SUBSIDIARY COMPANIES. Russell Credit Limited 3 Greenacre Holdings Limited 16. Wimco Limited 23 Prag Agro Farm Limited 40 Pavan Poplar Limited 47

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1 SUBSIDIARY COMPANIES Russell Credit Limited 3 Greenacre Holdings Limited 16 Wimco Limited 23 Prag Agro Farm Limited 40 Pavan Poplar Limited 47 Technico Pty Limited 54 Technico Technologies Inc. 65 Technico Agri Sciences Limited 69 Technico Asia Holdings Pty Limited 81 Technico Horticultural (Kunming) Company Limited 86 Srinivasa Resorts Limited 94 Fortune Park Hotels Limited 102 Bay Islands Hotels Limited 112 ITC Infotech India Limited 118 ITC Infotech Limited 129 ITC Infotech (USA), Inc. 136 Pyxis Solutions, LLC. USA 142 Wills Corporation Limited 146 Gold Flake Corporation Limited 154 Landbase India Limited 162 BFIL Finance Limited 172 MRR Trading & Investment Company Limited 180 Surya Nepal Private Limited 184 King Maker Marketing, Inc. 196

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3 RUSSELL CREDIT LIMITED REPORT OF THE DIRECTORS FOR THE FINANCIAL YEAR ENDED ON 31ST MARCH, Your Directors hereby submit their Report and Accounts for the financial year ended on 31st March, COMPANY PERFORMANCE The overall performance of your Company has been satisfactory despite volatility in the financial markets. The financial results of your Company, summarised, are as under: For the year ended For the year ended a. Profit Before Taxation 22,59,80,993 49,00,38,941 Less : Provision for Taxation 2,62,66,898 7,07,64,762 b. Profit After Taxation 19,97,14,095 41,92,74,179 c. Add : Profit brought forward from previous years 56,05,63,702 22,51,44,359 d. Surplus available for Appropriation 76,02,77,797 64,44,18,538 e. Less : Transferred to Special Reserve under Section 45-IC of the Reserve Bank of India Act, ,99,42,819 8,38,54,836 f. Balance carried forward to the following year 72,03,34,978 56,05,63, DIRECTORS Mr. K. Vaidyanath, consequent to his retirement from the services of ITC Limited, the Holding Company, stepped down as the Chairman and Director of your Company with effect from close of work on 2nd January, Your Directors would like to place on record their sincere appreciation for the contribution made by Mr. Vaidyanath during his tenure with the Company. Mr. R. Tandon was appointed as the Chairman of the Board of Directors of your Company with effect from 3rd January, In accordance with the provisions of Article 143 of the Articles of Association of the Company, Mr. P. Banerjea will retire by rotation at the ensuing Annual General Meeting of the Company, and being eligible, offers himself for re-election. Your Board of Directors has recommended his re-election. 4. RE-APPOINTMENT OF MANAGER UNDER SECTION 269 OF THE COMPANIES ACT, 1956 The Board of Directors of your Company re-appointed Mr. Sharad Jain as Manager of the Company for a period of two years with effect from 1st July, 2011, in terms of the provisions of Section 269 of the Companies Act, 1956, read with Schedule XIII thereto, subject to the approval of the Members of the Company at the next General Meeting. Appropriate resolution seeking your approval for re-appointment of Mr. Jain as Manager is appearing in the Notice convening the ensuing Annual General Meeting of the Company. 5. DIRECTORS RESPONSIBILITY STATEMENT As required under Section 217(2AA) of the Companies Act, 1956, your Directors confirm having : i) followed in the preparation of the Annual Accounts, the applicable Accounting Standards with proper explanations relating to material departures, if any; ii) selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period; iii) taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and iv) prepared the Annual Accounts on a going concern basis. 6. INVESTMENT IN VST INDUSTRIES LIMITED As stated in the Report of the Directors of the previous years, a petition was filed by an individual in the High Court at Calcutta, seeking an injunction against the Company s Counter Offer to the shareholders of VST Industries Limited, made in accordance with the Securities and Exchange Board of India (Substantial Acquisition of Shares & Takeovers) Regulations, 1997, as a competitive bid, pursuant to a Public Offer made by an Acquirer, which closed on 13th June, The High Court at Calcutta, while refusing to grant such an injunction, instructed that the acquisition of shares pursuant to the Counter Offer by the Company and the other Acquirer would be subject to the final Order of the High Court, which is still awaited. Similar petitions filed by an individual and two shareholders, in the High Court of Delhi at New Delhi and High Court of Judicature of Andhra Pradesh at Hyderabad, had earlier been dismissed by the respective High Courts. 7. NON-BANKING FINANCIAL (NON-DEPOSIT ACCEPTING OR HOLDING) COMPANIES PRUDENTIAL NORMS (RESERVE BANK) DIRECTIONS, 2007 ( NBFC REGULATIONS ) In terms of paragraphs 10 & 13 of the NBFC Regulations, the particulars as applicable to the Company are appended to the Balance Sheet. 8. SUBSIDIARIES Particulars as required under Section 212 of the Companies Act, 1956, in respect of your Company s subsidiaries namely, Greenacre Holdings Limited, Wimco Limited, Pavan Poplar Limited, Prag Agro Farm Limited, Technico Pty Limited - Australia, Technico Asia Holdings Pty Limited - Australia, Technico Technologies Inc.- Canada, Technico Horticultural (Kunming) Co. Limited - China and Technico Agri Sciences Limited are attached to the Accounts of the Company. Technico ISC Pty Limited - Australia, an erstwhile subsidiary of the Company, was deregistered with the Australian Securities & Investments Commission on 3rd November, 2010 and consequently ceased to exist. During the year, your Company subscribed to 50,00,000 Zero Coupon Redeemable Preference Shares of ` 100/- each, aggregating ` 50 crores, of Wimco Limited, a subsidiary company, redeemable on or before 15th September, 2015 at a premium of 6% per annum. Further the redemption date of 30,00,000 5% Cumulative Redeemable Preference Shares of ` 100/- each, aggregating ` 30 crores, held by your Company in Wimco Limited was extended by one year upto 15th March, Your Company also agreed that the 5% dividend for the year , aggregating ` 2,75,000/-, on the outstanding 55,00,000 Preference Shares held by the Company in Wimco Limited be kept in abeyance. 