profit and
Loss, the Surplus would have been lower and the General Reserve would have been
higher by Rs. 0.41 crores.
iii) An amount of Rs. 20 crores has been transferred from the General Reserve and used
to increase the Reserve for Employee Compensation Expenses. Had the Scheme not
prescribed this treatment, the balance in the General Reserve would have been higher
and the balance in the Reserve for Employee Compensation Expenses would have
been lower by Rs. 20 crores.
e) Sub-note (3) of Note 3: Reserves and Surplus, regarding the Scheme of Arrangement
whereby the assets and liabilities of Golden Feed Products Limited have been taken over
by GAVL and recorded at their book values as on March 31, 2014. In accordance with the
Scheme of Arrangement, an amount of Rs. 0.97 crores on account of Goodwill on Merger
has been charged against the balance in the Surplus instead of amortising the same in the
Statement of Profit and Loss over a period of ten years. Had the Scheme not prescribed
this treatment, the profit for the year would have been lower by Rs. 0.10 crores, the
Goodwill would have been higher by Rs. 0.87 crores (net written down value) and the
balance in the Surplus would have been higher by Rs. 0.87 crores.
f) Sub-note (4) of Note 3: Reserves and Surplus, regarding the Scheme of Arrangement
whereby the assets and liabilities of certain subsidiary companies viz. Godrej Oil Palm
Ltd., Godrej Gokarna Oil Palm Ltd. and Cauvery Palm Oil Ltd. have been taken over by
GAVL and recorded at their book values as on April 1, 2011.
i) In accordance with the Scheme of Arrangement, amortisation amounting to Rs. 4.25
crores on Intangible Assets taken over as per the Scheme is charged against the
balance in the General Reserve of GAVL in the current year and Rs. 12.75 crores in
the previous years. Had this amount been charged to the Statement of Profit and Loss,
the profit for the year would have been lower by Rs. 4.25 crores, the opening balance
in the Surplus would have been lower by Rs. 12.75 crores and the balance in the
General Reserve would have been higher by Rs. 17 crores.
ii) An amount of Rs. 60.55 crores on account of Goodwill on Merger has been charged
to the Securities Premium Account instead of amortising the same in the Statement of
Profit and Loss over a period of ten years. Had the Scheme not prescribed this
treatment, the profit for the year would have been lower by Rs. 6.06 crores, the
opening balance in the Surplus would have been lower by Rs. 18.17 crores, Goodwill
would have been higher by Rs. 36.33 crores (net written down value) and the
Securities Premium Account would have been higher by Rs. 60.55 crores.
g) Sub-note (5) of Note 3: Reserves and Surplus, regarding the Scheme of Arrangement
whereby the assets and liabilities of Godrej Gold Coin Aquafeed Ltd., a subsidiary of
GAVL, have been taken over and recorded at their book values as on April 1, 2010. In
accordance with the Scheme of Arrangement, an amount of Rs. 16.69 crores on account
of book values of Intangible Assets and an amount of Rs. 25.06 crores on account of
Goodwill on Merger, aggregating to Rs. 41.75 cores has been charged to the Securities
Premium Account instead of amortising the same in the Statement of Profit and Loss, in
case of Intangibles over a period of balance useful life of seven years and in case of
Goodwill over a period of ten years. Had these amounts been charged to the Statement of
Profit and Loss, the profit for the year would have been lower by Rs. 5.03 crores, the
opening balance in the Surplus would have been lower by Rs. 20.10 crores, Intangibles
would have been higher by Rs. 4.09 crores (net written down value), Goodwill would
have been higher by Rs. 12.53 crores (net written down value) and the Securities
Premium Account would have been higher by Rs. 41.75 crores.
h) Sub-note (6) of Note 3: Reserves and Surplus, regarding a Scheme of Amalgamation of
two subsidiaries of Godrej Properties Ltd. (GPL) (a sub-subsidiary of the Company), viz.
Godrej Buildwell Private Limited with Godrej Projects Development Private Limited
(Scheme III).
i) In accordance with which, an amount of Rs. 137.05 crores arising on account of
Goodwill on amalgamation has been adjusted from the General Reserve and from the
Surplus instead of amortising the same in the Statement of Profit and Loss over a
period of five years.
ii) The cost and expenses incurred in carrying out and implementing the Scheme
amounting to Rs. 0.38 crores have been directly adjusted from the Surplus of the
Transferee Company. Had this amount been charged to the Statement of Profit and
Loss, the profit for the year would have been lower by Rs. 27.79 crores, the Goodwill
would have been higher by Rs. 109.64 crores (net written down value), the balance in
General Reserve would have been higher by Rs. 9.80 crores and Surplus in the
Statement of Profit and Loss would have been higher by Rs. 127.64 crores.
The above treatment prescribed under the respective Court Schemes differs from the
treatment prescribed under the Accounting Standards according to which, the said
amounts should have been debited to Goodwill, Intangibles or the Statement of Profit
and Loss, as the case may be. Had the Schemes not prescribed this accounting
treatment, the Groups share in the profit for the year ended March 31, 2015, would
have been lower by Rs. 32.45 crores, the Surplus would have been lower by Rs. 8.33
crores, Employee Compensation Reserve would have been lower by Rs. 21.46 crores,
the General Reserve would have been higher by Rs. 17.58 crores, the Securities
Premium would have been higher by Rs. 129.10 crores, Goodwill would have been
higher by Rs. 93.20 crores and Intangibles would have been higher by Rs. 2.49 crores.
i) Sub-note (7) of Note 3: Reserves and Surplus, where during the current year, The
Securities and Exchange Board of India (SEBI) has issued the SEBI (Share Based
Employee Benefits) Regulation, 2014, which requires that the accounting treatment for
employee share based payments to be based on the Guidance Note on Accounting for
Employees Share-Based Payments issued by the Institute of Chartered Accountants of
India. Accordingly, various Companies in the Group have not included the financial
statements of their respective ESOP Trusts in the preparation of their respective
Standalone Financial Statements for the year ended March 31, 2015, as compared to the
previous year where the same were consolidated. Consequently, these Consolidated
Financials Statements do not include the assets, liabilities, income and expenditure of the
respective ESOP Trusts and to that extent, the figures for the previous year are not
comparable.
j) Sub-note (10) of Note 3: Reserves and Surplus, regarding a Scheme for the Reduction of
Capital (Securities Premium Account), in accordance with which, an amount of Rs.
110.04 crores has been transferred from the Securities Premium Account and used to
create the Reserve for Employee Compensation Expenses, of which Rs. 11.35 crores for
Employee Compensation Expenses incurred during the current year and Rs. 83.39 crores
for previous year has been adjusted with respect to a sub-subdiary. Had the Scheme not
prescribed this treatment, the Profit for the year would have been lower by Rs. 11.35
crores, the opening balance in the Surplus would have been lower by Rs. 83.39 crores, the
Reserve for Employee Compensation Expenses would have been lower by Rs. 15.30
crores and the Securities Premium Account would have been higher by Rs. 110.04 crores.
k) Sub-note 1(ii) to Note 38: Employee Stock Benefit Plans, where a sub-subsidiary has
instituted an Employee Stock Option Plan for the benefit of its eligible employees which
is administered by an independent trust. The ESOP Trust has been advanced loans which
along with interest thereon and net of provision of Rs. 5.89 crores, amounts to Rs. 38.13
crores. As at March 31, 2015, the market value of the equity shares of the subsidiary
Company held by the ESOP Trust is lower than the holding cost of these equity shares by
Rs. 13.33 crores, (net of provision of Rs. 5.89 crores). The repayment of the loans granted
to the ESOP Trust is dependent on the exercise of options by the employees during the
exercise period and / or the market price of the underlying equity shares of the
unexercised options at the end of the exercise period. In the opinion of the Management,
the fall in the value of the underlying equity shares is on account of current market
volatility and the loss, if any, can be determined only at the end of the exercise period. In
view of which, provision for diminution is not considered necessary in the financial
statements.
l) Note 12(g), Consequent to the enactment of the Act, and its applicability for accounting
periods commencing from April 1, 2014, during the current year, the Holding Company,
its subsidiaries, associates and jointly controlled entities incorporated in India to whom
the Act is applicable, has reassessed the remaining useful life of fixed assets in
accordance with the provisions prescribed under Schedule II to the Act. In case of assets
which have completed their useful life, the carrying value (net of residual value) as at the
beginning of the year amounting to Rs. 23.87 crore has been charged to the Statement of
Profit and Loss by the Holding Company and two subsidiaries and an amount of Rs. 6.16
crore (net of deferred tax) has been debited to retained earnings by three subsidiaries. In
case of assets having a revised remaining useful life as per the Act, the carrying value (net
of residual value) is being depreciated over the revised remaining useful life. This has
resulted in the depreciation expenses for the year ended March 31, 2015 being higher by
Rs. 38.72 crore.
m) Sub-note (xv) of Note 12: regarding the Scheme of Amalgamation of the erstwhile Godrej
Household Products Limited with Godrej Consumer Products Limited (GCPL) approved
by the Honble High Court of Judicature of Bombay, whereby an amount of Rs. 52.75
Crore, for the year ended March 31, 2015, equivalent to the amortisation of the
Goodknight and Hit Brands is directly debited to the General Reserve Account instead of
debiting the same to the Statement of Profit and Loss as per the provisions of AS 26. The
said accounting treatment is in accordance with the accounting treatment prescribed in the
Order of the High Court of Mumbai dated February 28, 2011 under section 394 of the
Companies Act, 1956.
Had this amount been charged to the Statement of Profit and Loss, the profit for the year
ended March 31, 2015 would have been lower by Rs. 52.75 Crore and the General
Reserve would have been higher by Rs. 52.75 Crore.
n) Note 41 regarding the Scheme of Amalgamation sanctioned by the Supreme Court of

Mauritius, whereby Godrej Kinky Holdings Ltd. (GKHL) has been merged with Godrej
Consumer Investment Holding Ltd (GCIHL) with effect from April 1, 2014 In
accordance with the Scheme, for the purposes of preparation of the consolidated financial
statements of GCIHL, the assets and liabilities of the subsidiaries of GKHL, as identified
by the Board of Directors of GCIHL have been accounted at their fair values. Since the
Board of Directors of GCIHL have decided to restate the value of an asset in accordance
with the Scheme, the resultant impact amounting to Rs. 24.91 Crore has been written off
and debited against Surplus under Reserves and Surplus instead of debiting the same to
the Statement of Profit and Loss in the year ended March 31, 2015 as per the provisions
of AS 26. The above accounting treatment is made in accordance with the accounting
treatment prescribed in Order of the Supreme Court of Mauritius dated July 11, 2014.
Had this amount been debited to the Statement of Profit and Loss, the profit before tax for
the year ended March 31, 2015, would have been lower by Rs. 24.91 Crore.
o) Note 25(k): Other income includes the recovery of loan amounting to Rs. 25.25 Crore
from the GCPL ESOP Trust which was earlier written off to General Reserve under a
Court approved Scheme of Amalgamation.
Our opinion is not modified in respect of these matters.
Other Matters
a) We did not audit the financial statements / financial information of nineteen subsidiaries
and a jointly controlled entity whose financial statements / financial information reflect
total assets of Rs. 6,175.06 crores as at March 31, 2015, total revenues of Rs. 6,182.24
crores and net cash flows amounting to Rs. 113.17 crores for the year ended on that date,
as considered in the Consolidated Financial Statements. These financial statements /
financial information have been audited by other auditors whose reports have been
furnished to us by the Management and our opinion on the Consolidated Financial
Statements, in so far as it relates to the amounts and disclosures included in respect of
these subsidiaries and the jointly controlled entity and our report in terms of sub-sections
(3) and (11) of Section 143 of the Act, in so far as it relates to the aforesaid subsidiaries
and the jointly controlled entity, is based solely on the reports of the other auditors. The
Consolidated Financial Statements also include share of net profit of Rs. 0.34 crores for
the year ended March 31, 2015 in respect of an associate, whose financial statements /
financial information have not been audited by us.
b) We did not audit the financial statements / financial information of five subsidiaries
whose financial statements / financial information reflect total assets of Rs. 22.21 crore as
at March 31, 2015, total revenues of Rs. 72.54 crore and net cash flows amounting to Rs.
5.38 crores for the year ended on that date, as considered in the Consolidated Financial
Statements. The Consolidated financials also include the Groups share of net profit of
Rs. 1.77 crore for the year ended March 31, 2015, as considered in the Consolidated
Financial Statements, in respect of four associates, whose financial statements / financial
information have not been audited by us. These financial statements / financial
information are unaudited and have been furnished to us by the Management and our
opinion on the Consolidated Financial Statements, in so far as it relates to the amounts
and disclosures included in respect of the aforesaid subsidiary and associates and our
report in terms of sub-sections (3) and (11) of Section 143 of the Act in so far as it relates
to the aforesaid subsidiary and associates, is based solely on such unaudited financial
statements / financial information. In our opinion and according to the information and
explanations given to us by the Management, these financial statements / financial
information are not material to the Group.
Our opinion on the Consolidated Financial Statements and our report on Other Legal and
Regulatory Requirements below, is not modified in respect of the above matters with respect
to our reliance on the work done and the reports of the other auditors and the financial
statements / financial information certified by the Management.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors Report) Order, 2015 (the Order), issued by
the Central Government of India in terms of sub-section (11) of Section 143 of the Act,
based on the comments in the auditors reports of the Holding Company, its subsidiaries,
associates and jointly controlled companies incorporated in India (the Covered
Entities), we give in the Annexure, a statement on the matters specified in paragraphs 3
and 4 of the Order.
2. As required by Section143(3) of the Act, we report, to the extent applicable, that:
a) We have sought and obtained all the information and explanations, which to the best of
our knowledge and belief were necessary for the purposes of our audit of the aforesaid
b) In our opinion, proper books of account as required by law relating to preparation of the
aforesaid Consolidated Financial Statements have been kept so far as it appears from our
examination of those books and the reports of the other auditors.
c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss and the
Consolidated Cash Flow Statement dealt with by this Report are in agreement with the
relevant books of account maintained for the purpose of preparation of the Consolidated
Financial Statements.
d) In our opinion, the aforesaid Consolidated Financial Statements comply with the
Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014.
e) On the basis of the written representations received from the Directors of the Holding
Company as on March 31, 2015, taken on record by the Board of Directors of the Holding
Company and the reports of the statutory auditors of the Covered Entities, none of the
Directors of the Covered Entities is disqualified as on March 31, 2015, from being
appointed as a Director in terms of Section 164 (2) of the Act.
f) With respect to the other matters to be included in the Auditors Report in accordance
with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to
the best of our information and according to the explanations given to us:
i) The Consolidated Financial Statements disclose the impact of pending litigations on
the consolidated financial position of the Group, its associates and jointly controlled
entities. Refer Note 23 (d) to (k) to the Consolidated Financial Statements.
ii) Provision has been made in the Consolidated Financial Statements, as required under
the applicable laws or Accounting Standards for material foreseeable losses, if any, on
long term contracts, including derivative contracts.
iii) There has been no delay in transferring amounts, required to be transferred, to the
Investor Education and Protection Fund by the Holding Company, its subsidiaries,
associates and jointly controlled companies incorporated in India.

Firm Registration Number: 104607W
ERMIN K. IRANI
PARTNER
Mumbai: August 21, 2015.
ANNEXURE TO THE INDEPENDENT AUDITORS REPORT REFERRED TO IN

PARA 1 UNDER REPORT ON OTHER LEGAL AND REGULATORY
REQUIREMENTS IN OUR INDEPENDENT AUDITORS REPORT TO THE
MEMBERS OF THE COMPANY ON THE CONSOLIDATED FINANCIAL
STATEMENTS FOR THE YEAR ENDED MARCH 31, 2015:
The following statement is based on the comments in the Auditors reports on the standalone
financial statements of the Holding Company, its subsidiaries, associates and jointly
controlled companies incorporated in India (referred to as the Covered entities)
1. Fixed Assets:
a) The Holding Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets, other than furniture, fixture
and equipments. In case of furniture, fixture and equipment acquired/ purchased after
April 1, 1978, by the Holding company the records are maintained showing aggregate
quantitative details with their situation and value, without item-wise break-up.
In case of a sub-subsidiary company fixed asset register is not complete in respect of
the quantitative details and situation of fixed assets acquired / purchased prior to April
1, 2009.
The other Covered Entities have maintained proper records showing full particulars,
including quantitative details and situation of fixed assets.
b) The Covered Entities have a program for physical verification of fixed assets at
periodic intervals other than furniture, fixture and office equipment in case of the
Holding company. In our opinion, the period of verification is reasonable having
regard to the size of the Covered Entities and the nature of their assets. The
discrepancies, if any, noticed on such verification were not material and have been
properly dealt with in the books of account except in the case of a sub-subsidiary
company, in respect of assets acquired / purchased prior to April 1, 2009, in the
absence of proper details of assets, the Company is unable to conduct physical
verification in order to ascertain if there are material discrepancies in relation to such
assets. Further, in respect of a jointly controlled company, physical verification of
fixed assets has not been conducted during the year. In the absence of physical
verification it is not possible to state if there are any discrepancies between book
records and physical verification.
2. Inventory :
a) The Management of the Covered Entities have conducted physical verification of
inventory at reasonable intervals.
b) The procedures of physical verification of inventories followed by the Management of
the Covered Entities are reasonable and adequate in relation to their size and the
nature of their respective businesses.
c) The Covered Entities are maintaining proper records of inventory. The discrepancies
noticed on physical verification were not material in relation to their operations and
the same have been properly dealt with in their respective books of account
3. Certain Covered Entities have granted unsecured loans to companies and firms covered in
the register maintained under section 189 of the Companies Act. The receipt of principal
amount and interest was regular in respect of these entities. In case of certain Covered
Entities there are no fixed terms of repayment of principal and interest; hence the question
of receipt of principal and interest and recovery of overdues does not arise in respect of
those entities. Other Covered Entities have not granted any loans, secured or unsecured, to
companies, firms or other parties covered in the register maintained under section 189 of
the Act. Accordingly, the provisions of clause (iii)(a) and (b) of the Order are not
applicable in respect of those entities and hence not commented upon.
4. In our opinion and according to the information and explanations given to us there is an
adequate internal control systems commensurate with the size of the Covered Entities and
the nature of their respective businesses, for the purchase of inventory, fixed assets and for
the sale of goods and services. No major weakness was observed or continuing failure to
correct major weakness in the internal control system of Covered Entites in respect of
these areas, except in case of an associate which had implemented SAP in February 2014
and is still facing stabilization issues in revenue recognition areas. However, the associate
has alternate controls to mitigate such risks and has recorded the required adjustment.
5. In our opinion and according to the information and explanations given to us, the Covered
Entities to whom the clause is applicable, have complied with the directives issued by the
Reserve Bank of India and the provisions of Sections 73 to 76, or any other relevant
provisions of the Companies Act and the Rules framed thereunder in respect of the
deposits accepted from the public.
6. The statutory auditors of the Covered Entities have broadly reviewed the books of account
maintained by the Covered Entities, pursuant to the Rules made by the Central
Government of India for maintenance of cost records under sub-section (1) of section 148
of the Act and are of the opinion that, prima facie, the prescribed accounts and records
have generally been made and maintained, wherever applicable. However, the statutory
auditors have not made a detailed examination of the records with a view to examine
whether they are accurate and complete.
7. Statutory Dues:
a) According to the information and explanation given and on the basis of the examination
of the records by the respective statutory auditors of the Covered Entities, the amounts
deducted/ accrued in the books of account in respect of undisputed statutory dues,
including Provident Fund, Employees State Insurance, Income-tax, Sales-tax, Wealth
Tax, Service Tax, Custom Duty, Excise duty, Value Added Tax, Cess and any other
statutory dues have been generally regularly deposited during the year by each of these
entities with the appropriate authorities. According to the information and explanation
given to the Statutory auditors there are no undisputed dues which have remained
outstanding as at the last day of the financial year for a period of more than six months
from the date they became payable.
b) According to the information and explanation given to the statutory auditors of the
covered entities, there are no dues of Income-tax, Sales tax, Wealth tax, Service tax,
Customs duty, Excise duty, Value Added Tax or Cess outstanding on account of any
dispute, other than those disclosed in Annexure I to this report.
Nature of the
Statute
Central Excise
Act, 1944
Nature of Dues
Excise Duty
Excise Duty / Service Tax

demands relating to disputed
classification, post
manufacturing expenses,
assessable values, etc.
Duty on one to one correlation

in terms of excisable material
purchased and cleared final
product with reference to the
said material wherein the
benefit under notification No.
32 of 99 availed
CENVAT credit availed on

Capital Goods
Rs. in Period to which the

Crore amount relates
42.11 Various years from
1987 to 2015
Forum where the

dispute is pending
Appellate Authority
Commissioner/

2002-2015
Assistant
Commissioner

1993-2014
Joint Commissioner

2008-2015
Additional
Commissioner

2006-2010
Deputy Commissioner

2005-2013
Commissioner

1993-2014
Commissioner
(Appeals)
0.00* Various years from

2009 -2015
Superintendent

2008-2013
CESTAT

1997-2012
Tribunal
0.77 1995-1996, 2001-2006

1993-2006
2007-2013
0.06 2006-2008, 2007-2008
0.19 2002-2004
High Court
The Supreme Court
0.37 2000-2003
The Hon'ble Supreme

Court of India
0.18 2009-2010
Commissioner of
Central Excise
(Appeals)
0.01 2002-2003
Adjudicating
Authority
Assessing Authority
The Hon'ble Supreme
Court of India
Nature of the
Statute
Central Excise
Act, 1944
Nature of Dues
Advertisement Service- Credit
availed as Input

0.14 2008-2009
Forum where the

dispute is pending
Commissioner of
Central Excise(Appeals)
Input Service Tax Distribution

Credit availed
0.16 2006-2008
Commissioner of
Service Tax not paid on

Royalty (Foreign Payment)
2.72 2004-2008
Commissioner of
Cenvat credit availed on GTA

Cenvat credit availed on goods
received from Emox
0.25 2006-2008
6.41 2007-2008
Assessing Authority
CESTAT, Chennai
Valuation of Soap Noodles

transferred from Malanpur
factory to Himachal Pradesh
factories
15.54 2007-2011
Adjudicating Authority
Cenvat credit on input services

availed based on the invoices
issued by suppliers to the
branches prior to registration.
0.05 2007-2012
Commissioner of
Central Excise
(Appeals)
Allegations of nonmanufacturing of shoe polish

brush
Valuation of Mosquito
Repellant suppplied from
Guwahati factories to Emox
Puducherry
Excise valuation dispute on
account of non-compete fees
and trademark license fees
paid by PGG (JV between
Godrej Soaps Limited and
Proctor and Gamble) to Godrej
Distribution of Cenvat Credit
by Head Office to Other
Factories
Valuation of Soap Noodles
transferred from Malanpur
factory to Himachal Pradesh
factories
Valuation of PHD Differential demand between
Section 4 and 4A valuation
0.62 2007-2012
Commissioner of
Central Excise
(Appeals)
CESTAT, Kolkata
Valuation of Combipack
which are marked as "Goods
for Export"
Violation of Target Plus
Scheme of Customs
5.53 2008-2012
5.18 1993-1996
12.16 2008-2012
The Hon'ble Supreme

Court of India
CESTAT, Delhi
3.19 2011-2012
6.69 2011-2013
CESTAT, Kolkata
0.15 2007-2008
CESTAT, Chennai
0.41 2007-2008
CESTAT, Chennai
Nature of the
Statute
Nature of Dues
Central Excise
Act, 1944

Transportation Services
0.03 2011-2012
CENVAT credit availed on the

grounds of valuation
methodology adopted by one
plant while transferring goods
from Lokhra plant
7.39 2008-2012
CESTAT, Chennai

supplementary invoices issued
by GCPL to Emox upon
payment of differential duty by
GCPL.
account of account of trading
activity conducted
0.11 2009
1.89 2008-2012
CESTAT, Chennai

Capital Goods because same is
not availed in the month which
it pertains to
0.09 Aug-12
Others
0.10
0.02
0.01
0.02
CESTAT
Sales Tax Authority
CESTAT, Kolkata
Commissioner of
Central Excise
(Appeals)
CESTAT, Chennai
Commissioner of
Income Tax (Appeals)
Income-tax
Act, 1961
Income-tax
Income-tax demands against
which the company has
preferred appeals.

2007-2008
2007-2008
2008-2009
2003-2004
0.09 2006-2007
15.56 Year ended March 31,
2012
2.96 A.Y. 2007-2008,
2010-2011
1993-2013
9.18 A.Y. 2012-2013
6.21 A.Y. 2006-2007,
2011-2012
Income-tax demands against

which the company has
preferred appeals.
Forum where the

dispute is pending
Assessing Officer
CIT
CIT (Appeals)
Deputy Commissioner

A.Y. 1986-2011
ITAT

A.Y. 1989-2008
High Court
Nature of the
Statute
Income-tax
Act, 1961
Nature of Dues
Demand based on the order of
regular assessment u/s 143(3)
of the Act.
Demand based on the order of
regular assessment u/s 143(3)
of the Act.
Income-tax in dispute
pertaining to erstwhile Godrej
Household Products Limited.

0.81 AY 2009-2010
0.00* AY 2007-08
0.33 AY 2005-06
0.00* AY 2006-07
Forum where the

dispute is pending
Income - tax Appellate
Tribunal
High Court
CIT (Appeal)
Income - tax Appellate

Tribunal
0.25 AY 2007-2008
10.95 AY 2009-2010
3.19 AY 2010-2011
0.13 AY 2010-2011
Central Sales
Tax Act, 1956,
and State Sales
Tax / VAT
Acts
Sales Tax / VAT
Sales Tax demands relating to

purchase tax on Branch
Transfer / Disallowance of
high sea sales.
Sales Tax demands relating to

purchase tax on Branch
Transfer / Disallowance of
high sea sales.

1976 to 2015
0.07 1996-1997, 1997-1998
CIT (Appeal)-Chennai
Appellate / Revisional
Authority upto
Commissioner/
Sales Tax Officer
0.07 2000-2001
13.14 2003-2004, 20052006, 2010-2011,
2006-2007, 20112012, 2012-2013
2004-2013
Commissioner(Appeals)
Deputy Commissioner

2000-2013
Joint Commissioner
Deputy Commissioner
(Appeals)
0.08 2005-2006, 2006-2007
Joint Commissioner
(Appeals)
0.05 2002-2003, 2010-2011
Additional
Commissioner
(Appeals)
Tribunal

1999-2014
Nature of the
Statute
Nature of Dues
Central Sales
Tax Act, 1956,
and State Sales
Tax / VAT
Acts

Forum where the

dispute is pending

1999-2013
High Court

2003-2006
The Supreme Court

2005-2013
Assessing Authority
Sales Tax Dues on account of

Classification Head
3.92 2006-2007,
20072008,
2008-2009
Jaipur High Court
Sales Tax Dues

Central Sales Tax Dues
Classification Head
0.07 2004-2005
0.06 2004-2005
0.06 1999-2000,
2001-2002
Uttar Pradesh Tribunal

Uttar Pradesh Tribunal
Jammu Tribunal

Classification Head
0.63 2003-2004, 20042005, 2005-2006
The Hon'ble Supreme

Court of India

0.08 2006-2007
0.66 2005-2006

Classification Head
0.60 2000-2001
Assessing Authority
Appellate Revision
Board
Bihar Tribunal

Classification Head
0.90 2001-2002
Bihar Tribunal

Classification Head
0.36 2002-2003
Bihar Tribunal

Classification Head
0.05 2005-2006
Assessing Authority
Entry Tax
Entry Tax
0.10 2005-2008
0.23 1999-2000, 20052006, 2006-2007
Orissa Tribunal
Madhya Pradesh High
Court

Classification Head
1.66 2005-2006, 20062007, 2007-2008,

2008-2009
2.24 2009-2010
Andhra Pradesh High

Court
0.02 2004-2005
Deputy Commissioner
(A)
Sales Tax Dues
0.14 2005-2006,
2006-2007
Deputy Commissioner
(A)
Sales Tax Dues
0.07 2005-2006
Deputy Commissioner
(A)
Sales Tax Dues
0.03 2006-2007
Deputy Commissioner
(A)

Classification Head
Andhra Pradesh High

Court
Nature of the
Statute
Nature of Dues

Central Sales
Tax Act, 1956,
and State Sales
Tax / VAT
Acts
Sales Tax Dues
0.11 2002-2003, 20032004, 2004-2005
Deputy Commissioner
Sales Tax Nagpur
Sales Tax Dues

0.15 2005-2006
0.03 2005-2006
Joint Commissioner (A)

Deputy Commissioner
(A)
Interest on Sales Tax Dues

Sales Tax Dues
0.12 2001-2002
0.05 2002-2003
Sales Tax Dues

Central Sales Tax Dues &
Others
0.18 2006-2007
0.12 2005-2006, 20062007, 2007-2008,
2013-2014
1.06 2004-2005
Chennai High Court

Additional
Commissioner
(Appeals)
Joint Commissioner (A)
West Bengal Tribunal
Sales Tax Dues
Forum where the

dispute is pending
Appellate Revision
Board
Allahabad High Court

Classification Head
1.68 2007-2008

Classification Head
0.48 2008-2009, 20092010, 2010-2011
Assessing Authority

Classification Head
0.90 2005-2006, 20062007, 2007-2008,

2008-2009
2.58 2010-2011
Andhra Pradesh High

Court
1.17 2006-2007
0.04 2006-2007
0.16 2010-11
Deputy Commissioner
Assessing Authority
Additional
Commissioner
(Appeals)
Assessing Authority
Orissa Tribunal

Classification Head
Sales Tax Dues
Sales Tax Dues
Checkpost
Andhra Pradesh High

Court
Sales Tax Dues

Classification Head
0.31 2009-10
22.90 2010-2011,
2011-2012

Classification Head
8.64 2010-2011,
2011-2012
Orissa Tribunal

Classification Head
2.72 2012-2013,
2013-2014
Orissa Tribunal

Classification Head
6.37 2011-2012,
2012-2013
Andhra Pradesh High

Court

Sales Tax Dues
0.006 2011-2012
Deputy Commissioner
(Appeals), Jaipur
0.05 2008-2009
Deputy Commissioner
(Appeals), Jammu
Nature of the
Statute
Nature of Dues
Rs. in
Crore
Period to which the

amount relates
Forum where the

dispute is pending

Classification Head
0.06
2013-2014
Deputy Commissioner
(Appeals), Hyedrabad

Classification Head
0.07
2011-2012
Deputy Commissioner
III, Haldwani

Classification Head
0.09
2012-2013
Deputy Commissioner
III, Haldwani
Entry Tax
1.10
2005-2006
Deputy Commissioner
(Appeals)
Entry Tax
1.26
2006-2007
Deputy Commissioner
(Appeals)
Entry Tax
0.86
2007-2008
Deputy Commissioner
(Appeals)
Central Sales
Tax Act, 1956,
and State Sales
Tax / VAT Acts
Other Sales Tax Dues
0.55
Various years from 20022013
Finance Act,
1994
Service Tax
19.89

to 2015
The Mumbai
Municipal
Corporation
Act, 1888
Property Tax
10.38
Various years upto March

31, 2015
The West
Bengal Tax on
Entry of Goods
into Local
Areas Act,
2012
The Customs
Act, 1962
Entry tax
Uttar Pradesh Tribunal,

Deputy Commissioner
(A), Commissioner of
Commercial Taxes,
Addt Commissioner
(A), Jammu Tribunal,
Assessing Authority,
Madhya Pradesh High
Court, Joint
Commissioner (A),
Delhi Tribunal, West
Bengal Tribunal, Addl.
Commissioner
(A)Mohali.
Appellate Authority
Commissioner/
Tribunal
High Court/Small
Causes
Court/Municipal
Corporation of Greater
Mumbai.
High Court
Custom Duty demands relating

to lower charge, differential
duty, classifications, etc.
7.4

2015
2.63
2010-2011
Commissioner
(Appeals)
0.26
1.32
0.13
2003-2004
1978-1993
1997-1998
Deputy Commissioner
High Court
Tribunal
Nature of the
Statute
Octroi
Nature of Dues
Octroi demand relating to
classification issue on import of
Palm Stearine and interest
thereon.
Stamp Duty
Stamp Duties claimed on certain

properties which are under
appeal by the Company.
Property Tax
Disputed Property taxes.
Rs. in
Crore
0.03
Period to which the

amount relates
1997-1998
Forum where the

dispute is pending
Deputy Commissioner
0.24
0.02
1.82
1997-2003
1998-1999, 2000-2001
2000-2001
Tribunal
The Supreme Court
Controlling Revenue
Authority
5.59
Assistant Assessor and

Collector
Dues to various authorities wr.t. an associate in which parent company has 19.18% stake
Income-tax
Income-tax
0.06 FY 2006-07
Bombay High Court
Act,1961
45.89 FYs 2004-05 and 2006-07 Income Tax Appellate
to 2009-10
Tribunal
5.94
10.23
FY 2010-11
FYs 1997-98, 2005-06 to
2007-08 and 2010-11 to
2011-12
Dispute Resolution
Deputy Commissioner
of Income Tax
Tax Deducted at Source
0.99
0.10
FYs 2005-06 and 2012-13

FY 2009-10
NA
Commissioner of
Tax Deducted at Source
2.29
FY 2007-08
Commissioner of
0.03
1.75
FY 1999-00
Fys 2007-08 to 2013-14
Income Tax Officer

Commissioner of
Service Tax
Service Tax
Incorrect availment of Service

Tax
Central
Excise and
Customs Act,
1962
Sales from DTA without

permission
1.49
FY 1999-00
Asst. Commissioner
Customs
Wrongful availment of
exemption
0.09
FYs 1998-99 and 2001-02
Wrongful availment of
exemption notification for
procurement of UPS system
0.24
FY 1991-92
Commissioner of
Central Excise
(Appeals)
Add. Commissioner of
Central Excise
Wrongful availment of duty

exemption in respect of
procurement of Modular
furniture
0.11
FYs 1999-00 to 2000- 01
Joint Commissioner of
Central Excise
Nature of
the Statute
Bombay
Sales Tax
& Central
Sales Tax,
1956
Provident
Fund
Nature of Dues
Rs. in
Crore
Period to which the

amount relates
Forum where the

dispute is pending
Sale & lease back of assets

stored at the bonded place
without payment of duty,
Storing goods in STPI bonded
warehouse beyond permissible
period
Sales tax dues on sale of
software
0.26
FY 2007-08
Asst. Commissioner of
Central Excise
0.84
FY's 2001-02 and 200304
Deputy commissioner
of sales tax
Transfer of PF dues from

Geometric Ltd PF Trust to
Govt. RPF
4.30
FY's 2006-07 and 201011
Asst. P.F.
Commissioner
*amounts less than Rs.0.01 crore

c) According to the information and explanation given to the statutory auditor of the Covered
Entities, the amounts required to be transferred to the Investor Education and
Protection Fund in accordance with relevant provisions of the Companies Act, 1956 (l
of 1956) and the Rules made thereunder has been transferred to such fund within time
by the Covered Entities to whom it is applicable.
8. On a consolidated basis, the Holding Company, its subsidiaries, associates and jointly
controlled entities do not have any accumulated losses at the end of the year, and have not
incurred cash losses during the year and in the immediately preceding financial year.
However, on standalone basis, two of the subsidiaries incorporated in India have
accumulated losses at the end of the financial year exceeding fifty percent of their
respective net worth and has incurred cash losses during the current year as well as in the
preceding financial year. One subsidiary does not have accumulated losses as at March
31, 2015 but has incurred cash losses during the financial year and in the preceding
financial year. One subsidiary does not have accumulated losses as at March 31, 2015 but
has incurred cash losses during the financial year as well as during the previous financial
year. Two of the sub-subsidiary companies incorporated in India have accumulated losses
at the end of the financial year exceeding fifty percent of their respective net worth.
However, they have not incurred cash losses during the current or immediately preceding
financial year. Two sub-subsidiary companies incorporated in India have accumulated
losses at the end of the financial year exceeding fifty percent of their respective net worth
and have also incurred cash losses in the current and immediately preceding financial
year. One sub-subsidiary company incorporated in India does not have accumulated losses
at the end of the year, but has incurred cash losses in the current and immediately
preceding financial year. Other Covered Entities do not have any accumulated losses at
the end of the year, and have not incurred cash losses during the current and immediately
preceding financial year.
9. In our opinion and according to the information and explanations given to the statutory
auditors of the Covered Entities, none of the companies has defaulted in repayment of
their respective dues to their banks, financial institutions or debenture holders.
10. According to the information and explanations given to us, the Holding Company has
given guarantees for loans taken by a subsidiary and an associate from banks. The terms
and conditions of the guarantees given are not prejudicial to the interest of the Holding
Company. According to the information and explanations given to the statutory auditors
of the Covered Entities, a sub-subsidiary company and an associate of a subsidiary has
given guarantees for loans taken by others from banks which are prima facie not
prejudicial to the interest of those companies. Other Covered Entities have not given any
guarantee for loans taken by others from banks or financial institutions.
11. According to the information and explanations given to the statutory auditors of the
Covered Entities, the term loans obtained by the Covered Entities, wherever applicable,
were applied for the purpose for which the loans were obtained.
12. According to the information and explanations given to the statutory auditors of the
Covered Entities no instances of material fraud on or by each company have been noticed
or reported during the course of the audit except in case of the Holding company for the
fraud / irregularities observed by the Holding company with respect to excess payments
made to C&F agent for manpower supplies, against inflated invoices of Rs. 1.43 crore (net
of Rs. 1.40 crore recovered/on hold). A FIR has been lodged by the Company against the
C&F agent alleging fraud. The C&F agent has initiated criminal proceedings against two
employees of the Company, and has also issued a winding up notice to the Company. The
Holding Company has taken appropriate action in both the matters, which are sub judice.
Firm Registration Number: 104607W
ERMIN K. IRANI
PARTNER
Mumbai: August 21, 2015.

