Annual Report 2011-12

IFB INDUSTRIES LTD.
BOARD OF DIRECTORS REGISTERED OFFICE
Executive Chairman 14, Taratolla Road

Mr. Bijon Nag Kolkata 700 088
Tel : (091) (33) 3048 9230
Joint Executive Chairman & Managing Director Fax : (091) (33) 2401 4182, 2401 4579
Mr. Bikram Nag
Directors
Dr. Rathindra Nath Mitra
Mr. Somen Bal CORPORATE OFFICE
Dr. Tridibesh Mukherjee
Mr. Radharaman Bhattacharya Plot No. IND-5, Sector I
Mr. R. Muralidhar East Kolkata Township
Mr. Sudip Banerjee Kolkata 700 107
Tel : (091) (33) 3984 9524
Fax : (091) (33) 3984 9676
E-mail : g_raychowdhury@ifbglobal.com
AUDIT COMMITTEE
Chairman
Dr. Rathindra Nath Mitra
Members
Mr. Radharaman Bhattacharya
Mr. Somen Bal
COMPANY SECRETARY
Mr. G. Ray Chowdhury

CONTENTS
Notice ................................................................... 2
AUDITORS Directors Report ................................................. 7
Deloitte Haskins & Sells

Report on Corporate Governance .................... 14
Chartered Accountants
Ten Years Highlights ......................................... 21
Auditors Report ................................................. 22

REGISTRAR AND
SHARE TRANSFER AGENTS Balance Sheet ....................................................... 26
CB Management Services (P) Ltd. Statement of Profit and Loss ............................ 27

P 22, Bondel Road, Kolkata - 700 019
Tel : (091) (33) 2280 6692/93/94, 4011 6700 Cash Flow Statement .......................................... 28
Fax : (091) (33) 2287 0263
E-mail : rta@cbmsl.com Notes to Financial Statements .......................... 29
IFB INDUSTRIES LTD.
Regd. Office : 14, Taratolla Road
Kolkata 700 088
NOTICE
NOTICE is hereby given that the 36th Annual General Meeting of the members of IFB Industries Limited will be held on
Friday, the 27th day of July 2012 at 11.00 AM at Rabindra Okakura Bhawan (adjacent to City Center Petrol Pump), Block DD-
27A/1, Sector-I, Salt Lake, Kolkata- 700 064 to transact the following :
ORDINARY BUSINESS :
1. To consider and adopt the Audited Balance Sheet as at March 31, 2012, the statement of Profit and Loss for the year ended
on that date and reports of the Board of Directors and Auditors thereon.
2. To appoint a Director in place of Mr. R Muralidhar, who retires by rotation and being eligible, offers himself for re-
appointment.
3. To appoint a Director in place of Mr. Somen Bal who retires by rotation and being eligible, offers himself for re-appointment.
4. To consider and if thought fit, to pass, with or without modification the following resolution as a Special Resolution:
"RESOLVED THAT pursuant to Section 224, 225 & other applicable provisions of the Companies Act, 1956, Messrs BSR
& Co., Chartered Accountants having registration no. 101248W be and are hereby appointed as Auditors of the Company
in place of the retiring Auditors, Messrs Deloitte Haskins & Sells, Chartered Accountants having registration no. 302009E,
who have expressed their unwillingness to continue as Auditors, to hold office from the conclusion of this Annual General
Meeting until the conclusion of the next Annual General Meeting of the Company at such remuneration to be decided
by the Board of Directors of the Company based on the recommendation of the Audit Committee of the Company."
SPECIAL BUSINESS :
5. To consider and if thought fit to pass the following resolution, with or without modification(s) as an Ordinary
Resolution :
"RESOLVED THAT Mr. Sudip Banerjee be and is hereby appointed as a Director of the company whose period of office
shall be liable to retirement by rotation."
6. To consider and if thought fit, to pass the following resolution, with or without modification (s), as a Special Resolution
"RESOLVED THAT pursuant to Sections 198, 269, 309 & 311 read with Schedule XIII of the Companies Act, 1956 (the
"Act"), Mr. Bijon Nag be and is hereby reappointed as the Executive Chairman of the company for a period of 3 ( three)
years with effect from 1 June 2012, on the terms and conditions as set out in the Explanatory Statement annexed to the
Notice convening this Meeting, with liberty to the Board of Directors to alter and vary the terms and conditions of
appointment and / or remuneration, subject to the same not exceeding the limits specified under Schedule XIII to the Act
and agreed to by Mr. Bijon Nag.
RESOLVED FURTHER THAT pursuant to the paragraph(A) of Section II (1) of Part II of Schedule XIII of the Act and
subject to such approvals as may be necessary, the Company be and is hereby authorized to pay the minimum remuneration,
as detailed in the Explanatory Statement, to Mr. Bijon Nag for that financial year, in which there is inadequacy or absence
of profits, during the period of three years from 1 June 2012.
2
IFB INDUSTRIES LTD.
RESOLVED FURTHER THAT the Board 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"
Registered. Office : By Order of the Board

14, Taratolla Road
Kolkata - 700 088 G Ray Chowdhury
Date: 30th May 2012 Company Secretary
NOTES :
i) A member entitled to attend and vote at the meeting is entitled to appoint a proxy, to attend and vote on a poll on his
behalf and such a proxy need not be a member of the Company. Proxies in order to be effective must be deposited
at the Registered Office or with the Registrars and Share Transfer Agents of the Company, M/s CB Management
Services (P) Ltd. , not less than 48 hours before the meeting.
ii) The Registrar of Members of the Company and the Share Transfer Registers shall remain closed on from 25th July 2012
to 27th July 2012 (both days inclusive).
iii) The members are requested to :
a) notify immediately any change in their address to the Company.
b) bring their copy of the Annual Report to the meeting.
c) write to the Company's Registrar & Share Transfer Agents, M/s CB Management Services (P) Ltd enclosing their share
certificates for consolidation into one folio for better investor service, if they have more than one folio in identical
order of name(s).
iv) Additional information, pursuant to Clause 49 of the Listing Agreement with Stock Exchanges, on Directors recommended
by the Board of Directors for appointment/ reappointment at the Annual General Meeting is appearing in the Report and
Accounts.
v) Explanatory Statements under Section 173(2) of the Companies Act, 1956 for resolution nos. 2,3, 4,5& 6 are annexed
hereto.
vi) The Securities and Exchange Board of India ( SEBI) has mandated the submission of Permanent Account Number (PAN)
by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit
the PAN to their Depository Participants with whom they are maintaining their demat accounts. Members holding shares
in physical form can submit their PAN details to the Company/ Registrars and Transfer Agents, CB Management Services
(Pvt.) Ltd.
3
EXPLANATORY STATEMENT PURSUANT TO SECTION 173(2) OF THE COMPANIES
ACT, 1956.
Resolution No 2, 3 & 5
Details of Directors seeking reappointment in Annual General Meeting ( in pursuance of clause 49 of the Listing Agreement)
Name of Director Mr. R.Muralidhar Mr. Somen Bal Mr. Sudip Banerjee
Date of birth 06.09.1946 15.9.1945 01.02.1960
Nationality Indian Indian Indian
Date of Appointment on the 21.06.2003 30.08.2002 04.04.2012

board
Qualification Graduate in Physics, B.COM Graduate in Economics (H),

Graduate in Mechanical Diploma in Management
Engineering. An MBA from (AIMA)
IIM (Ahmedabad)
Experience in functional Business Executive Business Executive Business Executive

areas
Shareholding in the Nil 2030 nos. Nil

Company
List of Directorship held in Nil Three Nil

other Companies
Committee Membership Nil Three Nil
Mr. Sudip Banerjee was appointed as Additional Director of the company w.e.f 4th April 2012. As Mr. Banerjee was appointed
as Additional Director, he holds office of a director only upto 36th Annual General Meeting of the company by virtue of
provisions of sec 260 of the Companies Act, 1956, read with Article 138 of the Article of Association of the company. Notice
under section 257 of the Companies Act, 1956 has been received from a member proposing the candidature of Mr. Sudip Banerjee
as Director of the Company whose office shall be liable to retirement by rotation. Consent from Mr. Banerjee also been received
in accordance with Sec 264(1) of the Act. The members are now requested to approve the appointment of Mr. Sudip Banerjee
as director of the company whose office shall be liable to retirement by rotation. The information details pertaining to Mr. Sudip
Banerjee has been furnished in the statement of Corporate Governance.
The Board recommends passing of this Ordinary Resolution.
Except Mr. Banerjee, none of the directors is in any way concerned or interested in the resolution.
Resolution No. 4
As the Company is a widely held Company and its shares are traded on the Stock Exchanges regularly, a part of its share capital
is sometimes held by the financial institutions who now routinely invest in the stock market. As this may sometime attract the
provisions of Section 224A of the Companies Act, 1956, the Company proposes to appoint the Auditors by Special Resolution
as abundant precaution.
The present Statutory Auditors of the Company, Messrs Deloitte Haskins & Sells, Chartered Accountants having registration
no. 302009E is proposed to be replaced with M/s. BSR & Co., Chartered Accountants having registration No. 101248W.
4
IFB INDUSTRIES LTD.
Pursuant to the applicable provisions of the Companies Act, 1956, consent of members at Annual General Meeting is required
for change of Statutory Auditors to hold office from the conclusion of this Annual General Meeting until the conclusion of the
next Annual General Meeting on the terms and conditions to be decided by the Board of Directors of the Company based on
the recommendation of the Audit Committee of the Company.
The board recommends passing of this Special Resolution.
None of the Directors is interested/ concerned in the resolution.
Resolution No 6
Mr. Bijon Nag is the Promoter and Executive Chairman of the Company.
Mr. Bijon Nag is a mechanical engineer and a prominent industrialist having more than three decades of vast experience in
machine tool and engineering industries.
The details of his other directorships and memberships in other companies / committees are provided in the Corporate
Governance Report, which forms part of thisAnnual Report.
He holds 157869 (nos.) equity shares in the Company.
The Board of Directors of the Company at its meeting held on 30 May 2012 re-appointed Mr. Bijon Nag as Executive Chairman
for the period of three years from 1 June 2012 on terms and conditions setout detailed hereinafter, subject to approval of the
shareholders.
1. Remuneration :
a) Salary : Rs. 80,500 (Rupees eighty thousand five hundred only) per month.
b) Commission : In addition to salary, perquisites and other allowances, 0.5% commission based on net profits of the
Company computed in the manner laid down in Section 309(5) of the Companies Act, 1956, subject to the provisions
of Section 198 and Section 309 and other applicable provisions, if any of the Companies Act, 1956, but not exceeding
an amount equal to half of annual salary paid during the financial year.
c) Housing : The expenditure by the Company on hiring unfurnished accommodation will be subject to the following
ceiling :
i. Sixty percent of the salary.
ii. In case the accommodation is owned by the Company, ten percent of the salary of the Chairman shall be deducted
by the Company.
iii. In case no accommodation is provided by the Company, entitlement to house rent allowance will be subject to
the ceiling laid down as in (i) above.
d) Medical Reimbursement : Expenses incurred for self and family subject to a ceiling of one month's salary in a year
or three months salary over a period of three years.
e) Leave Travel Concession : For self and family once in a year incurred in accordance with the rules of the Company.
f) Club Fee : Fee of Clubs subject to a maximum of two clubs. This will not include admission and life membership fee.
g) Personal Accident Insurance : As per the rules of the company
h) Gas & Electricity : As per the rules of the company
i) Car : Provision of car for use on Company's business will not be considered as perquisite. However, use of car for
private purpose will be billed by the Company to the Chairman
j) Telephone : Company will reimburse expenses in connection with telephone at residence & mobile connections used
for official purposes as per the rules of the company.
Explanation : For the purpose of this part, `family' means the spouse, the dependent children and dependent parents.
5
2. Other Benefits
i) Gratuity : As per the rules of the company.
ii) Contribution to the provident Fund, Superannuation Fund or Annuity Fund : As per the rules of the Company.
iii) Encashment of leave: As per the rules of the Company.
Evaluation of Perquisites
The said perquisites and allowances shall be evaluated, wherever applicable, as per the provisions of Income Tax Act, 1961 or
any rules thereunder or any statutory modifications or re-enactment thereof ; in the absence of any such rules, perquisite and
allowances shall be evaluated at actual cost. The company's contribution to Provident Fund, Superannuation or Annuity Fund,
to the extent these singly or together are not taxable under the Income Tax law, gratuity payable and encashment of leave shall
not be included for the purpose of computation of the overall ceiling of remuneration.
Minimum remuneration
In the event of loss or inadequacy of profits in any financial year during the tenure of the appointment, the Executive Chairman
shall be paid salary and perquisites as set out above as the minimum remuneration, subject to the approval of the Central
Government, if so required, in accordance with the provisions of the Companies Act / Schedule XIII.
Payment of remuneration is approved by a resolution passed by the Remuneration Committee.
The above may be treated as an abstract of the terms of contract between the Company and Mr. Bijon Nag under Section 302
of the Companies Act, 1956.
The terms and conditions of the said appointment and/or agreement are subject to the provisions of Section 198 and 309 of the
Companies Act, 1956 and may be altered and varied from time to time by the Board as it may in its discretion deem fit within
the maximum amount of remuneration payable in accordance with the applicable rules and regulations.
The agreement may be terminated by either party giving the other six months' notice .
Mr. Bijon Nag shall perform such duties and exercise such powers as are entrusted to him by the Board.
As Mr. Nag will attain the age of 70 years on 16 August 2012, in compliance with Schedule XIII, Part I (c) of the Companies
Act, 1956, approval of the members for his re-appointment is sought by a special resolution. The Board recommends passing
of the resolution in the best interest of the Company.
No Director except Mr. Bijon Nag and Mr. Bikram Nag are concerned or interested in the proposed resolution
Registered. Office : By Order of the Board

14, Taratolla Road
Kolkata - 700 088 G Ray Chowdhury
Date: 30th May 2012 Company Secretary
Important Communication to Members
The Ministry of Corporate Affairs has taken a "Green Initiative in the Corporate Governance" by allowing
paperless compliances by the companies and has issued circulars stating that service of notice/documents
including Annual Report can be sent by e-mail to its members. To support this green initiative of the
Government in full measure, members who have not registered their e-mail addresses, so far, are requested
to register e-mail addresses, in respect of electronic holdings with the Depository through their concerned
Depository Participants. However, those who intend to receive the above documents in physical form, please
exercie their option by visiting the Web Page www.cbmsl.com/green.php of our Registrars. Members who
hold shares in Physical form are also requested to visit Web Page www.cbmsLcom/greea.php and register
their email lDs and also to exercise their option, if they intend to receive the documents in physical form.
6
IFB INDUSTRIES LTD.
DIRECTORS REPORT to the Shareholders
Dear Shareholders, crores. Earnings per share for the year stand at Rs. 8.61.
Your Directors present the 36th Annual Report and Accounts
for the Financial Year ended 31st March, 2012. 4. MANAGEMENT DISCUSSION AND ANALYSIS
1. FINANCIAL RESULTS : A) Industry Structure & Developments