9. PARTICULARS OF EMPLOYEES Particulars of Employees as required under Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975 are provided in the Annexure to this Report. 10. AUDITORS The Company s Auditors, Messrs. A. F. Ferguson & Co., Chartered Accountants, retire at the ensuing Annual General Meeting of the Company, and being eligible, offer themselves for re-appointment. 11. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO Considering the nature of business of your Company, no comment is required on conservation of energy and technology absorption. During the year under review, there has been no foreign exchange earnings. The foreign exchange outgo on account of Marketing Research Expenses was ` 1,11,487/- (previous year ` 9,74,036/-). 5th May, 2011 On behalf of the Board Registered Office: Virginia House 37, J. L. Nehru Road R. Tandon Director Kolkata S. Dutta Director 3

4 RUSSELL CREDIT LIMITED ANNEXURE TO THE REPORT OF THE DIRECTORS FOR THE FINANCIAL YEAR ENDED ON 31ST MARCH, 2011 Particulars of Employees under Section 217(2A) of the Companies Act, 1956 and forming part of the Report of the Directors Employed throughout the year and in receipt of remuneration aggregating ` 60,00,000/- or more per annum Name Age Designation/ Gross Net Qualifications Experi- Date of Previous Employment/ (Years) Nature of Duties Remuneration Remuneration ence Commence- Position Held (Years) ment of Employment Sachidanand 52 Services on loan 83,49,620 38,97,050 B.Com (Hons.), COO, Technico Pty Ltd. - Madan to subsidiary company ACA and ACS Australia Notes : Remuneration includes salary, performance bonus, allowances & other benefits and taxable value of perquisites except contribution to the approved Group Pension under the Defined Contribution Scheme and Gratuity Funds and provisions for leave encashment which are actuarially determined on an overall Company basis. The term remuneration has the meaning assigned to it in Section 198 of the Companies Act, Net remuneration comprises cash income less : a) income tax, surcharge & education cess deducted at source. b) employee s own contribution to Provident Fund. The aforesaid appointment is contractual in accordance with terms and conditions as per Company rules. The aforesaid employee is not a relative of any Director of the Company. 5th May, 2011 On behalf of the Board Registered Office: Virginia House 37, J. L. Nehru Road R. Tandon Director Kolkata S. Dutta Director AUDITORS REPORT TO THE MEMBERS OF RUSSELL CREDIT LIMITED 1. We have audited the attached Balance Sheet of RUSSELL CREDIT LIMITED ( the Company ) as at 31st March, 2011, the Profit and Loss Account and the Cash Flow Statement of the Company for the year ended on that date, both annexed thereto. These financial statements are the responsibility of the Company s Management. Our responsibility is to express an opinion on these financial statements based on our audit. 2. We conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements. An audit includes examining, on a test basis, evidence supporting the amounts and the disclosures in the financial statements. An audit also includes assessing the accounting principles used and the significant estimates made by the Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. 3. As required by the Companies (Auditor s Report) Order, 2003 (CARO) issued by the Central Government in terms of Section 227(4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order. 4. Further to our comments in the Annexure referred to in paragraph 3 above, we report as follows : (a) we have 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; (c) the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report are in agreement with the books of account; (d) in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report are in compliance with the Accounting Standards referred to in Section 211(3C) of the Companies Act, 1956; (e) in our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India: (i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2011; (ii) in the case of the Profit and Loss Account, of the profit of the Company for the year ended on that date and (iii) in the case of the Cash Flow Statement, of the cash flows of the Company for the year ended on that date. 5. On the basis of the written representations received from the Directors as on 31st March, 2011 taken on record by the Board of Directors, none of the Directors is disqualified as on 31st March, 2011 from being appointed as a director in terms of Section 274(1)(g) of the Companies Act, For A. F. Ferguson & Co. Chartered Accountants (Registration No W) R. A. Banga Kolkata Partner 5th May, 2011 (Membership No ) 4

5 RUSSELL CREDIT LIMITED ANNEXURE TO THE AUDITORS REPORT [Referred to in paragraph 3 of our report of even date] Having regard to the nature of the Company s business/activities clauses 4(ii), (iii), (v), (vi), (viii), (x), (xi), (xii), (xiii), (xv), (xvi), (xviii), (xix) and (xx) of CARO are not applicable. (i) In respect of its fixed assets: (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of the fixed assets. (b) The fixed assets were physically verified during the year by the Management in accordance with a regular programme of verification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us, no material discrepancies were noticed on such verification. (c) The fixed assets disposed off during the year, in our opinion, do not constitute a substantial part of the fixed assets of the Company and such disposal has, in our opinion, not affected the going concern status of the Company. (ii) In our opinion and according to the information and explanations given to us, having regard to the explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchases of fixed assets and the sale of services. During the course of our audit, we have not observed any major weakness in such internal control system. (iii) In our opinion, the Company has an adequate internal audit system commensurate with the size and the nature of its business. (iv) According to the information and explanations given to us in respect of statutory dues: (a) The Company has been regular in depositing undisputed dues, including Provident Fund, Income-tax, Sales Tax, Service Tax, Custom Duty, Cess and other material statutory dues applicable to it with the appropriate authorities. (b) There were no undisputed amounts payable in respect of Provident Fund, Income-tax, Service Tax, Cess and other material statutory dues in arrears as at 31st March, 2011 for a period of more than six months from the date they became payable. (c) Details of dues which have not been deposited on 31st March, 2011 on account of dispute are given below: Name of the Nature of Forum where Period to which Amount statute the dues pending the amount relates Tamil Nadu Sales Tax Appellate ,96,900* General Sales Tax Assistant Act & Central Commissioner Sales Tax Act Tamil Nadu Sales Tax Commercial ,24,395* General Sales Tax Tax Officer Act & Central Sales Tax Act Tamil Nadu Sales Tax Commercial ,24,648* General Sales Tax Tax Officer Act & Central Sales Tax Act The Central Sales Sales Tax Directorate of ,53,273 Tax Act Commercial Taxes *Of the above, ` 47,45,943 has been stayed for recovery by the relevant authorities. (v) Based on our examination of the records and evaluation of the related internal controls, the company has maintained proper records of transactions and contracts in respect of its dealing in shares and other investments and timely entries have been made therein. The aforesaid securities have been held by the company in its own name, except to the extent of the exemption granted under Section 49 of the Companies Act, (vi) In our opinion and according to the information and explanations given to us and on an overall examination of the Balance Sheet, we report that funds raised on short-term basis have not been used during the year for long-term investment. (vii) To the best of our knowledge and according to the information and explanations given to us, no fraud by or on the Company has been noticed or reported during the year. For A. F. Ferguson & Co Chartered Accountants (Registration No W) R. A. Banga Kolkata Partner 5th May, 2011 (Membership No ) 5

6 RUSSELL CREDIT LIMITED BALANCE SHEET AS AT 31ST MARCH, 2011 Schedule I. SOURCES OF FUNDS 1. Shareholders' Funds a) Capital 1 646,47,87, ,47,87,370 b) Reserves and Surplus 2 139,10,73, ,58,61, ,13,59, ,61,47, Deferred Tax - Net 3 38,32,369 51,96,895 Total 785,96,93, ,13,43,914 II. APPLICATION OF FUNDS 1. Fixed Assets 4 a) Gross Block 12,08,96,456 12,63,59,638 b) Less: Depreciation 4,08,05,006 3,09,94,461 c) Net Block 8,00,91,450 9,53,65, Investments 5 491,92,14, ,51,16, Current Assets, Loans & Advances a) Inventories 6 257,05,24, ,30,07,211 b) Sundry Debtors 7 2,89,29,010 1,52,20,516 c) Cash and Bank Balances 8 32,37,843 3,08,98,557 d) Other Current Assets 9 4,23,461 2,56,93,674 e) Loans and Advances 10 29,40,46,649 20,82,94, ,71,61, ,31,14,580 Less : 4. Current Liabilities and Provisions a) Liabilities 11 1,62,85,996 45,23,102 b) Provisions 12 2,04,88,305 1,77,29,144 3,67,74,301 2,22,52,246 Net Current Assets 286,03,87, ,08,62,334 Total 785,96,93, ,13,43,914 Notes to the Accounts 19 Significant Accounting Policies 20 The Schedules referred to above form an integral part of the Balance Sheet. In terms of our report of even date For A. F. Ferguson & Co. Chartered Accountants R. A. Banga Partner Kolkata, 5th May, 2011 On behalf of the Board R. Tandon Director S. Dutta Director S. Jain Secretary PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2011 Schedule For the year ended For the year ended I. INCOME Interest on Loans 76,31,922 29,47,088 Dividend Income 16,74,39,252 18,61,00,400 Brokerage Income 6,15,62,537 7,93,84,607 Profit on Sale of Stock-in-Trade (Net) 13 49,71,249 10,26,98,134 Profit on Sale of Long Term Investments 11,23,76,977 Lease and Other Rentals 2,93,09,256 2,68,49,256 Other Income 14 62,82,188 77,11,475 II. 27,71,96,404 51,80,67,937 EXPENDITURE Employee Cost 15 1,56,07,205 1,11,86,198 Financial Charges 16 3,61,036 39,037 Establishment and Other Expenses 17 2,23,09,291 41,74,346 Provision for Standard Assets 8,54,154 Depreciation 4 1,20,83,725 1,26,29,415 5,12,15,411 2,80,28,996 III. PROFIT Profit before Taxation 22,59,80,993 49,00,38,941 Provision for Taxation 18 2,62,66,898 7,07,64,762 Profit after Taxation 19,97,14,095 41,92,74,179 Profit brought forward 56,05,63,702 22,51,44,359 Available for appropriations 76,02,77,797 64,44,18,538 IV. APPROPRIATIONS Special Reserve u/s 45-IC of the RBI Act, ,99,42,819 8,38,54,836 (Refer to Note 9 of Schedule 19) Profit carried forward 72,03,34,978 56,05,63,702 76,02,77,797 64,44,18,538 Earnings Per Share (Face Value ` 10/- each) 19(8) (Basic & Diluted) Notes to the Accounts 19 Significant Accounting Policies 20 The Schedules referred to above form an integral part of the Profit and Loss Account. In terms of our report of even date For A. F. Ferguson & Co. Chartered Accountants R. A. Banga Partner Kolkata, 5th May, 2011 On behalf of the Board R. Tandon Director S. Dutta Director S. Jain Secretary 6