CONSOLIDATED BALANCE SHEET AS AT 31st MARCH, 2015
Note
EQUITY AND LIABILITIES
(1) SHAREHOLDERS' FUNDS
(a) Share Capital
(b) Reserves and Surplus
As at
31/03/2015
2
3
6.63
5,254.67
5,261.30
6.63
4,651.41
4,658.04
4,443.82
4,156.06
4,595.40
3,252.86
145.09
149.34
81.13
3,628.42
13,109.19
27,409.70
3,640.56
2,991.50
4,177.85
221.12
11,031.03
23,473.55
(2) MINORITY INTEREST

(3) NON-CURRENT LIABILITIES
(a) Long-term Borrowings
(b) Deferred Tax Liabilities (Net)
(c) Other Long-term Liabilities
(d) Long-term Provisions
4
5
6
7
(4) CURRENT LIABILITIES

(a) Short-term Borrowings
(b) Trade Payables
(c) Other Current Liabilities
(d) Short-term Provisions
4,131.99
150.76
216.10
96.55
8
9
10
11
5,322.82
2,926.62
4,592.46
267.29
Total
ASSETS
(1) NON-CURRENT ASSETS
(a) Fixed Assets
(i) Tangible Assets
(ii) Intangible Assets
(iii) Capital Work-in-progress
(iv) Intangible Assets under development
(Rupees in crore)
As at
31/03/2014
12
(b) Goodwill on Consolidation

(c) Non-current Investments
(d) Deferred Tax Assets (Net)
(e) Long-term Loans and Advances
(f) Other Non-current Assets
3,493.50
995.00
1,134.51
0.67
5,623.68
3,058.11
1,093.08
880.53
2.01
5,033.73
5,235.13
4,532.19
182.33
41.30
490.93
454.55
12,027.92
197.05
29.50
471.42
451.46
10,715.35
15,381.78
27,409.70
888.27
6,358.29
2,730.46
1,092.20
1,305.38
383.60
12,758.20
23,473.55
13
14
15
16
(2) CURRENT ASSETS

(a) Current Investments
(b) Inventories
(c) Trade Receivables
(d) Cash and Bank Balances
(e) Short-term Loans and Advances
(f) Other Current Assets
17
18
19
20
21
22
838.62
7,889.81
3,329.90
1,236.78
1,435.57
651.10
Total
1-49
ERMIN K. IRANI
J. N. GODREJ
K. A. PALIA
P. D. LAM
P. K. GANDHI
P. E. FOUZDAR
PARTNER
Chairman &
Managing Director
Executive Director
(Finance)
Executive Director
& President
Chief Financial
Officer

(Corporate Affairs)
& Company Secretary

CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31st MARCH, 2015
Note
I.
REVENUE
(1) Sale of Products and Services (gross)
(3) NET SALES (Products and Services)
(4) Other Operating Revenue
(5) REVENUE FROM OPERATIONS (NET)
(6) Other Income
(Rupees in crore)
24
25
EXPENSES
(1) Cost of Materials consumed
(2) Purchases of Stock-in-Trade
(3) Changes in Inventories of Finished Goods, Work-in-Process
and Stock-in-Trade
(4) Property Development and Construction Expenses
(5) Employee Benefits Expense
(6) Less: Expenditure transferred to Capital Accounts
(7) Interest and Finance Costs
(8) Depreciation and Amortization Expense
(9) Other Expenses
TOTAL EXPENSES
III.
PROFIT BEFORE EXCEPTIONAL ITEMS AND TAX
IV.
EXCEPTIONAL ITEMS
(1) Profit on Sale of Immovable Property
(2) Profit on Sale of Non-current Investments
(3) Divestment of Business
(4) Restructuring Cost
(5) Interest income - (from GCPL ESOP Trust)
V.
PROFIT BEFORE TAX
VI
TAX EXPENSE
(1) Current tax
(2) Minimum Alternate Tax credit entitlement
(3) Prior years' tax adjustments
(4) Deferred tax charge/(credit)
26
27
10,231.65
4,879.78
9,306.36
4,403.06
28
29
30
(188.04)
1,505.39
2,165.60
(42.23)
451.04
354.47
5,028.58
24,386.24
(16.06)
857.77
1,961.73
(49.13)
420.97
240.29
4,470.12
21,595.11
1,689.14
1,593.46
170.09
1.62
119.78
5.87
4.50
131.77
1,859.23
1,725.23
466.33
1,392.90
474.51
(4.92)
12.39
(2.22)
479.76
1,245.47
108.85
1,501.75
839.15
662.60
127.77
1,373.24
697.50
675.74
Rs. 9,995
Rs. 10,194
31
32
537.66
(68.61)
4.14
(6.86)
PROFIT AFTER TAX
VIII
IX
X
XI
SHARE OF PROFIT OF ASSOCIATES

PROFIT AFTER TAX BEFORE MINORITY INTEREST
MINORITY INTEREST
NET PROFIT FOR THE YEAR (after Tax, Minority Interest and Share of
Profit of Associates)
EARNINGS PER EQUITY SHARE
Basic and Diluted Earnings per Equity Share of Rs. 100 each
XIII
26,075.37
23,557.72
761.87
22,795.85
208.79
23,004.64
183.93
23,188.57
5.36
183.84
(1.94)
(25.77)
8.60
VII
XII
Previous Year
26,415.09
862.62
25,552.47
241.69
25,794.16
281.21
TOTAL REVENUE
II.
Current Year
36

1-49
ERMIN K. IRANI
J. N. GODREJ
K. A. PALIA
P. D. LAM
P. K. GANDHI
P. E. FOUZDAR
PARTNER
Chairman &
Managing Director
Executive Director
(Finance)
Executive Director
& President
Chief Financial
Officer

(Corporate Affairs)
& Company Secretary

CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31st MARCH, 2015
A.
B.
C.
(Rupees in crore)
Previous Year
1,859.23
1,725.23
CASH FLOWS FROM OPERATING ACTIVITIES

PROFIT BEFORE TAXES
ADJUSTMENTS FOR:
Depreciation and Amortization
Provisions for Doubtful Debts/Advances/Deposits
Bad Debts writtenoff
Provision for Free Service under Product Warranties
Profit on Sale of Investments (Net)
(Profit)/Loss on Sale of Fixed Assets (Net)
Interest Income
Dividend Income
Interest and Finance Costs
Others
OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES
MOVEMENT IN CURRENT ASSETS AND LIABILITIES:
Inventories
Trade and other Receivables
Trade and other Payables
CASH GENERATED FROM/(USED IN) OPERATIONS
Direct Taxes paid
NET CASH FROM/(USED IN) OPERATING ACTIVITIES
354.47
9.77
44.16
12.74
(262.66)
(5.36)
(77.66)
(0.26)
1,006.25
129.05
3,069.72
240.29
65.94
16.32
4.33
(230.33)
(10.63)
(107.39)
(0.21)
707.54
(88.22)
2,322.87
(1,014.28)
(1,064.14)
380.98
1,372.28
(442.11)
930.40
(635.91)
(697.67)
761.83
1,751.12
(502.77)
1,248.35
CASH FLOWS FROM INVESTING ACTIVITIES

Fixed Assets acquired
Proceeds from Sale of Fixed Assets
Net proceeds from Sale of Investments
Investments made
Net increase / Decrease in bank deposits
Intercorporate Deposits / Loans (net)
Repayment of Loan by ESOP Trust
Investment in associate company
Interest Income
Dividend Income
NET CASH FROM/(USED IN) INVESTING ACTIVITIES
(1,055.77)
48.86
986.84
(1,923.95)
(460.65)
77.66
0.26
(2,326.75)
(827.88)
25.54
865.29
(2,288.04)
449.49
7.14
47.69
(34.27)
107.39
0.46
(1,647.19)
CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from Issue of Equity Shares
Capital contribution into limited liability Partnership
Issue of Debentures (net of expenses)
Redemption of Debentures (including premium on redemption)
Working Capital Facilities from Banks (Net)
Fresh Loans and Deposits taken
Loans and Deposits repaid
Interest and Finance Costs
Dividend paid, including Dividend Distribution Tax
NET CASH USED IN FINANCING ACTIVITIES
249.63
(264.72)
1,682.25
3,465.07
(2,519.18)
(1,004.35)
(532.46)
1,076.25
258.52
17.45
(50.00)
(213.72)
3,952.70
(2,314.07)
(695.53)
(427.00)
528.35
(320.11)
129.51
933.51
613.40
803.99
933.51
592.69
30.69
1,236.78
135.34
23.35
1,092.20
13.79
599.61
5.28
928.23
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C)
D.
Current Year
Cash and Cash Equivalents at the beginning of the year

Cash and Cash Equivalents at the end of the year
Add: Other Bank Balances (not considered as cash and cash equivalents):
Fixed Deposits with Banks
Other Bank Balances (including share in jointly controlled entities)
CLOSING CASH AND BANK BALANCES (NOTE 20)
COMPONENTS OF CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR
Cash in hand
Balances with Banks in Current Accounts
NOTES:
1.
The Cash Flow Statement has been prepared under the "Indirect Method" as set out in the Accounting Standard 3 (AS-3) on
"Cash Flow Statements," and presents cash flows by operating, investing and financing activities.
2.
Figures for the previous year have been regrouped/restated wherever necessary to conform to this year's classification.
3.
Figures in brackets are outflows/deductions.
ERMIN K. IRANI
J. N. GODREJ
K. A. PALIA
P. D. LAM
P. K. GANDHI
P. E. FOUZDAR
PARTNER
Chairman &
Executive Director
Executive Director
Chief Financial
Managing Director
(Finance)
& President
Officer
(Corporate Affairs)
Managing Director
(Finance)
& President
& Company Secretary

(Corporate Affairs)
& Company Secretary
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. A.
PRINCIPLES OF CONSOLIDATION:
(a) The consolidated financial statements relate to Godrej and Boyce Manufacturing Company Limited, the Holding Company,
its majority owned subsidiaries, Joint Ventures and Associates (collectively referred to as the Group). The consolidation
of accounts of the Company with its subsidiaries has been prepared in accordance with Accounting Standard (AS) 21
Consolidated Financial Statements. The financial statements of the parent and its subsidiaries are combined on a
line by line basis and intra group balances, intra group transactions and unrealized profits or losses are fully eliminated.
(b) In the consolidated financial statements, Goodwill represents the excess of the cost to the Company of its investment
in the subsidiaries and/or joint ventures over its share of equity, at the respective dates on which the investments are
made. Alternatively, where the share of equity as on the date of investment is in excess of cost of investment, it is
recognised as Capital Reserve in the consolidated financial statements.
According to the information available, the investments in subsidiaries were mainly made as early as 1970s. Considering
the unavailability of the data for these periods together with de-merger of Godrej Soaps on 01-April-2001 and with a
view to maintain consistency in computation of Goodwill, 01-April-2001 has been considered as the starting point.
Minority interest in net income of the consolidated subsidiaries is adjusted against the income of the group in order
to arrive at the net income attributable to shareholders of the company. Minority interest in the net assets of consolidated
subsidiaries consists of the amount of equity attributable to the minority shareholders at the respective dates on
which investments are made by the Company in the subsidiary companies and further movements in their share in
the equity, subsequent to the dates of investment as stated above.
( c )Investments in Joint Ventures are dealt with in accordance with Accounting Standard (AS) 27 Financial Reporting of
Interests in Joint Ventures. The Companys interest in jointly controlled entities are reported using proportionate
consolidation, whereby the Companys share of jointly controlled assets and liabilities and the share of income and
expenses of the jointly controlled entities are reported as separate line items.
(d) Investments in Associates are dealt with in accordance with Accounting Standard (AS) 23 Accounting for Investments
in Associates in Consolidated Financial Statements. Effect has been given to the carrying amount of investments in
associates using the Equity method. The Companys share of the post acquisition profits or losses is included in the
carrying cost of investments.
(e) The financial statements of the subsidiaries, joint ventures and associates used in the consolidation are drawn upto
the same reporting date as of the Company i.e. year ended March 31, 2015, except for foreign subsidiaries, where the
reporting date is December 31, 2014.
(f) This being the first year for consolidation for the Parent Company, the opening balances of the previous year is based
on the financial statements of the parent and its subsidiaries combined on a line by line basis by adding together like items
of assets, liabilities, income and expenses and all consolidation adjustments are disclosed as adjustment made during the
previous year.
(g) The accounts of Godrej Infotech (America), LVD Infotech, G&B Enterprises LLP, Veromatic International BV
have not been audited for the year ended March 31, 2015 as of the Balance Sheet date and have been
consolidated on the basis of the accounts as certified by their respective Management.
1. B.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

(a) ACCOUNTING CONVENTIONS:
The financial statements are prepared under the historical cost convention and on the going concern basis, with
revenues recognised and expenses accounted on their accrual in accordance with the generally accepted accounting
principles, and are in compliance with the applicable Accounting Standards prescribed by the Central Government
under section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014
The financial statements are presented in Rupees in crore. Figures below Rs.50,000 are disclosed by '*'. Where
changes in presentation are made, comparative figures for the previous year are restated/regrouped accordingly.
(b) USE OF ESTIMATES:
The presentation of financial statements in conformity with the generally accepted accounting principles requires
estimates and assumptions to be made that affect the reported amount of assets and liabilities, revenues and
expenses, and disclosure of contingent liabilities. Difference between the actual results and estimates are
recognised in the period in which the results materialise/are known.
(c) FIXED ASSETS AND DEPRECIATION/AMORTISATION:
The Gross Block of fixed assets is shown at the original cost of acquisition or construction including taxes and
duties (net of tax credits as applicable), interest on borrowings upto the period of time the asset is put to use, and
other incidental expenses related to acquisition and installation of the concerned assets; capital grants relating to
specific fixed assets are reduced from the gross value of the respective assets.
Transferable Development Rights (TDRs) obtained by the Company in respect of its freehold lands situated at
Mumbai, are carried at cost by adjustments in the corresponding cost (book value) of lands, and are shown under
Freehold Land.
Internally manufactured assets are capitalised at estimated cost consisting of direct material and direct labour
costs, plus appropriate factory overheads.
The Company follows the Straight Line method for charging depreciation on all items of Fixed Assets, at the rates
specified in Schedule II to the Companies Act, 2013; these rates are considered as the minimum rates, except in
some subsidiary companies, where depreciation has been provided on the written down value method. The
impact of the differing method of depreciation has not been ascertained but is not likely to be material. If
managements estimate of the useful life of the fixed asset is shorter than that envisaged in Schedule II,
depreciation is provided at a higher rate based on managements estimate of the useful life. Accordingly, in respect
of the commercial construction projects departmentally promoted/developed by the Company, on some items of
machinery at the project sites, depreciation is provided at a higher rate based on estimated useful life of the assets.
Moreover, in respect of special-purpose machinery used in the contract-manufacturing of precision components and
systems, depreciation is charged over the period of such manufacturing contracts.
In respect of additions to/deductions from the assets, the depreciation on such assets is calculated on a pro
rata basis from/upto the month of such addition/deduction. Assets costing less than Rs. 5,000 are fully depreciated
in the year of purchase/acquisition. Leasehold Land and Buildings are amortised over the period of the lease.
The cost of fixed assets not ready for their intended use at the balance sheet date are disclosed under capital
work-in-progress.
Intangible assets comprising of Technical Know-how and Trade Marks are amortised on straight-line basis at
the rate of 16.67%; capitalised Computer Software costs, relating to the ERP system are amortised on straight
line basis at the rate of 20%.
Profit or loss on sale, transfer or disposal of fixed assets is recognised in the year of such sale, transfer or disposal.
Repairs, renewals, renovations and maintenance are charged to the Statement of Profit and Loss as incurred.
An impairment loss is recognised wherever the carrying value of the fixed assets of a cash-generating unit exceeds
its market value or value in use, whichever is higher.
In respect of the Property Development Activity, consisting of construction projects promoted/developed on the
Companys lands, the fair value of land/Transferable Development Rights (TDRs) forming part of the projects is
transferred from Fixed Assets to Construction Work-in-Progress. The difference between the fair value of land/TDRs
forming part of the projects and the cost (book value) of land/TDRs, pending completion of the projects, is credited to
Construction Projects Reserve.
(d) FOREIGN CURRENCY TRANSACTIONS:
Foreign currency transactions are accounted for at exchange rates prevailing at the date of the transaction. Gains or
losses, resulting from the settlement (actual realisation/payment) of such transactions and from the translation of
monetary current assets and monetary liabilities denominated in foreign currencies into rupees at the year-end
exchange rates, are recognised in the Statement of Profit and Loss. However, exchange differences relating to fixed
assets upto the year ended 31st March, 2007 have been included in the carrying amount of fixed assets. Non-monetary
items like fixed assets, inventories and investments in equity shares, which are carried in terms of historical cost
denominated in a foreign currency, are reported using the exchange rate at the date of the transaction.
Exchange differences in respect of other unexpired foreign currency derivative contracts, which have been entered into to
hedge foreign currency risks are marked to market and losses, if any, are recognised in the Statement of Profit and Loss.
Exchange differences arising on reporting of long term foreign currency monetary items at rates different from
those at which they were initially recorded during the year in so far as they relate to the acquisition of a depreciable
capital asset, are added to or deducted from the cost of the asset and are depreciated over the balance life of the
asset, and in other cases, are accumulated in a "Foreign Currency Monetary Item Translation Difference Account"
and amortised over the balance period of such long term asset or liability, by recognising as income or expense in each such period.
The Companys forward exchange contracts are not held for trading or speculation; the discount or premium arising
from the difference between the forward rate and the spot rate at the inception of such a contract is amortised as
income or expense over the period of the contract. Any profit or loss arising on the cancellation or renewal of
forward contracts is recognised in the Statement of Profit and Loss. The effect of these forward contracts outstanding
at the year-end, in the form of unrealised gains/losses, is not recognised.
(e) INVESTMENTS:
Long-term Investments are stated at cost (unless otherwise stated); however, for any diminution other than temporary
in the value of investments, the book value is reduced to recognise the decline. In cases where long-term investments
are carried at their book values, which are higher than their fair values, the diminution in the value of such investments
is considered to be of a temporary nature, in view of ther Company's long-term financial involvement in such investee
companies. No provision is, therefore, considered necessary in the accounts for diminution in the value of such
investments.
Readily realisable investments intended to be held for less than one year are classified as Current Investments, and
are carried at the lower of their costs and fair values.
(f) INVENTORIES:
Trade Inventories:
Raw Materials, Loose Tools, Stores, Spares, etc. are valued at lower of weighted average cost and estimated net
realisable value.
Work-in-Process (other than Construction Projects) is valued at lower of estimated cost (consisting of direct
material and direct labour costs plus appropriate factory overheads) and estimated net realisable value.
Finished Goods are valued at lower of average cost and estimated net realisable value; cost includes purchase,
conversion, appropriate factory overheads, any taxes or duties and other costs incurred for bringing the
inventories to their present location and condition. Spares and Components for after-sales service are valued at
lower of average cost and estimated net realisable value.
Obsolete and damaged inventories, and other anticipated losses are adequately provided for, wherever
considered necessary.
Construction Projects:
In respect of the commercial construction projects promoted/developed on the Companys lands, Construction
Work-in-Progress is valued at estimated cost consisting of the fair value of land (forming part of the project),
development, construction and other related costs.
(g) INVESTMENT SUBSIDY:

Investment Subsidy under the Central/State investment incentive scheme is credited to Investment Subsidy Reserve
and treated as a part of shareholders funds.
(h) REVENUE RECOGNITION:
Sales comprise sale of goods and services to external customers and are accounted inclusive of excise duty but net
of sales tax, returns, discounts, rebates and allowances. Revenue from sale of products is recognized when risk of
loss, title and insurable risk have transferred to the customer, which in most cases, coincides with delivery of
products and rendering of related services. Revenue from service transactions is recognised as per agreements/
arrangements with the customer when the related services are rendered/provided.
Revenues arising out of the Companys Property Development Activity are recognised and shown under Sales, by
reference to the stage of completion under the percentage of completion method.
As per this method, revenue from sale of properties is recognised in Statement of Profit and Loss in proportion to the
actual cost, incurred as against the total estimated cost of projects under execution with the group on transfer of
significant risk and rewards to the buyer. Upto 31st March, 2012, revenue was recognised only if the actual project cost
incurred is 20% or more of the total estimated project cost.
Effective 01st April, 2012, in accordance with the "Guidance Note on Accounting for Real Estate Transactions (Revised
2012)" (Guidance Note), all projects commencing on or after the said date or projects which have already commenced, but
where the revenue is recognised for the first time on or after the above date, construction revenue on such projects have
been recognised on Percentage of Completion Method, provided the following threshold have been met:
(a) All critical approvals necessary for the commencement have been obtained;
(b) The expenditure incurred on construction and development costs is not less than 25 percent of the total estimated
construction and development costs;
(c) Atleast 25 percent of the saleable project area is secured by contracts or agreements with buyers; and
(d) Atleast 10 percent of the agreement value is realised at the reporting date in respect of such contracts and it is
reasonable to expect that the parties to such contracts will comply to the payment terms as defined in the contracts.
Determination of revenues, under the Percentage of Completion Method, necessarily involves making estimates, some of
which are of technical nature, concerning, where relevant, the Percentages of Completion, costs to completion, the
expected revenues from the project or activity and the forseeable losses to completion. Estimate of project income, as
well as project costs are reviewed periodically. The effect of changes, if any to estimates is recognised in the financial
statements for the period in which such changes are determined. Revenue from projects is recognised net of revenue
attributed to the land owners. Losses, if any are fully provided for immediately.
Revenue on bulk deals on sale of its properties is recognised on execution of documents.
Income from operations of commercial complexes is recognised over the tenure of the lease/service agreement.
Revenue from fixed-price construction contracts is recognised under the percentage of completion method.
Income from processing operations is recognised on completion of production/dispatch of the goods as may be
provided in the terms of contract.
Export entitlements are recognised in the Statement of Profit and Loss when the right to receive credit as per the terms
of the entitlement is established in respect of the exports made.
Dividend income is recognised when the right to receive the same is established.
Interest income is recognised on a time proportion basis.
(i) LEASES (WHERE THE COMPANY IS THE LESSOR):
In its Estate Leasing operations, the assets subject to operating leases are included in fixed assets. Lease income is
recognised in the Statement of Profit and Loss on a straight-line basis over the lease term. Costs, including depreciation,
are recognized as an expense in the Statement of Profit and Loss. Initial direct costs such as legal costs, brokerage
costs, etc. are recognised immediately in the Statement of Profit and Loss.
(j) RESEARCH AND DEVELOPMENT EXPENSES:
Revenue expenditure pertaining to research and development is charged to Statement of Profit and Loss under the
natural head of expense. Capital expenditure on research and development is shown as addition to Fixed Assets, and
depreciation is provided on such assets as applicable.
(k) EMPLOYEE BENEFITS:
(i) Short-term Employee Benefits: (payable wholly within twelve months of rendering the service)
Short-term benefits such as salaries, wages, etc., are determined on an undiscounted basis and recognized in the
period in which the employee renders the related service.
(ii) Post-employment Benefits:
Defined Contribution Plans: The Companys contributions paid/payable to Managerial Superannuation Fund,
Employees State Insurance Scheme, Employees Pension Schemes, 1995 and other funds, are determined under
the relevant approved schemes and/or statutes, and are recognised as expense in the Statement of Profit and Loss
during the period in which the employee renders the related service. There are no further obligations other than
the contributions payable to the approved trusts/appropriate authorities.
Defined Benefit Plans: The Companys Provident Fund and Gratuity are defined benefit plans. The Companys
liability for the defined benefit schemes is actuarially determined by an independent actuary based on the
projected unit credit method. The Companys net obligation in respect of such plans is calculated by estimating the
amount of future benefit that employees have earned in return for their services in the current and prior periods;
that benefit is discounted to determine its present value, and the fair value of the plan asset is deducted. Actuarial
gains and losses are recognized immediately in the Statement of Profit and Loss.
However, the Rules of the Company's Provident Fund (PF) administered by a Trust, require that if the Board of
Trustees is unable to pay interest at the rate declared for the Employees Provident Fund by the Government under
para 60 of the Employees Provident Fund Scheme, 1952, for the reason that the return on investment is less or for
any other reason, then the deficiency shall be made good by the Company.
Other Employee Benefits include leave encashment/long-term compensated absences schemes.
(l) PRODUCT WARRANTY EXPENSES UNDER FREE SERVICE WARRANTY OBLIGATIONS:
In respect of products sold by the Company, which carry a specified warranty, future costs that will be incurred by
the Company in carrying out its contractual warranty obligations are estimated and accounted for on accrual basis.
(m) EXCISE DUTY:
Excise Duty paid on goods manufactured by the Company is accounted for at the time of despatch of goods from the
factories.
Excise Duty payable on goods manufactured is accrued for stocks held in factories at the year-end. Excise Duty paid/
payable on goods manufactured by the Company and remaining in stock, is included in the value of Finished Goods.
Excise Duty related to the difference between the closing stock and opening stock of Finished Goods is recognized
separately in the Statement of Profit and Loss in the note on Increase/Decrease in Finished Goods, Work-in-Process
and Stock-in-Trade.
(n) BORROWING COSTS:
Borrowing costs which are attributable to the acquisition, construction or production of an asset that necessarily
takes substantial period of time to get ready for its intended use, upto the time the said asset is put to use, are
capitalised as part of the cost of that asset. Other borrowing costs are recognised as an expense in the period in
which they are incurred.
(o) TAXES ON INCOME:
Current tax is the amount of tax payable for the year, determined under the provisions of the tax laws. Deferred
tax is recognised, subject to the consideration of prudence, on timing differences, being the difference between taxable
income and accounting income that originate in one period and are capable of reversal in one or more subsequent
periods. Deferred Tax assets are not recognised on unabsorbed depreciation and carry forward of losses unless
there is virtual certainty that sufficient future taxable income will be available against which such deferred tax
assets can be realised. The carrying amount of Deferred tax assets/liabilities are reviewed at each balance sheet
date. The tax effect is calculated on the accumulated timing difference at the year-end, based on the tax rates and
laws enacted or substantially enacted on the balance sheet date.
Minimum Alternate Tax (MAT) Credit Entitlement is recognised as an asset only when and to the extent there is
convincing evidence that the Company will pay normal income tax during the specified period in which such credit
can be carried forward for set-off. The carrying amount of MAT Credit Entitlement is reviewed at each balance sheet date.
(p) PROPOSED DIVIDEND:
Proposed Dividend, if any, subject to shareholders approval at the Annual General Meeting, is provided in the books.
(q) PROVISIONS AND CONTINGENT LIABILITIES:
A provision is recognised only when there is a present obligation as a result of a past event that probably requires
an outflow of resources to settle the obligation and in respect of which a reliable estimate can be made. Provision is
not discounted to its present value and is determined based on the best estimate required to settle the obligation at
the balance sheet date. A disclosure for a contingent liability is made when there is a possible obligation or a
present obligation that may, but probably will not, require an outflow of resources. When there is a possible
obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision
disclosure is made.
Provisions and Contingent Liabilities are reviewed at each balance sheet date.
(r) EARNINGS PER SHARE:
Basic and diluted earnings per share are computed by dividing the net profit after taxes attributable to equity
shareholders for the year, with the weighted number of equity shares outstanding during the year.
(s) HEDGING
The Group uses forward exchange contracts to hedge it's foreign exchange exposures and commodity futures contracts to
hedge the exposure to oil price risks. Gains or losses on settled contracts is recognized in the Statement of profit and loss.
Futures contracts not settled as on the Balance Sheet date are marked to market and losses, if any, are recognized in the
statement of profit and loss, whereas, the unrealized profit is ignored. Gains or losses on the commodity futures contracts
(t) GOODWILL:
Goodwill of Rs.5235.13 crores (previous year, Rs.4532.19 crores) is after netting off an amount of Rs. 0.03 crore
(previous year Rs.3.84 crores) as Capital Reserve.
2.
SHARE CAPITAL
(a) Authorised:
(i) 1,100,000 Equity Shares of Rs. 100 each
(ii) 900,000 Cumulative Redeemable Preference Shares of Rs. 100 each
As at
31/03/2015
11.00
9.00
20.00
(Rupees in crore)
As at
31/03/2014
11.00
9.00
20.00
(b) Issued, Subscribed and Paid Up:

662,910 Equity Shares of Rs. 100 each fully paid up
6.63
6.63
(1) The Company does not have any holding company.
(2) Details of equity shareholders holding more than 5% shares in the Company are given below:
As at 31-03-2015
As at 31-03-2014
Number
% holding
Number
% holding
(i) Godrej Investments Private Limited - an investing
associate
177,432
26.77%
177,432.00
26.77%
(ii) Trustees, Pirojsha Godrej Foundation - a public
charitable trust
157,500
23.76%
157,500.00
23.76%
(iii) Mr. R.K. Naoroji
65,594
9.89%
65,594.00
9.89%
(iv) Mr. N.B. Godrej
65,593
9.89%
65,593.00
9.89%
(v) Ms. S.V. Crishna
35,333
5.33%
35,333.00
5.33%
(3) There has been no movement in the number of shares outstanding at the beginning and at the end of the reporting
period, as well as the comparative previous period.
(4) Terms/rights attached to equity shares: The Company has only one class of equity shares. Each holder of equity
shares is entitled to one vote per share. Accordingly, all equity shares rank equally with regard to dividends and
share in the Company's residual assets. 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 the residual assets of the Company, remaining after distribution of all
preferential amounts, in proportion to the number of equity shares held.
3.
As at
31/03/2015
RESERVES AND SURPLUS

(a) Investment Subsidy Reserve
Balance as per last Balance Sheet
Adjustments due to consolidation
(Rupees in crore)
As at
31/03/2014
1.34
0.02
1.36
1.79
(0.45)
1.34
1,513.05
5.18
1,518.23
3,068.26
0.02
(1,555.23)
1,513.05
146.37
146.37
217.92
364.29
146.37
454.85
44.06
0.19
(49.00)
450.10
940.30
165.27
0.61
(651.33)
454.85
2,463.02
662.60
(44.06)
(6.66)
(280.05)
(164.88)
(87.54)
(31.11)
(1.13)
241.14
2,751.34
4,826.25
675.75
(165.27)
(225.10)
(164.78)
(67.93)
3.00
(2,418.90)
2,463.02
(f) Capital Redemption Reserve

(ii) Add: Additions during the year
(iii) Adjustments due to consolidation
Closing Balance
25.16
(0.03)
25.13
34.62
0.14
(9.60)
25.16
(g) Debenture Redemption Reserve

(ii) Add: Transfer from Surplus
Closing Balance
22.43
(20.39)
10.64
12.67
21.25
23.53
(22.35)
22.43
(h) Foreign Currency Translation Reserve

(ii) Add: Additions during the year
(iii) Share in Jointly Controlled Entities
(iv) Adjustments due to consolidation
Closing Balance
32.26
(43.20)
(0.27)
43.30
32.10
(49.74)
64.81
(0.03)
17.22
32.26
4.79
27.92
(0.55)
32.15
0.04
8.58
(3.83)
4.79
(b) Securities Premium Reserve [Refer Note 3 (sub-note 4,5,6 below)]

(i) Balance as per last Balance Sheet
(ii) Share in Jointly Controlled Entities
(c) Construction Projects Reserve [Note 12(a)]
(ii) Add: Excess of the fair value of Freehold Land (forming part of the commercial
projects and transferred to Construction Work-in-Progress) over the book value of
Land, credited to the Reserve pending completion of the projects
(d) General Reserve [Refer Note 3 (2, 4, 6, 8 below)]
(ii) Add: Transfer from Surplus in the Statement of Profit and Loss
(iii) Share of Jointly Controlled Entities
(e) Surplus-balance in the Statement of Profit and Loss
(ii) Add: Profit for the Year
(iii) Less: Transfer to General Reserve
(iv) Less: Depreciation in transition to New Companies Act
(v) Less: Interim Equity Dividend for the financial year 2014-15
(vi) Less: Proposed Final Equity Dividend for the financial year 2014-15
(vii) Less: Dividend Distribution Tax (net) in respect of (v) and (vi) above
(viii) Less: Issue of Bonus Shares by a subsidiary
(ix) Share in Jointly Controlled Entities
(x) Adjustments due to consolidation [ Refer Note 3 (3) and (6)]
(i) Capital Reserve

(i) As Per Last Balance Sheet
(ii) Add: Additions during the year on Amalgamation [ Refer Note 3(1) and (7) and 40(a)]
Closing Balance
(j) Revaluation Reserve [Refer Note 3 (9)]

(ii) Less : Depreciation on Revalued component
(iii) Less : Deduction due to sale/discard of fixed assets
Closing Balance
6.30
6.30
7.72
(0.76)
(6.96)
6.30
6.30
(k) Special Reserve u/s 45IC of RBI Act, 1934

(ii) Add: Transfer from Surplus
Closing Balance
2.05
0.17
(0.00)
2.22
3.51
0.16
(1.62)
2.05
(l) Employee Stock Options Outstanding of Subsidiaries