(Rs. in lacs) India's consumer market is on growth track despite
For the For the global recession. The Indian consumer durable industry
Year ended Year ended is estimated at Rs 400 billion and is expected to reach
31st March, 31st March, Rs 500 billion by 2015. The consumer durable sector
2012 2011 contributes around 8% in the index of industrial
production ( IIP). The factors that have influenced this
Sales and Other Income 81,440 69,754 industry positively for the past few years were greater
affordability, changing life style and awareness of
Profit Prior to Finance branded products with rapid urbanization. However,
Charges & Depreciation 5,114 7,948 the penetration level of many appliances like
Less : refrigerators, washing machines, MWO and AC is still
Finance charges 32 26 very low. In union budget 2012, lack of any concrete
announcement and lack of incentives failed to counter
Depreciation 1,488 1,041
sluggish demand in the industry and lack of guidance
Profit before Taxation 3,594 6,881
on any precise time-lines for roll-out of GST is a bit of
Less : Provision for Taxation disappointment for Retail & Consumer Product Sector.
Current Tax 1,223 However, five year extension for weighted deduction
Deferred Tax 540 627 of 200% on R&D expenditure for in-house facilities is a
welcoming decision. The increase in excise duty and
Profit after Tax 3,054 5,031
service tax from 10% to 12% will straight away affect all
Balance brought forward segments of society that have the required purchasing
from previous year (6,980) (12,011) power. Growth in consumer durables is likely to
Balance carried to Balance Sheet (3,926) (6,980) accelerate as disposable income and techno-efficiency
rises with increasing rural demand.
2. DIVIDEND The Rs. 1,600 billion Indian auto component industry

In view of the accumulated loss, the Board regrets its has been witnessing a moderation in its revenue growth
inability to recommend any dividend to equity since the beginning of fiscal 2011-12 following the
shareholders for the year. deceleration in sales volume growth across all automobile
segments. As per industry estimates, out of total turnover
3. REVIEW OF OPERATION of the Indian auto component industry, around 60% is
Your Company completed another year of modest derived from sales to domestic OEMs, around 25% comes
performance with strong topline growth. All business from sale to the domestic replacement market and 15%
segments posted sound growth in revenues and is derived from export. While the long term prospects
enhanced their market standing. Gross Turnover for the for the industry remain strong in line with the outlook
year grew by 22% to Rs. 939.92 crores. Net Turnover for the OEM segment, the industry faces strong challenge
other than service & other income at Rs. 751.56 crores in the form of threat of low cost imports, currency
grew by 18%. Steady performance by Appliance business volatility and ability to invest on product development
grew by 24%. Engineering Division grew by 12%. to be able to move up the value chain. Over and above
However, due to adverse material cost variance, forex operating cost pressures, the PAT margins of several
loss, product mix etc. the pretax profit as compared to auto component manufacturers have also been weighed
last year drastically dropped by 47.76% to Rs. 35.94 down by increase in depreciation and interest costs. This
7
was consequent to the large capex incurred by these cannot be passed on.
entities to meet the rising production schedules of OEMs Exchange fluctuation : The forex rates are the single
and towards establishing production infrastructure to biggest threat for the fiscal year ahead.
supply parts for new models launched by OEMs. With
Higher oil prices : Despite economic buoyancy, high
slowdown in sales, particularly in the PV segment, and
inflation and rising oil prices would put pressure on
relatively lower volume growth of some of the new
household budgets which could put pressure on demand.
models, the utilization of vendor capacities remained
sub-optimal. Lack of Industry status : Due to absence of industry
status, organized retail in India faces difficulties in
B) Opportunities & Threats procurement of organized financing and fiscal incentives.
Appliance Business Poor Infrastructure : Poor infrastructure is one of the
Opportunities reasons to hold back the durable industry. Regular power
Increase in disposable income and spending : The supply is imperative for any consumer electronics
economic growth, enhancing employment and business product but that remains a major issue in India.
opportunities in turn increased disposable income with Rural Distribution : About 65 % of Indian population
higher propensity to consume. that lives in villages still remains relevant for consumer
Technological updates : Consumers tend to look for durable companies. So the approach of products and
technological improvement in products when it comes foraying into these rural markets has considerable cost
to choosing products. Newer variants of our products thereto.
will help the company in getting the attention of Customer power with respect to availability of
consumers who look for innovation. choice : The availability of a wide product line on account
Availability of finance : The increasing popularity of of most products being homogeneous, poses a threat for
easily available but expensive consumer loans would the company. Customers have the choice of both
give a boost to the consumers. IFB has come out with domestically produced and imported goods, with similar
attractive financing schemes for consumers through features.
their extensive dealer network and direct selling IFB Engineering Business
Points. These financing options are in place with private
Even though the auto industry growth has declined
sector companies.
during 2011-12, the long term prospects for automobile
Increasing share of organized retail : Organized retail
sector appears to be bright. With rising per capita income
is likely to grow at 30-40% per annum. Therefore the
the demand for two wheelers, passenger cars and
share of durable industry will grow with bigger players
commercial vehicles are expected to be robust over long
entering the market. The organized retail market is
term. Almost all major automobile companies both in
projected to grow to US $ 84 billion by 2016, @ CAGR
passenger car as well as two wheeler segments have
of 26%.
major plan for setting up new manufacturing capacities
Advertising and promotion : The other factor for surging
over next 2-3 years. The greatest opportunity of the
demand for consumer goods is the phenomenal growth
company is its brand equity, product quality, latest
of media in India. The flurry of television channels and
technical knowledge and trust in company's product by
the rising penetration of cinemas with innovative
customers. The company has built brand image with
advertisement will continue to spread awareness of
close liaison with its customers during past years. The
products in the remotest of markets. However such
threats the company is facing are as under :-
advertising is expensive and cost vs. benefits need to be
carefully weighed. Threats from competitors in area of pricing.
Threats Significant rise in material costs and exchange
Rising Input costs : Rising Input cost of major raw fluctuation that drastically impacts margin.
material (metal) would put huge pressure on the profit Growth of the Indian economy together with
margin. Further increase in excise duty will also burden reduction of import duties makes India increasingly
the input cost for us, there may be times when costs a target market for many MNCs and therefore,
8
IFB INDUSTRIES LTD.
competitive pressure on domestic market will generation washing machines of higher capacities and
increase. the excess capacity we would use to market for OEM
Further, failure to meet the surge in demand due to sales through buyers in Europe, Africa, Asian countries,
capacity constraints, auto ancillary companies are etc. However launch of our new models were delayed
ceding ground to imports from low cost locations. .We would also like to strengthen our direct sales channel
as well as our customer retention programs in order to
C) Segment wise performance. sell more IFB products to the same customer leading to
The Home Appliance Division has improved its turnover more business per customer on a recurring basis due to
as compared to last year. Washing machine sale in value recurring service income via AMC's as well as sale of
term for the year recorded a growth of 20.85% over last additives, etc.
year. Out of which front loader washing machine sale To compete with our competitors and to offer high
has grown by 22.3% and top loaders have grown by quality products to our customers, the company
10.5% over last year. Microwave oven sale in value term modernised its R&D Lab at Goa.
recorded a growth of 29% over last year. However, in The new ultra range in front loaders, it's pricing and
spite of 20% growth the PBDIT for the division reduced feature combination is significantly superior to
by 38% as compared to last year. The reduction in profit competitors' products. The new top loader range will
is due to increase in material cost, staff cost, loss on forex stabilize the platform for the expansion of this product
& increases in operating and administrative costs. category. The fully automatic Top loaders account for
The company has entered the commercial laundry 35% of the total washing machine market and a
equipment business & has launched the same pan India. significant presence in this segment is important. The
Enquiry of this segment has been encouraging and the new range will set the base for a growth from the present
company expects moderate sales from this category level of 3.5% in market share terms.
going forward. The Company has also entered kitchen Our industrial equipment range is very large and
appliances and modular kitchen business. comprehensive. In this fiscal, we have an opportunity
to expand and specifically target high end hotels,
The Engineering Division recorded growth in sales by
restaurants and clubs for which we are currently
12.7% & PBDIT of the division marginally raised by
participating in tenders in many places across the country.
8.35% as compared to last year. To revamp and increase
its capacity the company modernized its tool room at The increase in number of IFB Points and the results we
Bangalore, installed two new fine blanking presses as are experiencing are very encouraging.
well as modernize the old ones. The entry into ACs and Refrigerators in this year is an
obvious opportunity to extend our market presence and
D) Outlook enter market segments which are the biggest by turnover
The overall economic outlook seems to be favourable and this will help product placements across the entire
for recovery in the global economic environment and channel.
the Indian economy is also poised to grow. We expect IFB has invested in its Fine Blanking operations in order
Appliances growth in our product categories to be robust to meet the growing demands of the Indian automobile
and thus we would expect 20%+ sales growth. Our focus industry. However, we have also de-risked by marketing
would be to improve our service function as well as to our fine blanked products to other industries which are
invest in technology for better performance. We thus also high growth. We are focusing on domestic demand
implemented SAP and this will help us to bring down and have built up capacities to meet the same. We will
inventory as well as to react faster to market needs apart look at exports at a later date as the long working capital
from bringing about other improvements. Our focus cycle is not suitable for us. As a strategy, we are
would also be to improve our distribution channel by identifying areas where our business share is low and
penetrating deeper into smaller towns. can be increased substantially to negate any de growth
We have already completed our expansion-cum- in automotive sector.
modernization of our washing machine factory at Goa. We have invested in modernizing our Tool Room to
This expansion would ensure state-of-the-art new international standards and added new fine blanking
9
presses as well as modernizing the old ones. This jump competitive edge in its growth endeavor, IFB has laid
in investments will, we hope, ensure significant increase major emphasis on acquiring, maintaining and
of our sales by 31st March, 2013. developing its human asset base. We offer wide range
Liquidity position of the Company was comfortable and of career development programs including on the job
the company remains debt free. Company remained training, job rotation etc. Our belief is that by investing
focused on its working capital management. Interest & in these programs we will have a highly motivated work
dividend income from placement of temporary surplus force. Due to changes in H.R Policy the attrition rate
funds with mutual funds increased on account of higher of the executives of the company has been reduced to
surplus fund and increase in interest rates to Rs 457 lacs minimum.
compared to Rs 197 lacs at the end of previous year. As As a result of focused attention, the employees at all
in the past, the Company has maintained excellent levels have actively participated in the effort to sustain
relationship with its bankers and was able to avail and and improve the performance of the Company even in
negotiate favourable terms for various banking facilities. the most difficult times. The Company had 1286 nos.
employees at the end of March 2012. As in the past,
E) Concerns
industrial relations continued to remain cordial at all
Our concern in the Fine Blanking business is pressure
locations in the Company.
on prices from customers' end as well as pressure of
higher material costs due to upward revision of
H) Risk Management
commodity prices from time-to-time.
The Company is exposed to several risks. They can be
Over and above frequent raw material price increase, categorised as operational risks and strategic risks. Some
exchange fluctuation, our major concern in Appliances of the major risks in each category are described below.
is threat from competitors in the area of pricing apart There are other risks that could have a material effect
from HR challenges which is, however, a concern of on the Company's performance and financial position.
every growing company. The Company has taken several mitigating actions,
To overcome the same, we have substantially increased applied many strategies and introduced control and
our investment in training and we hope to increase the reporting systems to reduce and mitigate these risks.
same further as well as bring in better HR practices in
order to reduce attrition. We, however, feel that at the OPERATIONAL RISKS
Senior Management level, more face-to-face contacts Environmental issue
with others working in IFB and solving their problems
The company has no pending material environment related
will lead to lowering of the attrition rate.
issues. Since most of the Company's manufacturing process
consist of the assembly of components, the environmental
F) Internal Control Systems and their adequacy
impact from the company's plants are remote.
The Company has adequate system of internal controls
and checks and balances to ensure that its assets are However, environmental requirements are complex and tend
safeguarded and protected against loss from to become more stringent with time & the Company will
unauthorized use. The strength of these systems is constantly innovate to keep up with requirements as per law.
continuously being monitored by in-house internal
Product warranty and recalls
auditors & also by Ernst & Young, Chartered
Accountants, and the findings of these audits are reported It has become almost mandatory to incorporate such clause
to the Audit Committee of the Board and also to the in International contracts. However, the Company has so far
Board of Directors. The adequacy of the internal control not accepted any contract with such draconian clause but in
system has also been examined by the statutory auditors. the event the company accepts contracts with such clause, the
company is exposed to product liability and warranty clause
G) Human Resources in the event our product fails to perform as expected. A recall
IFB is a knowledge-driven organization and its greatest claim or a product liability claim brought against the Company
asset is the experience and skill of its employees. in excess of the Company's coverage may have a material
Recognizing that the workforce will provide critical adverse effect on the Company's business.
10
IFB INDUSTRIES LTD.
STRATEGIC RISKS in accordance with the provisions of the Companies
Act, 1956 for safeguarding the assets of the Company
Dependence on supplier
and for preventing and detecting fraud and other
The company largely depends on vendors in order to meet irregularities;
its delivery commitments. Consequently, there is a risk that
d) These accounts are prepared on a going concern
disruption in supply chain could lead to the company not basis.
being able to meet its delivery commitments and as a
consequence to incur extra costs. The Company's strategy is 6. CORPORATE GOVERNANCE
to reduce this risk by maintaining multiple suppliers in all As stipulated by Clause 49 of the Listing Agreement, a
significant component areas. Report on Corporate Governance along with a Certificate
Patent & Proprietary Technology from the Auditors is given separately in this Annual
Report.
The Company's strategy is to protect its innovations with
patents and to vigorously defend its trademarks and 7. DELISTING FROM DELHI STOCK EXCHANGE
knowhow against infringements and unauthorized use. There The application for delisting to Delhi Stock Exchange is
can be no assurance that any patent now owned by the pending.
company will have protection against competitor that develops
similar technology. 8. AUDITORS AND AUDITORS' REPORT
CAUTIONARY STATEMENT M/s Deloitte Haskins & Sells, Chartered Accountants,
Statement in this Management discussion and Analysis Statutory Auditors of the company, hold office until the
describing the Company's objectives, projection, estimates conclusion of ensuing Annual General Meeting.
and expectations may be ' forward looking statement' within The notes on Financial statements referred to in the
the meaning of applicable laws and regulations. Actual results Auditor's Report are self explanatory and do not call for
might differ substantially or materially from those expressed any further comments.
or implied. Important developments that could affect the
company's operations include market competition, significant M/s Deloitte Haskins & Sells, Chartered Accountants,
change in political & economic environment in India, litigation, have expressed their inability to continue as Statutory
exchange rate fluctuation, change in interest rates etc. Auditors of the Company w.e.f. ensuing Annaul General
Meeting. It is proposed to appoint M/s. BSR & Co.,
5) DIRECTORS' RESPONSIBILITY STATEMENT IN Chartered Accountants as Statutory Auditors of the
TERMS OF SECTION 217 (2AA) OF THE Company in place of the retiring Auditors from the
COMPANIES ACT, 1956 conclusion of this Annual General Meeting to next
Annual General Meeting.
To the best of knowledge and belief and according to
the confirmations and explanations obtained by them,
Cost Auditors
your directors make the following statements in terms
The most of the manufactured products of the company
of Section 217(2AA) of the Companies Act, 1956 :
has come under the purview of Cost Audit w.e.f
a) In the preparation of the annual accounts, the 1.04.2012. Application to Central Government for
applicable accounting standards have been followed appointment of Cost Auditor is being made.
along with proper explanation relating to material
departures; 9. DIRECTORS
b) The Directors have selected such accounting policies Mr. R Muralidhar, Director retiring by rotation and being
and applied them consistently and made judgments eligible, offer himself for reappointment at the ensuing
and estimates that are reasonable and prudent so Annual General meeting.
as to give a true and fair view of the state of affairs
Mr. S.Bal, Director retiring by rotation and being eligible,
of the Company at the end of the financial year and
offer himself for reappointment at the ensuing Annual
of the profits of the Company for that period;
General meeting.
c) The Directors have taken proper and sufficient care
The board inducted Mr. Sudip Banerjee as Additional
for the maintenance of adequate accounting records
11
Director on the board of the company to hold office upto 8. Mr. Jayanta Chanda 15,000
next AGM. 9. Mr. K.R.K. Prasad 12,500
10. Mr. Probir Chatterjee 25,000
10. PERSONNEL 11. Mr. Rajshankar Ray 15,000
The Directors would like to place on record their
12. Mr. Ranjan Mathur 7,000
appreciation of the dedication and hard work put in by
13. Mr. Siddhartha Chatterjee 25,000
employees at all levels.
14. Mr. Sukhdev Nag 20,000
Particulars of employees as required to be furnished 15. Mr. Soumitra Goswami 10,000
pursuant to Section 217(2A) of the Companies Act, 1956, 16. Mr. T. R. Ramesh 12,500
read with rules thereunder, forms part of this Report.
ii) Any other employee who is issued shares in
However, as per the provision of Section 219(1) (b) (iv)
any one year amounting to 5 % or more shares
of the Companies Act,1956, the reports and accounts are
issued during that year Out of the total 61,900
being sent to all the shareholders of the Company
equity shares alloted during the year to 28
excluding the statement of particular of employees. Any
employees of the company, only 3 employees
shareholder interested in obtaining a copy may write to
were alloted shares above 5%.
the Company Secretary of the Company.
iii) Identified employees, who were issued shares
11. ESPS during any one year, equal to or exceeding 1%
The Company implemented the Employees Stock of the issued capital of the company at the time
Purchase Scheme 2008 in accordance with the Securities of issuance- nil
and Exchange Board of India ( Employees Stock Option
d) Diluted Earning Per share (EPS) pursuant to issuance
Scheme and Employee Stock Purchase Scheme) Guide
of shares under ESPS Rs. 8.61.
lines, 1999 ('the SEBI Guidelines'). The Compensation
committee, constituted in accordance with the SEBI e) Consideration received against the issuance of shares
Guidelines, administers and monitors the scheme. Rs.244 lacs plus applicable taxes.
The applicable disclosures as stipulated under the SEBI