7 RUSSELL CREDIT LIMITED CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2011 For the year ended For the year ended A. CASH FLOW FROM OPERATING ACTIVITIES NET PROFIT BEFORE TAX 22,59,80,993 49,00,38,941 ADJUSTMENTS FOR: Depreciation 1,20,83,725 1,26,29,415 Interest Expense/(Income) on Income Tax (Net) 40,40,543 (1,17,819) Unrealised Exchange Gain (24,72,500) (30,67,500) Profit on Sale of Investments (11,23,76,977) Liabilities no longer required written back (13,11,033) Proft on Sale of Fixed Assets (93,693) (14,73,491) OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES 23,95,39,068 38,43,21,536 ADJUSTMENTS FOR: Trade and Other Receivables 1,53,44,981 (2,29,70,231) Stock-in-Trade 115,24,82,403 (359,91,71,908) Trade Payables 1,28,96,801 (38,98,628) Sale of Fixed Assets given on lease 33,09,995 1,21,75,000 CASH GENERATED FROM OPERATIONS 142,35,73,248 (322,95,44,231) Income Tax Paid (Including Fringe Benefit Tax) (1,71,09,502) (5,20,24,750) NET CASH FROM OPERATING ACTIVITIES 140,64,63,746 (328,15,68,981) B. CASH FLOW FROM INVESTING ACTIVITIES Purchase of Fixed Assets (26,300) Purchase of Long Term Investments (83,40,98,160) (70,17,45,488) Investment in Subsidiary Company (50,00,00,000) (9,00,00,000) Sale of Long Term Investments 414,21,59,162 NET CASH USED IN INVESTING ACTIVITIES (133,41,24,460) 335,04,13,674 C. CASH FLOW FROM FINANCING ACTIVITIES Intercorporate Loans Received from Holding Company 661,20,00,000 Intercorporate Loans Repaid to Holding Company (665,30,00,000) Intercorporate Loans Given to Subsidiary Company (40,00,00,000) Intercorporate Loans Repaid by Subsidiary Company 30,00,00,000 NET CASH USED IN FINANCING ACTIVITIES (10,00,00,000) (4,10,00,000) NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (2,76,60,714) 2,78,44,693 OPENING CASH AND CASH EQUIVALENTS 3,08,98,557 30,53,864 CLOSING CASH AND CASH EQUIVALENTS 32,37,843 3,08,98,557 Notes : 1. The above Cash Flow Statement has been prepared under the Indirect Method as set out in Accounting Standard - 3 Cash Flow Statements 2. CASH AND CASH EQUIVALENTS : Balance with Scheduled Banks - On Current Account 29,29,698 3,08,98,013 Cash on Hand 4, Cheques on Hand 3,03,800 Cash and Bank Balances (Schedule 8) 32,37,843 3,08,98,557 In terms of our report of even date For A. F. Ferguson & Co. Chartered Accountants R. A. Banga Partner Kolkata, 5th May, 2011 On behalf of the Board R. Tandon Director S. Dutta Director S. Jain Secretary SCHEDULES TO THE ACCOUNTS 1. CAPITAL Authorised 70,00,00,000 Equity Shares of ` 10/- each ( ,00,00,000 Equity Shares of ` 10/- each) 700,00,00, ,00,00, ,00,00, ,00,00,000 Issued, Subscribed and Paid up 59,74,54,177 ( ,74,54,177) Equity Shares of ` 10/- each, fully paid up (Of the above 59,74,04,170 Equity Shares allotted for consideration other than cash pursuant to a Scheme of Amalgamation) 597,45,41, ,45,41,770 7,54,22,400 (2010-7,54,22,400) Equity Shares of ` 10/- each, ` 6.50 per share paid up (Equity Shares allotted for consideration other than cash pursuant to a Scheme of Amalgamation) 49,02,45,600 49,02,45, ,47,87, ,47,87,370 (All the above shares are held by the Holding Company, ITC Limited) 2. RESERVES AND SURPLUS Special Reserve u/s 45-IC of the RBI Act, 1934 At the commencement of the year 58,81,92,201 50,43,37,365 Add: Transferred from Profit and Loss Account 3,99,42,819 8,38,54,836 62,81,35,020 58,81,92,201 Capital Reserve 2,87,67,445 2,87,67,445 General Reserve 1,38,36,301 1,38,36,301 Profit and Loss Account 72,03,34,978 56,05,63, ,10,73, ,13,59,649 7

8 SCHEDULES TO THE ACCOUNTS (Contd.) RUSSELL CREDIT LIMITED 3. DEFERRED TAX - NET Deferred Tax Liabilities On fiscal allowances on fixed assets 56,16,364 60,53,773 56,16,364 60,53,773 Deferred Tax Assets On employees' seperation and retirement etc. 12,15,322 2,60,342 Other timing differences 2,91,543 5,96,536 On Provision on Standard Assets 2,77,130 17,83,995 8,56, FIXED ASSETS 38,32,369 51,96,895 GROSS BLOCK (AT COST) DEPRECIATION NET BOOK VALUE Particulars Additions Deletions Upto For the Deletions Up to commencement the end of 31st March, year 31st March, 31st March, of the year the year Plant & Machinery* 12,63,59,638 26,300 54,89,482 12,08,96,456 3,09,94,461 1,20,83,725 22,73,180 4,08,05,006 8,00,91,450 TOTAL 12,63,59,638 26,300 54,89,482 12,08,96,456 3,09,94,461 1,20,83,725 22,73,180 4,08,05,006 8,00,91,450 Previous Year 14,17,35,259 1,53,75,621 12,63,59,638 2,30,39,158 1,26,29,415 46,74,112 3,09,94,461 9,53,65,177 *Includes assets given on operating leases, which are not non-cancellable and are usually renewable by mutual consent on mutually agreeable terms. The Gross Value of such assets is ` 12,07,10,155/- ( ` 12,61,99,637/-) and Accumulated Depreciation is ` 4,07,81,380/- ( ` 3,09,74,204/-). Depreciation for the period charged to Profit and Loss Account is ` 1,20,80,356/- ( ` 1,26,19,287/-). The aggregate lease rental of ` 2,09,09,256/- ( ` 2,16,89,256/-) is included in Lease and Other Rentals in the Profit and Loss Account. 5. INVESTMENTS 31st March, st March, 2010 LONG TERM Number Value Number Value A. UNQUOTED SUBSIDIARY COMPANIES Equity Shares of ` 10/- each, of Greenacre Holdings Limited, fully paid 4,20,60,166 42,10,33,674 4,20,60,166 42,10,33,674 Equity Shares of ` 1/- each, of Wimco Limited, fully paid 9,12,38,170 55,02,65,126 9,12,38,170 55,02,65,126 Ordinary Shares of Technico Pty Limited no par value 2,26,06, ,72,41,115 2,26,06, ,72,41,115 5% Redeemable Cumulative Preference Shares of ` 100/- each, of Wimco Limited, fully paid 55,00,000 55,00,00,000 55,00,000 55,00,00,000 Zero Coupon Redeemable Preference Shares of ` 100/- each, of Wimco Limited, fully paid 50,00,000 50,00,00,000 TRADE INVESTMENTS Equity Shares of ` 100/- each, of Maharaja Heritage Resorts Limited, fully paid 90,000 90,00,000 90,000 90,00,000 Equity Shares of ` 10/- each, of Russell Investments Limited, fully paid 42,75,435 4,27,56,850 42,75,435 4,27,56,850 Equity Shares of ` 10/- each, of Classic Infrastructure & Development Limited, fully paid 37,50,000 3,76,88,280 37,50,000 3,76,88,280 Equity Shares of ` 10/- each, of Divya Management Limited, fully paid 41,82,915 6,93,07,630 41,82,915 6,93,07,630 Equity Shares of ` 10/- each, of Antrang Finance Limited, fully paid 43,24,634 4,39,56,071 43,24,634 4,39,56,071 OTHER INVESTMENTS Class G Shares of ` 48,000/- each, of Lotus Court Limited, fully paid 2 2,34,00, ,34,00,000 Equity Shares of ` 100/- each, of Adyar Property Holding Company Private Limited, ` 65/- per share paid ,86,50, ,86,50, ,32,98, ,32,98,746 B. QUOTED TRADE INVESTMENTS Equity Shares of ` 10/- each, of International Travel House Limited, fully paid 36,26,633 21,21,58,031 36,26,633 21,21,58,031 Equity Shares of ` 10/- each, of VST Industries Limited, fully paid 6,00,000 9,96,59,626 6,00,000 9,96,59,626 OTHER INVESTMENTS Equity Shares of ` 2/- each, of Hotel Leelaventure Limited, fully paid 1,79,29,513 83,40,98, ,59,15,817 31,18,17,657 Total (A + B) 491,92,14, ,51,16,403 Market Value of Quoted Investments: ` 175,29,90,487/- (2010 ` 81,15,00,078/-) 8