(i) Options granted till date
(ii) Add : Compensation for Options Granted During the Year
(iii) Less : Options Lapsed
(iv) Less : Transfer to Securities Premium on exercise of stock options during the year
(v) Less: Deferred Employee Stock Option Compensation
(vi) Adjustments due to consolidation
Closing Balance
37.92
22.22
(1.15)
(7.69)
(5.44)
(3.55)
42.31
67.74
15.43
(0.58)
(8.30)
(6.82)
(29.55)
37.92
16.62
(11.35)
4.47
3.48
13.22
As at
31/03/2015
(80.50)
(80.50)
80.50
-
24.19
20.00
(11.35)
(3.06)
(13.16)
16.62
(Rupees in crore)
As at
31/03/2014
(122.55)
18.41
(0.25)
(104.39)
(76.59)
38.00
62.48
(80.50)
(0.14)
(0.33)
(2.17)
(2.64)
6.32
(5.08)
(1.37)
(0.14)
5.89
5.89
5,254.67
4,651.41
(m) Reserve for Employee Compensation Expenses [ Refer Note 3(2) and (6) ]
(ii) Add: Transfer from General Reserve Account
(iii) Less: Adjustment for employee compensation expense [Refer Note 3 (10)]
(iv) Share of Minority of a Subsidiary
(v) Adjustments due to consolidation
Closing Balance
(n) ESOP Trusts Adjustments [ Refer Note 3 (7)]

(i) Opening adjustments of ESOP Trusts
(ii) Add : Income of ESOP Trusts
(iii) Less: Expense of ESOP Trusts
(iv) Closing Balance of ESOP Trusts
(v) Less: Securities Premium on shares held by ESOP Trusts
(vi) Add : Reversal of provision of Loan to ESOP Trusts
(vii) Adjustments due to consolidation
Closing Balance
(o) Legal and Statutory Reserves
(ii) Less : Transfer to General Reserves
Closing Balance
(p) Hedging Reserve
Total
Notes
1 In the current year, the Honourable Bombay High Court and High Court of Madhya Pradesh, Indore Bench had approved a
Scheme of Amalgamation ("Scheme") of Wadala Commodities Limited (WCL) whose business was trading in Vegetable Oils, with
a subsidiary effective from April 1, 2014 being the appointed date. The Effective Date is November 21, 2014, being the date of
filing the approval of the Respective High Courts with the ROC.
In accordance with the Scheme :
a) The Subsidiary has followed Purchase Method of Accounting and as per scheme of Arrangement approved by Bombay High
Court.
b) All the assets and liabilities of the erstwhile WCL have been transferred to and vest in the subsidiary and have been recorded
at their book value which are also their fair value. The excess of net assets of WCL acquired over the amount credited as share
capital is Rs. 1.30 crore and is credited to Capital Reserves.
c) Income of Rs. 0.09 crore and Expense of Rs. 0.25 crore of WCL from April 2014 to November 2014 has been considered in
Statement of Profit and Loss of the subsidiary.
10
2 A scheme of Amalgamation ("the Scheme") for the amalgamation of Goldmuhor Agrochem & Feeds Limited (called "the
Transferor Company"), with Godrej Agrovet Limited (the "Transferee Company"), with effect from October 1, 2013, ("the
Appointed date") was sanctioned by the Honorable High Court of Judicature at Bombay ("the Court"), vide its Order dated
September 20, 2013 and certified copies of the Order of the Court sanctioning the Scheme were filed with the Registrar of
Companies, Maharashtra on December 13 , 2013 (the "Effective Date").
To give effect to the Honourable Bombay High Court's Order dated September 20, 2013 regarding Scheme of the Arrangement,
the following actions have been performed during the previous year.
a) The excess of face value of the shares held by the transferee Company over book value of the net assets of the Transferor
Company taken over, amounting to Rs. 0.71 crore has been debited to the General Reserve Account of the Transferee Company
as per the Scheme.
b) The cost and expenses arising out of or incurred in carrying out and implementing the scheme amounting Rs. 0.41 crore have
been directly charged against the balance in General Reserve Account of the Transferee Company.
c) An amount of Rs. 20 crore standing to the credit of the General Reserve Account of the Transferee Company has been utilised
to increase the Reserve for Employee Compensation Account of the Transferee Company. The expenses in respect of GAVL's
ESOP scheme will be charged against the Reserve for Employee Compensation Account.
3 A scheme of Amalgamation ("the Scheme") for the amalgamation of Golden Feed Products Limited (called "the Transferor
Company"), with Godrej Agrovet Limited (the "Transferee Company"), with effect from March 31, 2014, ("the Appointed date")
was sanctioned by the Hon'ble High Court of Judicature at Bombay ("the Court"), vide its Order dated April 29, 2014 and certified
copies of the Order of the Court sanctioning the Scheme were filed with the Registrar of Companies, Maharashtra on May 19,
2014 (the "Effective Date").
To give effect to the Honourable Bombay High Court's Order dated April 29, 2014 regarding Scheme of the Arrangement, the
following actions have been performed during the previous year.
a) The excess of face value of the shares held by the transferee Company over book value of the net assets of the Transferor
Company taken over, amounting to Rs. 0.97 crore has been debited to the Surplus in Statement of Profit and Loss as per the
Scheme.
b) An amount of Rs. 35.06 crore standing to the credit of Surplus in Statement of Profit and Loss of the Transferee Company has
been utilised to restate / revise value of certain Assets of the Transferee Company.
c) The cost and expenses arising out of or incurred in carrying out and implementing the scheme amounting to Rs. 0.14 crore
have been directly charged against the Surplus in Statement of Profit and Loss of the Transferee Company.
4 As per the scheme of Amalgamation ("the Scheme") of Godrej Gokarna Oil Palm Ltd., Godrej Oil Palm Ltd. and Cauvery Palm Oil
Ltd., ("the Transferor Companies"), with Godrej Agrovet Limited (the " Transferee Company"), with effect from April 1, 2011,
("the Appointed date") as sanctioned by the Hon'ble High Court of Judicature at Bombay ("the Court"), vide its Order dated
March 16, 2012, the following entries have been passed.
a) Amortisation on Intangible Assets of the Transferor Companies amounting to Rs. 4.25 crore in the current year and Rs. 12.75
crore in the previous years recorded in the books of the Transferee Company are charged against the balance in the General
Reserve Account of the Transferee Company. The Gross Book value of these Assets now held by the transferee Company is Rs.
42.51 crore.
b) The excess of book value of the net assets of the Transferor Company taken over, amounting to Rs. 60.55 crore over the face
value of the shares held by the transferee Company has been credited to the Securities Premium Account as per the Scheme.
5 As per the scheme of Amalgamation ("the Scheme") of Godrej Gold Coin Aquafeed Ltd. (the Transferor Company), with Godrej
Agrovet Limited with effect from April 1, 2010, ("the Appointed date") as sanctioned by the Hon'ble High Court of Judicature at
Bombay ("the Court"), vide its Order dated January 5, 2011, the following entries have been passed.
a) The Intangible assets held by Transferor Company amounting to Rs. 16.69 crore were adjusted against the balance in the
Securities Premium Account of the Holding Company.
b) The excess of book value of the net assets of the Transferor Company taken over, amounting to Rs. 25.06 crore over the face
value of the shares held by the transferee Company was credited to the Securities Premium Account as per the Scheme.
6 Pursuant to the Scheme of Amalgamation (the Scheme) under Sections 391 to 394 of the Companies Act, 1956 read with section
52 of the Companies Act, 2013 and Sections 100 to 103 of the Companies Act, 1956 sanctioned by the Honorable High Court of
Judicature at Bombay on April 18, 2015 and filed with the Registrar of Companies (RoC) on April 29, 2015, Godrej Buildwell
Private Limited, a Subsidiary of Godrej Projects Development Private Limited, is amalgamated with Godrej Projects Development
Private Limited w.e.f. December 1, 2014, the Appointed Date.
As per the said Scheme :
a) All the assets and liabilities as appearing in the books of Transferor Company as on the Appointed Date have been recorded in
the books of Transferee Company at their respective fair values and inter-company balances have been cancelled.
11
b) The Cost and expenses arising out of or incurred in carrying out and implementing the scheme amounting to Rs. 0.38 crore
have been directly adjusted against opening balance of Surplus in the Statement of Profit and Loss of the Transferee Company.
c) The amount of Rs. 137.05 crore arising out of the difference between the fair value of the net assets of the Transferor
Company taken over and cancellation of intercompany investments between the Transferor Company and the Transferee
Company has been adjusted in the balance in General Reserves and opening balance of Surplus in the Statement of Profit and
Loss.
In accordance with the Scheme, 25,499 7% redeemable non-cumulative preference shares of face value of Rs. 10/- of the
Transferee Company has been issued in lieu of 24,499 Class A and 1,000 Class D equity shares of face value of Rs. 10/- each of
Transferor Company held by members other than Transferee Company.
7 During the Current year, The Securities and Exchange Board of India (SEBI) has issued the SEBI (Share Based Employee Benefits)
Regulation, 2014, which requires that the accounting treatment for employee share based payments to be based on the
Guidance Note on Accounting for Employees Share-Based Payments issued by the Institute of Chartered Accountants of India.
Accordingly, various Companies in the Group have not included the financial statements of their respective ESOP Trusts in
preparation of the standalone financial statements of the respective Companies for the year ended March 31, 2015, as
compared to the previous year where the same were consolidated. Consequently, these financials statements do not include the
assets, liabilities, income and expenditure of the respective ESOP Trusts and to that extent, the figures for the previous years are
not comparable.
8 During the previous year, the Honourable Bombay High Court had approved a Scheme of Amalgamation (Scheme) of
Swadeshi Detergents Limited (SDL) (a wholly owned Subsidiary of a subsidiary of the Company) with the Subsidiary effective
from April 1, 2013, being the appointed date vide its order dated August 16, 2013. The effective date was September 6, 2013. In
accordance with the Scheme, all the assets and liabilities of the erstwhile SDL had been transferred to the Subsidiary and had
been recorded at their book value which are also their fair value. The excess of the net assets transferred over the investments
in SDL held by the Subsidiary amounting to Rs. 8.58 crore had been credited to the Capital Reserve.
12
In accordance with the Scheme, the subsidiary had restated / revised the value of certain assets of the Company as on the
Appointed Date to the extent considered appropriate by the Board of Directors of the Company and accordingly the values of
the following assets aggregating to Rs. 114.82 crore had been reduced and adjusted in
General Reserve as under :
(Rupees in crore)
1. MAT Credit Entitlement 56.21
56.21
2. Investments / I.C.D. 31.74
31.74
3. Loans given to the ESOP Trust 19.41
19.41
4. Fixed Assets 4.10
4.1
5. Inventory of stores and spares 3.36
3.36
9 In the previous year, on closure of manufacturing activities at Vikhroli Plant, the revalued assets had been scrapped / disposed
off and adjusted against the Revaluation Reserve. w.r.t. a subsidiary of the Company.
10 To give effect to the Honorable Bombay High Courts Order dated March 8, 2013, an amount of Rs.110.04 crore standing to the
credit of the Securities Premium Account of a Sub-Subsidiary Company has been utilised by a subidiary to create Reserve for
Employee Compensation Account. The expense in respect of GAVL ESOP scheme of Rs. 94.74 crore (previous year Rs. 83.39
crore) has been charged against the Reserve for Employee Compensation.
As at 31-03-2015
4.
LONG-TERM BORROWINGS
(a) Secured Term Loans from Banks and Financial Institutions
(i) From Banks
(ii) From Others
(b) Debentures [Refer Note 4 (6)]

(c) Unsecured
(i) Interest-free Loans under the Sales Tax Deferral
Schemes of various State Governments
(ii) Fixed Deposits
(iii) Term Loans
From Banks
From Other Parties
Share in Jointly Controlled Entities
Total
4
5
6
(Rupees in crore)
As at 31-03-2014
541.96
0.38
542.34
46.85
0.75
47.60
61.58
82.38
55.92
332.37
58.50
690.47
3,007.08
90.70
3,486.07
42.01
4,131.99
2,354.18
9.61
3,112.76
10.12
3,252.86
Notes:
Term Loan from The Zoroastrian Co-operative Bank Ltd. is secured by way of hypothecation of specified machinery
and equipment. It carries a floating interest rate of 10.50% p.a. (10.50% p.a. as at 31-03-2014), which is 2% p.a. below
Bank's Minimum Lending Rate of 12.50% p.a., subject to a minimum of 9.00% p.a. and a maximum of 12.50% p.a.,
and is repayable in 16 quarterly installments (15 installments of Rs. 0.63 crore each and last installment of Rs. 0.66
crore starting from 30-06-2015 and ending on 24-03-2019)
Term Loan from HDFC Ltd. is secured by first equitable mortgage of specified immovable properties situated at
Vikhroli, Mumbai. It carries a floating interest rate of 13.10% p.a. (13.35% p.a. as at 31-03-2014), which is 4.75% p.a.
below HDFC-CPLR of 17.85% p.a. and is repayable in 24 monthly instalments of Rs. 0.03 crore each, ending on 31-03-2017
Interest-free Loans under the Sales Tax Deferral Schemes of various State Governments are payable in quarterly
and annual instalments as may be prescribed in the Schemes, beginning from 20-04-2013 and continuing upto
01-04-2023.
Fixed Deposits pertaining to the parent Company, from employees and public carry interest rates ranging from 9.50% p.a. to 10.25% p.a. payable
monthly or half-yearly, and have a maturity period of 3 years from the respective dates of deposit.
Current maturities of Long-term Borrowings are disclosed under the head "Other Current Liabilities" (Note 10)
Debentures comprise of :(a) 2,871,876, 1% secured optionally convertible debentures of Rs. 10/- each are redeemable on April 10, 2017 and are secured
to the extent of specific immovable assets of the Subsidiary Company disclosed under the head Fixed Assets.
(b) During the year 267,000, 12% Compulsorily Convertible Debentures of Rs. 1,000/- each have been converted into 50,000
equity shares of Rs. 10/- each.
( c) 587,061, 17.45% Compulsorily Convertible Debentures of face value of Rs. 1,000/- each. These Compulsory Convertible
Debentures will be converted in to equity shares in the year 2019 based on the Fair Value.
13
(a) Secured term loan from Financial Institution: Total Sanction amount Rs. 500 crore bearing interest @ CPLR minus 510 BPS and
secured by way of exclusive mortgage and charge of movable and immovable property, right, title interest in the designated
account / escrow account and receivables of the project situated at Bandra Kurla Complex at Mumbai and pledge of 51% of
equity shares of Godrej Buildcon Pvt. Ltd. It will be repaid at a certain percentage of all sales receipts from the project, which
percentage of sales receivables is subject to review on a quarterly basis. This loan is repayable over a period of 60 months.
(b) Term loan from Axis Bank of Rs. 9.47 crore carries interest at 11.50% p.a., is secured by hypothecation of moveable plant and
machinery, furniture, fixtures consisting of refrigeration and interior work, both present and future.This loan is repayable over a
period of 65 months.
8
9
10
11
Term loan from Tata Capital Financial Services Ltd. of Rs. 24.90 crore carries interest at 10.80% p.a. This loan is secured by
hypothecation of the fixed assets and current assets and is repayable over a period of 61 months.
Terms of Repayment for Unsecured Borrowings w.r.t. Godrej Industries Ltd.:
(a) Unsecured loan from Bank amounting to Rs. 31.25 crore (previous year Rs. 89.87 crore) carries interest at LIBOR + 2.17% p.a.,
is for a term of 60 months and repayable during the period September 2015 to September 2016.
Unsecured loan from Bank amounting to Rs. 125 crore (previous year Rs. 119.82 crore) carries interest at LIBOR + 2.5% p.a., is for
a term of 60 months and repayable during the period June 2016 to December 2017.
Unsecured loan from Bank amounting to Rs 125 crore (previous year Rs. 119.82 crore) carries interest at LIBOR + 2.05% p.a., is
for a term of 60 months and repayable during the period February 2017 to August 2018.
(b) Unsecured loan from Bank amounting to Rs. 93.73 crore (previous year Rs. 149.96 crore) carries interest at Base Rate + 0.95%
p.a., is for a term upto 60 months and repayable during the period April 2016 to April 2017.
(c )Unsecured loan from Bank amounting to Rs. 157.96 crore (previous year Rs. Nil) carries interest at LIBOR + 2.40% p.a., is for a
term of 60 months and repayable during the period October 2017 to July 2019.
Unsecured loan from Bank amounting to Rs. 105.91 crore (previous year Rs. Nil) carries interest at LIBOR + 2.35% p.a., is for a
term of 60 months and repayable during the period September 2017 to July 2019.
Unsecured loan from Bank amounting to Rs. 52.44 crore (previous year Rs. Nil) carries interest at LIBOR + 2.45% p.a., is for a
term of 60 months and repayable during the period November 2017 to August 2019.
(d) Unsecured loan from Bank amounting to Rs. 100 crore (previous year Rs. Nil) carries interest at Base Rate + 0.50% p.a., is for
a term upto 36 months and repayable during the period May 2017 to February 2018.
(e) Unsecured loan from Bank amounting to Rs. 50 crore (previous year Rs. Nil) carries interest at 10.40% p.a., is for a term upto
36 months and repayable during the period June 2016 to December 2016.
(f) Term Loans from Banks are at an Interest Rate of 9.80% to 10.75%. These loans are repayable after 13 months - Rs. 50 crore,
after 36 months - Rs. 18 crore.
(g) Unsecured loan from Bank amounting to Rs. 75 crore (previous year Rs. Nil) carries interest at SBI Base Rate + 0.35% p.a., is
for a term upto 36 months and repayable during the period July 2017 to January 2018.
Unsecured loan from Others w.r.t. Godrej Industries Ltd. amounting to Rs. 75 crore (previous year Rs. Nil) carries interest at SBI
Base Rate + 0.35% p.a., is for a term upto 60 months and repayable during the period June 2017 to June 2019.
Deferred Sales Tax Loan is availed interest free under the scheme floated by the Directorate of Industries, Government of Andhra
Pradesh. Loan repayment shall be performed on an annual basis 14 years from the year of collection, up to March 2022. Total
loan availed was Rs. 4.67 crore and outstanding is Rs. 4.24 crore with current maturity disclosed separately in Note No. 11 Other
Current Liabilities at Rs. 0.31 crore.
12
(a) Fixed deposits from public amounting to Rs. 26.98 crore, issued by a subsidiary have a maturity period of 13, 24 or 36 months.
13
(b) Deposits having maturity of more than 1 year amounting to Rs. 5.48 crore bearing interest rate @ 9.50 % to 10.50% payable
half yearly.
Unsecured loans represent borrowings made by Godrej Consumer Products Ltd. mainly for acquisitions, repayable at a floating
rate of interest ranging from 2% - 3%.
The Group does not have any continuing default as on the Balance Sheet date in repayment of loans and interest.
14
As at
31/03/2015
5.
DEFERRED TAX LIABILITIES

VRS Expenses
Others
Leave encashment provisions
Tax disallowances
Provision for Retirment benefits
Provision for Doubtful Debts/Advances
Others
Sub-total
Net Deferred Tax Liabilities as per Balance Sheet
14
(Rupees in crore)
As at
31/03/2014
296.24
0.22
1.41
297.87
242.43
0.37
1.45
244.25
(36.19)
(16.46)
(2.91)
(46.54)
(48.47)
(150.57)
3.46
(147.11)
150.76
(0.04)
(16.78)
(3.09)
(54.76)
(25.59)
(100.26)
1.10
(99.16)
145.09
6.
As at
31/03/2015
32.95
133.63
49.52
216.10
OTHER LONG-TERM LIABILITIES

(a) Dealers Deposits
(b) Sundry Deposits and Advances
(c) Interest Accrued but not due
(d) Liability towards beneficiaries of Companys ESOP Trust
(e) Other Liabilities
Total
(Rupees in crore)
As at
31/03/2014
29.40
109.82
0.03
1.12
8.96
149.34
Notes
1 Sundry Deposits and Advances include: (a) Rs. 24.80 crore (as at 31-3-2014: Rs. 24.80) received towards hand-over of possession of Land
to a public utility, and (b) Rs. 0.75 crore (as at 31-3-2014: Rs. 0.75 crore) received towards
Compensation against Land acquired. These amounts have not been adjusted in the accounts in view of pending suit/proceedings.
2 Other Liabilities include non-current portions of trade payables and advance income.
3 Liability towards beneficiaries of Company's ESOP Trust - As detailed in sub note 7 under Note 3 Reserves and Surplus
7.
LONG-TERM PROVISIONS
(a) Provision for Free Service under Product Warranties
(b) Provision for Leave Encashment Benefit to Employees
(c) Provision for Gratuity
Total
(i) Short-term provisions are disclosed under the head
"Short-term Provisions" (Note 11)
(ii) Movement of Provisions during the year:
(1) Provision for Free Service under Product Warranties:
Opening Balance
Add: Provision during the year
Less: Utilisation during the year
Closing Balance
8.
17.40
43.81
19.54
0.38
81.13
35.41
43.15
78.57
34.17
44.39
31.10
33.94
65.04
29.63
35.41
As at
31/03/2015
SHORT-TERM BORROWINGS
Secured
(i) Working Capital Facilities from Banks (Net)
(ii) Export Credits from Export-Import Bank of India
under a revolving credit limit [Refer Note 8 (2)]
(iii) Term Loan
From Bank [Refer Note 8 (9)]
From Others
(iv) Commercial Papers
(iv) Loans repayable on demand
From Bank [Refer Note 8 (10a) and (10b)]
From Others [Refer Note 8 (11)]
(v) Debentures [Refer Note 8 (8)]
Unsecured
(i) Deposits from Companies
(ii) Deposits from Shareholders
(iii) Other Borrowings
(iv) Loans Repayable On Demand
From Bank [Refer Note 8 (12) and (13)]
From Others [Refer Note 8 (14)]
(v) Commercial Papers [Refer Note 8 (15)]
(vi) Short Term Loan from Bank

Total
25.48
48.02
22.42
0.62
96.55
419.02
304.12
325.29
215.00
205.20
7.54
627.90
750.00
76.25
2,403.66
623.74
750.00
76.25
1,976.65
194.84
37.15
164.88
36.78
122.70
36.55
1,085.97
36.41
1,085.50
295.00
2,899.75
5,303.42
496.68
0.55
823.00
110.60
1,626.86
3,603.51
19.40
5,322.82
37.05
3,640.56
Notes
Working Capital Facilities from Banks [including Rs. 50.47 crore due and payable in foreign currency (as at 31-3-2014: Rs. Nil)]
are secured by a first pari passu charge by way of hypothecation of inventories and book debts. They carry interest rates
ranging from 10.75% p.a. to 12% p.a. and are generally renewable each year; foreign currency borrowings carry lower interest
rates of around 0.75% p.a.
15
(Rupees in crore)
As at
31/03/2014
4
5
6
7
8
Export Credits from Export-Import Bank of India w.r.t. parent company amounting to Rs. 316 crore are secured by first
equitable mortgage of specified immovable properties situated at Vikhroli, Mumbai. They carry an interest rate of 10.10% p.a.
and are payable/renewable after 180/360 days.
With respect to export credit amounting to Rs.9.29 crore of a subsidiary (Mercury Manufacturing Ltd.) is availed from Indian
Bank and are secured by hypothecation by way of first charge on current assets. They carry an interest rate of 12.25 p.a. and
are repayable/renewable after 180 days.
Deposits/Short-term Loans from Companies carry an interest rate of 9.50% p.a. to 10.70% p.a. payable monthly and quarterly,
and have a maturity period of 3 months or 6 months from the respective dates of deposit; and include deposits from an
associate Godrej Investments Pvt. Ltd.: Rs. 44.59 crore (as at 31-3-2014: Rs.36.40 crore)
Deposits from Shareholders have a maturity period of 3 months from the respective dates of deposit, and carry an interest rate
of 9.75% p.a. payable at maturity.
In respect of Negotiable Commercial Paper, the maximum balance outstanding during the year was Rs. 325 crore (Previous
Year: Rs. 250 crore).
Short-term Loans from Banks carry an interest rate of 10.40% to 10.70% p.a. and are payable/renewable after 15/90 days.
Other Borrowings are Buyers Credit from Banks, due and payable in foreign currency, and carry interest rates ranging from
0.73% to 0.92% p.a.
7,624,900, 10% Cumulative Optionally Convertible Class B Debentures of face value of Rs. 100/- each are secured by way of
Second mortgage / Charge over the development rights of Project Godrej Central. The debentures are redeemable out of
Remainder Amounts as defined in Share Purchase, Subscription and Shareholders Agreement dated March 31, 2012 after the
completion of project.The interest shall be accrued on an annual basis.
Secured Loan availed from Bank by a subsidiary (Godrej Industries Ltd.) amounting to Rs. 200 crore is secured by hypothecation
of the current assets of the Company. Immovable property of the Company at Vikhroli, Mumbai - Godrej One (5th Floor) and
Current Assets of Godrej Real Estate Private Limited (wholly owned subsidiary) is provided as collateral security and carries
interest at 10.00%, repayable on June 14, 2015. Additional loan pertains to Godrej Singapore Pte Ltd which is secured by pledge
of fixed deposits.
10a Working capital facilities sanctioned by banks of a subsidiary (Godrej Industries Ltd.) under consortium arrangement are
secured by hypothecation of stocks and book debts.
10b Secured Loan of a subsidiary (Godrej Industries Ltd.) amounting to Rs. 604.70 crore, includes cash credit availed from Bank
which is secured by hypothecation of the current assets of the Company. Immovable property of the Company at Vikhroli,
Mumbai - Godrej One (5th Floor) and Current Assets of Godrej Real Estate Private Limited (wholly owned subsidiary) is
provided as collateral security and carries interest at Base Rate + 0.35% p.a. effective rate 10.35%. Loan amounting to Rs. 19.34
crore of a subsidiary (Godrej Consumer Products Ltd.) is secured by way of hypothecation of inventory and book debts.
Remaining amount of loan of a subsidiary (Busbar) is secured by term deposits with the bank and carried interest rate of 10%.
11
Secured term loan from Financial Institution: Sanction amount Rs. 750.00 crores bearing interest @ CPLR minus 510 BPS and
secured by way of exclusive mortgage and charge of movable and immovable property, right, title interest in the designated
account / escrow account and receivables of the project situated at Bandra Kurla Complex at Mumbai and pledge of 51% of
equity shares of Godrej Buildcon Pvt. Ltd. The loan will be repaid from the 6th month from the date of first disbursement at a
certain percentage of all sales receipts from the project, percentage of sales receivables is subject to review on a quarterly
basis. This loan is repayable over a period of 60 months.
12a Unsecured loan from Bank is at base rate and repayable within 6 months.
12b Unsecured loan from Bank amounting to Rs. 25 crore (previous year Rs. Nil) carries interest at Base Rate and is repayable by
April 2015.
12c Unsecured loan from Bank amounting to Rs. 25 crore (previous year Rs. Nil) carries interest at Base Rate + 0.10% p.a., and is
repayable by June 2015.
12d Unsecured loan from Bank amounting to Rs. 50 crore (previous year Rs. 55 crore) carries interest at 10.20% p.a., and is
repayable by September 2015.
13a Term Loans from Banks are at an Interest Rate of 9.25% % to 10.75%. These loans are repayable on different dates upto 3
months from the date of the Financial Statements
13b Unsecured overdraft facility amounting to Rs. 24.40 crore carries interest at Base Rate + 25 basis point. Present effective rate is
9.90% p.a. Rs. 92.20 crore of overdraft at Base Rate, present effective rate @ 10.25%.p.a. Unsecured Invoice Financing is
availed amounting to Rs. 36.61 crore carrying interest of 9.95% p.a.
14
Other loans include:

a Term loan amounting to Rs. 200 crore availed carrying interest at Base Rate + 10 basis point p.a. Present effective rate is
10.25% p.a. Out of the above Rs. 100 crore is repayable on September 17, 2015, Rs. 70 crore is repayable on October 29, 2015
and Rs. 30 crore is repayable on October 25, 2015.
b Term Loan amounting to Rs. 120 crore, availed at rate of Interest 9.65 % p.a., repayable on September 03, 2015.
c Rs. 100 crore availed from Commercial Papers carrying interest at 8.95% p.a., repayable on May 25, 2015.
d Rs. 150 crore availed from Commercial Papers carrying interest at 8.95% p.a., repayable on May 26, 2015.
e Cash Credit from Banks is repayable on demand and carries interest at 10.35% to 13.65% p.a.
f Cash Credit from Banks is secured by hypothecation of Inventories and Book debts.
16
15
a
Commercial Papers:
Commercial Papers of Rs. 590 crore (previous year Rs. 473 crore) carries interest at 8.48% to 9% p.a. and are repayable during
the period April to August 2015.
b
c
d
e
f
g
h
Commercial Papers of Rs. 50 crore carrying interest at 9.50% p.a., repayable on April 28, 2015.
Commercial Papers of Rs. 100 crore carrying interest at 9.50% p.a., repayable on May 5, 2015.
Commercial Papers of Rs. 75 crore carrying interest at 9.04% p.a., repayable on June 23, 2015.
Loan from partners of Rs. 10.50 crore out of which Rs. 3 crore carries interest @18% p.a.
During the year, Commercial Paper raised and repaid of Rs. 300 crore (previous year Rs. 250 crore) carrying interest rates of
8.14% to 9.05%. Outstanding balance as at year end of such Commercial Papers is Rs. 125 crore (previous year Rs. Nil).
16
The Group does not have any continuing default as on the Balance Sheet date in repayment of loan or interest.
As at
31/03/2015
9.
10.
1
2
3
4
(Rupees in crore)
As at
31/03/2014
TRADE PAYABLES
(a) Acceptances
(b) Trade Payables
807.36
2,099.74
866.15
2,112.68

Total
19.52
2,926.62
12.67
2,991.50
OTHER CURRENT LIABILITIES

(a) Current maturities of long-term borrowings (Note 4)
(b) Current maturities of finance lease obligations
(c) Interest accrued but not due on borrowings
(d) Statutory dues including provident fund and tax deducted at source
(e) Employee benefits payable
(f) Advances from Customers
(g) Unclaimed Fixed Deposits (matured deposits not claimed on due dates)
(h) Unclaimed Dividends
(i) Other Payables of ESOP Trust
(j) Other payables
(k) Share in Jointly Controlled Entities
Total
1,264.11
40.34
276.65
203.09
1,617.19
9.34
7.14
1,144.70
29.89
4,592.46
1,001.14
0.01
38.45
286.88
169.30
1,616.77
5.21
6.57
0.08
1,035.77
17.66
4,177.85
Notes:
There is no amount due and outstanding to be credited to the Investor Education and Protection Fund, in respect of matured but
unclaimed Fixed Deposits and any unclaimed interest.
Other Payables include accrued expenses and creditors for capital procurement.
Deposits having maturity in one years amounting to Rs. 196.69 crore bearing interest rate @ 9 % to 10.50% payable half yearly.
Current Maturities of Long term Debt in current year include 2,500 zero-coupon, unsecured, redeemable, non-convertible
debentures having a face value of Rs 10 lac each, redeemable at a premium, which will yield 9.35% p.a. at maturity.
These debentures are redeemable on December 18, 2015.

5
Current Maturities of Long term Debt in previous year include 2,500 zero-coupon, unsecured, redeemable, non-convertible
debentures having a face value of Rs 10 lac each, redeemable at a premium, which will yield 9.40% p.a. at maturity.
These debentures have been redeemed on October 25, 2014.