12. ENVIRONMENT, CONSERVATION OF ENERGY,
Guidelines as at March 31, 2012 ( cumulative position)
TECHNOLOGY ABSORPTION, FOREIGN
are given below :
EXCHANGE EARNINGS AND OUTGO
a) Total no of equity shares issued to employees in As required by the Companies (Disclosure of Particulars
ESPS - 16,55,349 in the Report of the Board of Directors) Rules, 1988, the
b) Exercise price Rs 10/- per share to employees relevant data are given in the Annexure to this Report.
belonging to workers category and for rest of
employees Rs 15/- per share, plus applicable taxes, 13. ACKNOWLEDGMENTS
as per law. Your Directors would like to place on record their sincere
c) Employee wise details of shares allotted under ESPS appreciation to the employees, Customers, Shareholders,
to : banks and also Central & State Government Offices and
i) Key Management person : all others for their co-operation and support.
1. Mr. A.K.Nag 50,000
2. Mr. Arup Das 12,500 On behalf of the Board
3. Mr. A.S.Negi 25,000 Bikram Nag
4. Mr. B.M.Shetye 25,000 Joint Executive Chairman
& Managing Director
5. Mr. Dipak Mitra 50,000
6. Mr. Gautam Dasgupta 50,000 Place : Kolkata Dr. R. N. Mitra
7. Mr. G Ray Chowdhury 17,500 Dated : 30th May, 2012 Director
12
IFB INDUSTRIES LTD.
ANNEXURE TO DIRECTORS REPORT OF IFB INDUSTRIES LTD.

INFORMATION AS PER SECTION 217(1)(E) READ WITH THE COMPANIES (DISCLOSURE OF PARTICULARS
IN THE REPORT OF THE BOARD OF DIRECTORS) RULES, 1988.
A CONSERVATION OF ENERGY
The Company's operations involve low energy consumption. However, the Company took adequate measures to optimise
use of energy through improved operational methods.
Energy consumption at all points is monitored and statistical analysis is done for improvement. Power Audit was done
at Goa Plant in Feb/ March 2012 by Schneider and recommendations have been implemented.
Energy consumption in areas like the paint shop has already been reduced with usage of LPG. Areas like AC usage in
office areas have also been addressed.
B TECHNOLOGY ABSORPTION
The Company is a leader in its respective product category and this has become possible due to absorption of technology
in the quickest possible time and for in house Research & Development. Further, development activities were carried out
to make the products more suitable for Indian conditions, e.g. quality of water, fluctuating power supply and environmental
pollution.
The Company's R&D activity focuses mainly on application of new materials, new process, latest electronic system and
metal processing technology. The units could also indigenise critical electronic components, e.g. speed control unit,
switches, thermostats, magnetic valves, etc. in shortest possible time. The Company is now actively involved in upgrading
computer design software, wash lab equipment, development of new models, etc.
C. FOREIGN EXCHANGE EARNINGS AND OUTGO

During the year under review, the Company earned foreign exchange equivalent to Rs.235 lacs. Details of Foreign exchange
outgo on account of imports, expenditure on travelling, knowhow, royalties etc and Export earnings are shown in note
no. 14 under the heading 'OTHER INFORMATION' forming part of the Balance Sheet and Profit & Loss Account.
13
REPORT ON CORPORATE GOVERNANCE
(Pursuant to Clause 49 of the Listing Agreement)
Company's Philosophy on Corporate Governance

The Company is committed to good Corporate Governance. The Company fully realizes the rights of its shareholders to
information on the performance of the Company and considers itself a trustee of its shareholders. The Company is of the view
that Good Corporate Governance is an optimum mix of regulatory compliances as well as voluntary disclosures and practices.
The Company is focused on attaining the highest levels of transparency, fairness, accountability and integrity in its dealings
with all the constituents of its business i.e. the stakeholders. Towards this end, substantial disclosures on the Board of Directors
and its Committees, financial and stock performance has been made in this Annual Report.
Board of Directors
At present the Board comprises eight directors - out of which five are Independent directors, one non executive Director and
two executive Directors. Composition of the Board and the category of the Directors as well as details of their directorships in
other companies/committees are given below:
Director Category Number of other Membership of Board
Directorships of Committees of other
Public Ltd. Companies
Companies
Mr. Bijon Nag Executive Chirman 1
Mr. Somen Bal Non-Executive Director 1
Dr. Rathindra Nath Mitra Independent Director
Mr. R. Muralidhar Independent Director
Dr. Tridibesh Mukherjee (joined on
29th July, 2011) Independent Director 6 3
Mr. Radharaman Bhattacharya Independent Director
Mr. BikramNag Jt. Executive Chairman & MD 3
Mr. Sudip Banerjee (joined on 4th April, 2012) Independent Director
Mr. K. M. Unnikrishnan (resigned
on 27th July, 2011) Independent Director
Attendance of Directors at Board Meetings and Annual General Meeting :

The Board of Directors met seven times during the last financial year, on the following dates : 27.05.2011, 04.07.2011, 29.07.2011,
28.10.2011, 23.11.2011, 28.01.2012 and 29.03.2012.
The attendance at the Board Meetings and Annual General Meeting during the year was as follows :
Name of Directors Attendance
Board Meeting Annual General Meeting
Mr. Bijon Nag 3 Absent
Mr. Somen Bal 6 Present
Dr. Rathindra Nath Mitra 7 Present
Mr. Radharaman Bhattacharya 4 Absent
Mr. R. Muralidhar 6 Present
Mr. K.M.Unnikrishnan 1 Not Applicable
Mr. Bikramjit Nag 7 Present
Dr. Tridibesh Mukherjee 4 Not Applicable
14
IFB INDUSTRIES LTD.
Board Agenda
Meetings are governed by a structured agenda. The Board members, in consultation with the Chairman, may bring up any
matter for the consideration of the Board. All major agenda items are backed by comprehensive background information to
enable the Board to take informed decisions.
Remuneration of Directors
Remuneration committee consists of two Independent Directors. Dr. Rathindra Nath Mitra, Mr Somen Bal and Mr. Radharaman
Bhattacharya are the members of the committee. No meeting was held during 2011-2012.
Remuneration to non-executive Directors
At present non-executive Directors are paid sitting fees of Rs 20,000/- for every meeting of Board and Rs 5000/- for every Audit
Committee & Remuneration Committee meeting and Rs 1,000/- for other board committee meetings. However no sitting fee
is paid to the members of committee of directors for attending share transfer / investor's grievance committee
Remuneration of Executive Chairman & Joint Executive Chairman & MD
The remuneration of the Executive chairman/ Joint Executive Chairman & MD is reviewed and recommended by the remuneration
committee to the Board and approved by shareholders in General meeting. The Company does not have any Stock purchase
plan for its Directors.
Details of remuneration paid to Directors for the year ended 31st March, 2012 are as follows : (Rs.)
Directors Sitting Fees * Salary & Perquisites Commision Total
Mr. Bijon Nag 19,05,232 19,05,232
Mr. Somen Bal 1,38,000 1,38,000
Dr. Rathindra Nath Mitra 1,63,000 1,63,000
Mr. Radharaman Bhattacharya 98,000 98,000
Mr. R. Muralidhar 1,20,000 1,20,000
Mr. K.M.Unnikrishnan 20,000 20,000
Mr. Bikram Nag
Dr. Tridibesh Mukherjee 80,000 80,000
* Includes fees for Committee Meetings.
Mr. Somen Bal, non-executive Director is holding 2030 nos equity shares of the Company as on 31st March 2012. No other non-
executive Director is holding any share of the Company.
Audit Committee
The Audit Committee comprises three directors, out of which two are independent at present. The Terms of Reference of this
Committee cover the matters specified for Audit Committees under Clause 49 of the Listing Agreement as well as Section 292A
of the Companies Act, 1956. The Audit Committee is responsible for reviewing with the management the financial statements
and adequacy of internal audit function and to discuss significant internal audit findings. The Committee acts as a link between
the management, external and internal auditors and the Board of Directors of the Company.
During the year four meetings were held on the following dates: 26.05.2011, 28.07.2011, 28.10.2011 and 27.01.2012
The constitution of the Committee and the attendance of each member of the Committee are given below:
Name Designation Category Profession Committee
Meetings
Attended
Dr. Rathindra Nath Mitra Chairman Independent Director Professional 4
Mr. Somen Bal Member Non-Executive Director Professional 3
Mr. Radharaman Bhattacharya Member Independent Director Professional 3
15
Shareholders / Investors Grievance Committee
The Share Transfer and Investors Grievance Committee has been authorised to approve transfer of shares, etc. In order to
expedite the process, the Board of Directors has also delegated the authority to approve the share transfers to the Company
Secretary of the Company.
During the year nineteen meetings of the Committee were held on the following dates:
20.4.2011, 10.5.2011, 31.05.2011, 15.06.2011, 12.07.2011, 26.07.2011, 16.8.2011, 05.09.2011, 22.09.2011, 17.10.2011, 15.11.2011,
30.11.2011, 21.12.2011, 16.01.2012, 06.02.2012, 17.02.2012, 29.02.2012, 15.03.2012, 30.03.2012
The members of the Committee at present are as follows:
Name Designation Category
Mr. Somen Bal Member Non-Executive Director
Dr. R. N. Mitra Member Independent Director
Share Transfers :
F All Shares have been transferred and returned within the prescribed time limit, provided the documents were complete.
F Total number of shares transferred during the year 2011-2012 was 10,623.
Investor Relations :
The Companys Registrars and Share Transfer Agent CB Management Services Pvt. Ltd. are fully equipped to carry out the
transfer of shares and redress investors complaints. All complaints received from Shareholders have been cleared within the
financial year. There is no complaint which has remained un-addressed.
General Body Meetings :
The location and time of the Annual General Meeting held during the last 3 years are as follows:
Annual General Meeting Date Time Venue No. of Special
Resolutions Passed
33rd Annual General Meeting 26.08.2009 10:00 a.m. Eastern Zonal Cultural Centre 2
IA Sector III, Bidhannagar
Kolkata 700 091
34th Annual General Meeting 30.07.2010 10:00 a.m. Eastern Zonal Cultural Centre 1
Kolkata 700 091
35th Annual General Meeting 29.07.2011 10:00 a.m. Eastern Zonal Cultural Centre 1
Kolkata 700 091
The special resolutions were usually passed on show of hands and mostly unanimously. There was no resolution passed by
postal ballot last year. Presently the Company does not have any proposal for postal ballot.
Notes on Directors appointment / re-appointment :
Mr. Sudip Banerjee (52) was appointed on 4th April 2012 as Additional Director u/s 260 of the Companies Act and shall continue
upto ensuing AGM. A notice u/s 257 of the companies act has been received from one of the members along with requisite fees
recommending his appointment as Director of the company.
Mr. Banerjee a graduate in Economics (H) from Shri Ram College of Commerce , New Delhi and obtained Diploma in Management
from AIMA in the Year 1988. He started his career in HCL. He joined Wipro Technologies Ltd. in 1983 as Marketing Executive
and worked in different capacities and finally elevated to the position of President in 2002 and continued upto May 2008. He
worked as CEO at L&T Infotech Ltd. during the period from Sept 2008 to May 2011. He is member of the Board of Governors-
Indian Institute of Information Technology, Allahabad, Member of Executive Council of NASSCOM and also speaker in various
forums on the IT industry, marketing and globalization.
Mr. R. Muralidhar (68) an Indian national has been a non-executive Independent Director since July 2003. Mr. Muralidhar is a
graduate in Physics, graduate in Mechanical engineering and an MBA from IIM (Ahmedabad). Mr. Muralidhar has worked
in several blue chip companies like Warne Hindustan ( Parke Davis), Hindustan Lever, EID parry, Max India, Bharat Technologies
and also in IFB Industries Ltd.
16
IFB INDUSTRIES LTD.
Mr. Somen Bal (67) an Indian national has been a non-executive Director since August 2002. Mr. Bal is a commerce graduate
& having more than 37 years professional experience.
Mr. Bijon Nag (69) an Indian national, a Mechanical Engineer & a prominent industrialist having more than 3 decades of vast
experience in machine tool and engineering industries. He is promoter and Executive Chairman of the company. He is also
chairman of IFB Agro Industries Ltd., IFB Automotive Pvt. Ltd., Anjali Foundation and director of Maruti Insurance Broking
Pvt. Ltd. He is holding 157869 nos. share of IFB Industries Ltd.
CEO/CFO Certification :
Joint Executive Chairman & Managing Director and the Chief Financial Officer of the company give annual certification on
financial reporting and internal controls to the Board in term of clause 49 of the Listing Agreement. The Joint Executive Chairman
& Managing Director and Chief Financial Officer also give quarterly certification on financial results while placing the financial
results before the board in terms of clause 41 of the Listing Agreement.
Code of Conduct :
The Board of IFB has laid down a code of conduct for all Board members and Senior Management of the Company. The Code
of Conduct is available on the website of the Company. All Board members and Senior Management personnel have affirmed
compliance with the Code of Conduct.
Disclosures
Related Party Transactions
During the year under review, besides the transactions reported elsewhere in the Annual Report, the Company has not entered
into any transaction of material nature, with its promoters, the Directors or the Management or relatives etc that may have
potential conflict with the interests of the Company at large.
During the last three years there were no penalties or strictures imposed on the Company by stock Exchanges or SEBI or any
statutory authority for non-compliance of any matter related to capital market
Non mandatory requirement
The Company does not have whistle Blower policy. The Company has not complied with non-mandatory requirements
regarding sending half yearly financial performance to each household of shareholders, training of Board members, and
mechanism for evaluating non-executive board members.
The Company has had no occasion so far to use the postal ballot.
Means of communication
The quarterly and half yearly results of the Company are forthwith communicated to the stock exchanges with which the
Company has listing agreements as soon as the results are approved and taken on record by the board of directors of the
Company. Further the results are generally published in Financial Express ( English) and Sambad pratidin- ( Bengali).No
presentation was made to institutional investors or analysts during the year. The quarterly and half yearly results are also
displayed in Company website.
General Shareholder Information :
(a) Annual General Meeting :
Date : 27th July, 2012
Time : 11 A.M.
Venue : Rabindra Okakura Bhawan
Block DD-27A/1, Sector -1, Salt Lake, Kolkata - 700 064
(b) Financial Calendar : April to March
Financial Reporting for
first quarter result within 15th day of August
second quarter / half yearly result within 15th day of November
third quarter result within 15th day of February
(c) Date of Book Closure 25th July, 2012 to 27th July, 2012 (both days inclusive)
(d) Dividend payment date Dividend is not recommended
(e) Listing of Equity Shares on Stock Exchanges The Calcutta Stock Exchange Association Ltd., Kolkata
National Stock Exchange of India Ltd., Mumbai
The Bombay Stock Exchange Ltd.
Delhi Stock Exchange Association Ltd., (Applied for Delisting)
Stock Code : The Calcutta Stock Exchange Association Ltd., Kolkata 10019067
National Stock Exchange of India Ltd., Mumbai IFBIND
The Bombay Stock Exchange Ltd. 505726
ISIN No. : INE559A01017
17
(f) Stock Market Data :
NATIONAL STOCK EXCHANGE OF INDIA LIMITED
Period High (Rs.) Low (Rs.) Monthly Volume
April 2011 154.05 136.30 807187
May 2011 142.50 111.10 869765
June 2011 126.80 109.50 933619
July 2011 158.00 113.50 1744269
August 2011 151.80 105.45 2258490
September 2011 124.75 110.50 614636
October 2011 124.00 106.00 373251
November 2011 106.50 68.25 699096
December 2011 76.00 57.00 159966
January 2012 84.00 57.10 339052
February 2012 96.35 76.05 494038
March 2012 94.00 75.80 268388
SHARE PRICE PERFORMANCE VERSUS THE NSE INDEX
(g) Registrars and Share Transfer Agent : CB Management Services (P) Ltd.
P 22, Bondel Road, Kolkata - 700 019 Tel : 2280 6692-93/2486/2937
E-mail : rta@cbmsl.com
(h) Distribution of Shareholding as on 31st March, 2012