9 RUSSELL CREDIT LIMITED SCHEDULES TO THE ACCOUNTS (Contd.) 6. INVENTORIES (at lower of cost and fair value) STOCKS AND SHARES 31st March, st March, 2010 PARTICULARS Quantity Value Quantity Value Equity Shares of ` 10/- each, fully paid up Jind Textiles Limited 5,00, ,00,000 1 Patheja Brothers Forgings and Stampings Limited 50, ,000 1 SKH Metals Limited 40, ,000 1 Taib Capital Corporation Limited 2,45, ,45,000 1 Power Grid Corporation of India Limited 9,924 10,63,357 Reliance Industries Limited 12,500 1,34,33,125 Reliance Power Limited 40,000 59,80,000 Equity Shares of ` 2/- each, fully paid up Suzlon Energy Limited 40,000 28,76,000 Equity Shares of ` 1/- each, fully paid up GMR Infrastructure Limited 1,50,000 94,05,000 Sub - Total 4 3,27,57,486 Units of ` 10/- each, fully paid up Birla Sun Life Short Term FMP - Series 7 Dividend Payout 4,80,00,000 48,00,00,000 Birla Sun Life Savings Fund - Institutional Plan Daily Dividend - Reinvestment 2,49,86,433 25,00,34,233 BNP Paribas Fixed Term Fund Series 19F Cal.Qtrly.Div 1,00,00,000 10,00,00,000 Canara Robeco Treasury Advantage Fund Super Instt Daily Div Reinvestment Fund 3,86,91,429 48,00,48,428 DWS Fixed Term Fund - Series 72 - Dividend Plan Payout 1,00,00,000 10,00,00,000 Fortis Money Plus Fund - Institutional Plan - Daily Dividend 4,79,90,333 48,00,52,104 IDFC Cash Fund - Super Inst Plan C Daily Dividend 99,91,870 9,99,43,679 JM Money Manager Fund - Super Plus Plan - Daily Dividend 4,79,79,650 48,00,50,797 Kotak Floater Long Term - Daily Dividend 4,76,24,888 48,00,49,342 Kotak Floater Short Term - Daily Dividend 6,03,28,390 61,02,94,055 LIC Income Plus Fund Daily Dividend Reinvestment Plan 4,80,03,747 48,00,37,473 Principal Cash Mgt. Liquid Option IP Premium Dividend Reinvest. Daily 1,04,10,407 10,41,11,355 Religare Fixed Maturity Plan - Series III - Plan A (12 Months) - Dividend 2,50,00,000 25,00,00,000 Religare Ultra Short Term Fund- Insti. Plan Daily Div Reinvestment 4,14,39,542 41,50,46,021 UTI - Fixed Income Interval Fund - Series II - Quarterly Interval Plan- IV - Institutional Dividend Plan - Payout 2,00,00,000 20,00,00,000 Units of ` 100/- each, fully paid up ICICI Prudential Flexible Income Plan Premium - Daily Dividend Plan 45,40,346 48,00,73,485 Units of ` 1000/- each, fully paid up AIG Short Term Fund - Institutional Weekly Dividend 40,694 4,07,46,487 DSP BlackRock Liquidity Fund - Institutional Plan - Daily Dividend 7,30,056 73,02,87,070 Sub - Total 257,05,24, ,02,49,725 TOTAL 257,05,24, ,30,07, SUNDRY DEBTORS Good and Unsecured Other Debts 2,89,29,010 1,52,20,516 2,89,29,010 1,52,20, CASH AND BANK BALANCES With Scheduled Banks On Current Accounts 29,29,698 3,08,98,013 Cash on Hand 4, Cheques on Hand 3,03,800 32,37,843 3,08,98, OTHER CURRENT ASSETS Good and Unsecured Deposits - Others 3,13,508 2,55,63,508 Interest Receivable 1,09,953 1,30,166 4,23,461 2,56,93, LOANS AND ADVANCES Good and Secured Loans to Others 1,57,07,497 1,85,95,145 (secured by mortgage of immovable property and hypothecation of moveables & receivables) Good and Unsecured Loans to Subsidiaries 24,30,53,750 14,05,81,250 Advances recoverable in cash or in kind or for value to be received 2,76,262 11,71,877 MAT Credit Entitlement 3,49,85,745 4,79,14,186 Fringe Benefit Tax (net of provisions) 23,395 32,164 29,40,46,649 20,82,94,622 9

10 RUSSELL CREDIT LIMITED SCHEDULES TO THE ACCOUNTS (Contd.) 11. LIABILITIES Sundry Creditors Total outstanding dues of micro enterprises and small enterprises Total outstanding dues of creditors other than micro enterprises and small enterprises; * 1,50,85,996 33,23,102 Sundry Deposits ** 12,00,000 12,00,000 1,62,85,996 45,23,102 * Includes due to Holding Company ` 9,000/- ( ` NIL) ** Includes deposits from Holding Company ` 12,00,000/- ( ` 12,00,000/-) 12. PROVISIONS Provision for Long Term Employee Benefits 10,63,503 7,83,750 Current Taxation (net of advance tax) 1,85,70,648 1,69,45,394 Contingent Provision against Standard Assets 8,54,154 2,04,88,305 1,77,29, PROFIT/ (LOSS) ON SALE OF STOCK-IN-TRADE (NET) Sales 5859,05,47, ,55,29,392 Less: Purchases 5743,30,93, ,20,03, ,74,53,652 (349,64,73,774) Add/Less: Increase/ (Decrease) in Closing Stock-in-Trade (115,24,82,403) 3 59,91,71,908 Profit/(Loss) on Sale of Stock-in-Trade 49,71,249 10,26,98, OTHER INCOME For the year ended For the year ended Foreign Exchange Gain 24,70,485 30,57,120 Profit on Sale of Fixed Assets 93,693 14,73,491 Interest on Income Taxes 1,17,819 Interest on Fringe Benefit Tax 693 Liabilities no longer required written back 13,11,033 Miscellaneous Income 37,17,317 17,52,012 62,82,188 77,11, EMPLOYEE COST For the year ended For the year ended Salaries / Wages and Bonus 1,04,10,902 94,10,924 Contribution to Provident and Other Funds 48,42,648 11,84,431 Staff Welfare Expenses 3,53,655 5,90,843 1,56,07,205 1,11,86, FINANCIAL CHARGES For the year ended For the year ended Bank, Custodial and Depository Charges 3,61,036 39,037 3,61,036 39, ESTABLISHMENT AND OTHER EXPENSES For the year ended For the year ended Rent 8,28,000 8,02,333 Repairs and Maintenance Buildings 1,68,240 1,68,240 Others 3,92,347 3,22,316 Travelling and Conveyance 62,088 53,820 Rates and Taxes 24,600 44,665 Professional and Legal Fees 3,39,348 6,02,980 Auditors Remuneration (Excluding Service Tax) Audit Fees 1,50,000 1,50,000 Tax Audit Fees * 1,00,000 Fees for Other Services * 2,00,000 Reimbursement of Expenses * 30,499 Communication Expenses 26,177 25,860 Printing, Stationery and Periodicals 69,589 91,791 Interest on Income Tax 40,41,236 Donation (Schedule 19, Note 19) 1,50,00,000 Miscellaneous Expenses 8,77,167 19,12,341 2,23,09,291 41,74,346 * Paid to the erstwhile auditors, a firm in which some of the partners of the statutory auditors firm are partners. 