6
There are no amounts due to be credited to Investor Education and Protection Fund in accordance with Section 205C of the
Companies Act, 1956 as at the year end.
Interim dividend payable to entities outside the group is shown under Minority Interest.
As at
31/03/2015
11.
SHORT-TERM PROVISIONS
(a) Provision for Proposed Final Equity Dividend
(b) Provision for Dividend Distribution Tax (net), in respect of the above
(c) Provision for Gratuity
(d) Provision for Leave Encashment Benefit to Employees
(e) Provision for Free Service under Product Warranties
(f) Provision for Taxation (net of Advance Tax Rs. 141.03 crore)
(g) Other Provisions
Total
17
106.07
29.96
21.54
20.33
18.91
66.85
0.30
3.33
267.29
(Rupees in crore)
As at
31/03/2014
106.07
31.08
14.32
13.80
18.02
36.51
1.33
221.12
12. FIXED ASSETS

(Rupees in crore)
Tangible Assets
Leasehold Land
Freehold Buildings
Leasehold Buildings &

Improvements
Plant & Equipment
Vehicles/Vessels
Furniture & Fixtures
Office Equipment
Research Centre
Tree Development Cost
Share in Jointly Controlled

Entities
268.20
76.46
1,241.63
29.31
2,727.88
114.07
136.27
153.16
0.84
4.15
111.80
Additions
56.67
27.68
254.25
21.48
370.11
26.11
12.39
33.94
0.01
0.46
0.00
10.63
Deductions
(1.06)
(10.88)
(1.63)
(42.97)
(6.89)
(2.88)
(5.35)
(0.01)
(0.60)
Other Adjustments
(3.51)
(1.87)
(13.11)
1.17
(14.96)
(3.67)
(1.55)
(2.19)
320.30
102.26
1,471.89
50.32
3,040.06
129.62
144.23
179.57
0.84
0.46
4.15
121.82
4,863.76
813.73
(72.25)
(39.70)
5,565.54
0.00
4.48
229.98
14.16
1,344.12
44.11
66.00
65.82
0.34
3.23
32.91
1,805.14
Depreciation for the year
1.17
48.94
3.24
189.90
15.33
15.67
35.00
0.11
0.02
0.11
9.27
Depreciation on Deductions
(2.39)
(1.16)
(26.18)
(3.43)
(1.83)
(2.52)
0.01
(0.24)
Live Biological Assets
Freehold Land
Total
COST OF ASSETS
Gross Block as at 1-4-2014

DEPRECIATION
Total Depreciation upto 31-3-2014
Other Adjustments
318.76
(37.75)
(14.11)
(0.00)
(2.43)
(0.10)
(7.84)
(1.65)
(0.92)
(1.16)
0.00
5.65
274.11
16.14
1,499.98
54.35
78.91
97.15
0.46
0.02
3.34
41.94
2,072.04
Net Block as at 31-3-2015
320.30
96.61
1,197.78
34.18
1,540.08
75.27
65.32
82.42
0.38
0.44
0.81
79.89
133.14
0.10
4.69
5.40
Total as at 31-3-2015
320.30
96.61
1,197.78
34.18
1,540.08
75.27
65.32
82.42
0.38
0.81
79.89

Capital Work-in-progress as at 31-32014
268.20
71.97
1,012.32
14.47
1,383.76
69.96
69.77
87.34
0.50
0.92
78.89
3,493.50
1,134.51
4,628.01
3,058.11
Total Depreciation upto 31-3-2015
NET BOOK VALUE

138.88
880.53
3,938.64
Intangible Assets (other than internally generated)
Goodwill
Land Use Rights
Computer Software
Technical
Know-how
Trademarks
Share in Jointly
Controlled Entities
Total
13.54
2.47
97.84
21.02
1,324.23
1.03
20.85
0.76
5.66
0.09
-
COST OF ASSETS
Additions
Deductions
(0.92)
(0.83)
(2.85)
Other Adjustments
(0.02)
0.05
(1.73)
(0.61)
(50.06)
12.60
2.52
116.13
18.32
1,279.83
1.12
Total upto 31-3-2014
8.58
1.13
45.60
14.87
296.35
0.53
Charge for the year
2.47
0.04
14.50
1.80
16.70
0.20
(0.92)
(0.08)
(2.85)
0.08
0.03
(0.72)
(0.38)
37.62
10.21
1.19
59.30
13.43
350.67
0.73
2.39
1.33
56.83
4.89
929.16
0.39
4.96
1.34
52.24
6.15
1,460.13
27.37
(4.60)
(52.37)
1,430.53
AMORTIZATION
Deductions during the year

Other Adjustments
Total Amortization upto 31-3-2015
Capital Work-in-progress as at 31-3-2014
18
1,027.88
0.50
367.04
35.71
(3.85)
36.62
435.53
995.00
0.67
995.67
2.01
1,093.08
(a) (i) In respect of the Parent Companys Property Development Activity consisting of construction projects promoted/developed
on the Companys lands, a total sum of Rs. 169.60 crore, being the fair value of land/Transferable Development Rights
(TDRs) forming part of the projects, has been transferred from Fixed Assets to Construction Work-in-Progress
upto 31st March, 2013[Note 18(g)]. A further sum of Rs. 217.92 has been so transferred during the current
year (Previous Year: Rs.Nil)
The difference between the fair value of land/TDRs forming part of the projects and the book value of land/TDRs upto
31st March, 2014 amounting to Rs. 169.57 crore, pending completion of the projects, had been credited to
construction projects reserve (Note 3(c)); of which a sum of Rs. 23.21 crore in respect of the completed projects was
transferred to revenue upto 31st March, 2012.
(ii) During the current year, the difference between the fair value of land forming part of the project and transferred from
freehold land, and the book value of land, amounts to Rs.217.92 crore (Previous Year: Rs. Nil).
(iii) From the Construction Projects Reserve a total sum of Rs.23.21 crore, in respect of the completed projects,
has been transferred to Other Operating Revenue through the Statement of Profit and Loss, upto 31st March,2012
(iv) The balance in the Construction Projects Reserve of Rs. 364.29 crore at the close of the year [Note 3( d)]
represents unadjusted amounts, pending completion of the projects.
(b) In respect of part of its vacant lands at Mumbai and elsewhere, the Parent Company had made necessary applications
under the provisions of the Urban Land (Ceiling & Regulation) Act, 1976 (the Act) and applied for exemptions. The
State of Maharashtra has also filed a Title Suit against the Company (Suit No. 679 of 1973) in the Hon'ble High
Court of Judicature at Bombay, claiming ownership of a part of the Companys lands at Vikhroli, Mumbai, which is
pending. The Central Government repealed the Act by the Urban Land (Ceiling & Regulation) Repeal Act, 1999 (No. 15
of 1999), which came into force on 11th January, 1999, and applied in the first instance to the whole of the States
of Haryana and Punjab and to all the Union Territories, and thereafter applied to other States which adopted this
Act by Resolution passed in that behalf. The State of Maharashtra on 29th November, 2007 adopted the Repeal Act
by Resolution passed in that behalf under Clause (2) of Article 252 of the Constitution. However, the usual rules and
regulations for carrying out building activities shall continue to apply. The position of the vacant lands in the Title
Suit continues to maintain the status quo.
(c) In respect of the Parent Companys freehold land situated at Thane (transferred on Amalgamation of the erstwhile Lawkim
Ltd.):
(i) Land admeasuring approximately one acre was the subject matter of dispute. The Company has filed an appeal
in the Honble High Court of Judicature at Bombay, against the Order dated 23rd December, 2004 passed by the
Third Additional District Judge, Thane. The Company has also registered notice of lis pendens dated 17th May,
2005 with the Registrar of Sub-Assurance.
(ii) A part of the land was acquired by the Thane Municipal Corporation and the Company has an option for the
Transferable Development Rights (TDR) as compensation for the said acquisition. Pending the receipt of such
compensation by the Company in the form of TDR, no adjustment has been made in the books in this regard.
(d) Freehold Land includes (i) leasehold rights in perpetuity and (ii) transferable development rights (TDRs). Freehold
Buildings include investments representing shares in ownership of flats.
(e) Estimated amount of contracts remaining to be executed on Capital Account and not provided for Rs. 196.49 crore
(as at 31-03-2014: Rs. 229.51 crore).
(f) In terms of the Business Transfer Agreement executed between the Company and Somany Foam Ltd., the Company acquired
the PU Foam Business Undertaking of SFL, with effect from 29th April, 2014 (including its manufacturing facilities set up at
Ranipur, Haridwar, in the state of Uttarakhand, along with employees, assets and liabilities) as a going concern on slump
sale basis for a lumpsum consideration of Rs.52.92 crores (subject to adjustment for the net working capital transferred), plus
stamp duty, transfer fee, registration and other charges. The additions to fixed assets during the year include the fixed
assets taken over pursuant to this transaction.
(g) Consequent to the enactment of the Act, and its applicability for accounting periods commencing from April 1, 2014, during the current
year, the Holding Company, its subsidiaries, associates and jointly controlled entities incorporated in India to whom the Act is applicable, has
reassessed the remaining useful life of fixed assets in accordance with the provisions prescribed under Schedule II to the Act. In case of
assets which have completed their useful life, the carrying value (net of residual value) as at the beginning of the year amounting to Rs. 23.87
crore has been charged to the Statement of Profit and Loss by the Holding Company and two subsidiaries and an amount of Rs. 6.16 crore
(net of deferred tax) has been debited to retained earnings by three subsidiaries. In case of assets having a revised remaining useful life as
per the Act, the carrying value (net of residual value) is being depreciated over the revised remaining useful life. This has resulted in the
depreciation expenses for the year ended March 31, 2015 being higher by Rs. 38.72 crore.
(h) Information with respect to a subsidiary company:
(i) Buildings, Plant and Equipment and Research Centre at Vikhroli Factory were revalued on June 30, 1992, on the basis of a valuation report
submitted by professional valuers.
(ii) Plant & Machinery is net of capital subsidy received during the year of Rs. 0.50 crore (previous year Rs. 2.06 crore).
(iii) Depreciation for the year includes Rs. Nil crore (previous year Rs. 0.76 crore) being depreciation on revalued component of the fixed assets.
(iv) Gross block deductions includes Rs. Nil crore (previous year Rs. 36.16 crore) and Depreciation / Impairment Deduction / Adjustments includes Rs.
29.20 crore (previous year Rs. 29.20 crore) being the revalued component of assets sold/discarded during the year.
(v) Accumulated depreciation includes impairment loss of Rs. 5.10 crore (previous year Rs. 5.10 crore) on certain Plant and Equipment .
(vi) Legal formalities relating to the transfer of title of immovable assets situated at Chennai (acquired as a part of the take over of Agrovet business
from the Company), Hyderabad (as part of the merger of Godrej Plant Biotech Limited), Pune (as part of the merger of Goldmohur Foods & Feeds Ltd)
and at Khopoli are being complied with. Stamp duty payable thereon is not presently determinable.
(vii) To give effect to the Order of the Honorable High Court of Judicature at Bombay passed during 2011-12 regarding the scheme of Amalgamation of
Godrej Gokarna Oil Palm Limited & Godrej Oil Palm Limited, the amortisation of Grant of Licenses are charged against the balance in the General
Reserve Account (refer subnote 4 under Note 4 Reserves and Surplus)
(viii) Capital work-in-progress is net of impairment loss of Rs. 2.04 crore (previous year Rs. 2.04 crore ) provided on an infructuous asset under construction.
(ix) Capital work-in-progress includes Rs. 16.31 crore (previous year Rs. Nil crore) of Exchange Difference arising on Long Term Foreign Currency
Monetary Items relating to acquisition of depreciable assets. Capital work-in-progress also includes net borrowing cost capitalised amounting to Rs.
76.06 crore (previous year Rs. 53.57 crore).
(x) Addition to Plant and Machinery includes Rs. 15.74 crore (previous year Rs. 29.03 crore) on account of Exchange Difference arising on conversion of
Long Term Foreign Currency Monetary Items relating to acquisition of depreciable assets. Additions also includes net borrowing cost capitalised
amounting to Rs. Nil crore (previous year Rs. 9.65 crore)
19
(xi) In the previous year, in accordance with the Scheme of Amalgamation of Swadeshi Detergent Limited the Company has restated / revised the value
of certain Plant & Machinery from Rs. 4.10 crore to Rs. Nil and adjusted the same in General Reserve.
(xii) Plant and Machinery at Vikhroli location having net block of Rs. 3.93 crore are Assets held for Sale and is classified under Other Current Assets.
(xiii) Capital expenses incurred on Research & Development Centre Activities of a Subsidiary are included under the respective heads.
(xiv) Trademarks and Brands acquired pursuant to the Scheme of the Amalgamation of the erstwhile Godrej Household Products Limited (GHPL) with
the Company and Soft and Gentle Brand of UK are amortised over a period of 20 years. The major influencing factors behind amortising these brands
over a period of 20 years are that Goodknight and HIT brands have been in existence since the last two decades and been growing at a fast pace. Soft
and Gentle has been in existence for 40 years, and has spent much of that recent time ranked as the 4th largest by Market share in the female
deodorant market in the UK.
(xv) In accordance with the Scheme of Amalgamation of the erstwhile Godrej Household Products Limited with the Company which was sanctioned by
the High Court of Judicature at Bombay, an amount of Rs. 52.75 crore (previous year Rs. 52.75 crore), equivalent to the amortisation of the Goodknight
and HIT brands is charged directly to the General Reserve.
(xvi) During the year, the Company has capitalised borrowing costs amounting to Rs.1.56 crore (Previous yearRs.6.44 crore).
(xvii) Acquisition through Business Combinations comprise of assets taken over on acquisition of 100% stake in Frika Hair (Pty) Limited.
(xviii) Other adjustments include re-classification of assets.
20
As at
31/03/2015
13. NON-CURRENT INVESTMENTS

A. TRADE INVESTMENTS (valued at cost unless stated otherwise):
(a) QUOTED
(1) Investments in Equity Shares in an Associate Company:
(i) 1,21,75,000 Fully Paid Equity Shares
of Rs. 2 each in Geometric Ltd. (9,00,000 shares purchased during the year)
Total Quoted Non-current Trade Investments
(Rupees in crore)
As at
31/03/2014
53.53
53.53
203.00
45.54
45.54
142.00
5.85
28.50
4.83
4.07
22.31
15.74
-
5.16
1.10
(1.10)
22.27
15.82
-
47.97
76.58
(b) UNQUOTED
(1) Investments in Equity Shares in Associate Companies
(i) Nil (2671993 for the previous year) Fully Paid Equity Shares of Rs.10 each in Creamline Dairy
Products Limited
(ii) 455000 Fully Paid Equity Shares of Rs.10 eachin Polchem Hygiene Laboratories Private Limited
(iii) 24 Fully Paid Equity Shares of AED 1500 each in
Al Rahaba International Trading Limited Liability Company
(iv) 389269 Fully Paid Equity Shares of Rs.10 each in Personalitree Academy Ltd.
Less: Provision for Diminution in Value
1.10
(1.10)
(v) 5546 [Fully Paid Equity] Shares of Rs.10 each in Bhabhani Blunt Hairdressing Pvt Ltd
(vi) 5,78,200 Fully Paid Shares of RO 1 each in Godrej & Khimji (Middle East) LLC. Oman
(vii) Shares in Parazelsus Orient Pte Ltd. (S$ 350,000 fully writtenoff during the year)
(4) Investments in Equity Shares in other Companies

(i) 84,375 Fully Paid Equity Shares of Rs. 10 each in Nimbua Greenfield (Punjab) Ltd.
(ii) 176 No Par Value Shares in Sustainable Technology Ventures, Inc., USA *
(iii) 440000 Fully Paid Equity Shares of Rs.10 each in Bharuch Eco-Aqua Infrastructure Ltd.
0.44
-0.44
0.00
0.08
0.00
0.44
-0.44
(iv) 469399 Fully Paid Equity Shares of Rs.7 each in Avesthagen Ltd. [Refer Note 13(a)]
10.63
-10.63
0.00
10.63
-10.63
(v) 112579 Fully Paid Equity Shares of Rs.10 each in CBay Infotech Ventures Pvt. Ltd.
Less: Provision for Diminution in Value [Refer Note 13(a)]
2.33
-2.33
0.00
2.33
-2.33
(vi) 114 Fully Paid Equity Shares of Rs.100 each in Gharda Chemicals Ltd.
Less: Provision for Diminution in Value [Refer Note 13(b)]
0.12
-0.12
0.00
0.12
-0.12
(vii) 12436 Fully Paid Equity Shares of Rs.10 each in HyCa Technologies Pvt. Ltd.
Less: Provision for Diminution in Value [Refer Note 13(a)]
1.24
-1.24
0.00
1.24
-1.24
0.08
0.00
(viii) 25 Partly Paid Equity Shares of Rs.100 each in Tahir Properties Ltd
(Partly paid) * [Refer Note 13(c)]
(ix) 1354129 Fully Paid Equity Shares of $1 each in Boston Analytics Inc.
(x) 6000 Fully Paid Equity Shares of Rs. 10 each in The Saraswat Co-op Bank Ltd. *
(xi) 3 Fully Paid Equity Shares of Rs.500 each in Sachin Industrial Co-operative Society Limited *
(xii) 100 Fully Paid Equity Shares of 1 each in New Market Limited
(xiii) 125000 Fully Paid Equity Shares of Rs10 each in
Isprava Technologies Ltd. (formerly karROX Technologies Ltd.)
(xiv) Nil (previous year 7195400) Fully Paid Equity Shares of Rs 10 each in Aadhaar Retailing Limited
(xv) 101952 Fully Paid Equity Shares of Rs 100 each in Indian Fund for
Sustainable Energy (Infuse Capital)
0.00
6.91
-6.91
(5) Investments in Preference Shares

(i) 6,70,121 Series A Preferred Stock shares of par value $0.001 each in Sheetak
Inc., USA
(ii) 5,80,004 (previous year 4,35,003) Series B Preferred Stock shares of par value $0.001 each in Sheetak
Inc., USA (1,45,001 shares subscribed during the year)
(iii) 25 shares of Rs.100 in Tahir Properties Ltd. (Class - A) (partly paid) [Refer Note 13(c)]
(iv) 2631578 shares of $ 0.001 each in
Verseon Corporation - Class A Preferred Shares [Refer Note 13(a and d)]
11.42
(11.42)
(v) 715668 shares of $ 0.001 each in
10.62
Verseon Corporation - Class B Preferred Shares [Refer Note 13(d)]
(10.62)
Total Unquoted Non-current Trade Investments

21
0.00
0.01
0.00
12.84
6.91
-6.91
0.01
0.00
12.31
0.55
0.00
0.00
0.50
34.65
-34.65
1.02
14.51
0.00
15.91
6.71
6.71
9.18
6.79
11.42
(11.42)
15.89
78.37
13.50
105.99
B. OTHER INVESTMENTS (valued at cost unless stated

otherwise):
(a) QUOTED
(i) 12,000 Fully Paid Equity Shares of Rs. 10 each in Central Bank of India
(ii) 52,590 Fully Paid Equity Shares of Rs. 2 each in
Housing Development Finance Corporation Ltd.
(iii) 407050 (previous year 404901) Fully Paid EquityShares of Rs.10 each in Zicom
Electronics Security System Ltd.
(iv) 374923 (previous year 209709) Fully Paid Equity Shares of Rs.2 each in Ruchi Soya Industries Ltd.
(v) Others
Total Quoted Non-current Non-Trade Investments
(b) UNQUOTED
(i) 50 Fully Paid Equity Shares of Rs. 50 each in Godrej & Boyce Employees
Co-operative Consumer Society Ltd.*
(ii) 1,000 Fully Paid Equity Shares of Rs. 10 each in Super Bazar Cooperative
Stores Ltd.*
(iii) 1,000 Fully Paid Equity Shares of Rs. 10 each in Saraswat Co-operative
Bank Ltd.*
(iv) 4,000 Fully Paid Equity Shares of Rs. 25 each in The Zoroastrian Co-operative
Bank Ltd.
(v) 10 Fully Paid Equity Shares of Rs. 10 each in New India Co-operative Bank Ltd.*
(vi) 2 Fully Paid Equity Shares of Rs. 10 each in Brihat Trading Private Ltd.*
(vii) 100 Fully Paid Equity Shares of Rs. 100 each in Gharda Chemicals Ltd.
(Shares have not been registered in the Companys name)
(viii) 1,823 Fully Paid Equity Shares of Rs.10 each in Binani Zinc Ltd. - At Book Value*
(ix) 10,000 (as at 31.03.2013: 5,000) Equity Shares of Rs. 1,000 each in Global
Innovation and TechnologyAlliance, incorporated under
Section 25 of the Companies Act, 1956 (5,000 shares subscribed during the year)
(x) Contribution towards 16.38% of the Capital of Urban Electric Power LLC,USA
(made during the year)
(xi) Other Sundry Investments (Cost fully written off)*
(2) Investments in Debentures

(i) 2 Fully Paid 8% Debentures of Rs. 100 each and 2 Fractional 8% Debentures of
Rs. 25 each in Indian Chamber of Commerce, Kolkata At Book Value*
(ii) 3060 Fully Paid Debentures of Rs. 10 each in Bhabhani Blunt Hairdressing Pvt. Ltd.
(3) Investments in Limited Liability Partnership Firms

(i) Contribution towards 50% of the Fixed Capital of Godrej & Boyce
Enterprises LLP*
(ii) Contribution towards 20% of the Capital of Future Factory LLP (including
share of profit of Rs. 0.31 crore booked during the year)
(a) Total capital of the Firm: Rs. 1.82 crore
(b) Names of other Partners and % share in Capital:
Mr. Jashish Navin Kambli - 56%
Mrs. Geetika Kambli - 24%
(iii) Crop Science Advisors LLP
As at
31/03/2015
(Rupees in crore)
As at
31/03/2014
0.12
0.12
0.02
0.02
3.20
1.51
0.01
4.86
3.12
0.78
4.04
15.00
9.00
0.00
0.00
0.00
0.00
0.00
0.00
0.01
0.00
0.00
0.01
0.00
0.00
0.10
0.00
0.10
0.00
1.00
1.00
17.84
0.00
18.95
17.84
-0.00
18.95
0.00
12.00
12.00
0.00
12.00
12.00
0.00
0.00
2.12
1.77
0.01
2.13
0.01
1.78
12.49
8.75
45.56
41.48
Grand Total
182.33
197.05
C. AGGREGATE BOOK VALUE AND MARKET VALUE

(a) Quoted Investments
Book Value
Market Value
(b) Unquoted Investments
Aggregate Book Value of Investments
58.39
218.00
123.93
182.33
49.58
151.00
147.47
197.05
(4) Investment in Units of Venture Capital Fund

(i) 1250 (previous year 875) units of Rs.100000 each in Omnivore India Capital Trust
Total Unquoted Non-current Non-Trade Investments
22
Notes :
(a) In the previous year, in accordance with the Scheme of Amalgamation of Swadeshi Detergents Limited with the a Subsidiary, as approved by the
Honourable Bombay High Court, the subsidiary had restated / revised the value of certain investments aggregating to Rs. 19.62 crore and adjusted
the same in General Reserve
(b) The said shares have been refused for registration by the investee company.
(c) Uncalled Liability on partly paid shares
- Tahir Properties Ltd. - Equity - Rs. 80 per share (Previous year - Rs. 80 per share).
- Tahir Properties Ltd. - Preference - Rs. 30 per share (Previous year - Rs. 30 per share).
(d) (i) During the year, the oustanding principal amount of Optionally Convertible Notes (OCN) of Rs. 3.98 crore along with accrued interest of Rs.6.64
crore have been converted into Class B Preferred Shares. The entire investment in Verseon Corporation has been fully provided for.
(ii) Subsequent to the Balance Sheet date, the Subsidiarys holding of 26,31,578 Class A Preferred Shares and 7,15,668 Class B Preferred
Shares have been converted into 66,94,492 New Common Shares in Verseon Corporation.
(iii) The Subsidiary also has a right to warrants which entitles it to 85,587 Class B Preferred Stock which would subsequently get converted
into 1,71,174 New Common Shares in Verseon Corporation in satisfaction of the notice of exercise of the warrants.
(e) View Group LP has been dissolved on December 14, 2012, however, the Subsidiary has still not received an approval from RBI for writing-off the
investment.
23
14. DEFERRED TAX ASSETS

(a) Differences in Depreciation and Amortization for accounting and income-tax purposes
(b) Others
(a) Differences in Depreciation and Amortization for accounting and income-tax purposes
(b) Leave encashment provision
(c) Tax Disallowances
(d) Provision for Retirement Benefits
(e) Provision for Doubtful Debts/Advances
(f) Others
Net Deferred Tax Assets as per Balance Sheet
As at
31/03/2015
(Rupees in crore)
As at
31/03/2014
(4.83)
(0.37)
(5.20)
(3.52)
(0.78)
(4.30)
0.41
0.39
30.09
0.00
0.56
14.95
46.39
0.10
46.49
0.07
0.30
20.73
0.03
0.56
12.07
33.76
0.04
33.80
41.30
29.50
10.33
(10.33)
115.88
115.88
10.33
(10.33)
102.12
102.12
159.99
0.03
(0.03)
0.38
3.20
154.65
0.03
(0.03)
0.41
0.11
0.95
25.39
8.99
106.91
0.08
63.10
368.98
1.02
24.20
79.87
83.33
0.04
21.32
364.96
15. LONG TERM LOANS AND ADVANCES

Secured
(a) Loans and Advances
(i) Considerd Doubtful
Less: Provision for Doubtful Loans
(b) Deposits
Unsecured
(a) Capital Advances
(i) Considered Good
(ii) Considered Doubtful
Less: Provision for Doubtful Advances
(b) Prepaid Expense
(c) Advances to Suppilers
(d) Other Loans and Advances
(i) Loans to Employees
(ii) Statutory Deposits
(iii) Other Advances
(iv) Balances with Government Authorities
(v) Claims Recoverable
(vi) Other Deposits

6.07
4.34
Total
490.93
471.42
Note :
1 A Subsidiary of the Company had advanced an amount of Rs. 10.33 crore to certain individuals who also pledged certain equity shares as security against
the said advance. The Subsidiary has enforced its security and lodged the shares for transfer in its name. The said transfer application was rejected and
the Subsidiary has preferred an appeal to the Company Law Board (CLB). The CLB rejected the application and advised the parties to approach the High
Court. The Subsidiary had filed an appeal before the Hon'ble High Court against the order of the Company Law Board under section 10 F of the
Companies Act 1956, which is pending final disposal. The Honble Bombay High Court passed an interim order dated September 18, 2012, restraining the
Company from interalia, dealing, selling or creating third party rights, etc. in the pledged shares and referred the matter to arbitration. The Company had
filed a Special Leave Petition (SLP) before the Supreme Court against this interim order of the Bombay High Court which the Supreme Court has
dismissed and the matter is before the Arbitrator. In the meantime, the Presiding Arbitrator has resigned as Arbitrator and appointment of new
Arbitrator is in process, and the petition is pending before the Bombay High Court.
The Management is confident of recovery of this amount as underlying value of the said shares is substantially greater than the amount of loan and
interest thereon. However, on a conservative basis, the Company has provided for the entire amount of Rs. 10.33 crore in the books of account.
2 Projects are Secured against Terms of Development Agreement.
3 Advance paid towards share application money to Personalitree Academy Ltd. (an Associate Company) which is considered Doubtful.
4 Capital Advances include Rs. 5.18 crore (previous year : Rs. 2.89 crore) due from Related Parties.
24
16. OTHER NON-CURRENT ASSETS

Secured
(a) Interest Accrued on Loans
(i) Considerd Doubtful refer note 1 below
Less: Provision for Doubtful Loans
As at
31/03/2015
(Rupees in crore)
As at
31/03/2014
4.88
(4.88)
-
4.31
(4.31)
-
69.66
130.14
0.43
46.50
303.81
0.87
25.49
0.77
(0.77)
61.50
190.24
32.30
1.11
(1.11)
1.63
(1.63)
2.58
(2.58)
2.21
3.18
(3.18)
2.10
25.77
449.25
5.31
454.55
9.46
451.22
0.24
451.46
Unsecured
(a) Trade Receivables
(b) Security Deposits
(i) Considered Good
Less: Provision for Doubtful Deposits
(c) Deposits
(d) Advance Payment of Taxes (Net of Provision)
(e) Other Non-current Assets
(f) Interest Accrued on Investments
Less: Provision for Doubtful Interest Accrued
(g) Other Long Term Receivables
Less: Provision for Doubtful Receivables
(h) Claims/Expenses Recoverable
(i) Fixed Deposits with original maturity of more than 12 months (including Rs.1.44 Crores under lien
against Bank Guarantees)
Notes :
1 Interest on loan referred to in sub note 1 of Note 15 above, amounting to Rs. 3.15 crore was accrued upto March 31, 2000 and has been fully provided
for, no interest is being accrued thereafter.
2 (a) Deposit with Bank is held as Margin Money and lien marked for issuing bank guarantee of Rs. 25.08 crore (previous year Rs. 2.75 crore).
(b) Fixed Deposits of Rs. 0.31 crore (Previous Year Rs. 0.34 crore) are pledged with a Bank for guarantees issued.
( c) Fixed Deposit of Rs. 0.10 crore (previous year Rs. Nil) is held by bank as security against guarantees issued.
17. CURRENT INVESTMENTS
As at
31/03/2015
(a) Investments in units of Mutual Funds (Unquoted)

(i) Peerless Liquid Fund - Super IP-Growth
(ii) Reliance Liquid Fund - TP Growth
(iii) Religare Invesco Liquid Fund - Growth Plan
(iv) Religare Invesco Credit Opportunities Fund - Growth Plan
(v) Axis Liquid Fund -Growth
(vi) Birla Sun
(vii)HDFC Cash Management Fund - Saving Plan - Growth
(viii) ICICI Prudential Liquid - Regular - Growth Plan
(ix) L&T Liquid Fund - Growth
(x) Sundaram Money Fund - Reg - Growth
(xi) Baroda Pioneer Liquid Fund-Plan A-Growth
(xii) Taurus - Lqd Fund-Super Insti Growth
(xiii) HDFC Liquid Fund - Growth
(xiv) Tata Money Market Fund Plan - Growth
(xv) SBI Premier Liquid fund (Growth
(xvi) DSP Blackrock Liquidity Fund -IP- Growth
(xvii) ICICI Prudential Money market fund - regular - growth plan
(xviii) UTI Money Market - Institutional Plan- Growth
(xix) Taurus - Liquid Fund-Super Institutional Growth
(xx) HDFC Banking & PSU Debt Fund Regular -Growth
(xxi) UTI Liquid Fund Cash Plan -IP -Growth
(xxii) ICICI Prudential Liquid - Direct Plan -Growth
(xxiii) ICICI Prudential Flexible Income - Direct Growth
(xxiv) Kotak Liquid Scheme -Plan A Direct Plan -Growth
(xxv) Birla Sun Life Cash Plus - Instl. Prem. - Growth
(xxvi) Birla Sun Life Savings Fund Direct Growth
(xxvii) Reliance Money Manager Fund Direct Growth
(xxviii) SBI Magnum Insta Cash Fund - Direct Plan - Growth
(xxix) HDFC Liquid Fund - Direct Plan -Growth
(xxx) Kotak Floater Short term growth
73.25
30.73
51.65
0.09
10.86
2.79
0.50
25.00
42.25
61.95
60.59
25.00
4.36
16.00
90.22
1.07
41.97
56.00
25.00
3.00
5.14
53.00
35.17
50.07
5.00
770.66
25
(Rupees in crore)
As at
31/03/2014
31.17
137.34
83.20
62.03
94.00
66.45
104.32
25.00
76.00
83.78
2.03
15.99
2.20
1.90
42.00
5.00
44.00
11.00
0.04
887.45
As at
31/03/2015
(b) Other Current Investment
(i) Public Fund
(ii) Optionally Convertible Loan Notes/Promissory Notes/Debentures
a) Boston Analytics Inc. (15%)
Less: Provision for Diminution in Value of Investment
b) Boston Analytics Inc. (20%)
c) Boston Analytics Inc. (12%)
d) Verseon Corporation (13%)
(c) Trade Investment (at lower of cost and fair value)
(i) Investment in Associate Companies (Fully paid, Unquoted)
Creamline Dairy Products Ltd.
(ii) Investment in Equity Instruments (Fully paid, Quoted)
Future Consumer Enterprises Ltd
(d) Others
(Rupees in crore)
As at
31/03/2014
0.40
3.00
(3.00)
6.73
(6.73)
4.69
(4.69)
-
3.00
(3.00)
6.73
(6.73)
4.69
(4.69)
3.98
(3.98)
30.81
38.60
(1.99)

Total
36.61
0.54
67.96
838.62
0.40
0.43
888.27
Notes :
1 The Optionally Convertible Promissory Notes (15%) of Boston Analytics Inc. in respect of which the Subsidiary Company (Godrej Industries Ltd.) did not
exercise the conversion option and Boston Analytics Inc. promissory notes (20%) where there was a partial conversion option which the Company has
not exercised were due for redemption on June 30, 2009 and August 21, 2009, respectively. The said promissory notes have not been redeemed as of
the Balance Sheet date and have been fully provided for.
2 12% promissory notes were repayable on or before December 31, 2011, along with interest on maturity. The said promissory notes have not been
redeemed as of the Balance Sheet date and have been fully provided for.
3 In the previous year, in accodance with the Scheme of Amalgamation of Swadeshi Detergents Limited, the Subsidiary Company has restated / revised the
value of investments amounting to Rs. 3.98 crore and adjusted the same in General Reserve. Also refer to note 13(a) Non Current Investments
4 During the year under review, a Sub- Subsidiary Company has sold its investment in shares of Aadhar Retailing Limited (value of which was restated in
the previous year to NIL in accordance with the approval of the Bombay High Court) in consideration for shares in Future Consumer Enterprises Ltd.
Consequently, the valueof this investment was reinstated to its cost and the same has been recognised in the Statement of Profit & Loss as an
Exceptional Income.
5 In the current year, the management has decided to divest its stake in Creamline Dairy Private Ltd. Consequently, the same has been reclassified as
current investment as at the balance sheet date.
As at
31/03/2015
18. INVENTORIES (At lower of Cost and Net Realisable Value)
(a) Raw Materials
(b) Work-in-Process
(c) Finished Goods - Manufactured
- Traded
(d) Spares and Components for after-sales service
(e) Stores, Spares, etc.
(f) Loose Tools
(g) Construction Work-in-Progress [Note 12(a)]
(h) Stock Under Cultivation
(i) Poultry Stock
Share in Jointly Controlled Entities - Property Development
Total
26
(Rupees in crore)
As at
31/03/2014
1,123.58
632.62
922.40
449.07
84.17
36.00
2.20
4,566.69
10.01
3.84
1,057.74
526.30
840.65
448.78
63.63
37.92
1.05
3,319.71
15.12
2.11
39.88
19.35
7,889.81
40.33
4.95
6,358.29
Notes:
1 In the previous year, in accordance with the Scheme of Amalgamation of Swadeshi Detergents Limited the Subsidiary Company (Godrej Industries Ltd.
has restated / revised the value of certain Stores and Spares from Rs. 3.36 crore to Rs. Nil and adjusted the same in General Reserve.
2 Finished Goods - Property Development includes shares of Tahir Properties Limited at cost or net realisable value
(whichever is lower):
(a) 70 Equity shares of Rs. 100/- each, Rs. 20/- paid up
(b) 75 Redeemable Preference Class A shares of Rs. 100/- each, Rs. 70/- paid
As at
31/03/2015
19. TRADE RECEIVABLES

Secured and Considered Good
(a) Debts due for over six months - refer note 1 below
(b) Other Debts
Unsecured & Considered Good
(b) Other Debts
Unsecured & Considered Doubtful
(b) Other Debts (net of allowances of
Allowance for doubtful debts
(Rupees in crore)
As at
31/03/2014
5.90
172.89
178.79
3.82
128.39
132.21
815.93
2,295.78
3,111.70
875.85
1,697.90
2,573.75
14.77
5.66
20.43
(20.43)
-
8.46
6.06
14.52
(14.52)
-
39.41
3,329.90
24.49
2,730.46
355.00
237.36
0.83
6.43
13.79
613.40
537.01
385.78
0.73
0.74
3.96
5.28
933.51
592.69
1.49
7.10
2.04
5.80
609.12
135.34
0.10
6.53
4.00
2.50
148.47
Note :
1 Secured by Security Deposits collected from customers, Letter of Credit or Bank Guarantees held against them.
20. CASH AND BANK BALANCES

(a) Cash and Cash Equivalents
(i) Balances with Banks
- Current accounts
- Fixed Deposits with maturity within 3 months
- EEFC account
(ii) ESOP Trust Bank Balances
(iii) Cheques, drafts on hand
(iv) Cash on Hand
(b) Other Bank Balances
(i) Deposit Accounts with maturity period of more than 3 months,
but less than 12 months
(ii) Other earmarked Accounts
(iii) For Unpaid Dividend
(iv) Deposits under lien against Bank Guarantees
(v) Balance with Banks - held as margin money

14.26
10.21
Total
1,236.78
1,092.20
Notes :
1 (a) Fixed Deposit of Rs. Nil Crore (previous year Rs. 1.42 Crore) held as margin money.
(b) Fixed Deposit of Rs. 0.48 crore (previous year Rs. 0.46 crore) is held by bank as security against guarantees issued.
(c ) Fixed Deposits of Rs. 0.03 crore (previous year Rs. 0.01 crore) are pledged with a Bank for guarantees issued.
2 Balances with Scheduled Banks on Deposit Accounts include Rs. 3.80 Crore (previous year Rs. 3.71 Crore) received from flat buyers and held in trust on
their behalf in a corpus fund.
3 Balances with Banks in Current Accounts include Rs. 0.05 crore (previous year Rs. 0.04 crore ) earmarked balance for unclaimed dividend.
27
As at
31/03/2015
21. SHORT-TERM LOANS AND ADVANCES