Slab of Shareholdings in nominal value Shareholders Percentage Amount in Rs. Percentage
1-500 16,268 90.34 1,812,398 5.10
501-1000 783 4.35 648,695 1.83
1001-2000 417 2.31 641,429 1.81
2001-3000 178 0.99 460,539 1.29
3001-4000 73 0.40 265,811 0.75
4001-5000 75 0.42 359,252 1.01
5001-10000 114 0.63 831,325 2.34
10001 and above 100 0.56 30,499,347 85.87
Total 18,008 100.00 35,518,796 100.00
18
IFB INDUSTRIES LTD.
(i) Shareholding Pattern as on 31st March, 2012 :

Shareholder Category Number of shares held % of shareholding
1. Promoters Group 25,373,199 71.44
2. Mutual Funds and Unit Trust of India 514,875 1.45
3. Banks, Financial Institutions & Insurance Companies 2,980 0.00
4. Foreign Institutional Investors 186,528 0.53
5. Private Bodies Corporate 2,820,007 7.94
6. Indian Public 5,818,312 16.38
7. Non-Resident Indians/ OCBs 776,438 2.19
8. Clearing Members 26,457 0.07
Total : 35,518,796 100.00
(j) Dematerialisation of Shares
As on 31st March, 2012, 33,246,654 shares (93.60 % of the Company's total number of shares) are in the dematerialised
form. At present the Company's shares are compulsorily traded in dematerialised form, as per notification issued by the
Securities and Exchange Board of India (SEBI). The ISIN allotted for the Equity Shares of Company is INE559A01017.
(k) Secretarial audit for reconciliation of capital
The Securities and Exchange Board of India has directed vide Circular No. D&CC/ FITTC /CIR-16/2002 dated December
31, 2002 that all issuer companies shall submit capital integrity, reconciling the total shares held both in both the depositories,
viz, NSDL and CDSL and in physical form with total issued and paid-up capital.
The said certificate, duly certified by the practicing Company Secretaries is submitted to the Stock Exchanges within 30
days of the end of each quarter.
(l) Outstanding GDRs/ADRs or
any convertible instruments : There are no outstanding GDRs/ADRs or any other convertible instruments.
(m) Plant Location : 14, Taratolla Road, Kolkata - 700 088
JL-71, P.O. Bishnupur, Gangarampur, West Bengal
L-1, Verna Electronic City, Verna, Selcete, Goa - 403 722
62, 64 & 66, Corlim Indl. Estate, Corlim, Ilhas, Goa - 403 110
E-3, New Indl. Area II, Mandideep 462 046, Bhopal, Dist. Raisen,
M.P - 462 046
16/17, Visveswariah Indl. Estate, Whitefield Road, Bangalore 560 048.
(n) Investor Correspondence : Corporate Office :
Plot No. IND 5, Sector I, East Kolkata Township, Kolkata 700 107
Tel : (033) 3984 9475 Fax : (033) 3984 9676
E-mail : ifbi_legal@ifbglobal.com
Registrar and Share Transfer Agent :
CB Management Services (P) Ltd.
P 22, Bondel Road, Kolkata - 700 019
Tel : (033) 2280 6692-93-94/2486/2937 Fax : (033) 22470263
E-mail : rta@cbmsl.com
On behalf of the Board

Bikram Nag Dr. R. N. Mitra
Place : Kolkata Joint Executive Chairman & Director
Dated : 30th May, 2012 Managing Director
19
AUDITORS REPORT on Corporate Governance
To the Members of IFB Industries Limited
We have examined the compliance of conditions of Corporate Governance by IFB Industries Limited, for the
year ended on 31st March, 2012 as stipulated in Clause 49 of the Listing Agreement of the said Company with
Stock Exchanges.
The Compliance of conditions of Corporate Governance is the responsibility of the management. Our
examination was limited to procedures and implementation thereof, adopted by the Company for ensuring
the compliance of the conditions of the Corporate Governance. It is neither an audit nor an expression of
opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify
that the Company has complied with the conditions of Corporate Governance as stipulated in the above
mentioned Listing Agreement.
We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency
or effectiveness with which the management has conducted the affairs of the Company.
For DELOITTE HASKINS & SELLS

(Registration No. 302009E)
Abhijit Bandyopadhyay
Partner
Kolkata, 30th May, 2012 (Membership No. 054785)
20
IFB INDUSTRIES LTD.
10 Years Highlights (Rs. million)

2002-03 2003-04 2004-05 2005-06 2006-07 2007-08 2008-09 2009-10 2010-11 2011-12
SALES AND EARNINGS

Sales & other income 1631 1890 2139 2306 2947 3901 4568 5568 6975 8144
Profit/loss () before tax (782) (856) (344) (131) 363 385 3163 575 688 359
Profit/loss () after tax (782) (856) (344) (138) 353 373 3151 538 503 305
Depreciation/amortisation 234 218 208 183 128 84 76 87 104 149
Dividends
Retained earnings
ASSETS & LIABILITIES
Fixed assets (Gross) 3602 3595 3630 3674 3744 3799 3884 4029 4469 4162
Fixed assets (Net) 2094 1695 1390 1095 865 710 721 824 1388 1606
Total assets (Net) 2372 1972 1618 1240 904 818 1122 1575 2212 2576
Represented by
Net worth (2798) (3654) (3984) (3939) (3552) (3132) 204 459 1034 1344
Total borrowings 5092 5548 5171 4731 3983 3445
RATIOS
Earnings per share (Rs.)

(after extraordinary) (60.49) (64.18) (25.76) (9.32) 20.20 21.08 165.94 16.87 14.24 8.61
Earnings per share (Rs.)

(before extraordinary) (57.88) (63.96) (61.76) (16.43) (6.79) 7.55 19.05 16.87 14.24 8.61
Net worth per share (Rs.) (209.65) (273.84) (275.25) (259.04) (214.89) (190.57) 1.51 13.22 29.15 37.83
OTHERS
Number of employees 606 635 657 686 705 877 988 986 1173 1286
Rate of dividend (%)
21
AUDITORS REPORT to the Members of IFB Industries Limited
1. We have audited the attached Balance Sheet of IFB c. the Balance Sheet, the Statement of Profit and
Industries Limited ("the Company") as at 31st March Loss and the Cash Flow Statement dealt with
2012, the Statement of Profit and Loss and the Cash by this report are in agreement with the books
Flow Statement of the Company for the year ended of account;
on that date, both annexed thereto. These financial d. in our opinion, the Balance Sheet, the Profit
statements are the responsibility of the Company's and Loss Account and the Cash Flow Statement
Management. Our responsibility is to express an dealt with by this report are in compliance with
opinion on these financial statements based on our the Accounting Standards referred to in Section
audit. 211(3C) of the Companies Act, 1956;
2. We conducted our audit in accordance with auditing e. in our opinion and to the best of our information
standards generally accepted in India. Those and according to the explanations given to us,
Standards require that we plan and perform the the said accounts give the information required
audit to obtain reasonable assurance about whether by the Companies Act, 1956, in the manner so
the financial statements are free of material required and gives a true and fair view in
misstatement. An audit includes examining, on a conformity with the accounting principles
test basis, evidence supporting the amounts and generally accepted in India :
disclosures in the financial statements. An audit
i. in the case of the Balance Sheet, of the
also includes assessing the accounting principles
state of affairs of the Company as at 31st
used and significant estimates made by the
March 2012;
Management, as well as evaluating the overall
financial statement presentation. We believe that ii. in the case of the Statement of Profit and
our audit provides a reasonable basis for our Loss, of the profit of the Company for the
opinion. year ended on that date and
3. As required by the Companies (Auditor's Report) iii. in the case of the Cash Flow Statement,
Order, 2003 (CARO) issued by the Central of the cash flows of the Company for the
Government in terms of Section 227(4A) of the year ended on that date.
Companies Act, 1956, we enclose in the Annexure 5. On the basis of written representations received
a statement on the matters specified in paragraphs from the Directors as on 31st March 2012, taken on
4 and 5 of the said Order. record by the Board of Directors, none of the
4. Further to our comments in the Annexure referred Directors is disqualified as on 31st March 2012 from
to in paragraph 3 above, we report as follows : being appointed as a director in terms of Section
274(1)(g) of the Companies Act, 1956.
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; For DELOITTE HASKINS & SELLS
b. in our opinion, proper books of account, as (Registration No. 302009E)
required by law, have been kept by the Abhijit Bandyopadhyay
Company so far as it appears from our Partner
examination of those books; Kolkata, 30th May, 2012 (Membership No. 054785)
22
IFB INDUSTRIES LTD.
ANNEXURE to the Auditors Report