18. PROVISION FOR TAXATION For the year ended For the year ended Income Tax for the year Current Tax 3,00,00,000 7,20,00,000 Deferred Tax (13,64,526) 11,18,524 (A) 2,86,35,474 7,31,18,524 Less: Adjustments related for previous years Current Tax 12,60,214 23,53,762 MAT Credit Entitlement 11,14,020 Fringe Benefit Tax (5,658) (B) 23,68,576 23,53,762 (A)-(B) 2,62,66,898 7,07,64, NOTES TO THE ACCOUNTS 1. Uncalled liability on partly paid up shares : ` 10,885/- (2010 ` 10,885/-). 2. Dividend Income includes ` 3,15,17,837/- (2010 ` 15,82,97,176/-) from Long Term Investments. Of these ` 2,97,86,557 /- (2010 ` 8,10,38,209/-) are from Trade Investments and ` 17,31,280/- (2010 ` 7,72,58,967/-) are from Other than Trade Investments. Dividend from Stock In Trade is ` 13,59,21,414/- ( ` 2,78,03,224/-) 3. Interest on Loans and Deposits is stated Gross, the amount of Income Tax deducted is ` 5,60,848/- (2010 ` 44,246/-) 4. Claims against the Company not acknowledged as debts : In respect of sales tax : ` 56,20,611/- (2010 ` 54,71,774/-). 5. Guarantees and Counter Guarantees outstanding ` 1,78,605 /- (2010 ` 3,27,442/-). 6. Loans and Advances include : Interest free loans to whollyowned subsidiaries, balances as at the year end are as follows : Technico Pty Limited, Australia ` 2,30,53,750/- (2010 ` 2,05,81,250/-). Technico Agri Sciences Limited ` 12,00,00,000/- (2010 ` 12,00,00,000/-). Loan to a subsidiary, balance as at the year end is as follows : Wimco Limited ` 10,00,00,000/- (2010 Nil) The maximum indebtedness during the year : Technico Pty Limited, Australia ` 2,30,53,750/- (2010 ` 2,05,81,250/-). Technico Agri Sciences Limited ` 12,00,00,000/- (2010 ` 12,00,00,000/-). Wimco Limited ` 30,00,00,000/- (2010 Nil) 10

11 RUSSELL CREDIT LIMITED SCHEDULES TO THE ACCOUNTS (Contd.) 7. Expenditure in Foreign Currency during the year : Marketing Research Expenses : ` 1,11,487/- (2010 ` 9,74,036/-) 8. Earnings Per Share For the year ended For the year ended Profit after Taxation 19,97,14,095/- 41,92,74,179/- Weighted average number of Equity Shares outstanding 64,64,78,737 64,64,78,737 Basic and Diluted Earnings Per Share in Rupees (Face Value ` 10/- per share) ` 0.31 ` Transfer to Special Reserve of ` 3,99,42,819/- (2010 ` 8,38,54,836/-) has been made in accordance with the provisions of Section 45-IC of the Reserve Bank of India Act, The status of the petition filed by an individual in the High Court at Calcutta, seeking an injunction against the Company s Counter Offer to the shareholders of VST Industries Limited, is outlined in the Report of the Directors. 11. Segment Reporting The Company operates in a single business segment i.e. Financial Services and in a single geographical segment. 12. The Reserve Bank of India (RBI) vide its Notification No. DNBS. 223/CGM (US) 2011 dated 17th January 2011 has issued directions to all NBFCs to make provision of 0.25% against standard assets with immediate effect. Accordingly, the Company has made provision of ` 8,54,154/- during the year against standard assets which has been charged to Profit and Loss Account. Further, in terms of the Notification, the above provision is treated as Tier II Capital. 13. Capital to Risk Adequacy Ratio : Items i) CRAR (%) ii) CRAR - Tier I capital (%) iii) CRAR - Tier II Capital (%) Exposure to Real Estate Sector : Category a) Direct exposure (i) Residential Mortgages Nil Nil (ii) Commercial Real Estate Nil Nil (iii) Investments in Mortgage Backed Securities (MBS) and other securitised exposures - a. Residential, Nil Nil b. Commercial Real Estate Nil Nil b) Indirect Exposure Fund based and non-fund based exposures on National Housing Bank (NHB) and Housing Finance Companies (HFCs). Nil Nil 15. Maturity pattern of certain assets and liablities : (` in crores) 1 to 30/31 Over 1 Over 2 Over 3 Over 6 Over Over Over Total days month to months to months to months to 1 year to 3 year to 5 years (one month) 2 months 3 months 6 months one year 3 years 5 years Liabilities Borrowings from Banks Market Borrowings Assets Advances Investments * * * * 1 Investments classified as Stock in Trade as per Schedule 6 * 2 Investments classified as Long Term as per Schedule Related Party Disclosures : (a) Relationships Holding Company ITC Limited Subsidiary Companies Greenacre Holdings Limited Wimco Limited and its subsidiaries Pavan Poplar Limited Prag Agro Farm Limited Technico Pty Limited, Australia and its subsidiaries Technico Agri Sciences Limited Technico Technologies Inc., Canada Technico ISC Pty Limited, Australia (Deregistered on 3rd November, 2010) Technico Asia Holdings Pty Limited, Australia and its subsidiaries Technico Horticultural (Kunming) Co. Limited, China Key Management Personnel Mr. K. Vaidyanath Non - Executive Chairman (upto 2nd January, 2011) Mr. R. Tandon Non - Executive Chairman (w.e.f. 3rd January, 2011) Non - Executive Director (upto 2nd January, 2011) Mr. B. B. Chatterjee Non - Executive Director Mr. P. Banerjea Non - Executive Director Mr. S. Dutta Non - Executive Director Other Related Parties with whom the Company had transactions during the year: Associate Companies International Travel House Limited Divya Management Limited (b) Disclosure of transactions between the Company and Related Parties and the status of outstanding balances: Particulars For the year ended For the year ended Holding Company Sale of Investments * Nil 387,31,40,993 Intercorporate Loan Taken Nil 661,20,00,000 Intercorporate Loan Repaid Nil 665,30,00,000 Lease Rentals Received 84,00,000 51,60,000 Particulars For the year ended For the year ended Miscellaneous Income Nil 4,40,229 Rent, Repairs and Maintenance 2,76,240 2,76,240 Miscellaneous Expenses 4,95,246 5,41,648 Reimbursement of Expenses 2,13,935 Nil *Investments have been sold to the Holding Company at cost, the market value of such shares on the date of sale was ` Nil (2010 ` crores). Balances as at Holding Company Security Deposits Received 12,00,000 12,00,000 Payables 9,000 Nil For the year ended For the year ended Subsidiary Companies Greenacre Holdings Limited Subscription to Share Capital Nil 9,00,00,000 Wimco Limited Subscription to Preference Share Capital 50,00,00,000 Nil Intercorporate Loan given 40,00,00,000 Nil Intercorporate Loan repaid 30,00,00,000 Nil Interest on Loan 55,49,918 Nil Sale of Plant & Machinery Nil 1,24,18,500 Balances as at Subsidiary Companies Loans Outstanding Technico Pty Limited, Australia 2,30,53,750 2,05,81,250 Technico Agri Sciences Limited 12,00,00,000 12,00,00,000 Wimco Limited 10,00,00,000 Nil 11