Secured
(a) Short Term Loans and Advances [Refer Note 21(1)]
(b) Secured Deposits - Projects [Refer Note 21(2)]
Unsecured
(a) Loans And Advances:
(i) to Related Parties
(ii) to Others
Considered Good
Considered Doubtful
Less : Provision for Other Loans and Advances
(b) Loans to Employees
(c) Loan to GIL ESOP Trust
Considered Good
Considered Doubtful
Less: Amount adjusted against ESOP Trust loan liability
Less: Provision for Doubtful Loans [Refer Note 21(6)]
Provision for doubtful loan written back in ESOP Trust Adjustments
(d) Advances to Suppliers
Considered Good
Considered Doubtful
Less: Provision for Doubtful Advances
(e) Due on Management Projects [Refer Note 21(3)]
(f) Development Manager Fees Accrued but not due [Refer Note 21(4)]
(g) Balances with Customs, Central Excise, Port Trust and other Authorities
(h) Advances recoverable in cash or in kind or for value to be received
(i) Inter Corporate Deposits [Refer Note 21(5)]
(i) Considered Good
Less : Provision for Doubtful Advances
(j) Deposits
(i) Statutory Authorities
(ii) Others
(Rupees in crore)
As at
31/03/2014
60.24
352.74
412.98
67.83
522.77
590.60
20.51
0.99
275.34
73.21
0.08
0.70
6.83
0.77
328.76
6.33
(6.33)
1.06
149.00
43.88
(43.88)
-
117.62
37.99
(155.61)
(37.99)
37.99
20.58
0.37
(0.37)
19.73
4.45
130.62
142.83
36.60
0.32
(0.32)
19.59
4.45
148.34
53.40
31.63
5.77
(5.77)
24.90
5.77
(5.77)
22.46
66.20
958.33
30.90
17.34
672.94
64.27
1,435.57
41.84
1,305.38
Notes :
1 Secured Loans & Advances are secured against Bank Guarantee received from Vendors.
2 Secured Deposits - Projects are Secured against Terms of Development Agreement.
3 Due on Management Projects include a sum of Rs. 2.16 crore (Previous Year Rs. 2.16 crore) on account of a project, where the matter is sub-judice with
arbitrators.
4 A Sub-Subsidiary Company has entered into a Development Agreement with landlords. Development Management Fee amounting to Rs. 4.45 crore
(previous year Rs. 4.45 crore) accrued as per terms of the Agreement are receivable by the Company based upon progress milestones specified in the
respective Agreements and have been disclosed as Development Management Fee accrued but not due.
5 In the previous year, in accordance with the Scheme of Amalgamation of Swadeshi Detergents Limited the Company had made a provision of doubtful
Inter Corporate Deposit of Rs. 8.14 crore and and adjusted the same in General Reserve. Also any realisation of Assets which were considered for revision
/ restatement had been accounted in the Statement of Profit and Loss.
6 In the previous year, in accordance with the Scheme of Amalgamation of Swadeshi Detergents Limited the Company had made a provision of doubtful
loan of Rs. 19.41 crore and and adjusted the same in General Reserve. Also any realisation of Assets which were considered for revision / restatement
had been accounted in the Statement of Profit and Loss.
22. OTHER CURRENT ASSETS (Unsecured, Considered Good)

(a) Accrued Interest
(b) Deferred Premium on Forward Contracts
(c) Forward Cover Contracts Receivable
(d) Unbilled Revenue
(e) Claim/Other Receivables
(i) Considered Good
Less : Provision for Doubtful receivables
(f) Other Receivables of ESOP Trust [Refer Note 3(7)]
(g) Other Current Assets
(h) Sundry Deposits
Share in Jointly controlled Entity
28
27.37
0.42
2.02
530.36
15.09
4.95
5.75
283.60
13.42
49.55
24.16
647.30
3.80
651.10
12.36
9.85
(9.85)
1.25
57.75
380.76
2.84
383.60
As at
31/03/2015
23. CONTINGENT LIABILITIES NOT PROVIDED FOR
(a) Guarantees given by the Groups Bankers against counter-guarantees given by the Group
(b) Guarantees given by the Groups Bankers on behalf of subsidiary/associate companies including
those given against counter-guarantees given by the Group or lien on bank deposits
Guarantee given by the Company to a Banker on behalf of a subsidiary company
(c) Guarantees given by Export-Import Bank of India, against the security of first equitable mortgage of
specified immovable properties situated at Vikhroli, Mumbai
(d) Excise Duty/Customs Duty/Service Tax/Sales Tax/Property Tax/Octroi/Other Duty demands in dispute
and pending at various stages of appeal
(e) The State of Maharashtra has filed a suit against the Company, being Suit No. 679 of 1973, in the High
Court of Judicature at Bombay, claiming ownership of part of the Companys lands at Vikhroli, Mumbai.
In the said Suit, which is still pending, various claims have been raised, which are undetermined and
not acknowledged as debts due by the Company. According to the Companys legal advisers, the
Company has a complete defence against the plaintiff in the said Suit, and the said Suit is not sustainable.
(f) Claims against the Group under the Industrial Disputes Act, 1947
(g) Disputed Provident Fund liability for the period March 1996 to September 1997 arising on account
of disapproval of infancy benefit. The Supreme Court of India has allowed the Companys appeal and
set aside the judgment of the High Court of Punjab & Haryana; the matter has been remanded to the
Regional Provident Fund Commissioner for a fresh decision in accordance with law after hearing the
parties concerned, expeditiously.
(h) Other Claims against the Group not acknowledged as debt
(i) Income Tax - Demand notices issued by Income-tax Authorities.
(j) Other Money for which the Group is Contingently Liable
(i) Letter of credit issued by bank on behalf of the Group
(ii) Case / Claim filed by Processors for claiming various expense
(ii) Bonds issued by Group on behalf of fellow subsidiary
(k) Share in Associates
Note: Future cash outflows in respect of items (d) to (g) above are determinable only on receipt of judgements/decisions
pending with various forums/authorities.
Commitments (other than those relating to unexecuted contracts on capital account)
Long Term Contracts for Purchase of Raw Material
Major Contracts Commitment Outstanding for Civil, Elevator, External Development, MEP work, etc.
Share in Associates
24. REVENUE FROM OPERATIONS (NET)
(a) Sale of Products
(b) Sale of Services
Net Sales (Products and Services) (Net of Excise Duty)
(c) Licence Fees and Service Charges
(d) Commission
(e) Other Operating Revenue:
(i) Scrap Sales
(ii) Leave and License Dues and Rent
(iii) Export Incentives
(iv) Sundry Receipts
(v) Other Income from Project
(vi) Compensation Received from Project
984.73
926.10
123.46
180.49
45.81
613.48
38.54
39.88
292.09
301.23
2.53
2.38
0.61
58.19
107.56
22.49
6.71
20.28
68.38
0.58
32.50
49.68
14.81
10.40
8.03
20.28
145.88
78.88
1,463.18
0.99
6.24
85.34
1,653.84
0.37
12.27
24,405.85
846.24
25,252.08
12.22
2.36
21,672.81
785.26
22,458.07
10.70
3.10
241.69
285.81
25,794.16
113.39
5.42
18.65
41.83
22.50
7.00
208.79
323.99
23,004.65
77.66
0.26
78.81
46.60
0.31
14.72
0.31
60.03
2.51
281.21
110.45
(3.06)
107.39
0.00
0.33
23.10
0.20
0.07
9.61
0.50
0.45
40.29
1.98
183.93
131.20
12.72
54.31
38.84
4.63

Revenue from Operations (net)
25. OTHER INCOME
(a) Interest Income
Less : Capitalised to Fixed Assets
Interest Income (Net)
(b) Dividends from Subsidiary Companies
(c) Other Dividends
(d) Profit on Sale of Current Investments (Net)
(e) Excess provisions of previous years written back (net)
(f) Share of Profit in a firm (LLP)
(g) Profit on Sale/Disposal of Fixed Assets (Net)
(h) Claim Received
(i) Interest Income on Loan to ESOP Trust
(j) Miscellaneous Non-operating Income
Total
77.66
-
29
(Rupees in crore)
As at
31/03/2014
(k) Miscellaneous non-operating income includes an amount of Rs.25.25 crore (Previous Year : Rs . 2.37 crore), recovered from the GCPL ESOP Trust
towards loan repayment, which was earlier written off against Reserves under a Scheme of Amalgamation approved by the Honble High Court of
Bombay.
(Rupees in crore)
As at
As at
31/03/2015
31/03/2014
26. COST OF MATERIALS CONSUMED
Stocks of Raw Materials at the beginning of the year
1,052.77
916.96
Add: Raw Materials purchased during the year
10,145.84
9,268.89
11,198.62
10,185.85
Less: Stocks of Raw Materials at the close of the year
1,115.71
1,052.78
Total
27. PURCHASES OF STOCK-IN-TRADE (TRADED GOODS)

(a) Consumer Durables
(b) Industrial Products
(c) Licenses
(d) AMC Services
(e) Traded Goods
(f) Others
Total
28. CHANGES IN INVENTORIES OF FINISHED GOODS, WORK-IN-PROCESS AND

STOCK-IN-TRADE
(a) Stocks at the beginning of the year:
(i) Finished Goods*
(ii) Stock-in-Trade
(iii) Work-in-Process
(iv) Stock Under Cultivation
(v) Poultry Stock
Less: Stock Adjustment for subsidiaries merged
(b) Less: Stocks at the end of the year:
(i) Finished Goods*
(ii) Stock-in-Trade
(iii) Work-in-Process
(iv) Stock Under Cultivation
(v) Poultry Stock
Less: Finished goods damaged/destroyed by fire
Net change in Excise Duty on Finished Goods
Total
* including stocks of Traded Goods, Spares and Components for after-sales service
29. PROPERTY DEVELOPMENT AND CONSTRUCTION EXPENSES (COMMERCIAL PROJECTS)

(a) Construction Work-in-Progress at the beginning of the year
Add: Fair Value of Land forming part of the project transferred from Fixed Assets
(Freehold Land) [Note 12(a)]
(b) Add: Project Expenses incurred during the year:
(i) Development and Construction Expenses
(ii) Employee Remuneration and Benefits
(iii) Professional Charges
(iv) Others
(c) Less: Construction Work-in-Progress at the end of the year
Total
30
148.74
10,231.65
173.29
9,306.36
1,475.42
496.83
4.40
9.04
436.15
2,457.95
4,879.78
1,364.87
371.75
4.66
6.45
536.68
2,117.92
0.73
4,403.06
1,131.71
169.38
525.73
15.12
2.11
1,844.05
1,844.05
1,183.58
105.27
529.37
13.57
1.37
1,833.16
(0.65)
1,832.51
1,244.41
150.66
632.13
10.01
3.84
2,041.05
(4.00)
2,037.04
(1.89)
(202.89)
14.84
(188.04)
1,131.71
169.38
525.73
15.12
2.11
1,844.06
1,844.06
(0.31)
(11.85)
(4.20)
(16.06)
3,376.88
2,863.32
217.92
3,594.80
2,863.32
2,565.96
5.41
7.62
(36.27)
2,542.72
(4,632.13)
1,505.39
1,331.05
3.86
5.72
24.02
1,364.65
(3,370.20)
857.77
As at
31/03/2015
30. EMPLOYEE BENEFITS EXPENSE
(a) Salaries, Wages and Bonus
(b) Companys contribution to Employees Provident and other Funds
(c) Companys contribution to Employees Gratuity Trust Fund
(d) Workmen and Staff Welfare Expenses
(e) Voluntary Retirement Compensation
(f) Expense on Employee Stock Option Scheme
(g) Share in Jointly Controlled Entities
Total
31. FINANCE COSTS
(a) Interest on Term Loans
(b) Interest on Fixed Deposits and other Unsecured Loans
(c) Other Interest costs
(d) Less: Adjustments for Interest Capitalised
(e) Finance Charges
(f) Foreign Exchange Gain/(Loss)
Total
32. OTHER EXPENSES
(a) Stores, Spare Parts and Other Materials consumed
(b) Power and Fuel
(c) Rates and Taxes
(d) Excise Duty (Net)
(e) Insurance
(f) Repairs and Maintenance of Buildings
(g) Repairs and Maintenance of Machinery
(h) Technical Fees
(i) Royalty
(j) Rent [Note 43(a)]
(k) Establishment and Other Expenses [Note 43(a)]
(l) Donations and Contributions
(m) Motor Car and Lorry Expenses [Note 43(a)]
(n) Freight, Transport and Delivery Charges
(o) Advertisement and Publicity
(p) Commission
(q) Professional Fees
(r) CSR Expenses [Refer Note 32(3 and 6)]
(r) Bad Debts/Advances written off
(s) Provisions for Doubtful Debts/Advances/Deposits
(t) Provision for Free Service under Product Warranties
(u) Loss on Sale/Disposal of Fixed Assets (Net)
(v) Repairs & Maintenanace - Others (Net)
(w) Miscelleneous Expenses (Net)
(x) Processing and Other Manufacturing Charges
(y) Travelling and Conveyance
(z) Selling and Distribution Expenses
(aa) Discount
(ab) Communication Expenses
(ac) Provision for Depletion in Value of Investments
(ad) Research Expense
Total
31
(Rupees in crore)
As at
31/03/2014
1,957.13
83.51
14.34
83.07
0.13
14.44
12.97
2,165.60
1,787.99
58.53
6.59
78.07
0.44
12.96
17.14
1,961.73
14.84
683.03
289.68
987.55
555.20
432.35
2.81
10.34
5.54
451.04
1.29
491.13
154.14
646.55
286.57
359.98
46.71
12.08
2.21
420.97
217.96
400.99
130.41
57.85
29.80
51.39
42.22
1.06
0.86
149.76
540.03
1.60
19.93
734.03
1,478.22
59.46
146.50
5.11
44.16
9.77
12.74
1.11
4.84
35.77
189.35
141.77
126.62
267.65
5.03
8.12
3.17
4,917.28
111.30
5,028.58
164.29
379.76
84.36
101.06
24.04
52.60
35.66
1.56
0.05
134.53
407.55
2.60
16.91
635.36
1,349.80
51.06
136.42
16.32
65.94
4.33
0.56
33.83
110.79
177.88
69.92
205.92
122.39
0.93
4,386.45
83.67
4,470.12
Notes:
1 In accordance with the Scheme of Amalgamation of Wadala Commodities Limited (WCL) with the Company,expense of Rs. 0.25 crore of WCL for the
period April to November 2014 have been considered as expenses ofthe Company.
2 In the previous year, in accordance with the Schemes of Amalgamation approved by the Honourable Bombay High Court, the costs and expenses of Rs.
1.20 crore incurred on the Schemes had been adjusted in the GeneralReserve / Surplus.
3 The Subsidiary Companies of Godrej Industries Ltd. have spent Rs. 2.78 crore during the financial year as per the provisions of Section135 of the
Companies Act, 2013 towards Corporate Social Responsibility (CSR) activities grouped underMiscellaneous Expenses.
4 Expenses incurred on Research & Development Centre Activities of a Subsidiary Company are included under respective heads.
5 Miscellaneous Expenses include the Company's share of various expenses incurred by group companies for sharing of services and use of common
facilities.
6 CSR Expenses pertain to the Holding Company only.
(Rupees in crore)
As at
As at
33. (I) DISCLOSURE IN RESPECT OF PROPERTY DEVELOPMENT PROJECTS AND CONSTRUCTION
31/03/2015
31/03/2014
CONTRACTS
157.37
185.97
993.90
581.61
(ii) Advances from customers as at the balance sheet date
1.48
2.13
466.60
211.68
(iv) Excess of revenue recognised over actual bills raised
0.32
(v) Gross amount due to customers as at the balance sheet date
87.43
99.64
(c) The Company follows the Percentage Completion Method to determine the project
(II) DISCLOSURE IN RESPECT OF PROJECT EXPENSES
(ii) Advances from customers as at the balance sheet date
(iv) Inventories
(v) Excess of revenue recognised over actual bills raised
(vi) Gross amount due to customers as at the balance sheet date
(c) The Company follows the Percentage Completion Method to determine the project
34. EXCHANGE DIFFERENCES ON FOREIGN CURRENCY TRANSACTIONS

(a) Net exchange loss arising on foreign currency transactions/translations dealt with in
the Statement of Profit and Loss under the related heads of expenses/income
(b) Net Forward Premium (receivable)/payable in respect of forward exchange contracts
to be recognised in, and hence deferred to, the next accounting year
35. EARNINGS PER SHARE

(a) Profit after Taxes for the Year attributable to Equity Shareholders
(b) Number of Equity Shares of Rs.100 each issued and outstanding:
(i) At the end of the year
(ii) Weighted average number of Shares outstanding during the year
(c) Basic and Diluted Earnings per Share (a/b) (Statement of Profit and Loss, item VIII)
39.01
20.31
31.10
14.39
5.40
7.73
1.72
6.21
1.68
0.50
3.80
(10.67)
12.30
0.93
(0.83)
662.60
675.75
662,910
662,910
Rs. 9,995
662,910
662,910
Rs. 10,194
36. EXPENDITURE INCURRED ON CORPORATE SOCIAL RESPONSIBILITY ACTIVITIES

The Holding Company alongwith its subsidiaries, have spent a sum of Rs. 23.97 crore during the year on the following corporate social
responsibility activities: promoting education through employment enhancing vocational skills to rural and urban youth; promoting healthcare
and community awareness campaigns about healthcare and sanitation in rural areas; and environmental sustainability projects for maintaining
quality of soil, air and water.
37. DIFFERENCE IN ACCOUNTING POLICIES
The accounting policies of certain subsidiaries, associates and joint ventures especially regarding the method of depreciation, valuation of
inventories, recognition of revenue and accounting for retirement benefits are not in consonance with the group accounting policies. No effect has
been given in the consolidated financial statements on account of such differing accounting policies. In the opinion of the Management, the impact
if any, on account of such difference in accounting policies is not likely to be material.
32
38.
EMPLOYEE STOCK BENEFIT PLANS

1 Employee Stock Option Plans
a)
(i) Employee Stock Option Plans of Godrej Industries Limited

In December 2005, Godrej Industries Limited had instituted an Employee Stock Option Plan I (GIL ESOP I) as approved by the Board of
Directors and the Shareholders, for the allotment of 15,00,000 options, increased to 90,00,000 options on split of shares convertible
into 90,00,000 equity shares of Re.1 each to eligible employees of participating companies. The maximum number of options that may
be granted per employee per year shall not exceed 600,000 options.
In July 2009, the Company had instituted an Employee Stock Option Plan II (GIL ESOP II) as approved by the Board of Directors and the
Shareholders, for the allotment of 90,00,000 options convertible into 90,00,000 shares of the nominal value of Re.1 each to eligible
employees of participating companies.The maximum number of options that may be granted per employee per year shall not exceed
1,000,000 options.
The Plan is administered by an independent ESOP Trust created with IL&FS Trust Co. Ltd which purchased from the market shares
equivalent to the number of options granted by the Compensation Committee. Pursuant to SEBI notification dated January 17, 2013, no
further securities of the Company will be purchased from the open market. The particulars of the scheme and movements during the
year are as under:
ESOP I
Current Year
No. of Options
Options Outstanding at the Beginning of the Year
Previous Year
Wt.
average
exercise
Wt. average
price Rs. (
exercise price
*)
Rs. ( * )
No. of Options
2,923,450
Options Granted During the Year
391.21
3,337,200
388.21
-
Options Exercised During the Year
214,000
250.05
130,000
250.26
Options Forfeited / Expired During the Year
262,450
286.17
283,750
283.46
2,447,000
399.70
2,923,450
391.21
Options Outstanding at the Year End
ESOP II
Current Year
No. of Options
511,250
Previous Year
Wt.
average
exercise
Wt. average
price Rs. (
exercise price
*)
Rs. ( * )
No. of Options
372.37
692,250
355.33
Options Granted During the Year

July 30, 2011
May 30, 2012
July 9, 2012
Options Exercised During the Year
7,500
231.93
49,000
231.93
105,000
310.07
132,000
335.12
398,750
376.84
511,250
372.37
33
( * ) The Wt. average exercise price stated above is the price of the equity shares on the grant date increased by the interest cost at the
prevailing rates upto March 31, 2012 after which date no further interest is being accrued.
During the year GIL ESOP Trust has received 3,348 shares vide Scheme of Arragngement. All 3,348 shares are considered as excess
shares. The total excess shares at the year end are 1,268,487 (Previous year 897,689).
The overall weighted average balance life of options outstanding as on March 31, 2015 is 1.85 years.
The weighted average balance life of options outstanding as on March 31, 2015 for ESOP I is 1.90 years and for ESOP II is 1.55 years.
The Options granted shall vest after three / five years from the date of grant of option, provided the employee continues to be in
employment and the option is exercisable within two / four years after vesting.
(ii) Employee Stock Option Plans of Godrej Properties Limited
In F.Y. 2007-08, Godrej Properties Limited (GPL) instituted an Employee Stock Option Plan (GPL ESOP) approved by GPL's Board of
Directors, Shareholders and the Remuneration Committee which provides for the allotment of 885,400 options convertible into 885,400
Equity Shares of GPL of Rs. 5 /- each to eligible employees of Godrej Properties Limited and its subsidiary companies (the participating
companies) with effect from 28th December, 2007.
The Scheme is administered by an Independent ESOP Trust which has purchased shares from Godrej Industries Limited (The Holding
Company), equivalent to the number of options granted to the eligible employees of the Participating Companies.
Current Year
No. of Options
515,400
158,000
357,400
Options outstanding at the beginning of the year

Options forfeited / expired during the year :
Options outstanding at the year end
Wt.
average
exercise
price
( *)
-
Previous Year
No. of Options
561,400
46,000
515,400
Wt. average
exercise price
( *)
-
(*) Weighted Average Exercise Price is Rs. 310 (plus interest till March 31, 2012) for equity share of face value Rs. 5 each
All the Option Outstanding as on March 31, 2015 are vested.
The employee share based payment plans have been accounted based on the intrinsic value method and no compensation expense has
been recognized since the price of the underlying equity shares on the grant date is same /less than exercise price of the option, the
intrinsic value of option, therefore being determined as Nil.
The Company has provided loan of Rs. 44.02 crore to GPL ESOP, which is administered by an independent ESOP Trust which has
purchased shares of GPL from Godrej Industries Limited equivalent to the number of stock options granted from time to time to eligible
employees. The Market Value as on March 31, 2015, of the shares held by the ESOP trust is lower than the holding cost of these shares
by Rs. 13.33 crore (Net of Provision of Rs. 5.89 crore). The repayment of the loans granted by the Company to ESOP Trust is dependent
on the exercise of the options by the employees and the market price of the underlying shares of the unexercised options at the end of
the exercise period. The fall in value of the underlying equity shares is on account of market volatility and the loss, if any, can be
determined only at the end of the exercise period.
The Company has provided loan of Rs. 5.56 crore (Previous Year Rs. 7.48 crore) to Godrej Industries Limited Employee Stock Option
Scheme (GIL ESOP), which is administered by an independent ESOP Trust which purchases shares of GIL from the market equivalent to
the number of stock options granted from time to time to eligible employees. The repayment of the loans granted by the Company to
ESOP trust is dependent on the exercise of the options by the employees and the market price of the underlying shares of the
unexercised options at the end of the exercise period.
34
(iii) Employee Stock Option Plans of Godrej Agrovet Limited

The Godrej Agrovet Limited (GAVL) has provided loan to Godrej Industries Limited Employee Stock Option Scheme (GIL ESOP), which is
administered by an independent ESOP Trust which purchases shares of GIL from the market equivalent to the number of stock options
granted from time to time to eligible employees. The repayment of the loans granted to the ESOP trust is dependent on the exercise of
the options by the employees and the market price of the underlying shares of the unexercised options at the end of the exercise
period. The change in value of the underlying equity shares is on account of current market volatility and the profit/loss, if any, can be
determined only at the end of the exercise period. In view of the aforesaid, a provision is being carried in respect of diminution of Share
Value for Rs. 20.83 crore (previous year Rs. 20,83 crore).
The Godrej Agrovet Limited (GAVL) has participated in the Godrej Industries Limited Employee Stock Grant Scheme 2011 and on May
30, 2011 the Compensation Committee of the Holding Company has approved the grant of stocks to certain eligible employees in terms
of the Employee Stock Grant Scheme 2011. The grants would vest in three equal parts every year over the next three years. The
exercise price is Re. 1 per equity share as provided in the scheme. The GAVL has provided Rs. 1.35 crore (Previous Year Rs. 1.60 crore)
for the aforesaid eligible employees for the current financial year.
In December 2012, Godrej Agrovet Limited (GAVL) instituted an Employee Stock Option Plan (GAVL ESOP) as approved by GAVL's Board
of Directors and the Shareholders, for the allotment of 5,86,764 options convertible into 5,86,764 equity shares of GAVL of Rs. 10 each
to eligible employees of the Subsidiary Company.
The scheme is administered by an independent ESOP Trust created. The GAVL has issued 586,764 equity shares to the said ESOP Trust at
face value of Rs. 10 each amounting to Rs. 0.59 crore adjusted against Equity Share Capital.
Current Year
No. of options
Exercise
price
586,764
10

Bonus shares issued against the initial allotment
3,520,584
Previous Year
No. of options
Exercise price
586,764
10
Options granted during the Year
4,107,348
10
586,764
10
The overall weighted average balance life of options outstanding as on March 31, 2015 is 2.79 years.
The employee share based payment plans has been accounted based on the fair value method at a Fair Value of Rs. 309.20 per share
after issuance of Bonus Shares, amounting to Rs. 126.41 crore for Securities Premium receivable from the Company's ESOP Trust, which
is accordingly adjusted against Securities Premium Account. Employee Compensation expenses accounted during the year are Rs. 11.34
crore (Previous year Rs.72.04 crore)
One of the Subsidiary Companies of the Company has instituted an Employee Stock Option Plan for the benefit of eligible
employees.The Scheme is administered by an independent trust created with ILFS Trust Company Ltd. The ESOP Trust has been
advanced loans which along with interest thereon and net of provision of Rs. 5.89 crore, amounting to Rs. 38.13 crore. As at March
31,2015 , the market value of the equity shares of the Subsidiary Company held by the ESOP Trust is lower than the holding cost (cost or
market value whichever is lower) of these equity shares by Rs. 13.33 crore, (net of provision of Rs.5.89 crore).The repayment of the
loans granted to the ESOP Trust and interest payable by the Trust on the said loan is dependent on the exercise of options by the
employees during the exercise period and / or the market price of the underlying equity shares of the unexercised options at the end of
the exercise period. In the opinion of the Management, the fall in the value of the underlying equity shares is on account of market
volatility and the loss, if any, can be determined only at the end of the exercise period.
The repayment of the loans granted to the ESOP Trust and the interest payable by the Trust on the said loans is dependent on the
exercise of the options by the employees during the exercise period and / or the market price of the underlying equity shares of the
unexercised options at the end of the exercise period. The fall in value of the underlying equity shares is on account of market volatility
and the loss, if any, can be determined only at the end of the exercise period.
35
During the Current year, The Securities and Exchange Board of India (SEBI) has issued the SEBI (Share Based Employee Benefits)
Regulation, 2014, which requires that the accounting treatment for employee share based payments to be based on the Guidance Note
on Accounting for Employees Share-Based Payments issued by the Institute of Chartered Accountants of India. Accordingly, various
Companies in the Group have not included the Financial Statements of their respective ESOP Trusts in preparation of the Standalone
financial statements of the respectiveCompanies for the year ended March 31, 2015, as compared to the previous year where the same
were consolidated. Consequently, these financials statements do not include the assets, liabilities, income and expenditure of the
respective ESOP Trusts and to that extent, the figures for the previous quarters / year are not comparable.
2 Employee Stock Grant Scheme
(i) Employee Stock Grant Scheme of Godrej Industries Limited
a)
b)
c)
d)
e)
f)
g)
h)
The Company had set up the Employees Stock Grant Scheme 2011 (ESGS) pursuant to the approval by the Shareholders at their
Meeting held on January 17, 2011.
The ESGS Scheme is effective from April 1, 2011, (the Effective Date) and shall continue to be in force until (i) its termination by the
Board or (ii) the date on which all of the shares to be vested under Employee Stock Grant Scheme 2011 have been vested in the Eligible
Employees and all restrictions on such Stock Grants awarded under the terms of ESGS Scheme, if any, have lapsed, whichever is earlier.
The Scheme applies to the Eligible Employees, who are in whole-time employment of the Company or its Subsidiary Companies. The
entitlement of each employee would be decided by the Compensation Committee of the respective Company based on the employees
performance, level, grade, etc.
The total number of Stock Grants to be awarded under the ESGS Scheme are restricted to 25,00,000 (Twenty Five Lac) fully paid up
equity shares of the Company. Not more than 5,00,000 (Five Lac) fully paid up equity shares or 1% of the issued equity share capital at
the time of awarding the Stock Grant, whichever is lower, can be awarded to any one employee in any one year.
The Stock Grants shall vest in the Eligible Employees pursuant to the ESGS Scheme in the proportion of 1/3rd at the end of each year
from the date on which the Stock Grants are awarded for a period of three consecutive years or as may be determined by compensation
committee. subject to the condition that the Eligible Employee continues to be in employment of the Company or the Subsidiary
company as the case may be.
The Eligible Employee shall exercise her / his right to acquire the shares vested in her / him all at one time within 1 month from the date
on which the shares vested in her / him or such other period as may be determined by the Compensation Committee.
The Exercise Price of the shares has been fixed at Re. 1 per share. The intrinsic value, being the difference between market price and
exercise price is treated as Employee Compensation Expenses and charged to the Statement of Profit and Loss. The value of the options
is treated as a part of employee compensation in the financial statements and is amortised over the vesting period.
The Status of the above plan is as under:
Current Year
Previous Year
Nos.
Nos.
370,611
512,724
112,747
173,560
158,957
289,343
158,957
289,343
52,641
26,330
271,760
370,611

Options Granted
Options Vested
Options Exercised
Options Lapsed / Forfeited and re-granted
Total Number of Options Outstanding at the End of the year
Note : In current year, as per the scheme of Amalgamation of Wadala Comomodities Limited with the Company, 303 bonus shares on
ESGS were granted. 127 bonus shares were vested and exercised.
36
(ii) Employee Stock Grant Scheme of Godrej Properties Limited

a) During the period April 1, 2011 to March 31, 2015, the Company instituted an Employee Stock Grant Scheme (GPL ESGS) approved by
the Board of Directors, shareholders and the Remuneration Committee, which provided allotment of 5,66,998 options convertible into
5,66,998 Equity Shares of Rs. 5/- each (previous year Rs. 5/- each) to eligible employees of Godrej Properties Limited, its Holding and its
Subsidiary Companies (the Participating Companies) 82,406 options with effect from May 7, 2011, 3,756 options w.e.f. October 1, 2011 ,
72,416 options w.e.f. June 1, 2012, 22,040 options w.e.f. June 1, 2012, 4,436 options w.e.f. August 1, 2012, 690 options w.e.f.
November 1, 2012 and 720 options w.e.f. February 1, 2013, 30,000 options w.e.f. June 1, 2013 and 125,744 options w.e.f June 1, 2013,
182,485 options w.e.f. 1 June 2014 and 40,000 options w.e.f. 1 June 2014, 2305 options w.e.f 1 November 2014. Out of the total
5,66,998 stock grants 61,244 stock grants have lapsed on account of employees leaving the service of the company before the vesting
date, 2,10,956 stock grants have vested and hence 2,07,374 stock grants are outstanding as at March 31, 2015.
Particulars
No. of Options
As on March
As on
31, 2015
March
31,2014
223,358
132662
224,790
155,744
123,758
65,048
26,010
298,380
223,358

Options granted
Options exercised
Less : Options lapsed
Options Outstanding at the year end
Exercise Price
(Rs.)
5.00
5.00
Diluted Earnings Per Share (EPS) pursuant to issue of shares on exercise of option is Rs. 9.57 per share as on March 31, 2015.
3 The employee stock option plans have been accounted based on the intrinsic value method and no compensation expense has been
recognized since the market price of the underlying share at the grant date is the same / less than the exercise price of the option, the
intrinsic value therefore being Nil.
The employee stock grant scheme have been accounted based on the intrinsic value method and compensation expense of Rs. 7.12
crore has been recognized in the Statement of Profit and Loss.
The fair value of the share options has been determined using the Black-Scholes Option Pricing Model. Had the fair value method of
accounting been used, the net profit and earnings per share would have been as per the proforma amounts indicated below.
Amount INR Crore
Particulars
Current Year
Previous Year
Net Profit (as reported)
402.47
Less : Employee Stock Option Plans compensation expense determined under fair value based
method (Proforma)
Add: Difference in Employee Stock Grant Scheme compensation expense determined under fair
value method and intrinsic value method (Proforma)
Net Profit (Proforma)
326.37
(0.64)
(1.31)
0.46
1.69
402.29
326.75
Amount Rs
Amount Rs
Basic Earnings per share (as reported)
12.00
9.73
Basic Earnings per share (Proforma)
11.99
9.74
Diluted Earnings per share (as reported)
11.98
9.72
Diluted Earnings per share (Proforma)
11.98
9.73
37
a)
Godrej Consumer Products Limited

EMPLOYEE STOCK OPTION / PURCHASE PLAN
The shareholders of the Company have approved the setting up of the Godrej Consumer Products Ltd. Employee Stock Option Plan
(GCPL ESOP) for the benefit of its eligible employees whereby the Company can grant 4,500,000 Stock Options convertible into
4,500,000 equity shares of the nominal value ` 1 each to the eligible employees / Directors of the Company and of the Companys
subsidiaries.
b)
The ESOP Scheme is administered by an independent ESOP Trust created with IL&FS Trust Company Limited which acquires by
subscription / purchase or otherwise, the Companys shares equivalent to the number of Options proposed to be granted by the
participating companies, as approved by the Compensation Committee.
c)
The ESOPs authorised for issue are as under:

i) 2,000,000 Options in the Extra-ordinary General Meeting on March 14, 2007.
ii) 2,500,000 Options in the Extra-ordinary General Meeting on April 28, 2008.
d)
The Options granted shall vest in the eligible employees within such period as may be prescribed by the Compensation Committee,
which period shall not be less than one year and may extend up to three years from the date of grant of the Option. Vesting may occur
in tranches subject to the terms and conditions of vesting. The Option is exercisable within two years after vesting.
e)
All unvested Options shall vest in the employees on the date of retirement or at an earlier date as may be decided by the Compensation
Committee, subject to the requirement of minimum vesting period and all vested Options should be exercised by the Option Grantee
immediately on retirement, but in no event later than six months from the date of such Option Grantees retirement.
f)
The price at which the Option Grantee would convert Options granted into GCPL Shares (i.e. the exercise price) shall be the market price
prevailing on the day prior to the day of grant plus interest at such rate not being less than the bank rate then prevailing compoundable
on an annual basis for the period commencing from the date of granting of the Option and ending on the date of intimating exercise of
the Option to the Company.
g)
The employee share based payment plans have been accounted based on the intrinsic value method and no compensation expense has
been recognised since the market price of the underlying share at the grant date is the same / less than the exercise price of the option,
the intrinsic value therefore is Nil .
h)
The Board of Directors at its meeting held on January 22, 2011, had approved an Employee Stock Purchase Plan (GCPL ESPL) which is
administered by the GCPL ESOP Trust. Under the plan, the Company provides loans to the GCPL ESOP Trust at an interest rate which is
not less than the bank rate, to enable the Trust to acquire up to 1,000,000 shares of the Company from the secondary market. The HR
and Compensation Committee had resolved that the surplus shares held by the GCPL ESOP Trust at any point of time for grant of
Options under GCPL ESOP be utilized for grant of shares to the employees under the GCPL ESPL within the maximum of 1,000,000
equity shares. Under the plan, entire 1,000,000 shares have been granted, vested and exercised till March 31, 2014.
i)
The status of the above plans (since inception) are as under:

As at March 31, As at March 31,
2015
2014
4,667,000
4,667,000
3,870,000
3,870,000
3,820,000
3,810,000
762,000
762,000
85,000
85,000
10,000
-
Options Granted
Options Vested
Options Exercised
Options Lapsed / Forfeited, pending sale
Options Lapsed / Forfeited and sold
Total Number of Options Outstanding
II.
EMPLOYEE STOCK OPTION PLAN OF ERSTWHILE GODREJ HOUSEHOLD PRODUCTS LTD
38
a)
Under the Scheme of Amalgamation, the Company has obtained the Godrej Sara Lee Limited Employees Stock Option Plan set up for
eligible employees of the erstwhile Godrej Household Products Limited. The equity shares of Godrej Industries Limited (GIL) are the
underlying equity shares for the stock option plan. The ESOP Scheme is administered by an independent ESOP Trust created with IL&FS
Trust Company Limited. The independent ESOP Trust has purchased shares of GIL from the market against which the options have been
granted. The purchases have been financed by loans from the erstwhile Godrej Household Products Limited, which together with
interest amounted to ` 27.21 crore as at beginning of the year. The ESOP Trust has made a net repayment of the loan amounting to `
25.26 crore during the year. The total amount of loans outstanding together with interest thereon as at March 31, 2015 amounts to `
1.95 crore which has been fully adjusted against the reserves in accordance with the scheme of amalgamation duly approved by the
Honble High Court of Judicature at Bombay during FY 2010-11. The repayment of the loans granted to the ESOP Trust and interest
thereon is dependent on the exercise of the options by the employees and the market price of the underlying shares of the unexercised
options at the end of the exercise period.
b)
The status of the above plan (since inception) is as under:

As at March 31, As at March 31,
2015
2014
2,129,000
2,129,000
40,000
2,094,000
1,049,000
35,000
1,040,000
Options Granted
Options Vested
Options Exercised
Options Lapsed / Forfeited, pending sale
Options Lapsed / Forfeited and sold
III.
a)
EMPLOYEE STOCK GRANT SCHEME

The Company set up the Employees Stock Grant Scheme 2011 (ESGS) pursuant to the approval by the Shareholders on March 18, 2011.
b)
The ESGS Scheme is effective from April 1, 2011, (the Effective Date) and shall continue to be in force until (i) its termination by the
Board or (ii) the date on which all of the shares to be vested under Employee Stock Grant Scheme 2011 have been vested in the Eligible
Employees and all restrictions on such Stock Grants awarded under the terms of ESGS Scheme, if any, have lapsed, whichever is earlier.
c)
The Scheme applies to the Eligible Employees of the Company or its Subsidiaries. The entitlement of each employee will be decided by
the Compensation Committee of the Company based on the employees performance, level, grade, etc.
d)
The total number of Stock Grants to be awarded under the ESGS Scheme are restricted to 2,500,000 (Twenty Five Lac) fully paid up
equity shares of the Company. Not more than 500,000 (Five Lac) fully paid up equity shares or 1% of the issued equity share capital at
the time of awarding the Stock Grant, whichever is lower, can be awarded to any one employee in any one year.
e)
The Stock Grants shall vest in the Eligible Employees pursuant to the ESGS Scheme in the proportion of 1/3rd at the end of each year or
as may be decided by the Compensation Committee from the date on which the Stock Grants are awarded for a period of three
consecutive years subject to the condition that the Eligible Employee continues to be in employment of the Company or the Subsidiary
company as the case may be.
f)
The Eligible Employee shall exercise her / his right to acquire the shares vested in her / him all at one time within 1 month from the date
on which the shares vested in her / him or such other period as may be determined by the Compensation Committee.
g)
The Exercise Price of the shares has been fixed at ` 1 per share. The intrinsic value, being the difference between market price and
exercise price is treated as Employee Compensation Expenses and charged to the Statement of Profit and Loss. The value of the options
is treated as a part of employee compensation in the financial statements and is amortised over the vesting period.
h)
The Status of the above plan (since inception) is as under:

As at
As at March 31,
March 31,
2014
2015
393,989
268,611
149,529
80,849
149,440
80,849
70,428
53,398
174,121
134,364
Options Granted
Options Vested
Options Exercised
Options Lapsed / Forfeited
IV.
Pursuant to SEBI notification dated January 17, 2013, no further securities of the Company will be purchased from the open market.
V.
Had the fair value method of accounting been used, the employee compensation cost for the year ended March 31, 2015 would have
been lower by ` 11.65 crore (previous year lower by ` 0.23 crore) .
39
(Rupees in crore)
Current Year Previous Year
39.
DETAILS OF EMPLOYEE BENEFITS:

The amount recognised in the Group Financial Statements as at the year end are as under :
(a) DEFINED BENEFIT PLAN GRATUITY:
(i) Change in Defined Benefit Obligation :
Liability at the beginning of the year
Interest cost
Benefit paid
Effect of Liability Transfer in/out
Actuarial (gain)/loss on obligations
196.47
18.15
12.44
(20.92)
(0.60)
24.22
229.75
192.88
15.82
11.93
(19.45)
0.04
(4.75)
196.46
171.80
16.03
8.32
(20.92)
4.45
129.64
(19.77)
159.15
13.07
19.82
(19.45)
(0.79)
171.80
3.96
16.03
4.45
20.48
13.07
(0.79)
12.29
229.75
129.64
(100.11)
(100.11)
196.46
171.80
(24.66)
(24.66)
(v) Expense recognised in the Statement of Profit and Loss:

Interest cost
Net actuarial (gain)/loss to be recognised
Total Expense recognised in the Statement of Profit and Loss
12.44
18.15
(16.03)
19.77
34.32
11.93
15.82
(13.07)
(3.96)
10.71
(vi) Balance Sheet Reconciliation:

Opening net liability
Expense as above
Employers contribution
10.77
34.32
(8.32)
(36.77)
19.88
10.71
(19.82)
(10.77)
8.00%
8.00%
7.50%
9.31%
9.31%
9.50%
(ii) Fair Value of Plan Assets:

Fair value of plan assets at the beginning of the year
Contributions by Employer
Benefit paid
Actuarial (gain)/loss on plan assets
Total actuarial gain/(loss) to be recognized
(iii) Actual Return on Plan Assets:
Actuarial (loss)/gain on plan assets
Actual return on plan assets
(iv) Amount recognised in the Balance Sheet:
Difference
(vii) Actuarial Assumptions:

Discount rate
Rate of return on plan assets
Salary escalation
(b) GENERAL DESCRIPTION OF DEFINED BENEFIT PLAN GRATUITY:
Gratuity is payable to all eligible employees of the Company on superannuation,
death or permanent disablement, in terms of the provisions of the Payment of
Gratuity Act, 1972, or as per the Companys Scheme, whichever is more beneficial.
40
40. ADDITIONAL INFORMATION ABOUT BUSINESS SEGMENTS

(Rupees in Crore)
Current Year
REVENUE
Domestic Sales
Export Sales
Consumer
Durables
Industrial
Products
Estate and Personal and

Property
Household
Development Care products
Veg Oils
Previous Year
Chemicals
and Animal
Feed
Others
Corporate/
Unallocated
Total Company
Consumer
Durables
Industrial
Products
Estate and Personal and

Property
Household
Development Care products
Veg Oils
Chemicals
and Animal
Feed
Others

Unallocated
5,813.49
127.73
1,845.24
354.23
2,396.77
-
4,452.67
4,044.41
2,492.45
-
3,970.37
(5.21)
880.75
42.61
21,851.75
4,563.77
5,064.68
105.99
1,709.94
382.14
1,545.50
-
4,056.13
3,717.69
2,096.69
-
3,903.67
(3.78)
950.45
28.61
19,327.06
4,230.65
SALE OF PRODUCTS AND SERVICES (Gross)
5,941.23
2,199.47
2,396.77
8,497.08
2,492.45
3,965.16
923.36
26,415.51
5,170.67
2,092.08
1,545.50
7,773.82
2,096.69
3,899.88
979.06
23,557.72
Inter-Segment Transfers
Other Operating Revenue/Other Income
SEGMENT REVENUE
Less: Inter-Segment Revenue
22.34
102.09
6,065.65
260.28
118.45
2,578.20
106.52
(5.49)
2,497.80
124.41
8,621.48
(10.55)
2,481.90
3,965.16
158.90
193.30
1,275.56
548.04
522.21
27,485.76
(548.04)
26,937.72
862.62
0.27
26,075.37
47.53
37.85
5,256.06
117.74
20.52
2,230.34
117.65
(15.70)
1,647.45
80.34
7,854.16
(9.98)
2,086.71
3,899.88
23.96
279.52
1,282.55
(0.05)
(0.05)
306.88
392.72
24,257.11
(306.88)
23,950.23
761.86
0.22
23,188.58
657.20
47.04
627.52
1,390.50
72.11
248.44
605.05
(23.20)
3,624.66
560.87
(0.14)
551.51
1,171.75
64.04
188.87
54.30
(20.36)
2,570.83
354.47
44.02
31.26
12.73
70.44
240.29
3,270.19
516.86
(31.40)
551.51
64.04
188.87
41.58
(90.80)
2,330.54
Less: Excise Duty

TOTAL REVENUE
RESULTS FROM OPERATIONS
Profit before Corporate / Common Expenses,
Interest, Depreciation and Amortization
gc
Less: Non Cash Expenses:

Depreciation
SEGMENT RESULTS (Profit before Corporate /
Common Expenses and Interest)
77.48
51.53
54.47
90.78
10.93
41.22
28.06
579.72
(4.50)
573.04
1,299.72
61.18
207.22
576.99
(23.20)
Total Profit on Sale of Investments (Net)

Less: Interest (Net of Interest Income)
Other Unallocated Corporate / Common
Expenses
Restructuring Cost
Divestment of Business (Godrej
Malaysia) in Value of Investments
Diminution
PROFIT BEFORE TAX
Provision for Taxes
PROFIT FOR THE YEAR
CAPITAL EMPLOYED (at the end of the year)

Segment Assets
Segment Liabilities
SEGMENT CAPITAL EMPLOYED (Segment Assets nda
Segment Liabilities)
Investments
Less: Deferred Tax Liabilities (Net)
TOTAL CAPITAL EMPLOYED (NET ASSETS) (as
per Balance Sheet)
k+fa
o
1,089.90
0.27
8.60

Interest Income from ESOP trust
Transfer from Construction Projects
Reserve
Total Profit/(Loss) on Sale of Fixed
Assets (Net)
cnb
81.85
0.22
-
5.36
5.26
183.84
70.49
3,468.26
829.27
2,406.51
271.27
752.05
301.82
25.77
1.94
1,859.23
466.33
1,392.91
5.87
1,833.41
479.76
1,353.65
2,529.90
702.00
2,007.28
694.27
6,166.46
5,998.20
8,893.83
4,828.09
271.92
31.49
1,952.72
1,054.54
27.39
11.40
4,497.96
8,677.64
26,347.45
21,997.64
1,975.66
601.49
1,818.53
751.75
4,430.79
4,218.82
8,140.42
4,544.17
271.30
32.05
1,811.20
1,685.69
884.24
1,510.99
3,026.60
5,325.47
22,358.73
18,670.42
1,827.89
1,313.01
168.26
4,065.75
240.43
898.18
15.98
(4,179.69)
4,349.81
1,374.17
1,066.78
211.98
3,596.25
239.25
125.51
(626.76)
(2,298.86)
3,688.31
1,020.95
(109.47)
1,085.32
115.59
5,480.23
4,658.03
CAPITAL EXPENDITURE
TOTAL CAPITAL EXPENDITURE (as per Balance Sheet)
129.40
148.69
Current Year
Previous Year
21,511.61
16,946.59
4,563.77
6,690.71
26,075.38
23,637.30
197.81
192.22
10.82
238.89
86.46
40.50
1,044.79
91.36
64.55
11.08
128.83
29.39
348.00
69.78
103.67
846.66
Information about Secondary Business Segments

Revenue by Geographical markets
India
Outside India
Total
Carrying Amount of Segment Assets

India
Current Year
19,746.09
Outside India
Total
Previous Year
16,251.67
6,601.36
6,107.06
26,347.45
22,358.73

The Accounting Standard 17 (AS-17) on Segment Reporting requires disclosure of segment information to facilitate better understanding of the performance of an enterprises business operations.
The Company has identified Business Segments to comply with the primary-segment disclosures as per AS-17, considering the organization structure, internal financial reporting system, and the risk-return
profiles of the businesses. The Companys organisation structure and management processes are designated to support effective management of multiple businesses while retaining focus on each one of them.
41

The Consumer Durables segment includes Furniture, Office Equipment, Home Appliances, Locks and Security Equipment. The
Industrial Products segment includes Process Plant and Equipment, Toolings, Special Purpose Machines, Precision Components/
Engineering, Electricals and Electronics, Electric Motors, Storage Solutions and Material Handling Equipment.
Chemicals segment includes the business of production and sale of Oleochemicals and Surfactants such as Fatty Acids, Fatty Alcohols,
refined glycerine, Alpha Olefin Sulphonates, Sodium Lauryl Sulphate and Sodium Lauryl Ether Sulphate.
Animal Feed segment includes the business of production and sale of compound feeds for cattle, poultry, shrimp and fish. Veg oils segment
includes the business of processing and bulk trading of refined vegetable oils & vanaspati,international vegetable oil trading
and Oil Palm Plantation. Estate & property development segment includes the business of development and sale of real estate
and leasing and leave and licensing of properties. Ready-mix Concrete, Integrated Poultry, Agri Inputs and tissue culture,
seeds business, energy generation through windmills and gourmet foods and fine beverages are included under Other operations.
The geographical segments consists of Sales in India represent sales to customers located in India and Sales outside India
represent sales to customers located outside India.
(b) Segment Revenue, Results, Assets and Liabilities
Segment revenue and results are arrived at based on amounts identifiable to each of the segments. Inter-segment transfers are valued
at cost or market-based prices, as may be negotiated between the segments with an overall optimization objective for the Company.
Other unallocated expenses include corporate expenses, as well as expenses incurred on common shared-services provided to the
segments. Segment assets include all operating assets used by the business segment and consist mainly of net fixed assets, debtors
and inventories. Segment liabilities primarily include creditors and advances from customers. Unallocated assets mainly relate to
the factory, administrative, employee welfare, and marketing infrastructure at Vikhroli, Mumbai and at up-country establishments,
not directly identifiable to any business segment. Liabilities which have not been identified between the segments are shown as
unallocated liabilities.
41. SCHEMES OF AMALGAMATION

(a) Godrej (Malaysia) Sdn. Bhd. (Godrej Malaysia) is a wholly-owned subsidiary of the Company.
G&B Enterprises (Mauritius) Private Ltd. an investment company is a wholly-owned subsidiary of Godrej Malaysia.
The Scheme of Amalgamation of G&B Enterprises (Mauritius) Private Ltd. (G&B Mauritius) with the Company with effect
from 1st October, 2013, has been approved by the Supreme Court of Mauritius, as also by the Bombay High Court.
G&B Mauritius has ceased to be a subsidiary of the Company on 3rd July, 2014. Upon the Scheme coming into effect, the
erstwhile wholly-owned subsidiary Godrej Mauritius has transferred the following residual assets to the Company, which
have been duly given effect to in the accounts for the year under review:
Investments in specie:
Rs. in Crore
24,000 equity shares of S$10 each in Godrej (Singapore) Pte. Ltd. (at the carrying
value in the books of the transferor company in equivalent rupees; these shares
have been duly registered in the name of the Company)
24.77
Residual bank balance remitted to the Company in equivalent rupees
1.85
Total
26.62
The aforesaid total amount of residual assets transferred to the Company on amalgamation, has been
credited to Capital Reserve [Note 3(a)].
(b) During the year, the Scheme of Amalgamation of Wadala Commodities Ltd. (WCL), a subsidiary of the
Company, with Godrej Industries Ltd. (GIL), another subsidiary company, became effective on 21st November, 2014.
In lieu of the equity shares and preference shares held by the Company in WCL, 1,02,293 equity shares in GIL
have been allotted to the Company on amalgamation of WCL with GIL.
(c) During the year, Godrej Consumer Products Ltd. has , through one of its wholly owned subsdiaries, acquired 100% stake in the
hair extension business of Darling Group in Ghana on October 1, 2014 and Frika Hair (Pty) Limited in South Africa on March 1,
2015.
(d) Pursuant to Scheme of Amalgamation sanctioned by the Supreme Court of Mauritius, whereby Godrej Kinky Holdings Ltd
(GKHL) has been merged with Godrej Consumer Investment Holding Ltd (GCIHL) with effect from April 1, 2014. In accordance
with the Scheme, for the purposes of preparation of the consolidated financial statements of GCIHL, the asset and liabilities of
the subsidiaries of GKHL, as identified by the Board of Directors of GCIHL have been accounted at their fair values. Accordingly,
the resultant impact amounting to ` 24.91 crore has been written off and debited against Surplus under Reserves.
(e) Pursuant to a Scheme of Amalgamation sanctioned by the Supreme Court of Mauritius ("the Scheme"), Godrej Consumer
Investment Holding Ltd, Godrej Weave Holdings Ltd, DGH Mauritius Pvt Ltd, Weave Business Holdings Mauritius Pvt Ltd and
DGH Phase Three Mauritius (Collectively "Transferor Companies") have been merged with Godrej Africa Holdings Ltd (GAHL),
the Transferee Company. The appointed date of merger was March 31, 2015. In accordance with the Scheme, all the tangible
assets and liabilities of the transferor companies have been recorded at their fair values in the books of GAHL as determined by
the Board of Directors of GAHL. Consequently, GAHL has fair valued the investments in certain subsidiaries. The net impact of
fair valuation of these investments in the books of the GAHL is nil. The costs and expenses incurred in carrying out and
implementing the Scheme are also to be directly debited to Reserves of GAHL in the respective year in which the costs and
expenses are incurred.
42
42.
INCENTIVE PLAN
The amount carried forward in notional bank after distribution of PLVR for the financial year 2014-15 is Rs. 0.42
crore as on March 31, 2015 (previous year Rs. 0.79 crore). The said amount is not provided for in the books
of account and is payable in future, if performance so warrants.
43.
RELATED PARTY DISCLOSURES

(a) NAMES OF RELATED PARTIES AND NATURE OF RELATIONSHIPS:
(i) An investing associate with a substantial interest in voting power:
Godrej Investments Private Ltd. (holds 26.77% of the equity share capital of the Company)
(ii) Subsidiaries of the Company:
A. Subsidiaries (with the Company's direct equity holdings in excess of 50%):
1. Godrej Industries Ltd.
2. Godrej Infotech Ltd.
3. Wadala Commodities Ltd. (merged with Godrej Industries Ltd. w.e.f. 21st November, 2014)
4. Godrej (Malaysia) Sdn. Bhd. (incorporated in Malaysia)
5. Godrej (Singapore) Pte. Ltd. (incorporated in Singapore)
6. Veromatic International BV (incorporated in the Netherlands)
7. Busbar Systems (India) Ltd
8. Mercury Mfg. Co. Ltd. (a subsidiary w.e.f. 1st October, 2013)
9. East View Estates Pvt. Ltd. (a wholly-owned subsidiary w.e.f. 31st March, 2015)
10. First Rock Infrastructure Pvt. Ltd. (a wholly-owned subsidiary w.e.f. 31st March, 2015)
11. Miracletouch Developers Pvt. Ltd. (a wholly-owned subsidiary w.e.f. 31st March, 2015)
12. Godrej Americas Inc. (a wholly-owned subsidiary incorporated in the USA on 1st April, 2014)
B. Subsidiaries of Godrej Industries Ltd.:
1. Godrej Agrovet Ltd. (GAVL)
2. Godrej Properties Ltd. (GPL)
3. Ensemble Holdings & Finance Ltd.
4. Godrej International Ltd. (incorporated in the Isle of Man)
5. Natures Basket Ltd.
6. Godrej International Trading & Investments Pte Ltd. (Incorporated in Singapore)
7. Swadeshi Detergents Ltd. (merged into Godrej Industries Ltd. w.e.f. 6th September, 2013)
8. Godrej International Ltd. (a subsidiary incorporated in Labuan, Malaysia on 12th February, 2015)
C. Subsidiaries of Godrej Infotech Ltd.:
1. Godrej Infotech Americas Inc. (a wholly-owned subsidiary incorporated in the USA on 28th February, 2014)
2. Godrej Infotech (Singapore) Pte. Ltd. (a wholly-owned subsidiary incorporated in Singapore on 27th May, 2014)
3. LVD Godrej Infotech NV (incorporated in Belgium on 18th December, 2009 and a subsidiary w.e.f 22nd October, 2014)
D. Subsidiaries of GAVL:
1. Godrej Seeds & Genetics Ltd.
2. Godvet Agrochem Ltd. (a subsidiary of GAVL incorporated on 22nd January, 2014)
3. Goldmuhor Agrochem & Feeds Ltd. (merged with GAVL w.e.f. 12th December, 2013)
4. Golden Feed Products Ltd. (merged with GAVL w.e.f. 9th May, 2014)
E. Subsidiaries of GPL:
1. Godrej Realty Pvt. Ltd.
2. Godrej Waterside Properties Pvt. Ltd. (merged with Godrej Properties Ltd. w.e.f. 29th April, 2013)
3. Godrej Real Estate Pvt. Ltd.
4. Godrej Sea View Properties Ltd. (GSVPL) (merged with GPL w.e.f. 30th April, 2014)
43
5. Godrej Estate Developers Ltd. (a subsidiary of GSVPL w.e.f. 11th November, 2013 and merged with GSVPL w.e.f.
12th April, 2014)
6. Happy Highrises Ltd.
7. Godrej Buildwell Pvt. Ltd.
8. Godrej Buildcon Pvt. Ltd.
9. Godrej Projects Development Pvt. Ltd. (GPDPL)
10. Godrej Developers Pvt. Ltd. (a subsidiary of GPDPL w.e.f. 6th December, 2013 and merged into GPDPL w.e.f.
30th April, 2014)
11. Godrej Redevelopers (Mumbai) Pvt. Ltd. (a subsidiary of GPDPL w.e.f. 8th February, 2013)
12. Godrej Premium Builders Pvt. Ltd.
13. Godrej Garden City Properties Pvt. Ltd.
14. Godrej Nandhi Hills Project Pvt. Ltd. (merged with GPL w.e.f 30th April, 2014)
15. Godrej Landmark Redevelopers Pvt. Ltd.
16. Godrej Green Homes Ltd. ( a subsidiary incorporated on 24th December, 2013)
17. Godrej Home Developers Pvt. Ltd. (a subsidiary incorporated on 30th March, 2015)
18. Godrej Hillside Properties Pvt. Ltd. (a subsidiary incorporated on 31st March, 2015)
F. Subsidiary of Godrej (Malaysia) Sdn. Bhd.:
1. G&B Enterprises (Mauritius) Pvt. Ltd. (incorporated in Mauritius)(merged with the Company w.e.f. 3rd July, 2014.)
(Malaysia) Sdn. Bhd.)
G. Subsidiaries of Godrej (Singapore) Pte. Ltd.:
1. JT Dragon Pte. Ltd. (Incorporated in Singapore)
2. Godrej (Vietnam) Co. Ltd. (Incorporated in Vietnam) (a wholly owned subsidiary of JT Dragon Pte. Ltd.)
H. Subsidiaries of Veromatic International BV:
1. Veromatic Services BV (incorporated in the Netherlands)
2. Prowama Trading BV (incorporated in the Netherlands) (formerly, Water Wonder Benelux BV)
I. Other Subsidiaries (where the Company owns directly and/or indirectly through one or more subsidiaries,
more than one-half of the equity share capital):
1. Godrej Consumer Products Ltd. (GCPL)
J. Subsidiaries and Sub-subsidiaries of GCPL:
1. Godrej South Africa (Proprietary) Ltd. (formerly, Rapidol (Pty) Ltd.) (incorporated in South Africa)
2. Godrej Netherlands BV (incorporated in the Netherlands)
3. Godrej UK Ltd. (a subsidiary of Godrej Netherlands BV)
4. Godrej Global Mid East FZE (incorporated in Sharjah, U.A.E.) (a subsidiary of Godrej Consumer Products Holding
(Mauritius) Ltd.)
5. Godrej Consumer Products Mauritius Ltd.
6. Godrej Hygiene Products Ltd. (merged with GCPL w.e.f 1st April, 2013)
7. Godrej Consumer Products Holding (Mauritius) Ltd. (incorporated in Mauritius)
8. Godrej Household Products Lanka (Private) Ltd. (incorporated in Sri Lanka)
9. Godrej Household Products (Bangladesh) Pvt. Ltd. (incorporated in Bangladesh)
10. Godrej Consumer Products Bangladesh Ltd. (incorporated in Bangladesh)
11. Godrej Mauritius Africa Holdings Ltd. (incorporated in Mauritius)
12. Godrej Weave Holdings Ltd. (incorporated in Mauritius)(a subsidiary of Godrej Africa Holdings Ltd.)
(merged with Godrej Africa Holdings Ltd. w.e.f 31st March, 2015)
13. Godrej West Africa Holdings Ltd. (incorporated in Mauritius on 11th February, 2014) (a subsidiary of DGH
Mauritius Pvt. Ltd.)
14. Godrej Consumer Products Holdings (UK) Ltd. (incorporated in the United Kingdom) (formerly Godrej Consumer
Products (UK) Ltd. and name changed w.e.f. 5th July, 2013) (a subsidiary of Godrej UK Ltd.)
15. Godrej Consumer Products (UK) Ltd. (name changed from Keyline Brands Ltd. w.e.f. 5th July, 2013) (a
subsidiary of Godrej Consumer Products Holdings (UK) Ltd.)
16. Inecto Manufacturing Ltd. (a subsidiary of Godrej Consumer Products (UK) Ltd.)
17. Godrej Consumer Investments (Chile) Spa, (incorporated in Chile) (a subsidiary of Godrej Netherlands BV)
18. Godrej Holdings (Chile) Limitada, (incorporated in Chile) (a subsidiary of Godrej Consumer Investments (Chile) Spa)
19. Cosmetica Nacional, (incorporated in Chile) (a subsidiary of Godrej Holdings (Chile) Limitada)
20. Plasticos Nacional, (incorporated in Chile) (a subsidiary of Cosmetica Nacional)
21. Godrej Kinky Holdings Ltd. (a subsidiary of Godrej Consumer Products Mauritius Ltd.)
22. Kinky Group Pty Ltd. (a subsidiary of Godrej Mauritius Africa Holdings Ltd.)
23. Godrej Nigeria Ltd. (incorporated in Nigeria) (a subsidiary of Godrej Consumer Products Mauritius Ltd.)
24. Godrej Consumer Investments Holding Ltd. (incorporated in Mauritius on 8th October, 2013) ( a subsidiary of
Godrej Consumer Products Mauritius Ltd.) (merged with Godrej Africa Holdings Ltd. w.e.f. 31st March, 2015)
25. Indovest Capital Ltd. (incorporated in Malaysia) (a subsidiary of Godrej Consumer Products Holding (Mauritius) Ltd.)
26. Godrej Consumer Products Dutch Cooperatief UA, (incorporated in the Netherlands) (a subsidiary of Godrej
Consumer Products Holding (Mauritius) Ltd.)
27. Godrej Consumer Products (Netherlands) BV (incorporated in the Netherlands) (a subsidiary of Godrej
44
28. Godrej Consumer Holdings (Netherlands) BV (incorporated in the Netherlands) (a subsidiary of Godrej
29. Godrej Indonesia Netherlands Holding BV (incorporated in the Netherlands) (a subsidiary of Godrej Consumer
Products Dutch Cooperatief UA) (merged with Godrej Consumer Holding (Netherlands)BV w.e.f 30th September, 2013)
30. PT Megasari Makmur (incorporated in Indonesia) (a subsidiary of Godrej Consumer Holdings (Netherlands) BV)
31. PT Intrasari Raya (incorporated in Indonesia) (a subsidiary of Godrej Consumer Holdings (Netherlands) BV)
32. PT Simba Indosnack Makmur (incorporated in Indonesia) (a subsidiary of Godrej Consumer Holdings
(Netherlands) BV upto 21st March, 2013)
33. PT Ekamas Sarijaya (incorporated in Indonesia) (a subsidiary of Godrej Consumer Holdings (Netherlands) BV)
34. PT Indomas Susemi Jaya (incorporated in Indonesia) (a subsidiary of Godrej Consumer Holdings (Netherlands) BV)
35. PT Sarico Indah (incorporated in Indonesia) (a subsidiary of Godrej Consumer Holdings (Netherlands) BV)
36. Godrej Argentina Dutch Cooperatief UA (incorporated in Netherlands) (a subsidiary of Godrej Consumer
Products Mauritius Ltd.)
37. Godrej Netherlands Argentina Holding BV . (incorporated in Netherlands) (a subsidiary of Godrej Argentina
Dutch Cooperatief UA)
38. Godrej Netherlands Argentina BV (incorporated in the Netherlands) (a subsidiary of Godrej Argentina Dutch
Cooperatief UA)
39. Panamar Procuccioness S.A. (incorporated in Argentina) (a subsidiary of Godrej Netherlands Argentina BV)
40. Argencos S.A. (incorporated in Argentina) (a subsidiary of Godrej Netherlands Argentina BV)
41. Laboratoria Cuenca S.A. (incorporated in Argentina) (a subsidiary of Godrej Netherlands Argentina BV)
42. Issue Group Uruguay S.A. (incorporated in Uruguay) (a subsidiary of Laboratoria Cuenca S.A.)
43. Frika Weave Pty. Ltd. (incorporated in South Africa) (a subsidiary of Godrej Mauritius Africa Holdings Ltd.
w.e.f. 1st March, 2015)
44. Deciral S.A. (incorporated in Uruguay) (a subsidiary of Laboratoria Cuenca S.A.)
45. Issue Group Brazil Ltd. (incorporated in Brazil) (a subsidiary of Godrej Netherlands Argentina BV)
46. Consell S.A . (incorporated in Argentina) (a subsidiary of Laboratoria Cuenca S.A.)
47. Godrej Consumer Products Nepal Pvt. Ltd.
48. Subinite Pty Ltd. (incorporated in South Africa) (a subsidiary of Godrej West Africa Holdings Ltd.)
49. Lorna Nigeria Ltd (incorporated in Nigeria) (a subsidiary of Weave Business Holding Mauritius Pvt. Ltd.)
50. Weave IP Holding Mauritius Pvt. Ltd. (incorporated in Mauritius) (a subsidiary of Godrej West Africa Holdings Ltd.)
51. DGH Mauritius Pvt. Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Weave Holdings Ltd.)
52. Weave Business Holding Mauritius Pvt. Ltd. (incorporated in Mauritius) (a subsidiary of DGH Mauritius Pvt. Ltd.)
53. Weave Trading Mauritius Pvt. Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Weave Holdings Ltd.)
54. Hair Trading (Offshore) S. A. L. (incorporated in Lebanon) (a subsidiary of Weave Trading Mauritius Pvt Ltd.)
55. Weave Mozambique Limitada (incorporated in Mozambique) (a subsidiary of Godrej West Africa Holdings Ltd.)
56. Godrej East Africa Holdings Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Consumer Products Ltd.)
57. Style Industries Ltd. (incorporated in Kenya) (a subsidiary of DGH Phase Two Mauritius Pvt. Ltd.)
58. DGH Phase Two Mauritius Pvt. Ltd. (incorporated in Mauritius) (a subsidiary Godrej East Africa Holdings Ltd.)
59. Godrej Tanzania Holdings Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Consumer Products Ltd.)
60. DGH Tanzania Ltd (incorporated in Tanzania) (a subsidiary of Godrej Tanzania Holdings Ltd.)
61. Sigma Hair Ind Ltd. (incorporated in Tanzania) (a subsidiary of DGH Tanzania Ltd.)
62. DGH Phase Three Mauritius Pvt. Ltd. (incorporated in Mauritius) ( a subsidiary of Weave Business Holding Mauritius
Pvt. Ltd. w.e.f 5th February, 2014 and merged with Godrej Africa Holdings Ltd. w.e.f. 31st March, 2015)
63. Weave Ghana Ltd. (incorporated in Ghana) (a subsidiary of Godrej Mauritius Africa Holdings Ltd. w.e.f.
1st October, 2014)
64. Godrej Easy IP Holding Ltd. (incorporated in Dubai) (a subsidiary of Godrej Consumer Products Mauritius Ltd.
w.e.f. 16th October, 2014)
65. Darling Trading Company Mauritius Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Mauritius Africa Holdings Ltd.
w.e.f. 22nd January, 2015)
66. Godrej Africa Holdings Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Mauritius Africa Holdings Ltd.
w.e.f. 19th January, 2015)
67. Godrej Indonesia IP Holdings Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Consumer Products
Holding (Mauritius) Ltd. w.e.f. 17th March, 2015)
68. Godrej Megasari Holdings Ltd. (incorporated in Mauritius) (a subsidiary of Godrej Consumer Products Holding
(Mauritius) Ltd. w.e.f. 18th March, 2015)
45
(iii) Joint Ventures:

1. Godrej Efacec Automation & Robotics Ltd.
2. Godrej & Khimji (Middle East) LLC (incorporated in Oman) [a Joint Venture of Godrej (Singapore) Pte. Ltd.]
(iv) An Associate over which the Company's Chairman and Managing Director is able to exercise significant influence:
1. Geometric Ltd.
(v) An investing Associate with a substantial interest in voting power:
1. Godrej Investments Private Ltd. (holds 26.77% of the equity share capital of the Company)
(vi) Other Associates:
1. Godrej & Boyce Enterprises LLP
2. JNG Enterprise LLP
3. RKN Enterprise LLP
4. ABG Venture LLP
5. NBG Enterprise LLP
6. SVC Enterprise LLP
7. Godrej Vikhroli Properties LLP
8. Godrej Buildcorp LLP (name struck off from the Registrar of LLPs w.e.f 10th October, 2014)
9. Godrej Property Developers LLP
10. Mosaic Landmarks LLP
11. Wonder Space Properties Pvt Ltd
12. Wonder City Buildcon Pvt. Ltd.
13. Dream World Landmarks LLP
14. Oxford Realty LLP (w.e.f 13th March, 2014)
15. SSPDL Green Acres LLP (w.e.f 27th March, 2014)
16. M S Ramaiah Ventures LLP ( w.e.f. 7th April, 2014)
17. Oasis Landmarks LLP (w.e.f. 25th August, 2014)
18. Godrej Housing Projects LLP (w.e.f. 22nd December, 2014)
19. Godrej Construction Projects LLP (w.e.f. 22nd December, 2014)
20. Amitis Developers LLP (w.e.f. 10th March, 2015)
21. Caroa Properties LLP (w.e.f. 17th April, 2014)
22. Crop Science Advisors LLP
23. Sheetak Inc., USA
24. Urban Electric Power LLC
25. Future Factory LLP
26. Anamudi Real Estates LLP
(vii) Key Managerial Personnel:
(a) Whole-time Directors:
1. Mr. J. N. Godrej, Chairman & Managing Director
2. Mr. V. M. Crishna, Executive Director (Lawkim Motors Group)
3. Mr. P. D. Lam, Executive Director & President
4. Mr. K. A. Palia, Executive Director (Finance)
5. Mr. A. G. Verma, Executive Director (Personnel & Administration)
6. Mr. N. J. Godrej, Executive Director
(b) Others:
1. Mr. P. K. Gandhi, Chief Financial Officer
2. Mr. P. E. Fouzdar, Executive Vice President (Corporate Affairs) and Company Secretary
(viii) Relatives of Whole-time Directors with whom the Company has transactions:
1. Mrs. P. J. Godrej (spouse of Mr. J. N. Godrej)
2. Ms. R. J. Godrej (daughter of Mr. J. N. Godrej)
3. Mrs. S. G. Crishna (spouse of Mr. V. M. Crishna)
4. Mrs. F. C. Bieri (daughter of Mr. V. M. Crishna)
5. Ms. N. V. Crishna (daughter of Mr. V. M. Crishna)
(ix) Key Managerial Personnel having significant influence over the group:
1. Mr. A. B. Godrej, Non-Executive Director for the parent company
2. Mr. N. B. Godrej, Non-Executive Director for the parent company
3. Ms. Nisaba Godrej (daughter of Mr. A. B. Godrej)
4. Ms. Tanya Dubash (daughter of Mr. A. B. Godrej)
5. Ms. P. A. Godrej (wife of Mr. A. B. Godrej)
6. Mr. P. A. Godrej (son of Mr. A. B. Godrej)
7. Ms. R. N. Godrej (wife of Mr. N. B. Godrej)
46
8. Mr. S. N. Godrej (son of Mr. N. B. Godrej)