(Referred to in paragraph 3 of our report of even date)
(i) Having regard to the nature of the Company's business/ activities/ result, clauses (vi), (xii), (xiii), (xiv), (xvi), (xviii)
and (xix) of CARO are not applicable.
(ii) 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 explanation 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.
(iii) In respect of its inventories :
(a) As explained to us, inventories were physically verified during the year by the management at reasonable
intervals.
(b) In our opinion and according to the information and explanations given to us, the procedures of physical
verification of inventories followed by the Management were reasonable and adequate in relation to the size
of the Company and the nature of its business.
(c) In our opinion and according to the information and explanations given to us, the Company has maintained
proper records of its inventories and no material discrepancies were noticed on physical verification.
(iv) The Company has neither granted nor taken any loans, secured or unsecured, to/from companies, firms or other
parties listed in the Register maintained under Section 301 of the Companies Act, 1956.
(v) In our opinion and according to the information and explanations given to us, having regard to the explanations
that some of the items purchased are of special nature and suitable alternative sources are not readily available for
obtaining comparable quotations, there are adequate internal control procedures commensurate with the size of the
Company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and
services. During the course of our audit, we have not observed any major weakness in such internal control system.
(vi) In respect of contracts or arrangements entered in the Register maintained in pursuance of Section 301 of the
Companies Act 1956, to the best of our knowledge and belief and according to the information and explanations
given to us :
(a) The particulars of contracts or arrangements referred to in Section 301 that needed to be entered in the Register,
maintained under the said Section has been so entered.
(b) Where each of such transactions is in excess of Rs. 500 thousands in respect of any party, the transactions have been
made at prices which are prima facie reasonable having regard to the prevailing market prices at the relevant
time except in respect of certain purchases for which comparable quotations are not available and in respect of which
we are unable to comment.
23
(vii) In our opinion, the internal audit functions carried out during the year by the internal audit department of the Company
and by a company appointed by the Management have been commensurate with the size of the Company and the nature
of its business.
(viii) We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Accounting
Records) Rules, 2011 prescribed by the Central Government under Section 209(1)(d) of the Companies Act, 1956 and are
of the opinion that prima facie the prescribed cost records have been maintained. We have, however, not made a detailed
examination of the cost records with a view to determine whether they are accurate or complete.
(ix) According to information and explanations given to us in respect of statutory dues :
a. The Company has generally been regular in depositing undisputed dues, including Provident Fund, Investor Education
and Protection Fund, Employees' State Insurance, Income-tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty,
Excise 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, Sales Tax. Income-tax, Wealth Tax, Service
Tax, Customs Duty, Excise Duty, Cess and other material statutory dues in arrears as at 31st March 2012 for a period
of more than six months from the date they became payable.
c. Details of dues of Income Tax, Sales Tax, Service Tax, Excise Duty and Cess which have not been deposited as on 31st
March 2012 on account of any dispute are given below :
Name of the Statute Nature of dues Value Period to which Forum where dispute
(Rs. in lakhs) amount relates is pending
Income Tax Act, 1961 Income tax 119 2006-07 & Commissioner of Income
2007-08 Tax (Appeals)
Central Sales Tax Act & Sales tax inclu- 373 1991-92 to Assessing Officer,
Local Sales Tax Act ding trade tax 1994-95, 1996-97 Assistant Commissioner,
1999-2000, 2001-02 Appellate Deputy
to 2006-07, 2008-09 Commissioner, Commissioner
and 2009-10 Appeals, Joint Commissioner
appeals, Appellate &
Revisional Board, Appellate
Tribunal, Trade Tax Tribunal,
High Court.
Central Excise Act, 1944 Excise duty, 193 1994, 2003-04, CEGAT, Commissioner
and Chapter V of the Finance service tax to 2010-11 Appeals, Assistant
Act, 1994, as amended including / Additional Commissioner
penalty of Central Excise, Additional
Commissioner Service Tax,
Central Excise and Service Tax
Appellate Tribunal (CESTAT)
Bombay Provincial Cess including 103 2004-05, Civil Judge Court -

Municipal Corporation interest on 2005-06 Senior Division, Thane and
Act, 1949 Cess 2006-07 and Bombay High Court
2007-2008
24
IFB INDUSTRIES LTD.
(x) The accumulated losses of the Company at the end of the financial year are less than fifty per cent of its net
worth and the Company has not incurred cash losses during the financial year and in the immediately preceding
financial year.
(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted
in the repayment of dues to banks.
(xii) In our opinion and according to the information and explanations given to us, the terms and conditions of the
guarantees given by the Company for loans taken by others from banks are not prima facie prejudicial to the
interests of the Company.
(xiii) 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.
(xiv) The Company has not raised any money through public issues during the year.
(xv) To the best of our knowledge and according to the information and explanations given to us, no fraud by the
Company and no fraud on the Company has been noticed or reported during the year.

(Registration No. 302009E)
Partner
Kolkata, 30th May, 2012 Membership No. 054785
25
IFB INDUSTRIES LIMITED
BALANCE SHEET as at March 31, 2012
31 March, 2012 31 March, 2011

Notes Rs. Lacs Rs. Lacs
I. EQUITY AND LIABILITIES
1. Shareholder's funds
a. Share capital 2 3,628 3,622
b. Reserves and surplus 3 20,591 17,498
2. Non-current liabilities
a. Deferred tax liabilities (Net) 4 1,542 1,002
b. Other long-term liabilities 5 656 487
c. Long-term provisions 6 2,823 1,951
3. Current liabilities
a. Trade Payables 7 10,905 8,548
b. Other current liabilities 8 3,688 5,347
c. Short-term provisions 6 279 456
TOTAL 44,112 38,911
II. ASSETS
1. Non-current assets
a. Fixed Assets
(i) Tangible assets 9 14,777 11,435
(ii) Intangible assets 10 833 990
(iii) Capital work-in-progress 11 451 1,459
b. Non - current investments 12
c. Long-term loans and advances 13 3,550 2,391
d. Other non-current assets 14 142 109
2. Current assets
a. Current investments 15 997 4,617
b. Inventories 16 10,925 8,883
c. Trade receivables 14 4,663 3,905
d. Cash and bank balances 17 5,242 2,691
e. Short-term loans and advances 13 2,503 2,414
f. Other current assets 14 29 17
TOTAL 44,112 38,911
Significant accounting policies 1
The accompanying notes are an integral part of the financial statements.

In terms of our report attached For and on behalf of the Board of Directors
Chartered Accountants Joint Executive Chairman &
Abhijit Bandyopadhyay Managing Director Bikram Nag
Partner Director Dr. R. N. Mitra
Place : Kolkata Chief Financial Officer P. Chatterjee
Date : May 30, 2012 Company Secretary G. Ray Chowdhury
26
IFB INDUSTRIES LTD.
STATEMENT OF PROFIT AND LOSS for the year ended March 31, 2012
31 March, 2012 31 March, 2011

Notes Rs. Lacs Rs. Lacs
I. INCOME :
Gross sale of products 18 93,992 77,260
Less : Trade scheme and discounts 13,915 9,778
Sale of products (net of trade scheme and discounts) 80,077 67,482
Sale of services 19 3,332 3,053
Other operating revenues :
Scrap Sales 1,867 1,427
Others 111 130
Revenue from operations (gross) 85,387 72,092
Less : Excise duty on Sale of products 4,921 3,988
Less : Excise duty on Scrap Sales 171 130
Revenue from operations (net) 80,295 67,974
Other income 20 1,145 1,780
Total Revenue 81,440 69,754
II. EXPENSES :
Cost of Raw materials consumed 21 30,359 26,142
Purchase of stock-in-trade 18 18,025 11,755
(Increase) /decrease in finished goods, 22 (1,318) (376)
work-in-progress and stock-in-trade
Cost of Spares sold 471 390
Employee benefit expense 23 6,987 6,300
Finance costs 24 32 26
Depreciation / amortisation 9 &10 1,488 1,041
Other expenses 25 21,652 17,595
Total Expenses 77,696 62,873
Profit before exceptional items and tax 3,744 6,881
Exceptional Expense 26 150
Profit before tax 3,594 6,881
Tax expense :
1. Current tax (MAT payable) 684 1,361
Less : MAT credit entitlement (684) (138)
2. Deferred tax 540 627
Profit for the year after tax 3,054 5,031
Earnings per equity share
(nominal value of share Rs. 10) 27
1. Basic 8.61 14.24
2. Diluted 8.61 14.24
Significant accounting policies 1
The accompanying notes are an integral part of the financial statements.

For DELOITTE HASKINS & SELLS Joint Executive Chairman &
Chartered Accountants Managing Director Bikram Nag
Abhijit Bandyopadhyay Director Dr. R. N. Mitra
Partner Chief Financial Officer P. Chatterjee
Place : Kolkata
Company Secretary G. Ray Chowdhury
Date : May 30, 2012
27
CASH FLOW STATEMENT for the year ended March 31, 2012
Year ended March 31, 2012 Year ended March 31, 2011
Rs. Lacs Rs. Lacs
A. CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax 3,594 6,881
Adjustments for :
Depreciation / amortisation 1,488 1,041
Loss on disposal of fixed assets 24 71
Capital work in progress (CWIP) written off 31
Write off of fixed assets 127 30
Write off of debts / advances 94 107
Provision for doubtful debts and advances 17 64
Expenses on Employee Stock Purchase Scheme 36 607
Dividend from mutual funds (201) (118)
Net gain on sale of mutual funds (99) (2)
Write back of liabilities no longer required (129) (981)
Write back of provisions no longer required (75) (90)
Recovery of advance written off in earlier years (174) -
Unrealised exchange loss / (gain) 11 (59)
Financial charges 32 26
Operating profit before working capital changes 4,745 7,608
Movement in working capital :
Increase in trade payables 2,461 2,128
Increase in provisions 695 238
Increase in other liabilities 138 609
(Increase) in trade receivables (750) (1,142)
(Increase) in other assets (49) (122)
(Increase) in inventories (2,040) (350)
Decrease/(increase) in loans and advances 40 (373)
495 988
Cash generated from operations 5,240 8,596
Direct taxes paid (759) (1,510)
Net cash from operating activities 4,481 7,086
B. CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of fixed assets (including intangible assets, CWIP and capital advances) (5,881) (4,779)
Proceeds from disposal of fixed assets 4 25
Purchase of current investments (5,300) (13,973)
Proceeds from sale / maturity of current investments 9,177 10,505
Dividends received 47 31
Net cash used in investing activities (1,953) (8,191)
C. CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of share capital 9 105
Financial charges (32) (26)
Net cash from / (used in) financing activities (23) 79
NET CHANGE IN CASH AND CASH EQUIVALENTS (A+B+C) 2,505 (1,026)
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 2,621 3,647
CASH AND CASH EQUIVALENTS, END OF YEAR [Refer Note 17] 5,126 2,621
Notes : 1. The above Cash Flow statement has been prepared under indirect method as per Accounting Standard 3 "Cash Flow Statement"
notified under Section 211 (3C) of the Companies Act, 1956.
2. The figures in the bracket indicate cash outflow, except for adjustments for operating activities.
Joint Executive Chairman &
Managing Director Bikram Nag
Partner Director Dr. R. N. Mitra
Place : Kolkata Chief Financial Officer P. Chatterjee
Date : May 30, 2012 Company Secretary G. Ray Chowdhury
28
IFB INDUSTRIES LTD.
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2012
1. SIGNIFICANT ACCOUNTING POLICIES :

Unless otherwise specified, all amounts are in Rupees lacs
a. Basis of accounting and preparation of financial statements
The financial statements have been prepared to comply in all material respect with the applicable accounting principles
in India, mandatory accounting standards notified by the Companies (Accounting Standards) Rules, 2006 and the relevant
provisions of the Companies Act 1956. The Company follows the accrual method of accounting under historical cost
convention modified by revaluation of certain fixed assets as and when undertaken. The accounting policies have been
consistently applied by the Company.
The preparation of financial statements requires the Management to make estimates and assumptions that affects the
reported amounts of assets and liabilities including Contingent Liabilities as of the date of the financial statements and
the reported income and expenses for the reporting period. Although these estimates are based upon historical event and
management's best knowledge of current events and actions, actual results could differ from those estimates. Material
estimates used in these financial statements that are susceptible to change as more information becomes available include
useful economic lives of property, plant and equipment, impairment, retirement benefits, guarantees, warranties and
income taxes.
b. Revenue recognition
Revenue from sales of products is recognised upon the transfer of significant risks and rewards of the ownership of the
goods to the customers, which generally coincides with their delivery to customers. Sales are net of Value Added Tax/
Sales Tax and returns.
Revenue from Services is recognised on prorated basis over the period of contract.
Interest on deposits is recognised on a time proportion basis taking into account the amount outstanding and the rate
applicable.
Dividends from investment are recognised when the Company's right to receive payment is established.
c. Tangible Fixed assets

Tangible Fixed assets are stated at cost of acquisition/construction or at revalued amount less depreciation and impairment
losses. The cost of asset comprises its purchase price and any other attributable cost incurred for bringing the asset to its
working condition for its intended use. Where a tangible fixed asset has been revalued upwards, the revalued amount is
credited to owner's interest under the head Revaluation Reserves.
Capital work in progress includes items under installation and items in transit. In case of own manufactured items like
tools, jigs, proportionate burden of overhead as applicable is also treated as part of cost.
Expenditure incurred on replacement/ modification to fixed asset is capitalized only when such expenditure results in
increase in the economic life of such asset.
d. Intangible assets
Software expected to provide future enduring economic benefits is stated at cost less amortization.
All upgradation/enhancements are charged off as revenue expenditure unless they bring significant additional benefits.
e. Depreciation / Amortisation
Depreciation is provided at the rates specified in Schedule XIV of the Companies Act, 1956 on straight line method on
plant and machinery and other tangible fixed assets excepting building where written down value method is followed.
29

(Unless otherwise specified, all amounts are in Rupees in lacs)
Assets whose actual cost does not exceed five thousand rupees are fully depreciated in the year of acquisition.
Intangible assets are amortised over the best estimate of its useful life ranging between a periods of 3 to 5 years.
f. Impairment of fixed assets

Consideration is given at each balance sheet date to determine whether there is any indication of impairment of the
carrying amount of the Company's fixed assets. If any indication exists, an asset's recoverable amount is estimated. An
impairment loss is recognised whenever the carrying amount of assets exceeds its recoverable amount. The recoverable
amount is the greater of the net selling price and value in use. In assessing value in use, the estimated future cash flows
are discounted to their present value based on an appropriate discount factor.
g. Foreign currency transactions

Transactions denominated in foreign currency are recorded at the exchange rates prevailing on the date of the transaction.
Any income or expense on account of exchange differences either on settlement or on remeasurement of transactions is
recognised in the Statement of Profit and Loss account.
Monetary assets and liabilities denominated in foreign currency are remeasured at the rate of exchange prevailing on the
date of the balance sheet and resultant gain or loss is recognised in the Statement of Profit and Loss account. Non-monetary
items denominated in foreign currency are carried at cost.
h. Investments
Long Term investments are stated at cost less diminution in value, if any other than temporary.
Current investments comprising investments in mutual funds are stated at lower of cost and fair value.
i. Inventories
Raw materials, components, work in progress and stores and spares are valued at lower of cost or net realizable value.
Finished goods and Stock in trade are valued at lower of cost or net realizable value. Cost includes all expenses incurred
in bringing the goods to their present location and condition.
Cost is ascertained on weighted average method.
j. Employee Benefits
i) Short term employee benefits are recognised as an expense at the undiscounted amount in the Statement of Profit
and Loss account of the year in which the related service is rendered.
ii) Post employment benefits (Gratuity) and other long term employee benefits (Leave encashment and accumulated
sick leave) are recognised as an expense in the Statement of Profit and Loss account for the year in which the employee
has rendered services. The expense is recognised at the present value of the amounts payable determined using
actuarial valuation techniques. Actuarial gains and losses in respect of post-employment and other long term benefits
are charged to the Statement of Profit and Loss account.
k. Taxes on Income
Tax expense comprises current and deferred tax. Current income tax is measured at the amount expected to be paid to
the tax authorities in accordance with the Indian Income Tax Act. Deferred income taxes reflect the impact of current year
timing differences between taxable income and accounting income for the year and reversal of timing differences of earlier
years.
30
IFB INDUSTRIES LTD.