12 RUSSELL CREDIT LIMITED SCHEDULES TO THE ACCOUNTS (Contd.) Particulars For the year ended For the year ended Associates Dividend Income International Travel House Limited 1,17,86,557 1,08,79,899 Travelling Expenses International Travel House Limited 8,706 1,231 Reimbursement of Expense Divya Management Limited 4,18,331 3,87,334 In addition, remuneration of managers on deputation, absorbed 1,12,05,286 94,27, Employee Benefits : Contribution to Defined Contribution Schemes ` 34,92,126 /- (2010 ` 7,23,600/-) Defined Benefit Plans / Long Term Compensated Absences - As per Actuarial Valuations as on March 31, 2011 and recognised in the financial statements in respect of Employee Benefit Schemes : For the year ended For the year ended 31st March, st March, 2010 Leave Leave Pension Gratuity Encashment Pension Gratuity Encashment N.A. Funded Unfunded N.A. Funded Unfunded I. Components of Employer Expenses 1. Current Service Cost N.A. 3,00,629 1,41,669 N.A. 37,295 1,24, Interest Cost N.A. 41,370 62,700 N.A. 73,197 34, Expected Return on Plan Assets N.A. (1,39,680) N.A. N.A. (77,053) N.A. 4. Curtailment Cost/(Credit) N.A. Nil Nil N.A. Nil Nil 5. Settlement Cost/(Credit) N.A. Nil Nil N.A. Nil Nil 6. Past Service Cost N.A. Nil Nil N.A. Nil Nil 7. Actuarial Losses/(Gains) N.A. 11,48,203 75,384 N.A. (8,83,645) 1,53, Total expense recognised in the N.A. 13,50,522 2,79,753 N.A. (8,50,206) 3,12,686 Statement of Profit & Loss Account II. Actual Returns N.A. 8% 8% N.A. 7% 7% III. Net Asset / (Liability) recognised in Balance Sheet 1. Present Value of Defined Benefit Obligation N.A. 19,08,738 10,63,503 N.A. 5,17,123 7,83, Fair Value of Plan Assets N.A. 20,00,000 N.A. N.A. 14,92,000 N.A. 3. Status [Surplus/(Deficit)] N.A. 91,262 (10,63,503) N.A. 9,74,877 (7,83,750) 4. Unrecognised Past Service Cost N.A. Nil Nil N.A. Nil Nil 5. Net Asset/(Liability) recognised in N.A. 91,262 (10,63,503) N.A. 9,74,877 (7,83,750) Balance Sheet For the year ended 31st March, 2011 For the year ended 31st March, 2010 Leave Leave IV. Change in Defined Benefit Obligations (DBO) Pension Gratuity Encashment Pension Gratuity Encashment N.A. Funded Unfunded N.A. Funded Unfunded 1. Present Value of DBO at N.A. 5,17,123 7,83,750 N.A. 11,51,189 4,98,931 Beginning of Period 2. Current Service Cost N.A. 3,00,629 1,41,669 N.A. 37,295 1,24, Interest Cost N.A. 41,370 62,700 N.A. 73,197 34, Curtailment Cost/(Credit) N.A. Nil Nil N.A. Nil Nil 5. Settlement Cost/(Credit) N.A. Nil Nil N.A. Nil Nil 6. Plan Amendments N.A. Nil Nil N.A. Nil Nil 7. Acquisitions N.A. Nil Nil N.A. Nil Nil 8. Actuarial (Gains)/Losses N.A. 10,49,616 75,384 N.A. (7,44,558) 1,53, Benefits Paid N.A. Nil Nil N.A. Nil (27,867) 10. Present Value of DBO at the End N.A. 19,08,738 10,63,503 N.A. 5,17,123 7,83,750 of the Period V. Change in Fair Value of Assets 1. Plan Assets at Beginning of Period N.A. 14,92,000 N.A. N.A. 8,15,033 N.A. 2. Acquisition Adjustment N.A. Nil N.A. N.A. Nil N.A. 3. Expected Return on Plan Assets N.A. 1,39,680 N.A. N.A. 77,053 N.A. 4. Actuarial Gains/(Losses) N.A. (98,587) N.A. N.A. 1,39,083 N.A. 5. Actual Company Contributions N.A. 4,66,907 N.A. N.A. 4,60,831 N.A. 6. Benefits Paid N.A. Nil N.A. N.A. Nil N.A. 7. Plan Assets at the End of Period N.A. 20,00,000 N.A. N.A. 14,92,000 N.A. VI. Actuarial Assumptions 1. Discount Rate (%) N.A N.A Expected Return on Plan Assets (%) N.A N.A. N.A N.A. The estimates of future salary increases, considered in actuarial valuations take account of inflation, seniority, promotion and other relevant factors such as supply and demand factors in the employment market. VII. Major Category of Plan Assets as a % of the Total Plan Assets 1. Government Securities/Special Deposit with RBI 45.50% 45.30% 2. High Quality Corporate Bonds 40.00% 38.90% 3. Insurance Companies 7.00% 8.10% 4. Mutual Funds 3.30% 3.20% 5. Cash and Cash Equivalents 3.40% 3.30% 6. Equity 0.80% 1.20% 7. Term Deposit 0.00% 0.00% VIII. Basis used to determine the Expected Rate of Return on Plan Assets The expected rate of return on plan assets is based on the current portfolio of assets, investment strategy and market scenario. In order to protect the capital and optimise returns within acceptable risk parameters, the plan assets are well diversified. For the year ended For the year ended For the year ended For the year ended 31st March, st March, 2008 Pension Gratuity Leave Pension Gratuity Leave Pension Gratuity Leave Pension Gratuity Leave Encashment Encashment Encashment Encashment IX. Net Asset / (Liability) recognised in Balance Sheet (including N.A. Funded Unfunded N.A. Funded Unfunded N.A. Funded Unfunded N.A. Funded Unfunded experience adjustment impact) 1. Present Value of Defined Benefit Obligation N. A. 19,08,738 10,63,503 N. A. 5,17,123 7,83,750 N.A. 11,51,189 4,98,931 N.A. 13,22,680 5,31, Fair Value on Plan Assets N. A. 20,00,000 N.A. N.A. 14,92,000 N.A. N.A. 8,15,033 N.A. N. A. Nil N.A. 3. Status [Surplus / (Deficit)] N. A. 91,262 (10,63,503) N.A. 9,74,877 (7,83,750) N. A. (3,36,156) (4,98,931) N.A. (13,22,680) (5,31,699) 4. Experience Adjustment of Plan Assets [Gain / (Loss)] N. A. (81,127) Nil N.A. 2,44,436 N.A. N.A. Nil N.A. N.A. Nil N.A. 5. Experience Adjustment of Obligation [(Gain) / Loss] N. A. 11,66,407 1,58,640 N.A. (6,39,036) 1,25,154 N.A. Nil Nil N.A. Nil Nil Amounts recognised as expense is included in Schedule 15 as below : Leave Encashment of ` 2,79,753/- [2010 ` 3,12,686/-] in Salaries Wages and Bonus and Gratuity of ` 13,50,522/- (2010 ` 4,60,831/-) in Contribution to Provident and Other Funds. 18. There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days during the year and also as at 31st March, This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified based on information available with the Company. 19. During the year a donation of ` 1,50,00,000/- (2010 ` Nil) was made to All India Congress Committee of the Indian National Congress. 20. Figures for the previous year have been regrouped / re-arranged wherever necessary. 12