9. Mr. B. N. Godrej (son of Mr. N. B. Godrej)
(b) PARTICULARS OF TRANSACTIONS WITH RELATED PARTIES DURING THE YEAR:
(Rupees in crore)
Current
Year Previous
Year
Associate
Associate
Companies
Companies
[Items (a)(i), (iii), (iv)
[Items (a)(i),
and (vi)] (iii), (iv) and (v)]
referred to in Items (a
11.90
7.46
0.49
17.88
2.44
2.16
12.31
12.75
74.84
59.71
514.00
220.25
0.31
1.50
0.10
0.10
51.22
2.25
13.42
2.69
1.04
-
(i) Transactions carried out with the related parties,

(b) Sales, Services Rendered and Other Income
(c) Dividends Received
(d) Interest paid on Deposits taken
(e) Dividends paid
(f) Unsecured Deposits taken and repaid
(g) Trade and other Receivables
(h) Trade and other Payables
(i) Deposits received, outstanding at year end
(j) Deposits refunded
(k) Guarantees given, outstanding at year end
(l) Rent, Establishment & other exps paid
(m) Other Income
(ii) Transactions carried out with Mr. J. N. Godrej, Chairman & Managing Director
(a) Dividends paid
(b) Unsecured Deposits taken and repaid
(c) Interest paid on Deposits taken
(d) Sale of Land
(iii) Transactions carried out with Mr. V. M. Crishna, Executive Director:
(a) Dividends paid *
(iv) Transactions carried out with Mr. N. J. Godrej, Executive Director:
(a) Dividends paid
(c) Sale of Land
(d) Sale of Building
(v) Transactions carried out with Mr. N. B. Godrej, Managing Director (Godrej Industries Ltd):
(a) Dividends paid
(vi) Remuneration paid/payable to Key Management Personnel (Whole-time
Directors)
(vii) Transactions carried out with Godrej Investments Ltd.:
(a) Dividends paid
(c) Unsecured Deposits taken and repaid
(d) Deposits received and outstanding
9.81
8.00
0.39
-
7.52
0.48
0.00
0.00
4.93
-
3.78
0.21
0.53
2.40
2.96
1.67
61.00
79.19
53.23
11.64
506.00
44.59
40.81
11.43
220.25
36.40
5.12
3.24
1.80
1.74
3.27
3.09
1.06
(b) Sales, Services Rendered

Geometric Ltd.
Godrej Khimji (Middle East) LLC
11.01
0.49
0.45
2.48
4.70
-
(c) Dividends Received

Geometric Ltd.
0.30
2.43
1.91
SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES DURING THE YEAR:

Future Factory LLP
Polchem Hygiene Laboratories P. Ltd.
Godrej Tyson Foods Ltd
Geometric Ltd
47
44.
(d) Trade and other Receivables

Geometric Ltd.
Godrej Khimji (Middle East) LLC
0.31
1.79
0.18
0.80
-
(e) Trade and other Payables

Future Factory LLP
0.10
0.80
(f) Deposits received, outstanding at year end

0.01
(g) Guarantees given, outstanding at year end

Sheetak Inc., USA
2.25
(h) Rent, Establishment & other exps paid

Godrej Tyson Foods Ltd
Bhabhani Blunt Hairdressing Pvt. Limited
0.38
0.09
(i) Other Income

ACI Godrej Agrovet Pvt. Ltd.
0.99
0.05
DISCLOSURE IN RESPECT OF LEASES

(a) The Companys significant leasing arrangements are in respect of operating leases for motor cars, laptop computers,
machinery, storage tanks and premises (office, godown, show-room, retail store, residential, etc.), occupied by the
Company. The aggregate lease rentals payable by the Company are charged to the Statement of Profit and Loss as
Rent [Note 32(j)], Establishment and Other Expenses [Note 32(k)] and Motor Car and Lorry Expenses [Note 32(m)].
The future minimum lease payments under non-cancellable operating leases in respect of premises, motor cars and
laptop computers, due within a period of one year are estimated at Rs. 89.27 crore (as at 31-3-2014: Rs. 50.14 crore),
those due later than one year but not later than five years at Rs. 265.33 crore (as at 31-3-2014: Rs. 102.79 crore), and
those due later than five years at Rs. 68.98 crore (as at 31-3-2014: Rs. 28.68 crore).
(b) Lease income from operating leases is recognised in the Statement of Profit and Loss. Initial direct costs incurred
specifically to earn revenues from operating leases of fixed assets are charged to the Statement of Profit and Loss as
incurred. These assets pertain to land, commercial/residential premises, forklifts and vending machines given on
lease on varying tenure and other terms.
In respect of assets given on operating leases, the gross book value and the accumulated depreciation at the end of
the year, aggregate to Rs. 395.69 crore and Rs. 59.68 crore, respectively (as at 31-3-2014: Rs. 388.01 crore and
Rs. 43.66 crore respectively); and the depreciation charge for the year corresponding to the period of lease rentals,
is estimated at Rs. 14.89 crore (Previous Year: Rs. 11.94 crore).
The future minimum lease rentals receivable under non-cancellable operating leases within a period of one year are
estimated at Rs. 52.80 crore (as at 31-3-2014: Rs. 21.06crore), those due later than one year but not later than five
years at Rs. 175.08 crore (as at 31-3-2014: Rs. 10.50 crore), and those due later than five years at Rs. 48.82 crore (as at
31-3-2014: Rs. 46.23 crore).
(c) Finance Leases:
The Group has acquired vehicles under Finance Lease. Liability for minimum lease payment is secured by
hypothecation of the vehicles acquired under the lease. The minimum lease payments outstanding as on
March 31, 2015, in respect of vehicles acquired under lease, due within a period of one year are estimated at
Rs. 0.78 crore (previous year: Rs 1.37 crore), those due later than one year but not later than five years at
Rs. 0.25 crore, (previous year: Rs 0.74 crore)
48
45.
FORWARD EXCHANGE CONTRACTS AND UNHEDGED FOREIGN CURRENCY EXPOSURE

(a) Commodity futures contracts entered into by the Company:

As at
As at
31/03/2015
31/03/2014
Sales
Number of contracts
Number of units under above contracts in MT.
21
21,460
22
14,860
Number of contracts
Number of units under above contracts in MT.
22
23,960
30
22,810
Purchase
(b) Outstanding forward exchange contracts entered into by the Company:

Forward Cover (Trade Receivables and unexecuted

Sales Orders)
Number of contracts
Amount
Amount
Amount
Forward Cover (Trade Payables, unexecuted
Purchase Orders and foreign currency borrowings)
Number of contracts
Amount
Amount
Amount

As at
As at
31/03/2015
31/03/2014
(c) Details of year-end foreign currency exposures that are not hedged:
Particulars
114
209
32,645,480 $ 38,546,389
2,300,000
3,089,928
GBP 0
GBP 164,303
169
221
65,078,096 $ 60,494,920
284,326
400,000
AUD 42,471,660
AUD 0

As at
As at
31/03/2015
31/03/2014
178,620,146 $ 135,797,932
1,929,226
2,647,569
GBP 100,920
GBP 151,539
AED 239,341
AED 720
ZAR 1,420,000
ZAR 0
INR 9,650,000 INR 14,520,000
JPY 950,000
JPY 840,000
SGD 2,109
SGD 70,000
Trade Payables
Trade Receivables
36,451,856 $ 28,580,493
2,835,703
2,595,859
GBP 662,702
GBP 469,343
KWD 222,441
KWD 11,880
ZAR 760,000
ZAR 760,000
SAR 49,450
SAR 206,100
QAR 42,246
QAR 0
Cash and Cash Equivalents
15,720,000 $ 23,930,000
940,000
310,000
ZAR 430,000
ZAR 10,000
VND 1,070,000 VND 1,070,000
( *) For Godrej Industries Limited, Uncovered Foreign Exchange Exposure includes US Dollar 10.56 crore (previous year
US Dollar 6 crore) of External Commercial Borrowings (ECB) and Foreign Currency Term Loan (FCTL) taken for
Capital Expenditure. Impact of fluctuation in Foreign Currency Rates on ECB will be capitalised to Fixed
Assets and would not impact Statement of Profit and Loss.
49
46.
Details of Loans Given , Investments made and Guarantee given, covered under section 186(4) of Companies Act, 2013
are given under the respective heads.
47.
INFORMATION ON SUBSIDIARIES, JOINT VENTURE AND ASSOCIATES

(a) The subsidiary Companies Considered in the Consolidated Financial Statements are:
Proportion of
Country of
ownership
Proportion of voting
Name of the Company
Incorporation
interest
power held
Reporting date
Godrej Infotech Limited
India
52.06%
52.06%
31/03/2015
Mercury Manufacturing Company Limited
India
100.00%
100.00%
31/03/2015
Busbar Systems (India) Limited
India
100.00%
100.00%
31/03/2015
Wadala Commodities Limited
India
0.00%
0.00%
31/03/2015
Godrej (Malaysia) Sdn. Bhd.
Malaysia
100.00%
100.00%
31/12/2014
G&B Enterprises (Mauritius) Pvt.. Ltd.
Mauritius
100.00%
100.00%
31/12/2014
Godrej (Singapore) Pte Ltd
Singapore
100.00%
100.00%
31/12/2014
JT Dragon Pte. Ltd.
Singapore
100.00%
100.00%
31/12/2014
Godrej (Vietnam) Co. Ltd.
Vietnam
100.00%
100.00%
31/12/2014
Veromatic International B.V.
Netherlands
100.00%
100.00%
31/12/2014
Water Wonder Benelux B.V.
Netherlands
100.00%
100.00%
31/12/2014
Veromatic Services BV
Netherlands
100.00%
100.00%
31/12/2014
Godrej Consumer Products Limited (including Godrej
Industries Ltd. share of 23.58%)
India
58.58%
58.58%
31/03/2015
Godrej Household Products Lanka (Private) Limited
Srilanka
58.58%
58.58%
31/03/2015
Godrej Household Products (Bangladesh) Private Limited Bangladesh
58.58%
58.58%
31/03/2015
Godrej Consumer Products Bangladesh Limited
Bangladesh
58.58%
58.58%
31/03/2015
Godrej South Africa (Proprietary) Limited
South Africa
58.58%
58.58%
31/03/2015
Godrej Global Mid East FZE
UAE
58.58%
58.58%
31/03/2015
Godrej Netherlands B.V.
Netherlands
58.58%
58.58%
31/03/2015
Godrej UK Limited
UK
58.58%
58.58%
31/03/2015
Godrej Consumer Products (UK) Limited
UK
58.58%
58.58%
31/03/2015
Darling Trading Company Mauritius Limited (Mauritius) Mauritius
52.72%
52.72%
31/03/2015
Godrej Consumer Investments (Chile) Spa
Chile
58.58%
58.58%
31/03/2015
Godrej Holding (Chile) Limitada
Chile
58.58%
58.58%
31/03/2015
Cosmetica Nacional
Chile
35.15%
35.15%
31/03/2015
Plasticos Nacional
Chile
35.15%
35.15%
31/03/2015
Godrej Consumer Products Mauritius Limited
Mauritius
58.58%
58.58%
31/03/2015
Godrej Africa Holdings Ltd.
Mauritius
58.58%
58.58%
31/03/2015
Frika Weave (Pty) Limited (South Africa)
Mauritius
58.58%
58.58%
31/03/2015
Kinky Group (Proprietary) Limited
South Africa
58.58%
58.58%
31/03/2015
Godrej Nigeria Limited
Nigeria
58.58%
58.58%
31/03/2015
Godrej Argentina Dutch Cooperatief U.A
Netherlands
58.58%
58.58%
31/03/2015
Godrej Netherlands Argentina Holding B.V.
Netherlands
58.58%
58.58%
31/03/2015
Godrej Netherlands Argentina B.V.
Netherlands
58.58%
58.58%
31/03/2015
Laboratoria Cuenca S.A.
Argentina
58.58%
58.58%
31/03/2015
Deciral S.A.
Uruguay
58.58%
58.58%
31/03/2015
Issue Group Uruguay S.A
Uruguay
58.58%
58.58%
31/03/2015
Issue Brazil Limited
Brazil
58.58%
58.58%
31/03/2015
Consell S.A.
Argentina
58.58%
58.58%
31/03/2015
Panamar Produccioness S.A.
Argentina
58.58%
58.58%
31/03/2015
Argencos S.A.
Argentina
58.58%
58.58%
31/03/2015
Godrej Consumer Products Holding (Mauritius) Limited Mauritius
58.58%
58.58%
31/03/2015
Indovest Capital Limited
Malaysia
58.58%
58.58%
31/03/2015
Godrej Consumer Products Dutch Cooperatief U.A.
Netherlands
58.58%
58.58%
31/03/2015
Godrej Consumer Products (Netherlands) B.V.
Netherlands
58.58%
58.58%
31/03/2015
Godrej Consumer Holdings (Netherlands) B.V.
Netherlands
58.58%
58.58%
31/03/2015
PT Indomas Susemi Jaya
Indonesia
58.58%
58.58%
31/03/2015
PT Intrasari Raya
Indonesia
58.58%
58.58%
31/03/2015
PT Megasari Makmur
Indonesia
58.58%
58.58%
31/03/2015
PT Ekamas Sarijaya
Indonesia
58.58%
58.58%
31/03/2015
PT Sarico Indah
Indonesia
58.58%
58.58%
31/03/2015
Godrej Mauritius Africa Holdings Limited
Mauritius
58.58%
58.58%
31/03/2015
Sr.
No.
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
50
Sr.
No.
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
80
81
82
83
84
85
86
87
88
89
90
91
92
93
94
95
96
Name of the Company

Weave Ghana
Godrej Easy IP Holdings (FZC) (Dubai)
Godrej Indonesia IP Holdings Limited (Mauritius)
Lorna Nigeria Limited
Godrej West Africa Holdings Limited
Subinite Pty Limited
Weave IP Holding Mauritius Private Limited
Weave Mozambique Limitada
Weave Trading Mauritius Private Limited
Hair Trading (Offshore) S.A.L.
Godrej East Africa Holdings Limited
DGH Phase Two Mauritius Private Limited
Style Industries Limited
Godrej Tanzania Holdings Limited
DGH Tanzania Ltd
Sigma Hair Industries Limited
Godrej Megasari Holdings Limited (Mauritius)
Godrej Agrovet Ltd. India
Godrej Seeds and Genetics Ltd.
Godvet Agrochem Limited
Natures Basket Ltd.
Godrej Realty Pvt. Ltd.
Godrej Real Estate Pvt. Ltd.
Happy Highrises Ltd.
Godrej Buildwell Pvt. Ltd.
Godrej Projects Development Pvt. Ltd.
Godrej Premium Builders Pvt. Ltd.
Godrej Garden City Properties Pvt. Ltd.
Godrej Landmark Redevelopers Pvt. Ltd.
Godrej Redevelopers (Mumbai) Private Ltd.
Godrej Hillside Properties Pvt. Ltd.
Godrej Home Developers Pvt. Ltd.
Godrej Green Homes Ltd.
Wonder City Buildcon Pvt. Ltd. upto 23-Jun-2014
Ensemble Holdings & Finance Ltd.
Godrej International Limited
Godrej International Limited (Labuan)
Godrej International Trading & Investments Pte. Ltd
Mosiac Landmarks LLP
Godrej Construction Projects LLP
Country of
Incorporation
Mauritius
Mauritius
Mauritius
Nigeria
Mauritius
South Africa
Mauritius
Mozambique
Mauritius
Lebanon
Mauritius
Mauritius
Kenya
Mauritius
Tanzania
Tanzania
Mauritius
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
India
UK
Labuan
Singapore
India
India
India
Proportion of
ownership
interest
power held
Reporting date
58.58%
58.58%
31/03/2015
58.58%
58.58%
31/03/2015
58.58%
58.58%
31/03/2015
58.58%
58.58%
31/03/2015
52.72%
52.72%
31/03/2015
52.72%
52.72%
31/03/2015
52.72%
52.72%
31/03/2015
52.72%
52.72%
31/03/2015
29.88%
29.88%
31/03/2015
29.88%
29.88%
31/03/2015
58.58%
58.58%
31/03/2015
29.88%
29.88%
31/03/2015
29.88%
29.88%
31/03/2015
58.58%
58.58%
31/03/2015
58.58%
58.58%
31/03/2015
58.58%
58.58%
31/03/2015
58.58%
58.58%
31/03/2015
57.73%
57.73%
31/03/2015
37.98%
36.80%
31/03/2015
34.18%
33.12%
31/03/2015
37.98%
36.80%
31/03/2015
57.73%
55.81%
31/03/2015
37.67%
36.41%
31/03/2015
19.21%
18.57%
31/03/2015
37.67%
36.41%
31/03/2015
19.21%
18.57%
31/03/2015
37.67%
17.84%
31/03/2015
37.67%
36.41%
31/03/2015
37.67%
36.41%
31/03/2015
37.67%
18.57%
31/03/2015
37.67%
36.41%
31/03/2015
19.21%
18.57%
31/03/2015
19.21%
18.57%
31/03/2015
37.67%
37.67%
37.67%
36.41%
31/03/2015
0.00%
36.41%
31/03/2015
57.73%
55.81%
31/03/2015
57.73%
55.81%
31/03/2015
57.73%
55.81%
31/03/2015
57.73%
55.81%
31/03/2015
19.21%
18.57%
31/03/2015
45.69%
44.17%
31/03/2015
37.67%
37.67%
31/03/2015
Country of
Incorporation
Proportion of
ownership
interest
power held
Reporting date
(b) Interests in Joint Ventures :

Sr.
No.
1
2
3
4
5
6
7
8
9
10
Name of the Company

ACI Godrej Agrovet Pvt. Ltd.
Godrej Tyson Foods Ltd.
Dream World Landmarks LLP
Oxford Realty LLP
SSPDL Green Acres LLP
Oasis Landmarks LLP
M S Ramaiah Ventures LLP
Caroa Properties LLP
Godrej Housing Projects LLP
Amitis Developers LLP
India
India
India
India
India
India
India
India
India
India
51
18.99%
18.61%
15.07%
10.05%
16.57%
14.31%
18.65%
13.18%
15.07%
17.33%
18.99%
18.61%
15.07%
10.05%
16.57%
14.31%
18.65%
13.18%
15.07%
17.33%
31/03/2015
31/03/2015
31/03/2015
31/03/2015
31/03/2015
31/03/2015
31/03/2015
31/03/2015
31/03/2015
31/03/2015
Sr.
No.
11
12
13
14
15
16
17
Name of the Company

Godrej Buildcorp LLP (upto 10-10-2014)
Wonder Space Properties Pvt. Ltd
Wonder City Buildcon Pvt. Ltd w.e.f. 24-Jun-2014
LVD Godrej Infotech NV
Godrej Efacec Automation & Robotics Limited
Swadeshi Detergents Ltd.
Godrej Property Developers LLP
Country of
Incorporation
India
India
India
Belgium
India
India
India
Proportion of
ownership
interest
power held
Reporting date
0.00%
0.00%
31/03/2015
9.46%
9.46%
31/03/2015
9.46%
9.46%
31/03/2015
26.03%
26.03%
31/12/2014
49.00%
49.00%
31/03/2015
0.00%
0.00%
31/03/2015
80.05%
80.05%
31/03/2015
Country of
Incorporation
Proportion of
ownership
interest
power held
Reporting date
(c) Investment in Associates:

Sr.
No.
1
2
3
4
5
6
7
8
9
10
11
48.
Name of the Company
Personalitree Academy Ltd.

India
Creamline Dairy Products Ltd.
India
Al Rahaba International Trading LLC
UAE
Polchem Hygiene Laboratories Pvt. Ltd.
India
India
Godrej & Khimji (Middle East) LLC (incorporated in Oman) Oman
Sheetak Inc., USA
USA
Future Factory LLP
India
Geometric Ltd.
India
Godrej & Boyce Enterprises LLP
India
Parazelsus Orient Ltd
Singapore
14.72%
9.87%
9.12%
9.87%
14.58%
49.00%
35.95%
20.00%
18.90%
50.00%
30.00%
14.72%
9.87%
9.12%
9.87%
14.58%
49.00%
35.95%
20.00%
18.90%
50.00%
30.00%
31/03/2015
31/03/2015
31/03/2015
31/03/2015
31/03/2015
31/03/2015
31/03/2015
31/03/2015
31/03/2015
31/03/2015
31/03/2015
BREAK UP OF INVESTMENT IN ASSOCIATES IS AS UNDER :

(Rupees in crore)
Sr. No.
1
2
3
Name of the Company
Cost of
Acquisition
Goodwill
Included In
Cost of
Acquisition
Share in Profits /
Carrying Cost of
(Loss) of Associates
Investments
Post Acquisition
Geometric Limited
7.27
3.28
46.26
53.53
Previous Year
7.27
3.28
38.27
45.54
Future Factory LLP
1.50
1.36
0.62
2.12
Previous Year
1.50
1.36
0.07
1.57
Godrej and Boyce Enterprises LLP
0.00
0.00
0.00
0.00
Previous Year
0.00
0.00
0.00
0.00
52
49.
ADDITIONAL INFORMATION, AS REQUIRED UNDER SCHEDULE III TO THE COMPANIES ACT, 2013, OF ENTERPRISES
CONSOLIDATED AS SUBSIDIARY / ASSOCIATES
Name of the Enterprise
Net Assets (i.e. total assets

minus total liabilities)
Share in Profit / Loss account
As % of
Amount (Rs.
As % of
Amount (Rs.
consolidated net
in crore)
consolidated profits
in crore)
assets
Parent
64.21%
3,378.14
77.19%
511.74
83.16%
85.01%
0.16%
0.12%
0.29%
-0.02%
-0.08%
-0.06%
4,375.78
4,472.73
8.28
6.21
15.34
(1.13)
(4.16)
(2.93)
88.81%
147.28%
0.28%
-0.09%
0.29%
-0.06%
-0.16%
-0.12%
588.82
976.45
1.82
(0.60)
1.65
(0.38)
(1.04)
(0.77)
Subsidiaries
Indian
1
2
3
4
5
6
7
8

Busbar Systems (India) Ltd
Mercury Mfg. Co. Ltd.
East View Estates Pvt. Ltd.
First Rock Infrastructure Pvt. Ltd.
Miracletouch Developers Pvt. Ltd.
1
2
3
4
Godrej (Malaysia) Sdn. Bhd.

Godrej (Singapore) Pte. Ltd.
Godrej Americas Inc.
Foreign
0.13%
1.33%
0.07%
0.03%
6.58
69.79
3.81
1.75
-3.91%
0.84%
-0.85%
-0.02%
(25.90)
5.55
(5.62)
(0.12)
0.13%
6.64
0.29%
1.89
Joint Venture
Inter-company Eliminations
Minority Interest in all subsidiaries
-50.02%
-84.46%
(2,631.67)
(4,443.82)
-84.49%
-126.57%
(559.88)
(839.23)
Associates (Investment as per the equity method)

Indian :
Geometric Ltd.
Future Factory LLP
Grand Total
100.00%
53
5,261.34
1.21%
0.08%
7.99
0.55
100.00%
662.92
ENCLOSURE 2
FORMING PART OF THE DIRECTORS' REPORT (Paragraph 4) OF
EXTRACT OF ANNUAL RETURN (Form No. MGT-9)
As on the Financial Year ended 31st March, 2015
[Pursuant to Section 92(3) of the Companies Act, 2013 and
Rule 12(1) of the Companies (Management & Administration) Rules, 2014
ENCLOSURE 2
GODERJ AND BOYCE MFG. CO.LTD

EXTRACT OF ANNUAL RETURN IN FORM MGT-9
RERUIRED TO BE ATTACHED WITH THE DIRECTORS' REPORT AS ON THE FINANCIAL YEAR ENDED 31.03.2015
[Pursuant to Section 92 (3) of the Companies Act, 2013 and Rule 12(1) of the Company (Management & Administration
) Rules, 2014]
I.
REGISTRATION & OTHER DETAILS:
i
ii
iii
iv
CIN
Registration Date
Name of the Company
Category/Sub-category of the Company
U28993MH1932PLC001828
03/03/1932
GODREJ AND BOYCE MANUFACTURING CO. LIMITED
Address of the Registered office and contact

details
Whether listed company (Yes/No)
Name , Address & Contact details of Registrar
& Transfer Agent, if any.
PIROJSHANAGAR, VIKHROLI, MUMBAI. Tel: 022 67961700/1800
vi
vii
II.
Sl. No.
Company Limited by Shares/ Indian Non- Government Company
No
NA
PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the company shall be stated
Name and Description of main
products/services
NIC Code of the

Product /service
% to total turnover
of the company
Manufacture of furniture
31003
22.00
Manufacture of reinforced safes, vaults,

strongroom doors and other security
equipment.
25996
9.40
Manufacture of domestic electric appliances

such as refrigerators, washing machines and
airconditioners
27501, 28192
30.88
TOTAL
III.
Sl. No.
62.28
PARTICULARS OF HOLDING , SUBSIDIARY & ASSOCIATE COMPANIES

Name and Address of the Company
CIN/GLN
HOLDING/
SUBSIDIARY/
ASSOCIATE
% OF
SHARES HELD
APPLICABLE
SECTION
Godrej Industries Ltd., Pirojshanagar,

Eastern Express Highway, Vikhroli East,
Mumbai 400079
L24241MH1988PLC097781
Subsidiary
57.73%
2(87)
Godrej Infotech Ltd., Pirojshanagar,

Vikhroli, Mumbai 400079
U32100MH1997PLC106135
Subsidiary
52.06%
2(87)
Godrej (Malaysia) Sdn. Bhd.,

29B, Jalan NA
SS 22/19
Damansara Jaya
47400 Petaling Jaya
Selangor Darul Ehsan
Malaysia
Godrej (Singapore) Pte. Ltd.
11 Lok NA
Yang Way, Jurong, Singapore 628632
Subsidiary
100%
2(87)
Subsidiary
100%
2(87)
Donker
Duyvisweg 56;
3316 BM
Dordrecht,
The Netherlands
NA
Subsidiary
100%
2(87)
Busbar Systems (India) Ltd., No.4N,

Dabospet Indl. Estate, Bangalore (Rural),
Bangalore, Karnataka 562111
Mercury Mfg. Co. Ltd.,
Plot No.D3, Phase II, MEP Zone, G.S.T.Zone,
Tambaram, Chennai 600045
Godrej Americas Inc.
808 Harris
Ave
Austin, Texas 78705
First Rock Infrastructures Pvt. Ltd., 70
Nagindas Master Road, Fort, Mumbai
400023
MiracleTouch Developers Pvt. Ltd., 70
Nagindas Master Road, Fort, Mumbai
400023
East View Estates Pvt. Ltd. Shapoorji
Pallonji Centre, 41/44 Minoo Desai Marg,
Colaba, Mumbai 400 005
U31200KA2009PTC049167
Subsidiary
100%
2(87)
U28112TN1992PLC023798
Subsidiary
100%
2(87)
NA
Subsidiary
100%
2(87)
U45209MH2007PTC174251
Subsidiary
100%
2(87)
U70200MH2008PTC181744
Subsidiary
100%
2(87)
U70100MH2005PTC157587
Subsidiary
100%
2(87)
10
11
12

Pirojshanagar Eastern Express Highway,
Vikhroli East, Mumbai- 400079
L24246MH2000PLC129806
Subsidiary
Godrej and Boyce Mfg. Co. Ltd. 35.00%
Godrej Industries
Limited, a subsidiary of Godrej and
Boyce Mfg. Co. Ltd. - 23.58%
58.58%
2(87)
13
Godrej Agrovet Ltd.

Godrej
One, 5th Floor, Pirojshanagar Eastern
Express Highway,
Vikhroli (East),
Mumbai- 400079
Ensemble Holdings & Finance Ltd.
Vikhroli, Mumbai- 400079
Godrej International Ltd. (Labuan)
Kensington Gardens, No. U1317, Lot
7616, Jalan Jumidar Buyong, 87000 Labuan
F.T
Natures Basket Ltd.
Godrej International Trading & Investments
Pte Ltd.
111 North Bridge
Road, #16-04 Peninsula Plaza, Singapore
179098
Godrej International Ltd.
284A
Chase Road, Southgate, London- N14 6HF
U15410MH1991PLC135359
Subsidiary of Godrej Industries

Limited
Nil
2(87)
L74120MH1985PLC035308

Limited
Nil
2(87)
U67120MH1992PLC065457

Limited
Nil
2(87)
NA

Limited
Nil
2(87)
U15310MH2008PLC182816

Limited
Nil
2(87)
NA

Limited
Nil
2(87)
NA

Limited
Nil
2(87)
Godrej Infotech Americas Inc.

1019,
Classic Road, Apex, NC 27539
Godrej Infotech (Singapore) Pte. Ltd. 11, Lok
Yank Way, Singapore 628632
LVD Godrej Infotech NV- Hondschotestraat,
8560, Gullegem
Godrej Seeds & Genetics Ltd.
Godrej
Agrovet Building, Gate No. 2, Pirojshanagar
Eastern Express Highway, Vikhroli (East)
Mumbai- 400079
Godvet Agrochem Ltd.
Gate
No. 2, Godrej Agrovet Building,
Vikhroli (East) Mumbai- 400079
Godrej Realty Pvt. Ltd.
Godrej
Express Highway,
Vikhroli (East),
Mumbai- 400079
Godrej Real Estate Pvt. Ltd.
Godrej One, 5th Floor, Pirojshanagar
Eastern Express Highway,
Vikhroli
(East), Mumbai- 400079
Happy Highrises Ltd.
Godrej
Express Highway,
Vikhroli (East),
Mumbai- 400079
Vikhroli
Godrej Projects Development Pvt. Ltd.
Vikhroli
Godrej Premium Builders Pvt. Ltd.
Vikhroli
Godrej Garden City Properties Pvt. Ltd.
Vikhroli
Godrej Landmark Redevelopers Pvt. Ltd.
Vikhroli
NA
Subsidiary of Godrej Infotech

Limited
Limited
Limited
Subsidiary of Godrej Agrovet
Limited
Nil
2(87)
Nil
2(87)
Nil
2(87)
Nil
2(87)
U01400MH2014PLC252382
Subsidiary of Godrej Agrovet

Limited
Nil
2(87)
U70100MH2005PTC154268
Subsidiary of Godrej Properties

Limited
Nil
2(87)
U45200MH2007PTC168818

Limited
Nil
2(87)
U51909MH1993PLC180464

Limited
Nil
2(87)
U70102MH2010PTC207957

Limited
Nil
2(87)
U70102MH2010PTC210227

Limited
Nil
2(87)
U70102MH2011PTC213784

Limited
Nil
2(87)
U74900MH2011PTC213782

Limited
Nil
2(87)
U70102MH2012PTC228114

Limited
Nil
2(87)
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
NA
NA
U01403MH2011PLC218351
33
Godrej Redevelopers (Mumbai) Pvt. Ltd.

Vikhroli
Godrej Green Homes Ltd.
Vikhroli
Godrej Home Developers Pvt. Ltd.
Vikhroli
Godrej Hillside Properties Pvt. Ltd.
Vikhroli
JT Dragon Pte. Ltd. (Incorporated in
Singapore)
11, Lok
Yang, Jurong, Singapore 628632
Godrej (Vietnam) Co. Ltd. (Incorporated in
Vietnam)
10 Tu Do Avenue,
Vietnam Singapore Industrial Park, Thuan
An District, Binh Duong Province, Vietnam
U70102MH2013PTC240297

Limited
Nil
2(87)
U70200MH2013PLC251378

Limited
Nil
2(87)
U70102MH2015PTC263223

Limited
Nil
2(87)
U70102MH2015PTC263237

Limited
Nil
2(87)
NA
Subsidiary of Godrej (Singapore)

Pte. Ltd.
Nil
2(87)
NA
Subsidiary of Godrej (Singapore)

Pte. Ltd.
Nil
2(87)
39
Veromatic Services BV (incorporated in the

Netherlands)
Donker Duyvisweg
56;
3316 BM Dordrecht,
The Netherlands
NA
Subsidiary of Veromatic
International BV
Nil
2(87)
40
Prowama Trading B.V. (incorporated in the NA

Netherlands)
Donker Duyvisweg
56;
3316 BM Dordrecht,
The Netherlands
Subsidiary of Veromatic
International BV
Nil
2(87)
41
Godrej South Africa (Proprietary) Ltd.

NA
(incorporated in South Africa)
11
Young Road, Pinetown 3610
Godrej Netherlands BV (incorporated in the NA
Netherlands)
SGG Netherlands
Claude Debussylaan 24, 1082 MD
Amsterdam
Subsidiary of Godrej Consumer

Products Limited
Nil
2(87)

Products Limited
Nil
2(87)
43
Godrej Global Mid East FZE (incorporated in NA

Sharjah, U.A.E.)
B2-23, PO Box. 7966
Sharjah Airport International Free Zone
Sharjah, UAE

Products Limited
Nil
2(87)
44
Godrej Consumer Products Mauritius Ltd.

C/O Cim Corporate Services Ltd, Les
Cascades Building, Edith Cavell Street, Port
Louis,
Republic Of Mauritius
NA

Products Limited
Nil
2(87)
45
Godrej Consumer Products Holding

(Mauritius) Ltd. (incorporated in the
Mauritius)
C/O Cim
Corporate Services Ltd, Les Cascades
Building, Edith Cavell Street, Port Louis,
Godrej Household Products Lanka (Private)
Ltd. (incorporated in Sri Lanka)
No 7 C, Post Masters Place, Off Templers
Road,
Mount Lavinia, Sri Lanka
Godrej Household Products (Bangladesh)
Pvt. Ltd. (incorporated in Bangladesh)
HB- Tower (Level-5), Flat no. 601 and 602,
House No. 1A, Road No.23, Gulshan- 1,
Dhaka-1212, Bangladesh
NA

Products Limited
Nil
2(87)
NA

Products Limited
Nil
2(87)
NA

Products Limited
Nil
2(87)
Godrej Consumer Products Bangladesh Ltd. NA

(incorporated in Bangladesh)
HB- Tower (Level-5), Flat no. 601 and 602,
House No. 1A, Road No.23, Gulshan- 1,
Dhaka-1212, Bangladesh

Products Limited
Nil
2(87)
34
35
36
37
38
42
46
47
48
49
Godrej Mauritius Africa Holdings Ltd.

(incorporated in Mauritius)
C/O Cim
Corporate Services Ltd
Les Cascades Building, Edith Cavell Street,
Port Louis, Republic Of Mauritius
50

Products Limited
Nil
2(87)
Godrej West Africa Holdings Ltd.

NA
(incorporated in Mauritius on 11th
February, 2014)
C/O Cim
Godrej UK Limited
1st Floor, NA
Falcon House, 115-123, Staines Road,
Hounslow, Middlesex, TW3 3LL
subsidiary of DGH Mauritius Pvt.