(Unless otherwise specified, all amounts are in Rupees in lacs)
Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the balance sheet
date. Deferred tax assets are recognised only to the extent that there is reasonable certainty that sufficient future taxable
income will be available against which such deferred tax assets can be realized. In situations where the Company has
unabsorbed depreciation or carry forward tax losses, all deferred tax assets are recognised only if there is virtual certainty
supported by convincing evidence that they can be realized against future taxable profits.
At each balance sheet date the Company re-assesses unrecognised deferred tax assets. It recognizes unrecognised deferred
tax assets to the extent that it has become reasonably certain or virtually certain, as the case may be that sufficient future
taxable income will be available against which such deferred tax assets can be realized.
l. Provision, Contingent Liabilities and Contingent Assets

Provisions involving substantial degree of estimation in measurement are recognised when there is a present obligation
as a result of past events and it is probable that there will be an outflow of resources. Contingent Liabilities are not
recognised but are disclosed in the notes. Contingent Assets are neither recognised nor disclosed in the financial statements.
m. Government Grants
Grants received from the Government authorities with reference to investments under investment subsidy schemes and
no repayment are ordinarily expected in respect thereof are treated as capital reserve.
n. Segment
The Company discloses Business segment as the Primary segment. Segments have been identified taking into account
the nature of products, the different risks and returns, the organisation structure and internal reporting system. The
Company's operation predominantly relates to manufacture of home appliances and fine blanking business. The Company
primarily caters to the domestic market and export sales are not significant and accordingly there is no reportable secondary
segment
o. Cash and cash equivalent

Cash and cash equivalents in the cash flow statement comprise cash on hand, current account bank balances, bank deposit
account balances (with maturity of three months or less as at the balance sheet date) and short term investments with
maturity of three months or less as at the balance sheet date.
p. Earnings Per Share

Basic Earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders
by the weighted average number of equity shares outstanding during the year. For the purpose of calculating diluted
earnings per share, the net profit or loss for the year attributable to equity shareholders and weighted average number
of equity shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares
q. Disclosure requirement for Derivatives Instruments

The premium or discount arising at the inception of forward exchange contracts entered into to hedge an existing
asset/liability, is amortised as expense or income over the life of the contract. Exchange differences on such a contract are
recognised in the Statement of Profit and Loss in the reporting period in which the exchange rates change. Any profit or
loss arising on cancellation or renewal of such a forward exchange contract is recognised as income or as expense for the
period.
31
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2012 (Contd.)
2. SHARE CAPITAL
31 March, 2012 March 31, 2011
Rs. Lacs Rs. Lacs
Authorised Shares :
65,000,000 (31 March 2011 : 65,000,000) Equity Shares of Rs. 10 each 6,500 6,500
30,000,000 (31 March 2011 : 30,000,000) Cumulative Redeemable Preference
Shares of Rs. 10 each 3,000 3,000
Total authorised shares 9,500 9,500
Issued, subscribed and paid up shares :

35,518,796 (31 March 2011 : 35,456,896) Equity Shares of Rs. 10 each, fully paid up 3,552 3,546
Forfeited Shares
3,050,000 (31 March 2011 : 3,050,000) Equity Shares of Rs. 10 each, Rs. 2.50 paid up 76 76
Total issued, subscribed and paid up shares 3,628 3,622
a. Reconciliation of the shares outstanding at the beginning and at the end of the reporting period
31 March, 2012 31 March, 2011
Nos Rs. Lacs Nos Rs. Lacs
At the beginning of the period 35,456,896 3,546 34,755,046 3,476

Issued during the period - Employees Stock 61,900 6 701,850 70
Purchase Scheme
Outstanding at the end of the period 35,518,796 3,552 35,456,896 3,546
b. Rights, preferences and restrictions attached to equity shares

The company has only class of equity shares having par value of Rs. 10 per share. Each holder of equity shares is
entitled to one vote per share other than the partly paid shares which have been forfeited.
In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of
the company.
The distribution will be in proportion to the number of equity shares held by the shareholders.
c. Details of shareholders holding more than 5% shares in the company

31 March, 2012 31 March, 2011
% Nos % Nos
Equity shares of Rs. 10 each fully paid:
1. Nurpur Gases Pvt Ltd 16.92% 6,010,416 16.95% 6,010,416
2. IFB Automotive Pvt Ltd 41.55% 14,756,833 41.62% 14,756,833
3. Asansol Bottling & Packaging Company Pvt Ltd 6.94% 2,466,428 6.96% 2,466,428
d. Shares issued under Employees Stock Purchase Scheme

During the year the Company has issued 61,900 (31 March 2011 : 701,850) fully paid equity shares of Rs. 10 each to
its employees under IFB Industries Limited Employees Stock Purchase Scheme 2008 at premium of Rs. 5 per share.
32
IFB INDUSTRIES LTD.
3. RESERVES AND SURPLUS

31 March, 2012 31 March, 2011
Rs. Lacs Rs. Lacs
Capital Reserve 25 25
Debt Restructuring Reserve 8,981 8,981
Capital Redemption Reserve 1,605 1,605
Share Premium Account
Opening Balance 13,694 13,052
Add : Expenses on Employee Stock Purchase Scheme 36 607
Add : Premium on shares issued on ESPS 3 35
Closing Balance 13,733 13,694
Revaluation Reserve 173 173
Surplus/(deficit) in the statement of profit and loss
Opening Balance (6,980) (12,011)
Profit for the year 3,054 5,031
(3,926) (6,980)
Total Reserves and Surplus 20,591 17,498
4. DEFERRED TAX LIABILITIES (NET)

Deferred Tax Liabilities
Timing difference on account of depreciation 1,858 1,193
Total (A) 1,858 1,193

Deferred Tax Assets
Timing difference on account of :
Unabsorbed Depreciation 94
Provision for employee benefits 132 82
Provision for sales tax and cess 65 65
Total (B) 316 191
Net deferred tax liabilities (A)-(B) 1,542 1,002
5. OTHER LONG-TERM LIABILITIES

Unearned revenue on AMC /Extended Warranty Services 531 381
Security Deposits 125 106
656 487
33
6. PROVISIONS
Long-term Short-term
31 March, 2012 31 March, 2011 31 March, 2012 31 March, 2011

Rs. Lacs Rs. Lacs Rs. Lacs Rs. Lacs
Provision for gratuity (Refer note 30) 127 124

Provision for leave (Refer note 30) 276 215 24 38
Provision for sick leave 91 15
Provision for warranty 2,329 1,612 240 418
Total 2,823 1,951 279 456
Provision for warranty

The Company warrants that their products will perform in all material respects in accordance with the Companys
standard specifications in effect at the time of delivery of the products to the customers for the warranty period.
Accordingly based on specific warranties, claims and claim history the Company provides for warranty claims. The
movements in the provision for warranty cost is as follows :
31 March, 2012 31 March, 2011
Rs. Lacs Rs. Lacs
As at the beginning of the year 2,030 1,819

Additional provision during the year 979 541
Provision utilised during the year 440 330
As at the end of the year 2,569 2,030
Current portion 240 418

Non-current portion 2,329 1,612
Provision for warranty is expected to be utilized over a period of one to four years.
7. TRADE PAYABLES
Payable for Goods 6,958 5,215
Payable for Expenses 3,947 3,333
Total 10,905 8,548
8. OTHER CURRENT LIABILITIES

Unearned revenue on AMC /Extended Warranty Services 1,796 1,861
Security Deposits 35 22
Advance from customers 500 816
Statutory remittances 1,256 921
Liabilities for Capital Goods 101 1,727
Total 3,688 5,347
34
IFB INDUSTRIES LTD.
9. TANGIBLE ASSETS Rs. Lacs
Particulars of Assets GROSS BLOCK DEPRECIATION NET BLOCK
As at Adjust- As at As at Adjust- As at As at As at
April 1, ments/ March 31 April 1 For ments/ March 31 March 31 March 31
2011 Additions Disposals 2012 2011 the year Disposals 2012 2012 2011
Freehold Land (@) 719 719 719 719

Leasehold Land 233 233 186 6 192 41 7
Leasehold Land 220 220 176 6 182 38 44
R and D Leasehold Land 13 13 10 10 3 3
Building 4,314 759 5,073 2,616 192 2,808 2,265 1,698
Building 4,214 181 4,395 2,545 160 2,705 1,690 1,669
R and D Building 100 578 678 71 32 103 575 29
Plant and Machinery 35,235 3,570 (6,741) 32,064 26,861 844 (6,610) 21,095 10,969 8,374
Plant and Machinery 35,203 2,334 (6,741) 30,796 26,853 807 (6,610) 21,050 9,746 8,350
R and D Plant and Machinery 32 1,236 1,268 8 37 45 1,223 24
Computer 588 173 (104) 657 330 72 (100) 302 355 258
Computer 546 150 (104) 592 301 67 (100) 268 324 245
R and D Computer 42 23 65 29 5 34 31 13
Furniture and Fixture 769 171 (49) 891 451 56 (27) 480 411 318
Furniture and Fixture 754 151 (49) 856 443 51 (27) 467 389 311
R and D Furniture and Fixture 15 20 35 8 5 13 22 7
Motor Vehicle 147 147 126 4 130 17 21
Total 42,005 4,673 (6,894) 39,784 30,570 1,174 (6,737) 25,007 14,777 11,435
Previous Year 39,295 5,113 (2,403) 42,005 31,973 874 (2,277) 30,570 11,435
(@) Gross Block includes an amount of Rs. 173 Lacs (Previous Year : Rs. 173 Lacs) resulting from revaluation in an earlier year.
10. INTANGIBLE ASSETS Rs. Lacs

Particulars of Assets GROSS BLOCK AMORTISATION NET BLOCK
As at Adjust- As at As at Adjust- As at As at As at
April 1, ments/ March 31 April 1 For ments/ March 31 March 31 March 31
2011 Additions Disposals 2012 2011 the year Disposals 2012 2012 2011
Computer Software 427 143 570 184 150 334 236 243
Computer Software 372 122 494 179 129 308 186 193
R and D Computer Software 55 21 76 5 21 26 50 50
Technical Knowhow 800 14 814 53 164 217 597 747
R and D Technical Knowhow 800 14 814 53 164 217 597 747
Total 1,227 157 1,384 237 314 551 833 990
Previous Year 305 932 (10) 1,227 80 167 (10) 237 990 225
Note : (a) R and D denotes Research and Development

(b) For sanction of import letter of credit amounting to Rs 3,000 lacs for import of capital goods by Standard Chartered Bank, following securities have been created :
(i) First charge on all present and future movable fixed assets of the Company situated at Goa Plant (except exclusive charge to term lenders).
(ii) Exclusive charge on plant & machinery financed by the Bank including movable plant & machinery, furniture & fittings, equipments, computer hardware & software,
machinery spares tools, accessories and other movables.
(iii) First and exclusive charge over company's immovable property i.e.., non-agricultural land bearing at No. L1 SIT within the village panchayat of Nago, Verna Plateau,
Verna Industrial Estate, Taluka Salcete, District South Goa (Goa) admeasuring 48695 square meters together with all buildings and structures thereon or to be thereon
and all plant and machinery installed thereon or to be thereon.
(c) For sanction of import letter of credit amounting to Rs 3,000 lacs for raw materials and other trade related goods by Standard Chartered Bank, following securities have
been created :
(i) First charge on all current assets, both present and future.
(ii) Second charge on existing movable fixed assets of Goa unit (except exclusive charge to term lenders) and company's immovable properties i.e., non-agricultural land
bearing at No. L1 SIT within the village panchayat of Nago, Verna Plateau, Verna Industrial Estate, Taluka Salcete, District South Goa (Goa) admeasuring 48695 square
meters together with all buildings and structures thereon or to be thereon and all plant and machinery installed thereon or to be thereon.
35
11. CAPITAL WORK IN PROGRESS
31 March, 2012 31 March, 2011
Rs. Lacs Rs. Lacs
Capital work in progress 451 576
Capital work in progress - Research & Development 883
Total 451 1,459
Capital work in progress written off during the year amounted to Rs. Nil Lacs (31 March, 2011 : Rs. 31 Lacs)
12. NON-CURRENT INVESTMENT

31 March, 2012 31 March, 2011
Nos Rs. Lacs Nos Rs. Lacs
NON TRADE INVESTMENT (AT COST)

Investment in Equity Shares (quoted) 1,500 1,500
Ashok Leyland Ltd. (face value of Re. 1/-)
Total 1,500 1,500
Aggregate market value of quoted investment 1

(Face value of Rs.10/- per share subdivided into 10 shares of Re.1/- fully paid up w.e.f. July 7 2004)
13. LOANS AND ADVANCES

Non-Current Current
Unsecured considered good
Capital advances 831 398
Deposits with customs and others 571 626 84 184
Loans and advances to related parties 70 28
Deposits to related parties 219 212
Advances recoverable in cash or kind or for value 29 14 2,349 2,202
to be received
MAT credit entitlement 1,822 1,138
Advance income tax [net of Provision for current 76 1
tax of Rs. 3044 Lacs (31 March, 2011 : Rs. 2361 lacs)]
Advance fringe benefits tax [net of provision for 2 2
fringe benefits tax of Rs. 122 lacs (31 March, 2011 :
Rs. 122 lacs)]
3,550 2,391 2,503 2,414
Unsecured considered doubtful
Advances recoverable in cash or kind/Deposit 21 59
with customs, port trust, excise and others
Provision for doubtful advances (21) (59)

Total 3,550 2,391 2,503 2,414
Advances recoverable in cash or kind include
Dues from an officer of the company 1
Loans and advances / Deposits to related parties include
Advances/Deposit to a private company in which 50 50 39 13
any director is a director
36
IFB INDUSTRIES LTD.
14. TRADE RECEIVABLES AND OTHER ASSETS
Non-Current Current
Trade receivable(Unsecured) :
Outstanding for a period exceeding six months
from the date they are due for payment
Considered good 174 68
Considered doubtful 51 74
225 142
Provision for doubtful receivables (51) (74)
Total (A) 174 68
Other receivables
Considered good 4,489 3,837
Considered doubtful 6 2
4,495 3,839
Provision for doubtful receivables (6) (2)
Total(B) 4,489 3,837
Total Trade Receivable (A+B) 4,663 3,905

Other assets
Non current bank balances (note 17) 138 109
Interest accrued on fixed deposits 4 28 4
Dividend Receivable 4
Unamortised premium of forward contracts 1 9
Total 142 109 29 17
Trade receivable include :