13 RUSSELL CREDIT LIMITED SCHEDULES TO THE ACCOUNTS (Contd.) 20. SIGNIFICANT ACCOUNTING POLICIES Basis of Accounting The Financial Statements are prepared on accrual basis under the historical cost convention. Fixed Assets Fixed Assets are stated at cost including any incidental acquisition expenses. Depreciation Depreciation is provided on Straight Line basis at the rates prescribed in Schedule XIV to the Companies Act, Investments Current Investments are stated at lower of cost and fair value and Long Term Investments, including in Joint Ventures and Associates, at cost. Where applicable, provision is made to recognise a decline, other than temporary, in valuation of Long Term Investments. Investments are accounted for based on trade date. Investment Income Income from Investments is accounted for on an accrual basis, inclusive of related tax deducted at source. Stock-in-Trade Stock-in-Trade has been valued at cost or at available market quotation or their fair values, whichever is lower, category wise, in compliance with the Prudential Norms prescribed by the Reserve Bank of India for Non-Banking Financial Companies. Stock-in-Trade is accounted for based on trade date. Foreign Currency Translation Transactions in foreign currency are accounted for at the exchange rate prevailing on the date of transactions. Gains / Losses arising out of fluctuations in the exchange rates are recognised in the Profit and Loss Account in the period in which they arise. Foreign Currency Monetary Assets and Monetary Liabilities are restated at the rates ruling at the year end and all exchange gains / losses arising therefrom are adjusted in the Profit and Loss Account except for those covered by forward contract rates where the gains / losses arising from such restatement are recognised over the period of such contracts. Borrowing Costs Borrowing Costs that are directly attributable to the acquisition or construction of qualifying assets are capitalised as part of cost of such assets. All other borrowing costs are charged to revenue. Taxes on Income Current tax is accounted as the amount of tax payable in respect of taxable income for the period, measured using the applicable tax rates and tax laws. Deferred tax is accounted for on timing differences between taxable income and accounting income subject to consideration of prudence, measured using the tax rates and tax laws that have been enacted or substantially enacted by the balance sheet date. Deferred tax assets on unabsorbed depreciation and carry forward of losses are not recognised unless there is virtual certainty that there will be sufficient future taxable income available to realise such assets. Employee Benefits Regular monthly contributions are made to various Provident Funds / Superannuation Funds which are in the nature of defined contribution scheme and such paid / payable amounts are charged against revenue. Liability for Gratuity and Leave Encashment schemes in the nature of defined benefit schemes are based on independent actuarial valuation as per the requirements of Accounting Standard 15 (revised 2005) on Employee Benefits. Actuarial gains and losses are recognised immediately in the Profit and Loss Account as income or expense. Lease Rentals Lease Rentals are accounted for on an accrual basis except in case of lessees in default where accrual is guided by Prudential Norms prescribed by the Reserve Bank of India for Non-Banking Financial Companies. On behalf of the Board R Tandon Director Kolkata S. Dutta Director 5th May, 2011 S. Jain Secretary STATEMENT REGARDING SUBSIDIARY COMPANIES Pursuant to Section 212 of the Companies Act, 1956 Sl Name of the Subsidiary Country Number of Equity Extent of Holding Net aggregate amount of the Subsidiary s Net aggregate amount of the Subsidiary s No. Company of Shares held by profits /(losses) not dealt with in the profits /(losses) dealt with in the Incorporation the Company Company s Accounts Company s Accounts For the Subsidiary s For the previous For the Subsidiary s For the previous financial year ended financial years of the financial year ended financial years of the 31st March, 2011 Subsidiary since it 31st March, 2011 Subsidiary since it became the became the Company s Subsidiary Company s Subsidiary 1. Greenacre Holdings Limited India 4,20,60,166 Equity Shares of 100% 84,31,989 7,33,52,199 Nil Nil ` 10/- each 2. Technico Pty Limited Australia 2,26,06,065 Ordinary Shares 100% 43,73,623 2,51,29,109 Nil Nil without par value 3. Technico Agri Sciences India 3,79,62,800 Limited Equity Shares of 100% 7,02,04,947 22,32,75,598 Nil Nil (a 100% Subsidiary of Technico Pty Limited) ` 10/- each 4. Technico Asia Holdings Pty Australia 36,84,522 Limited Ordinary Shares 100% 1,96,66,010 Nil Nil (a 100% Subsidiary of Technico Pty Limited) without par value 5. Technico Horticultural China Registered (Kunming) Co. Limited* Capital paid US 100% 31,50,034 11,60,934 Nil Nil (a 100% Subsidiary of Technico Asia Holdings) $ 2.3m 6. Technico Technologies Inc. Canada 10,87,999 (a 100% Subsidiary of Technico Pty Limited) Common Shares 100% 3,19,246 91,50,145 Nil Nil without par value 7. Wimco Limited India 9,12,38,170 Equity Shares of % (57,75,64,807) (9,19,44,026) Nil Nil ` 1/- each 8. Pavan Poplar Limited India 53,35,061 (a 100% Subsidiary of Wimco Limited) Equity Shares of % 4,29,105 (11,34,015) Nil Nil ` 10/- each 9. Prag Agro Farm Limited India 36,79,369 (a 100% Subsidiary of Wimco Limited) Equity Shares of % 5,19,552 (4,76,432) Nil Nil ` 10/- each * The financial year of Technico Horticultural (Kunming) Co. Limited ends on 31st December,