Ltd.
Nil
2(87)
Subsidiary of Godrej Netherlands

BV
Nil
2(87)
52
Godrej Consumer Products (UK) Ltd. 1st

NA
Floor, Falcon House, 115-123, Staines Road,
Hounslow, Middlesex, TW3 3LL
Subsidiary of Godrej UK Limited
Nil
2(87)
53
Godrej Consumer Investments (Chile) Spa, NA

(incorporated in Chile)
Vargas Fontecilla
3830, Quinta Normal, RM
Santiago, Chile
Godrej Holding (Chile) Limitada,
NA
(incorporated in Chile)
Vargas
Fontecilla 3830, Quinta Normal, RM
Santiago, Chile
Cosmetica Nacional, (incorporated in Chile) NA
Vargas Fontecilla 3830, Quinta Normal, RM
Santiago, Chile

Products Holdings (UK) Ltd.
Nil
2(87)

Investments (Chile) Spa
Nil
2(87)
Subsidiary of Godrej Holdings

(Chile) Limitada
Nil
2(87)
56
Plasticos Nacional, (incorporated in Chile)

NA
Vargas Fontecilla 3984, Quinta Normal, RM
Santiago, Chile
a subsidiary of Cosmetica Nacional
Nil
2(87)
57
Kinky Group Proprietary Ltd.

11 Young Road, Pinetown 3610
Subsidiary of Godrej Kinky Holdings Nil

Ltd.
2(87)
58
Godrej Nigeria Ltd. (incorporated in Nigeria) NA

Plot No 2A, Ayodele Diyan Street, Ikeja,
Lagos, Nigeria

Products Mauritius Ltd.
Nil
2(87)
59
Indovest Capital Ltd. (incorporated in

NA
Malaysia)
Portcullis
Trustnet (Labuan) Limited, Level 6(D), Main
Office Tower, Financial Park Labuan Comple
Jalan Merdeka 87000 Labuan F. T., Malaysia

Products Holding (Mauritius) Ltd.
Nil
2(87)
60
Godrej Consumer Products Dutch

Cooperatief UA, (incorporated in the
Netherlands)
SGG
Netherlands
Amsterdam
Godrej Consumer Products (Netherlands)
BV (incorporated in the Netherlands)
SGG Netherlands
Amsterdam
NA

Nil
2(87)
NA

Products Dutch Cooperatief UA
Nil
2(87)
62
Godrej Consumer Holdings (Netherlands) BV NA

(incorporated in the Netherlands)
SGG Netherlands
Amsterdam

Products Dutch Cooperatief UA
Nil
2(87)
63
PT Megasari Makmur (incorporated in

NA
Indonesia)
Jl.
Pancasila V RT.04 RW.13 Cicadas Gunung
Putri
PT Intrasari Raya (incorporated in Indonesia) NA
Jl. Pancasila IV Cicadas Raya KM. 9 Gunung
Putri, Bogor 16965

Holdings (Netherlands) BV
Nil
2(87)

Nil
2(87)
PT Ekamas Sarijaya (incorporated in

Indonesia)
Jl. Raya
Narogong Paal 10 RT.02 RW.03 Limus
Nunggal
Cileungsi Bogor 16965

Nil
2(87)
51
54
55
61
64
65
NA
NA
NA
66
PT Indomas Susemi Jaya (incorporated in

NA
Indonesia)
Jl. Raya Narogong KM.
15 Kampung Ciketing Barat RT.003 RW.001,
Ciketing Udik Bantar Gebang Bekasi 17153

Nil
2(87)
67
PT Sarico Indah (incorporated in Indonesia) NA

Jl. Pancasila IV RT.02 RW.04 Cicadas Gunung
Putri
Bogor 16965

Nil
2(87)
68
Godrej Argentina Dutch Cooperatief UA

(incorporated in Netherlands) SGG
Netherlands
Amsterdam
Godrej Netherlands Argentina Holding BV .
(incorporated in Netherlands)
SGG Netherlands
Amsterdam
NA

Nil
2(87)
NA
Subsidiary of Godrej Argentina

Dutch Cooperatief UA
Nil
2(87)
Godrej Netherlands Argentina BV

(incorporated in the Netherlands) SGG
Netherlands
Amsterdam
Panamar Produccioness S.A. (incorporated
in Argentina) Empedrado 2435 Ciudad
Autnoma de Buenos Aires Argentina
NA
Subsidiary of Godrej Argentina

Dutch Cooperatief UA
Nil
2(87)
NA

Argentina BV
Nil
2(87)
72
Argencos S.A. (incorporated in Argentina)

Empedrado 2435 Ciudad Autnoma de
Buenos Aires Argentina
NA

Argentina BV
Nil
2(87)
73
Laboratoria Cuenca S.A. (incorporated in

NA
Argentina)
Empedrado
2435 Ciudad Autnoma de Buenos Aires
Argentina
Deciral S.A. (incorporated in Uruguay) Calle NA
Osvaldo Cruz 5398 Codigo Postal 12200
Montevideo - Uruguay

Argentina BV
Nil
2(87)
Subsidiary of Laboratoria Cuenca

S.A.
Nil
2(87)
75
Issue Group Brazil Ltd. (incorporated in

Brazil)
Rod. Joo
Leopoldo Jacomel 12475 Sl 02 -Pinhais
(Cep 83323-4100) Parana - Brasil
NA

S.A.
Nil
2(87)
76
Consell S.A . (incorporated in Argentina)

Empedrado 2435 Ciudad Autnoma de
Buenos Aires Argentina
NA

S.A.
Nil
2(87)
77
Subinite Pty Ltd. (incorporated in South

Africa)
7 Potgieter
Street, Alrode 1449, Johannesburg,Private
Bag X 035, Unit 21, Alberton, 1450, South
Africa
Lorna Nigeria Ltd (incorporated in Nigeria)
Plot No 2A, Ayodele Diyan Street,Ikeja,
Lagos, Nigeria.
NA
Subsidiary of Godrej West Africa

Holdings Ltd.
Nil
2(87)
NA
Subsidiary of Weave Business

Holding Mauritius Pvt. Ltd.
Nil
2(87)
Weave IP Holding Mauritius Pvt. Ltd.

C/O
Cim Corporate Services Ltd, Les Cascades
Weave Trading Mauritius Pvt. Ltd.
C/O
Cim Corporate Services Ltd ,Les Cascades
Hair Trading (Offshore) S. A. L.
(incorporated in Lebanon)
Corniche Al-Mazraa- Mama Strt.- Chamat
Bldg., Beirut- Lebanon
Weave Mozambique Limitada (incorporated
in Mozambique)
Av. Samora
Machel, 6819-EN4, Maputo- Witibank KM
15Maputo
NA

Holdings Ltd.
Nil
2(87)
NA
Subsidiary of Godrej Weave

Holdings Ltd.
Nil
2(87)
NA
Subsidiary of Weave Trading

Mauritius Pvt Ltd.
Nil
2(87)
NA

Holdings Ltd.
Nil
2(87)
69
70
71
74
78
79
80
81
82
83
Godrej East Africa Holdings Ltd.

NA
C/O
Style Industries Ltd. (incorporated in Kenya) NA
L.R No.1870/1/575, 1st Floor, Empress
Plaza,Westlands, P.O Box 30682, 00100,
Nairobi

Products Ltd.
Nil
2(87)
Subsidiary of DGH Phase Two

Mauritius Pvt. Ltd.
Nil
2(87)
85
DGH Phase Two Mauritius Pvt. Ltd.

C/O
Subsidiary Godrej East Africa

Holdings Ltd.
Nil
2(87)
86
Godrej Tanzania Holdings Ltd. (incorporated NA

in Mauritius)
C/O Cim Corporate
Services Ltd, Les Cascades Building, Edith
Cavell Street, Port Louis, Republic Of
Mauritius
DGH Tanzania Ltd (incorporated in
NA
Tanzania)
C/O Cim
Sigma Hair Industries Ltd. (incorporated in
Tanzania)
11th
Floor, PPF Tower, Ohio Street/ Garden
Avenue, P O Box 1160, Dar Es Salaam,
Tanzania
Weave Ghana Ltd. (incorporated in Ghana) NA
Plot No 128, Spintex Road, Near Polytank
Factory, Greater Accra, Ghana

Products Ltd.
Nil
2(87)
Subsidiary of Godrej Tanzania

Holdings Ltd.
Nil
2(87)
Subsidiary of DGH Tanzania Ltd.
Nil
2(87)
Subsidiary of DGH Phase 3

Mauritius Pvt. Ltd.
Nil
2(87)
90
Godrej Easy IP Holding Ltd. (incorporated in NA

Dubai)
SAIF-Zone P8-06-68, P.O.
Box 121748, Sharjah U.A.E

Nil
2(87)
91
Darling Trading Company Mauritius Ltd.

C/O Cim
Corporate Services Ltd
NA
Subsidiary of Godrej Mauritius

Africa Holdings Ltd.
Nil
2(87)
92
Godrej Africa Holdings Ltd. (incorporated in NA

Mauritius)
C/O Cim Corporate
Services Ltd

Nil
2(87)
93
Godrej Indonesia IP Holdings Ltd.

(incorporated in Mauritius) C/O Cim
Godrej Megasari Holdings Ltd. (incorporated
in Mauritius)
C/O Cim Corporate
Services Ltd, Les Cascades Building, Edith
Cavell Street, Port Louis, Republic Of
Mauritius
Frika Weave Pty. Ltd. (incorporated in South
Africa)
30 Auckland
Street, Paarden Eiland
Cape Town, 7405
Pirojsha Nagar, Vikhroli,
Mumbai400079
NA

Nil
2(87)
NA

Nil
2(87)
NA
Subsidiary of DGH Mauritius Pvt.

Ltd.
Nil
2(87)
U28990MH1996PLC104088
Associate
49%
2(6)
Associate
Nil
2(6)
84
87
88
89
94
95
96
97
NA
Godrej & Khimji (Middle East) LLC

NA
(incorporated in Oman)
P.O Box:
45, Road 2A, Sohar Industrial Estate, Sohar,
Sultanate of Oman, Postal Code- 327
98
Geometric Limited
Plant 11, L72200MH1994PLC077342
3rd Floor, Pirojshanagar, Vikhroli (West),
Mumbai- 400079
Associate
31.08%
Godrej and Boyce Mfg. Co. Ltd.18.87%
together with
Godrej Investments Private Limited12.21%
99
Godrej Investments Private Ltd.

Pirojsha Nagar, Vikhroli,
Mumbai400079
Sheetak Inc.
808
Harris Ave
Austin, Texas 78705
Godrej & Boyce Enterprise LLP
Plant
11, Pirojshanagar,
Vikhroli, Mumbai400079
JNG Enterprise LLP
Plant 11,
Pirojshanagar,
RKN Enterprise LLP
Plant
11, Pirojshanagar,
ABG Venture LLP
Plant 11,
Pirojshanagar,
NBG Enterprise LLP
Plant 11,
Pirojshanagar,
SVC Enterprise LLP
Plant 11,
Pirojshanagar,
Godrej
Express Highway,
Vikhroli (East),
Mumbai- 400079
Godrej Property Developers LLP
Godrej
Express Highway,
Vikhroli (East),
Mumbai- 400079
Mosaic Landmarks LLP
Godrej
Express Highway,
Vikhroli (East),
Mumbai- 400079
Wonder Space Properties Private Limited
Vikhroli
U65990MH1975PTC018480
Associate
Nil
2(6)
NA
Associate
35.95%
2(6)
AAA-1485
Associate
Nil
2(27)
AAA-1481
Associate
Nil
2(27)
AAA-1480
Associate
Nil
2(27)
AAA-1484
Associate
Nil
2(27)
AAA-1483
Associate
Nil
2(27)
AAA-1482
Associate
Nil
2(27)
AAA-4517
Associate
Nil
2(87)
AAA-4369
Associate
Nil
2(6)
AAA-5797
Associate
Nil
2(6)
U70102MH2013PTC242495
Associate
Nil
2(6)
U70100MH2013PTC247696
Associate
Nil
2(6)
AAA-8207
Associate
Nil
2(6)
AAC-1059
Associate
Nil
2(6)
AAA-5137
Associate
Nil
2(6)
AAC-2431
Associate
Nil
2(6)
AAC-4016
Associate
Nil
2(6)
AAD-0883
Associate
Nil
2(6)
100
101
102
103
104
105
106
107
108
109
110
111
112
113
114
115
116
117
Wonder City Buildcon Private Limited

Vikhroli
Dream World Landmarks LLP
Godrej
Express Highway,
Vikhroli (East),
Mumbai- 400079
Oxford Realty LLP
Godrej
Express Highway,
Vikhroli (East),
Mumbai- 400079
SSPDL Green Acres LLP
8-2595/3/6, Eden Gardens,
Road No.10,
Banjarahills, Hyderabad, Telangana- 500
034
M S Ramaiah Ventures LLP
80,
Hulkul Ascent,
2nd Cross,
Lavelle Road
Bangalore,
Karnataka- 560001
Oasis Landmarks LLP
Godrej
Express Highway,
Vikhroli (East),
Mumbai- 400079
Godrej Housing Projects LLP
Godrej
Express Highway,
Vikhroli (East),
Mumbai- 400079
2(6)
Godrej Construction Projects LLP

Godrej AAD-0882
Express Highway,
Vikhroli (East),
Mumbai- 400079
Amitis Developers LLP
10/1C, AAD-1617
Diamond Harbour Road
Kolkata, West
Bengal- 700027
AAA-0807
Future Factory LLP
A-55,
Nand Jyot Industrial Estate, 2nd Floor A K
Road,
Safe D Pool,
Sakinaka, Mumbai- 400072
Associate
Nil
2(6)
Associate
Nil
2(6)
Associate
20%
2(6)
121
AAC-1658
Anamudi Real Estates LLP
Pirojshanagar, Eastern Express Highway
Vikhroli (East)
Mumbai- 400 079
Associate
Nil
2(6)
122
Caroa Properties LLP

Godrej AAA-8234
Express Highway,
Vikhroli (East),
Mumbai- 400079
Crop Science Advisors LLP
Eastern AAA-2262
Express Highway, Phirojsha Nagar, Vikhroli,
Mumbai- 400 079
Associate
Nil
2(6)
Associate
Nil
2(6)
U93020MH2004PTC148187
Bhabani Blunt Hair Dressing Private Limited
Ground Floor, Block No. 1
Kohinoor
Building, 29 Hughes Road,
Mumbai- 400007
Associate
Nil
2(6)
118
119
120
123
124
IV.
SHAREHOLDING PATTERN (Equity Share Capital Break-up as percentage of Total Equity)

(i) CATEGORY-WISE SHARE HOLDING
Category of Shareholders
No. of Shares held at the beginning of the year
Demat
Physical
Total
No. of Shares held at the end of the year
% of Total
Shares
Demat
Physical
Total
% Change
during the
year
% of Total
Shares
A. Promoters
(1) Indian
a) Individual/HUF
b) Central Govt.
c) State Govt(s)
d) Bodies Corp.
e) Banks/FI
f) Any other
327,967
327,967
49.47%
327,967
327,967
49.47%
0
0
0
0
0
0
0
177432
0
0
0
505,399
0
0
26.77%
0
0
0
76.24%
0
0
0
0
0
0
0
0
177432
0
0
0
505,399
0
0
177432
0
0
0
505,399
0
0
26.77%
0
0
0
76.24%
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
Sub-total(A)(1):
0
0
177432
0
0
0
505,399
(2) Foreign
a) NRI - Individuals
b) Other - Individuals
c) Bodies Corp.
d) Banks/FI
e) Any other
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
Sub-total(A)(2):
Total Shareholding of Promoter

(A)= (A)(1)+(A)(2)
505,399
505,399
76.24%
505,399
505,399
76.24%
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
11
0
0
0
11
0
0
0
0%
0
0
0
0
0
0
0
11
0
0
0
11
0
0
0
0%
0
0
0
0
0
0
157,500
0
157,500
0
23.76%
0
0
0
157,500
0
157,500
0
23.76%
0
0
0
Sub-total(B)(2):
157,511
157,511
23.76%
157,511
157,511
23.76%
Total Public Shareholding

(B)= (B)(1)+(B)(2)
157,511
157,511
23.76%
157,511
157,511
23.76%
C. Shares held by Custodian for

GDRs & ADRs
Grand Total (A+B+C)
662,910
662,910
100%
662,910
662,910
100%
B. PUBLIC SHAREHOLDING
(1) Institutions
a) Mutual Funds
b) Banks/FI
C) Central Govt
d) State Govt(s)
e) Venture Capital Funds
f) Insurance Companies
g) FIIs
h) Foreign Venture
Capital Funds
i) Others (specify)
Sub-total(B)(1):
(2) Non - Institutions
a) Bodies Corp.
i) Indian
ii) Overseas
b) Individuals
i) Individual shareholders
holding nominal share capital
upto Rs.1 lakh
ii) Individual shareholders
holding nominal share capital in
excess of Rs. 1 lakh
c) Others (specify)
(ii)
Sl. No.
SHARE HOLDING OF PROMOTERS (EQUITY SHARES)

Shareholder's Name
No. of Shares
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
(iii)
Mrs. Tanya A. Dubash jointly held

with Mr. Adi B. Godrej
Mrs. Tanya A. Dubash jointly held
with Mrs. Parmeshwar A. Godrej
Ms. Nisaba A. Godrej jointly held
Ms. Nisaba A. Godrej jointly held
with Mrs. Parmeshwar A. Godrej/Mr.
Adi B. Godrej
Mr. Pirojsha A. Godrej jointly held
Mr. Adi B. Godrej
Mrs. Parmeshwar A. Godrej jointly
held with Mr. Adi B. Godrej
Mr. Nadir B. Godrej jointly held with
Ms. Rati N. Godrej
Mr. Nadir B. Godrej
Ms. Nyrika V. Crishna jointly held
with Mrs. Smita V. Crishna
Shareholding at the
begginning of the year
% of total Shares % of shares pledged/
of the company
encumbered to total
shares
No. of Shares
Shareholding at the
end of the year
% of total shares % of shares pledged/
of the company encumbered to total
shares
9,609
1.45%
9,609
1.45%
0.00%
0.00%
9609
1.45%
9609
1.45%
0.00%
0.00%
9,616
32,240
1.45%
4.86%
0
0
9,616
32,240
1.45%
4.86%
0
0
4,506
0.68%
4,506
0.68%
53
65,540
0.01%
9.89%
0
0
53
65,540
0.01%
9.89%
0
0
0.00%
0.00%
0.00%
0.00%
0.00%
15,114
2.28%
15,114
2.28%
15,113
2.28%
15,113
2.28%
10
0.00%
10
0.00%
13
0.00%
13
0.00%
10
0.00%
10
0.00%
20
35,313
0.00%
5.33%
0
0
20
35,313
0.00%
5.33%
0
0
16,411
2.48%
16,411
2.48%
10
0.00%
10
0.00%
33
0.00%
33
0.00%
16,412
2.48%
16,412
2.48%
10
32,717
0.00%
4.94%
0
0
10
32,717
0.00%
4.94%
0
0
5,889
0.89%
5,889
0.89%
2,360
0.36%
2,360
0.36%
6,636
1.00%
6,636
1.00%
14,025
2.12%
14,025
2.12%
54
0.01%
54
0.01%
3,860
0.58%
3,860
0.58%
16,385
2.47%
16,385
2.47%
16,385
2.47%
16,385
2.47%
Godrej Investments Private Limited
177,432
26.77%
177,432
26.77%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
CHANGE IN PROMOTERS' SHAREHOLDING (PLEASE SPECIFY, IF THERE IS NO CHANGE)

Shareholding at the beginning of
the Year
No. of Shares
At the beginning of the year
Date wise increase/decrease in
Promoters Share holding during the
year specifying the reasons for
increase/decrease (e.g.
allotment/transfer/bonus/sweat
equity etc.)
At the end of the year
0.00%
0.00%
Mr. Freyan V. Crishna

Mr. Freyan V. Crishna jointly held
with Mrs. Smita V. Crishna/Mr. Vijay
Crishna
Vijay Crishna jointly held with Mrs.
Smita V. Crishna
Ms. Nyrika V. Crishna jointly held
with Mrs. Smita V. Crishna/Mr. Vijay
Crishna
Mrs. Smita V. Crishna jointly held
with Mr. Vijay Crishna
Mrs. Smita V. Crishna
Mr. Jamshyd N. Godrej & others
(Trustees, The Raika Godrej Family
Trust)
Mr. Jamshyd N. Godrej & others
(Trustees, The Raika Godrej Family
Trust)
Mrs. Pheroza J. Godrej jointly held
with Mr. Jamshyd N. Godrej
Mr. Navroze J. Godrej jointly held
Mr. Navroze J. Godrej jointly held
with Mrs. Pheroza J. Godrej/ Mr.
Jamshyd N. Godrej
Mr. Jamshyd N. Godrej
Mr. Rishad K. Naoroji jointly held
with Mr. Nadir B. Godrej
with Mr. Jamshyd N. Godrej and Mr.
Adi B. Godrej
with Mrs. Smita V. Crishna
Sl. No.
% change in share
holding during the
year
Cumulative Shareholding during the year
% of total shares of No. of shares

the company
NO CHANGE
% of total shares of
the company
NO CHANGE
0.00%
0.00%
0.00%
0.00%
(iv)
Shareholding Pattern of top ten Shareholders (other than Direcors, Promoters and Holders of GDRs & ADRs):
Sl. No.
Shareholding at the end of the year

For Each of the Top 10 Shareholders
No.of shares % of total shares of

the company
-

Promoters Share holding during the
year specifying the reasons for
equity etc)
At the end of the year (or on the
date of separation, if separated
during the year)
(v)
No of shares
the company
-
Shareholding of Directors and Key Managerial Personnel:
Sl. No.
Shareholding at the beginning of

the year
No.of shares % of total shares of
the company
For Each of the Directors and KMP

1

Mr.
Jamshyd
Shareholding during the year
N. Godrej
specifying the reasons for
*
equity etc.)
2
Mr. Adi B.
Godrej
equity etc.)
3
Mr. Nadir specifying the reasons for
B. Godrej increase/decrease (e.g.
equity etc.)
4
Mr. Vijay
M.
Crishna
equity etc.)
5
Mr.
Navroze J.
Godrej
equity etc.)
49,138.00
-
No. of shares
7.42%
-
49,138.00
4.86%
32,240.00
9.89%
65,593.00
-
9.89%
65,593.00
13.00
0.00%
13.00
13.00
0.00%
13.00
2.48%
16,422.00
16,422.00
2.48%
9.89%
9.89%
0.00%
-
16,422.00
-
4.86%
65,593.00
4.86%
-
65,593.00
-
7.42%
32,240.00
-
32,240.00
7.42%
-
49,138.00
4.86%
-
the company
49,138.00
-
7.42%
32,240.00
-
0.00%
2.48%
-
16,422.00
2.48%
* Out of which 16,421 shares are held as a trustee of The Raika Godrej Family Trust for the beneficial interest of Raika J. Godrej
INDEBTEDNESS
Rs. In Crores
Indebtedness of the Company including interest outstanding/accrued but not due for payment
Secured Loans
Unsecured
Deposits
excluding deposits
Loans
Indebtness at the beginning of the
i) Principal Amount
ii) Interest due but not paid
iii) Interest accrued but not due
Total
Indebtedness
531.37
253
527.39
1311.76
9.53
0.05
9.58
540.9
253.05
527.39
1321.34
214.51
492.89
56
763.4
214.51
492.89
56
763.4
i) Principal Amount
ii) Interest due but not paid
iii) Interest accrued but not due
745.88
745.89
583.39
2075.16
3.01
1.55
4.56
Total (i+ii+iii)
748.89
747.44
583.39
2079.72
Total (i+ii+iii)
Change in Indebtedness during the
> Addition
> Reduction
Net Change
Indebtedness at the end of the financial
year
VI
REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
A.
Remuneration to Managing Director, Whole-time Directors and/or Manager
Sl. No.
1
Particulars of Remuneration
Name of MD/WTD/Manager
Kyamas A. Palia
Vijay M. Crishna
Jamyshyd N. Godrej
Phiroze D. Lam
Anil G. Verma
40,000,857.04
38,640,425.60
31,224,734.40
27,248,952.68
22,400,400.00
27,704,064.00
187,219,433.72
1,676,623.47
232,616.92
131,266.00
986,202.66
694,235.00
571,338.37
4,292,282.42
41,677,480.51
38,873,042.52
31,356,000.40
28,235,155.34
23,094,635.00
28,275,402.37
191,511,716.14
264,900,000.00
Kavas N. Petigara
Pradip P. Shah
Gross salary
(a) Salary as per provisions
contained in section 17(1) of
the Income Tax, 1961
(b) Value of perquisites u/s
17(2) of the Income Tax Act,
1961
Total Amount in Rs.

Navroze J.
Godrej
(c ) Profits in lieu of salary

under section 17(3) of the
Income Tax Act, 1961
2
3
4
B.
Sl. No.
1
C.
Sl. No.
Stock Option
Sweat Equity
Commission
- as % of profit
- others, specify
Others, please specify
Total (A)
Ceiling as per the Act
Remuneration to other directors

Independent Directors
(a) Fee for attending board/committee meetings
Name of Directors
Anita
Ramachandran
Total Amount in Rs.

Keki M. Elavia
12,00,000
6,00,000
6,00,000
16,20,000
40,20,000
(b) Commission
(c ) Others, please specify
Total (1)
Other Non-Executive Directors
(a) Fee for attending
board/committee meetings
5,50,000
0.00
17,50,000
Adi B. Godrej
5,50,000
0.00
11,50,000
Nadir B. Godrej
5,50,000
0.00
11,50,000
5,50,000
0.00
21,70,000
22,00,000
0.00
62,20,000
5,00,000
5,00,000
10,00,000
(b) Commission
(c ) Others, please specify
Total (2)
Total (B)=(1+2)
Total Managerial Remuneration
Overall Ceiling as per the Act.
5,50,000
0.00
10,50,000
5,50,000
0.00
10,50,000
11,00,000
0.00
21,00,000
83,20,000
199,831,716.14
291,400,000.00
REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD

Gross Salary
CEO
Company
Secretary
NA
Percy E. Fouzdar
Key Managerial Personnel

CFO
Total Amount in Rs.
Purvez K. Gandhi
(a) Salary as per provisions

contained in section 17(1) of
the Income Tax Act, 1961
(b) Value of perquisites u/s
17(2) of the Income Tax Act,
1961
13,868,138.00
14,574,331.14
28,442,469.14
35,986.50
24,815.00
60,801.50
13,904,124.50
14,599,146.14
28,503,270.64
(c ) Profits in lieu of salary

under section 17(3) of the
Income Tax Act, 1961
2
3
4
Stock Option
Sweat Equity
Commission
- as % of profit
- others, specify
Others, please specify
Total
VII
Type
PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES:
Section of
the
Companies
Act
Brief
Description
A. COMPANY
Penalty
Punishment
Compounding
B. DIRECTORS
Penalty
Punishment
Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
Punishment
Compounding
Details of
Authority
Appeal made,
Penalty/Punishment/C [RD/NCLT/Court] if any (give
ompounding fees
details)
imposed
NIL
NIL
NIL
For and on behalf of the Board of Directors of
Percy E. Fouzdar
Executive Vice President (Corporate Affairs) & Company Secretary
Membership No. F6818
Date:
Place: MUMBAI
ENCLOSURE 3
FORMING PART OF THE DIRECTORS' REPORT (Paragraph 9) OF
FORM NO. AOC-2
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED
PARTIES REFERRED TO IN SECTION 188(1) OF
THE COMPANIES ACT, 2013.
ENCLOSURE 3
GODREJ & BOYCE MFG. CO. LTD.
FORM NO. AOC -2
required to be attached with the Directors Report
[Pursuant to clause (h) of sub-section (3) of Section 134 of the Act and Rule 8(2) of the Companies
(Accounts) Rules, 2014]
Form for Disclosure of particulars of contracts/arrangements entered into by the Company with related
parties referred to in sub section (1) of section 188 of the Companies Act, 2013 including certain arms
length transaction under third proviso thereto.
1. Details of contracts or arrangements or transactions not at Arms length basis.
SL. No. Particulars
Details
a)
Name (s) of the related Mrs. P J Godrej, spouse of Mr. J N Godrej, Chairman and
party & nature of Managing Director
relationship
b)
Nature
of Employment Contract
contracts/arrangements
/transaction
c)
Duration
of
the Permanent Employee
/transaction
d)
Salient terms of the Re-designation and revision in remuneration payable with
contracts
or effect from 1st April, 2015 as Sr. Vice President (Welfare
arrangements
or Co-ordination) as under :
transaction including Salary of Rs. 2 lac per month and Rs. 24 lac per annum
the value, if any
Perquisites and allowances
Provision of Company maintained car with driver for
official use
Terminal Benefits
Companys contribution to Provident Fund, Gratuity or any
other Annuity Fund in accordance with the Rules of the
Company, in force from time to time
e)
Justification
for Rendering of professional services
entering into such
contracts
or
arrangements
or
transactions
f)
Date of approval by the 23rd February, 2015
Board
g)
Amount
paid
as NIL
advances, if any
h)
Date on which the Not Applicable
special resolution was
passed in General
meeting as required
under first proviso to
section 188
SL. No.
a)
b)
c)
d)
e)
f)
g)
h)
Particulars
Name (s) of the related
party & nature of
relationship
Nature
of
/transaction
Duration
of
the
/transaction
Salient terms of the
contracts
or
arrangements
or
transaction including
the value, if any
Details
Mrs. S G Crishna, spouse of Mr. V M Crishna, Whole-time
Director and sister of Mr. J N Godrej, Chairman and
Managing Director
Employment Contract
Permanent Employee
Re-designation and revision in remuneration payable with

effect from 1st April, 2015 as Sr. Vice President (Welfare
Co-ordination) as under :
Salary of Rs. 2 lac per month and Rs. 24 lac per annum
official use
Terminal Benefits
Companys contribution to Provident Fund, Gratuity or any
other Annuity Fund in accordance with the Rules of the
Company, in force from time to time
such
or
or
Justification
entering into
contracts
arrangements
transactions
Board
Amount
paid
as NIL
advances, if any
Date on which the Not Applicable
passed in General
meeting as required
section 188
SL. No.
a)
b)
c)
d)
Particulars
Name (s) of the related
party & nature of
relationship
Nature
of
/transaction
Duration
of
the
/transaction
Salient terms of the
contracts
or
arrangements
or
transaction including
the value, if any
Details
Ms. N V Crishna, daughter of Mr. V M Crishna, Wholetime Director
Employment Contract
Permanent Employee
Appointment as Senior Vice President(Corporate Affairs)

with effect from 1st April, 2015 drawing remuneration as
under :
Salary of Rs. 6.50 lac per month and Rs. 78 lac per annum
Performance Linked Variable Remuneration according
to the Scheme of the Company for each of the financial
years, having regard to her performance for each financial
year
House Rent Allowance @ 50% of Salary which is Rs. 3.25
lac per month and Rs. 39 lac per annum
Furniture and office/ home appliances at residence in
accordance with the Companys Scheme
Payment/ reimbursement of domiciliary medical/
hospitalization expenses for self and her family, amounting
to Rs. 24,000 per annum, in accordance with the Rules
specified by the Company
Hospitalisation Insurance for self and family with a cover of
Rs. 15 lac, personal accident insurance for self with a cover
of Rs. 30 lac
Leave Travel Concession for self and family once in a
calender year amounting to Rs. 39,000 per annum
Earned/ Privelege Leave, on full day and allowance, not
exceeding 30 days in a calender year.
Provision of free telephone, telefax, email and other
communication facilities or reimbursement of such expenses
at the residence, including payment of local calls and long
distance official calls.
official use
Other Perquisites and allowances
Reimbursement of expenses towards comprehensive
personal health checkup once in a financial year
Such other perquisites and allowances as per the policy/
Rules of the Company in force and/ or as may be approved
e)
f)
g)
h)
2.
by the Board of Directors from time to time

Reimbursement of all actual expenses or charges incurred
by her for and on behalf of the Company in furtherance of
its business or objectives
Terminal Benefits
Companys contribution to Provident Fund, Superannuation
Fund, Gratuity or any other Annuity Fund in accordance
with the Rules of the Company, in force from time to time
such
or
or
Justification
entering into
contracts
arrangements
transactions
Board
Amount
paid
as NIL
advances, if any
Date on which the 30th March, 2015
passed in General
meeting as required
section 188
Details of material contracts or arrangements or transactions at Arms length basis.

SL. No.
a)
b)
c)
d)
e)
f)
Particulars
Name (s) of the related party & nature of relationship
Nature of contracts/arrangements/transaction
Duration of the contracts/arrangements/transaction
Salient terms of the contracts or arrangements or
transaction including the value, if any
Date of approval by the Board
Amount paid as advances, if any
J N Godrej
Chairman and Managing Director
Details
N.A.
N.A.
N.A.
N.A.
N.A.
N.A.

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Godrej & Boyce Manufacturing Company Limited

ANNUAL REPORT AND ACCOUNTS

Annual Report and Accounts 2014-15

GODREJ & BOYCE MANUFACTURING COMPANY LIMITED

ANNUAL REPORT AND ACCOUNTS

Chief Financial Officer

ICICI BANK LTD.

Registered Office and Head Office

Godrej & Boyce Mfg. Co. Ltd.

NOTICE OF ANNUAL GENERAL MEETING

Annual Report and Accounts 2014-15

For and on behalf of the Board

Mumbai, 8th September, 2015

ANNEXURE TO NOTICE OF ANNUAL GENERAL MEETING

For and on behalf of the Board

Mumbai, 8th September, 2015

Godrej & Boyce Mfg. Co. Ltd.

Annual Report and Accounts 2014-15

STATE OF THE COMPANY'S AFFAIRS:

EXTRACT OF ANNUAL RETURN:

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Godrej & Boyce Mfg. Co. Ltd.

NUMBER OF MEETINGS OF THE BOARD:

DIRECTORS RESPONSIBILITY STATEMENT:

FIXED DEPOSITS FROM SHAREHOLDERS & FROM PUBLIC:

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

Annual Report and Accounts 2014-15

Name of the Company

5 Godrej (Singapore) Pte. Limited, Singapore

Godrej Industries Limited

12 Godrej Properties Limited

Purchase of 56,00,000 equity shares of Re. 1 each

Godrej & Boyce Mfg. Co. Ltd.

13. INTERNAL CONTROL SYSTEMS:

16. CORPORATE SOCIAL RESPONSIBILITY:

Annual Report and Accounts 2014-15

Godrej & Boyce Mfg. Co. Ltd.

20. STAKEHOLDERS RELATIONSHIP COMMITTEE

Annual Report and Accounts 2014-15

Godrej & Boyce Mfg. Co. Ltd.

23. COST AUDITORS:

26. POLICY TO PREVENT SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:

For and on behalf of the Board

Mumbai, 21st August, 2015

Annual Report and Accounts 2014-15

ANNEXURE I TO THE DIRECTORS' REPORT

C. FOREIGN EXCHANGE EARNINGS AND OUTGO

Godrej & Boyce Mfg. Co. Ltd.

ANNEXURE II TO THE DIRECTORS' REPORT

Annual Report and Accounts 2014-15

14 Pvt VTC & 72

CSR Overhead CSR Resource

Uplifting rural Promoting

(Amount in Rs. Lakhs)

10.39 letter from

3. Reasons for shortfall from prescribed 2% Spend

Godrej & Boyce Mfg. Co. Ltd.

ANNEXURE II TO THE DIRECTORS' REPORT

Kurnool, Hyderabad, Warangal, Vijayawada,

Vaghaldhara, Ahmedabad, Narukot, Surat

Gurgaon, Chandigarh, Faridabad,

Ranchi, Jamshedpur, Dhanbad

Chamarajnagar, Chitradurga, Gulbarga,

Mumbai, Karjat, Ambernath, Mumbra,