Dues from a private limited company in which 346 386
company directors are directors
37
15. CURRENT INVESTMENT
31 March, 2012 31 March, 2011
Nos. Rs. Lacs Nos. Rs. Lacs
Unquoted mutual fund (valued at lower of
cost and fair value)
1. ICICI Prudential FMP Series 53 - 1 Year 5,000,000 500
Plan D Cumulative (face value Rs. 10/-)
2. ICICI Prudential Blended Plan B Daily Dividend 9,994,536 1,000
Option - I (face value Rs. 10/-)
3. Kotak FMP Series 29 - Growth 3,000,000 300
(face value Rs. 10/-)
4. Kotak Quaterly Interval Plan Series 5 - Dividend 2,998,701 300
5. DWS Treasury Fund Investment- Regular Plan 4,999,499 511
-Daily Dividend-Reinvest (face value Rs. 10/-)
6. Reliance Fixed Horizon Fund - XVII Series 1 2,501,392 250
-Growth plan (face value Rs. 10/-)
7. Reliance Interval Fund - Quaterly Plan - Series I 3,495,992 350
-Retail Dividend Plan (face value Rs. 10/-)
8. JP Morgan India Treasury Fund - Super Inst. 4,054,744 406
Daily Div Plan - Reinvest (face value Rs. 10/-)
9. LIC NOMURA MF Interval Fund - Series 1 10,000,000 1,000
-Monthly Dividend Plan (face value Rs. 10/-)
10. Reliance Floating Rate Fund - Short Term Plan 9,767,481 997
- Daily Dividend Reinvestment Plan
Aggregate amount of unquoted investments 997 4,617
Aggregate provision for diminution in value of investments
16. INVENTORIES (valued at lower of cost and net realizable value)

(As taken, valued and certified by the Management) 31 March, 2012 31 March, 2011
Rs. Lacs Rs. Lacs
Raw materials and components [includes in transit Rs. 309 lacs 2,743 2,579
(31 March, 2011: Rs 264 lacs)]
Work-in-progress 627 824
Finished goods (refer note 22) 2,462 1,676
Stock-in-trade [includes in transit Rs. 555 Lacs 3,314 2,585
(31 March, 2011: Rs. 346 lacs) (refer note 22)]
Stores and spare parts [includes in transit Rs. 55 Lacs 1,565 1,145
(31 March, 2011: Rs. Nil lacs)]
Gifts and Point of Purchase Materials 214 74
10,925 8,883
38
IFB INDUSTRIES LTD.
17. CASH AND BANK BALANCES
Non-Current Current
i) Cash and Cash equivalents :
a) Balances with bank :
Current account 3,099 2,326
Deposit account 1,802 114
b) Cheques on hand 180 109
c) Cash on hand 45 32
d) Remittance in transit 40
5,126 2,621
ii) Other bank balances
a) Balance with bank in Deposit Account 43 39 114 69
b) Margin money deposit 95 70 2 1
138 109 116 70
Amount disclosed under other assets (note 14) (138) (109)
Total 5,242 2,691
18. DETAILS OF GROSS SALE AND PURCHASE OF FINISHED GOODS AND STOCK-IN-TRADE
Gross Sale Purchase
Finished goods :
a) Press Tools & Dies 262 164
b) Fine Blanked Components 14,506 13,032
c) Motor 38 134
d) Others 12
e) Home Appliances :
i) Washing Machines 42,029 34,128
ii) Dryers 1,253 1,245
iii) Dishwashers 1,337 1,482
iv) Others 577 299
Stock-in-trade :
Home Appliances :
i) Microwave Ovens 14,707 11,400 6,525 3,400
ii) Washing Machines 8,654 7,811 6,222 3,597
iii) Accessories and Additives 5,006 4,219 2,643 2,465
iv) Dishwashers 2,681 1,808 1,703 1,889
v) Others 1,774 609 932 404
vi) Spares 1,168 917
93,992 77,260 18,025 11,755
39
19. DETAILS OF SALE OF SERVICES
31 March, 2012 31 March, 2011
Rs. Lacs Rs. Lacs
AMC / ASC Income 2,837 2,565
Extended Warranty income 173 241
Others 322 247
3,332 3,053
20. OTHER INCOME
(a) Interest Income on bank deposits and others 157 77
(b) Dividend from Mutual Funds 201 118
(c) Net gain on sale of Mutual Funds 99 2
(d) Insurance claims 3 51
(e) Rental Income 87 82
(f) Gain on exchange fluctuations 217
(g) Write back of liabilities no longer required (*) 129 981
(h) Write back of provision no longer required 75 90
(i) Recovery of advance written off in earlier years 174
(j) Other income 220 162
1,145 1,780
(*) Includes liability for custom duty payable to Directorate General of Foreign Trade (DGFT) pertaining to Advance
License and EPCG Schemes Written back Rs. Nil Lacs (31 March, 2011: Rs. 819 Lacs)
Income related to Research and Development at Verna, Goa included in above Note 20 are :
Gain on exchange fluctuations 1
1
21. COST OF RAW MATERIALS CONSUMED
Raw material stock as at the beginning of the year 2,579 2,483
Add: Purchases 30,523 26,238
33,102 28,721
Less : Raw material stock as at the end of the year 2,743 2,579
Cost of Raw Materials Consumed 30,359 26,142
Details of raw materials consumed :
Imported Steel 1,124 544
Imported Components and Spares 7,969 5,320
Indigenous Steel 7,646 7,617
Indigenous Copper 1,187 963
Indigenous Brass 6
Indigenous Aluminium 435 366
Indigenous Components and Spares 11,998 11,326
30,359 26,142
Expenditure related to Research and Development at Verna,
Goa included in above Note 21 are :
Raw Materials Consumed 39 12
39 12
40
IFB INDUSTRIES LTD.
22. DETAILS OF (INCREASE)/DECREASE IN FINISHED GOODS,
WORK IN PROGRESS AND STOCK-IN-TRADE
31 March, 2012 31 March, 2011 (Increase)/decrease

Rs. Lacs Rs. Lacs Rs. Lacs
Inventory as at the end of the year
Stock-in-trade 3,314 2,585 (729)
Work in progress (*) 627 824 197
Finished goods 2,462 1,676 (786)
6,403 5,085 (1,318)

Inventory as at the beginning of the year
Stock-in-trade 2,585 1,109 (1,476)
Work in progress 824 700 (124)
Finished goods 1,676 2,900 1,224
5,085 4,709 (376)

(1,318) (376)
(*) Includes semi finished process components and semi finished tools amounting to Rs. 533 lacs (31 March, 2011 :
Rs. 672 Lacs) and semi finished motors amounting to Rs. 69 lacs (31 March, 2011 : Rs. 119 Lacs).
31 March, 2012 31-Mar-2011

Rs. Lacs Rs. Lacs
Details of Inventory :
Stock-in-trade
(i) Microwave Ovens 1,026 832
(ii) Washing Machines 1,421 848
(iii) Accessories and Additives 309 338
(iv) Dishwashers 361 250
(v) Others 197 317
3,314 2,585
Finished goods
(i) Washing Machines 1,979 1,243
(ii) Dryers 103 109
(iii) Dishwashers 148 116
(iv) Fine Blanked Components 91 118
(v) Press Tools & Dies 37 18
(vi) Others 104 72
2,462 1,676
41
23. EMPLOYEE BENEFIT EXPENSES
31 March, 2012 31 March, 2011
Rs. Lacs Rs. Lacs
Salaries, Wages and Bonus 5,719 4,683

Contribution to Provident and other funds 594 476
Expenses on Employee Stock Purchase Scheme 36 607
Workmen and staff welfare expenses 638 534
6,987 6,300
Expenditure related to Research and Development at Verna,
Goa included in above Note 23 are:
Salaries, Wages and Bonus 215 225
Contribution to Provident and other funds 18 12
Workmen and staff welfare expenses 8 9
241 246
24. FINANCE COSTS

Interest expenses 32 26
32 26
25. OTHER EXPENSES

Consumption of stores and spares 2,787 2,125
Rent 635 506
Insurance 83 58
Freight, octroi and carriage 2,550 1,974
Power and fuels 835 677
Ancillary cost 2,440 2,335
Rates and taxes 271 311
Office expenses 1,559 1,364
Advertisement and sales promotion 3,781 3,148
Travelling 1,621 1,532
Repairs :
Buildings 66 77
Plant and machinery 305 238
Others 198 170
Excise duty on differential stock 94
(Gain)/loss on disposal of fixed assets 24 71
Loss on exchange fluctuation 669
Capital WIP Written off 31
Write off of fixed assets 127 30
Write off of debts / advances 94 107
Bank charges 149 143
Directors' sitting fees 6 6
Service expenses 1,336 1,158
Warranty expenses 979 541
Miscellaneous expenses 1,026 929
21,652 17,595
42
IFB INDUSTRIES LTD.
Payment to statutory auditors (excluding service tax of Rs. 6 lacs (31 March, 2011 : Rs. 6 lacs))
31 March, 2012 31-Mar-2011
Rs. Lacs Rs. Lacs
As auditors :
Audit fees 31 31
Tax audit fees 10
Other 9 22
Reimbursement of expenses 2 1
52 54
Expenditure related to Research and Development at Verna, Goa included in above Note 25 are :
Insurance 2 2
Ancillary cost 5 1
Office expenses 25 9
Travelling 43 24
Repairs :
Buildings 4
Plant and machinery 2
Others 1
Miscellaneous expenses 90 63
172 99
26. EXCEPTIONAL EXPENSE
Settlement of Past Claims 150

150
The company has entered into a mutual compromise settlement in respect of one of the past claims on the company,
pertaining to a business discontinued since year 1999-2000. As per the terms of settlement, the company has paid a sum
of Rs. 150 lacs (31 March 2011: Nil).
This amount has been recognised as an exceptional item for the year.
27. EARNINGS PER SHARE

31 March, 2012 31 March, 2011
(a) Profit after taxes available to equity shareholders (Rs. lacs) 3,054 5,031
(b) Weighted average number of equity shares outstanding 35,477,750 35,332,282
(c) Basic and Diluted earnings per share of face value Rs 10 each (in' Rs) 8.61 14.24
43
28. Impairment
The Company has reviewed potential generation of economic benefits from its cash generating units and concluded that there
are no further impairments during the year.
29. Dues to Micro, Small and Medium Enterprises

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 on the basis of information available with the Company.
Disclosure of payments due to suppliers as at March 31, 2012, pursuant to notification no. GSR 719 (E) dated November 16,
2007 are as below :
Rs. lacs
Details March 31, 2012 March 31, 2011
Balance of Trade payable and payable for expenses as on March 31,
2012
Principal amount due to micro, small and medium enterprises 459 18
Principal amount due to others 10,440 8,530
Interest accrued and dues as on March 31, 2012
Interest on payments due to micro, small and medium enterprises 6
Interest on payments due to others
Interest due and payable on amounts paid during the year to
micro, small and medium enterprises beyond the appointed date
Paid during the year
Principal amount (including interest) paid to micro, small and medium
enterprises beyond the appointed date
Principal amount
Interest thereon
Principal amount (excluding interest) paid to micro, small and medium
enterprises beyond the appointed date
Others
Interest accrued in prior year and paid during the year
Interest accrued during the year and paid during the year
30. Employee Benefits

(a) Gratuity and Leave Encashment
The employees gratuity fund scheme, determined as post employment benefit, is managed through Insurance
Companies under a defined benefit plan. The present value of obligation is determined based on actuarial valuation
using the Projected Unit Credit Method, which recognizes each period of service as giving rise to additional unit of
employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation
for unfunded leave encashment determined as other long term benefit plan is recognized in the same manner as
gratuity.
44
IFB INDUSTRIES LTD.
I. Reconciliation of Opening and Closing balances of Defined Benefit obligation : Rs. lacs
Gratuity Leave Encashment
(funded) (Unfunded)
March March March March March March March March March March
31, 2012 31, 2011 31, 2010 31, 2009 31, 2008 31, 2012 31, 20011 31, 2010 31, 2009 31, 2008
Defined benefit obligation at the

beginning of the year 626 521 364 393 284 253 225 182 216 146
Current Service Cost 85 48 44 41 49 48 49 39 56 26
Interest Cost 48 40 28 30 22 19 16 13 17 11
Acquisitions Cost / (Credit) 19 8
Plan Amendments Cost / (Credit) 34 9
Actuarial losses / (gains) 11 31 98 (84) 51 7 16 20 (78) 54
Benefits Paid (45) (48) (13) (16) (13) (44) (53) (29) (29) (21)
Defined Benefit obligation

at year end 744 626 521 364 393 300 253 225 182 216
II. Reconciliation of Opening and Closing balances of fair value of plan assets : Rs. lacs
(funded) (Unfunded)
31, 2012 31, 2011 31, 2010 31, 2009 31, 2008 31, 2012 31, 20011 31, 2010 31, 2009 31, 2008
Fair value of plan assets at

beginning of the period 502 396 321 270 201
Acquisition adjustment 19
Expected return on plan assets 43 35 26 25 18
Actual Company contributions 124 125 43 52 69 (44) (53) (29) (29) (21)
Actuarial Gain/(Loss) (26) (6) 19 (10) (5)
Benefits Payments (45) (48) (13) (16) (13) (44) (53) (29) (29) (21)
Fair value of Plan assets at the

end of period 617 502 396 321 270
Actual return on plan assets 17 29 45 15 13
45
III. Reconciliation of fair value of assets and obligation : Rs. lacs

(funded) (Unfunded)
31, 2012 31, 2011 31, 2010 31, 2009 31, 2008 31, 2012 31, 20011 31, 2010 31, 2009 31, 2008
Net Asset/(Liability) at the

beginning of period (124) (125) (43) (123) (83) (253) (225) (182) (216) (146)
Employer Gains/(Expense) (127) (124) (125) 28 (109) (83) (81) (72) 5 (91)
Employer Contributions 124 125 43 52 69 44 53 29 29 21
Acquisitions/Business
Combinations (8)
Net Asset/(Liability) at end of

period (127) (124) (125) (43) (123) (300) (253) (225) (182) (216)
IV. Expense recognized during the year : Rs. lacs

(funded) (Unfunded)
31, 2012 31, 2011 31, 2010 31, 2009 31, 2008 31, 2012 31, 20011 31, 2010 31, 2009 31, 2008
Current Service Cost 85 48 44 41 49 48 49 39 56 26

Interest cost 48 40 28 30 22 19 16 13 17 11
Expected Return on Plan assets (43) (35) (26) (25) (18)
Past service cost 34 9
Actuarial Losses/(Gains) 37 37 79 (74) 56 7 16 20 (78) 54
Total employer expense / (income)

recognized in Profit and Loss
Account 127 124 125 (28) 109 83 81 72 (5) 91
46
IFB INDUSTRIES LTD.
V. Actuarial assumptions : Rs. lacs

(funded) (Unfunded)
31, 2012 31, 2011 31, 2010 31, 2009 31, 2008 31, 2012 31, 20011 31, 2010 31, 2009 31, 2008
Discount rate 8.60% 8.00% 8.00% 7.80% 8.00% 8.60% 8.00% 8.00% 7.80% 8.40%
Expected return on assets 8.00% 8.00% 8.00% 7.80% 8.00%
Salary escalation 5.00% 5.00% 5.00% 5.00% 10.00% 5.00% 5.00% 5.00% 5.00% 10.00%
Mortality LIC LIC LIC LIC LIC LIC LIC LIC LIC LIC
1994-96 1994-96 1994-96 1994-96 1994-96 1994-96 1994-96 1994-96 1994-96 1994-96
Ultimate Ultimate Ultimate Ultimate Ultimate Ultimate Ultimate Ultimate Ultimate Ultimate
The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion
and other relevant factors including supply and demand in the employment market. The above information is certified by the
actuary.
VI. Percentage of each category of plan assets to the fair value of plan assets as at March 31, 2012
The plan assets of the trust has been invested 100% (previous year 100%) with the schemes of insurance companies
VII. Net asset/(liability) recognized in Balance Sheet (including experience adjustment inpact) : Rs. lacs
(funded) (Unfunded)
31, 2012 31, 2011 31, 2010 31, 2009 31, 2008 31, 2012 31, 20011 31, 2010 31, 2009 31, 2008
Defined benefit obligation at end

of the period (744) (626) (521) (364) (393) (300) (253) (225) (182) (216)
Plan assets at end of the period 617 502 396 321 270
Funded status (127) (124) (125) (43) (123) (300) (253) (225) (182) (216)
Experience gain / (loss)

adjustments on plan liabilities (47) (31) (108) NA NA (23) (16) (24) (25) (64)
Experience gain / (loss)

adjustments on plan assets (26) (6) 19 NA NA
Actuarial gain / (loss) due to

change on assumptions 36 10 NA NA 16 4 103 10
47
(b) Provident Fund and Superannuation Fund :

In addition to the above benefits, employee of the company receives benefits from provident fund and superannuation fund, a
defined contribution plan. The employee and employer each make monthly contribution to Government's Provident Fund equal
to 12% of the covered employee's eligible salary. The company contributed Rs. 467 lacs (Previous year Rs. 352 lacs) to defined
contribution scheme during the year ended March 31, 2012.
31. Commitments and contingencies : Rs. lacs

March 31, 2012 March 31, 2011
i) Outstanding capital commitments for tangible assets 2,258 1,276

ii) Outstanding capital commitments for intangible assets 17 18
iii) Disputed sales tax matters, excise duties, income tax contested in 689 484
appeals (These disputes mostly relate to arbitrary disallowances of
claims of the Company under various state laws, which are under
appeal. The management is of the view that these demands are not
sustainable in law and is hopeful of succeeding in appeals.)
iv) Indemnity bonds executed in favour of excise and customs 150 100
v) Guarantees given by the bankers on behalf of the Company 118 61
vi) Letter of credits 226 538
vii) Corporate Guarantee for Advance licenses 603 1,498
viii) Claims against the Company not acknowledged as debts (#)(@) 76 470
ix) Corporate Guarantee to bank on behalf of Associate Company 100 100
(#) The Company obtained a bank guarantee of Rs. 16 lacs in connection with execution of a civil contract awarded by State Health
Department, Government (Govt.) of West Bengal. Following a dispute the Health Department, Govt. of West Bengal invoked the said
Bank Guarantees whereupon the Company challenged such invocation by way of a writ petition before the Hon'ble Calcutta High Court.
The Hon'ble High Court was pleased to allow interim order of injunction dated May 22, 2003 restraining the respondent not to give any
effect to the invocation of guarantees till further order with the condition that the guarantee shall be renewed from time to time. The
bank guarantee expired and has not been renewed since the case has been dismissed by the Hon'ble Calcutta High Court. The amount
has been included in Claims against the Company not acknowledged as debts as at 31st March 2012 and 31st March 2011.
(@) As at 31st March 2011, claims against the company not acknowledged as debts included a claim relating to material rejection amounting
to Rs. 454 lacs. During the year the company has entered into a mutual compromise settlement wherein the Company has settled and
paid an amount of Rs. 150 lacs as settlement amount. The same has been recognized as an exceptional item for the year ended 31st March
2012.
48
IFB INDUSTRIES LTD.
32. Segment reporting - Information pursuant to Primary Business Segment Rs. lacs
Year ended 31st March, 2012
Engineering Home Appliances Unallocated Total
Revenue - External 14,777 66,093 570 81,440

12,881 55,855 1,018 69,754
Total Revenue 14,777 66,093 570 81,440
12,881 55,855 1,018 69,754
Segment Results before finance cost 1,186 1,929 511 3,626
1,333 5,540 34 6,907
Less : Finance cost 32
26
Profit before tax 3,594
6,881
Segment Assets 9,248 29,037 5,827 44,112
7,024 24,968 6,919 38,911
Segment Liabilities 2,824 14,755 2,314 19,893
2,195 14,081 1,515 17,791
Other Segment Information :
Depreciation/Amortisation 355 1,006 127 1,488
286 642 113 1,041
Tangible Capital expenditure 1,496 2,092 77 3,665
802 5,076 2 5,880
Intangible Capital expenditure 56 76 25 157
1 857 74 932
Non Cash Expenditure other than
depreciation / amortization 69 191 14 274
204 537 97 838
(figures for the previous year, March 31, 2011, have been shown below each item)
Segment revenue, segment result, segment asset and segment liabilities include the respective amount identifiable to
each of the segments as also amounts allocated on reasonable basis. The expenses, which are not directly relatable to
the business segment, are shown as unallocable corporate cost and grouped as "Unallocated". Assets and liabilities that
cannot be allocated between the segments are shown as unallocable corporate assets and liabilities and are grouped
as "Unallocated".
49
33. Related party transactions

The Company has the following related parties in accordance with Accounting Standard 18 Related Party Disclosures
notified under Section 211(3C) of the Companies Act, 1956.
Investor Company : IFB Automotive Private Limited
Associate Companies : IFB Agro Industries Limited, Travel Systems Limited, Thai Automotive and
Appliances Limited, Global Automotive and Appliances Limited.
Key Management Personnel : Mr. Bijon Nag, Executive Chairman
Mr. Bikram Nag, Joint Executive Chairman and Managing Director
Mr. Gautam Dasgupta, Mentor of IFB Home Appliances
Mr. Dipak Mitra, President- Legal
Mr. A K Nag, Sr. Vice President, Corporate Affairs
Mr. P. Chatterjee, Chief Financial Officer
Mr. Indroneel Goho, Sales and Marketing Head-HAD
Mr. B.M. Shetye, Vice President - R & D
Mr. Siddhartha Chatterjee, Bangalore Unit Head Engineering
Mr. G. Ray Chowdhury, Company Secretary
Mr. Rajshankar Ray, Factory Head - Goa
Mr. A.S. Negi, National Service Head
Mr. T.R. Ramesh, Regional Manager - West
Mr. Sukhdev Nag, Business Head - South
Mr. Jayanta Chanda, Finance Head, Goa Factory
Mr. Ranjan Mohan Mathur, Regional Head North
Mr. Arup Das, Senior Manager
Mr. Partha Sen, CEO - Kolkata Engineering
Mr. K. R. Krishna Prasad, GM-Bangalore Engineering
Mr. Soumitra Goswami, DGM - Accounts and Finance
33. (a) Transactions with related parties : Rs. Lacs

Key Management Investor Company/ Total
Personnel Associate Companies
March March March March March March
31, 2012 31, 2011 31, 2012 31, 2011 31, 2012 31, 2011
i) Sales, Service and Other Income 3,413 3,228 3,413 3,228
ii) Purchases 561 13 561 13
iii) Allotment of Shares including share premium 25 25
iv) Outstanding Balances :
Trade receivables 354 386 354 386
Deposits given 1 2 218 210 219 212
Advances given 7 6 63 22 70 28
Trade payables 43 34 43 34
Other payables 1 11 1 11
Deposits taken 1 2 1 2
v) Remuneration 606 731 606 731
vi) Expenditures on other services 700 570 700 570
vii) Corporate Guarantee 100 100 100 100
50
IFB INDUSTRIES LTD.
33. (b) Disclosure in respect of material related party transactions :

Rs.' Lacs
March 31, 2012 March 31, 2011
i) Sales, Service and Other Income

(a) IFB Automotive Private Limited 3,389 3,188
ii) Purchases
(a) IFB Agro Industries Limited 268
(b) Thai Automotive and Appliances Limited 219
(c) IFB Automotive Private Limited 74 13
iii) Outstanding Balances : Trade Receivables
(a) IFB Automotive Private Limited 346 386
iv) Outstanding Balances : Deposits Given
(a) IFB Agro Industries Limited 168 160
(b) IFB Automotive Private Limited 50 50
(v) Outstanding Balances : Advances Given
(b) IFB Automotive Private Limited 39 13
(c) Travel Systems Limited 9
(vi) Outstanding Balances : Trade Payables
(b) Travel Systems Limited 2 12
(vii) Outstanding Balances : Other Payables
(viii) Outstanding Balances : Deposits taken
(b) IFB Automotive Private Limited 1
(ix) Expenditure on other services
(b) Travel Systems Limited 594 525
(x) Corporate Guarantee
(a) Travel Systems Limited 100 100
51
34. Other Information

Rs.' Lacs
March 31, 2012 March 31, 2011
a) Value of Imports calculated on CIF Basis :

Raw Materials and Components 7,474 5414
Stores and Spares 792 87
Capital goods 1,248 4370
b) Expenditure on Foreign Currency (on accrual basis)
on account of :
Foreign Travel 109 156
Professional Fees 100 107
Repairs and Maintenance 8 8
Others 9
c) Earnings in Foreign Currency (on accrual basis) on account of :
FOB value of Exports 189 174
Others 46
35. Imported and indigenous Raw Materials and Stores & Spares consumed :
March 31, 2012 March 31, 2012 March 31, 2011 March 31, 2011
% of total % of total
Consumption Rs. lacs Consumption Rs. lacs
Imported :
Raw Materials 29.95% 9,093 22.43% 5,864
Stores and Spares 1.04% 34 0.21% 5
Indigenous :
Raw Materials 70.05% 21,266 77.57% 20,278
Stores and Spares 98.96% 3,224 99.79% 2,510
TOTAL
Raw Materials 100.00% 30,359 100.00% 26,142
Stores and Spares 100.00% 3,258 100.00% 2,515
52
IFB INDUSTRIES LTD.
36. Disclosure requirement for Derivatives Instruments

The Company uses foreign currency hedges to manage its risks associated with foreign currency fluctuations relating
to certain existing foreign currency payables. The Company does not use derivative contracts for trading or speculative
purposes.
The outstanding forward exchange contracts entered into by the company on account of payables are :
March 31, 2012 March 31, 2011
No of Contracts 3 3
USD in 'lacs 4 12
Rs. 'lacs 219 545
The year end foreign currency exposures that have not been hedged are :
Particulars USD Rs EURO Rs JPY Rs AUD Rs CHF Rs Total Rs

Lacs lacs lacs lacs lacs lacs lacs lacs lacs lacs lacs
Amount Receivable
31st March 12 5 255 3 228 258 160 3 2 648
31st March 11 3 129 6 396 525
Amount Payable
31st March 12 15 771 12 827 1,598
31st March 11 44 2,013 8 500 3 2 2,515
37. The Revised Schedule-VI has become effective from 1 April, 2011 for the preparation of financial statements. This
has significantly impacted the disclosure and presentation made in the financial statements. Previous year's
figures have been regrouped/reclassified wherever necessary to correspond with the current year's classification.
For and on behalf of the Board of Directors

Joint Executive Chairman &
Managing Director Bikram Nag
Director Dr. R. N. Mitra
Chief Financial Officer P. Chatterjee
Company Secretary G. Ray Chowdhury
53
NOTES
54
IFB INDUSTRIES LTD.
Regd. Office : 14, TARATALA ROAD, KOLKATA 700 088
ATTENDANCE SLIP
Name, Address & Folio No./DPID No. of Shareholder(s) 36TH ANNUAL GENERAL MEETING
on 27th July, 2012 at 11:00 a.m. at
Rabindra Okakura Bhawan, Block DD-27A/1
Sector-I, Salt Lake, Kolkata700 064
A member/proxy wishing to attend the Meeting must complete this Slip before coming to the Meeting and hand
it over at the entrance.
If you intend to appoint a proxy, please complete the Proxy Form below and deposit it at the Companys Registered
Office, at least 48 hours before the Meeting.
Please bring your copy of the Annual Report to the Meeting.
I record my presence at the
36th Annual General Meeting
Name of Proxy in BLOCK LETTERS (if the Proxy attends Signature of Member/Proxy
instead of the member)
IFB INDUSTRIES LTD.

Regd. Office : 14, TARATALA ROAD, KOLKATA 700 088
PROXY FORM
I/We...............................................................................................................................................................................................
of ....................................................................................................................................................................................................
being a member/members of the above named Company hereby appoint .......................................................................
Mr./Mrs./Miss ............................................................................................................................................................................
of ....................................................................................................................................................................................................
or failing him/her .......................................................................................................................................................................
of ....................................................................................................................................................................................................
or failing him/her .......................................................................................................................................................................
as my/our proxy to vote for me/us on my/our behalf at the 36th Annual General Meeting of the Company to be
held on the 27th day of July, 2012 and at any adjournment thereof.
Signed this ......................... day of ............................................... 2012.
Regd. Folio/DPID/BEN No. :
Re. 1/-
No. of Shares : Signature Revenue
Stamp
Note : This instrument of Proxy shall be deposited at the Registered Office of the Company not less than 48
(FORTY EIGHT) hours before the time of holding the Meeting.

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IFB INDUSTRIES LTD.

BOARD OF DIRECTORS REGISTERED OFFICE

Executive Chairman 14, Taratolla Road

Mr. G. Ray Chowdhury

AUDITORS Directors Report ................................................. 7

Deloitte Haskins & Sells

Auditors Report ................................................. 22

CB Management Services (P) Ltd. Statement of Profit and Loss ............................ 27

Registered. Office : By Order of the Board

iii) The members are requested to :

a) notify immediately any change in their address to the Company.

b) bring their copy of the Annual Report to the meeting.

Date of birth 06.09.1946 15.9.1945 01.02.1960

Nationality Indian Indian Indian

Date of Appointment on the 21.06.2003 30.08.2002 04.04.2012

Qualification Graduate in Physics, B.COM Graduate in Economics (H),

Experience in functional Business Executive Business Executive Business Executive

Shareholding in the Nil 2030 nos. Nil

List of Directorship held in Nil Three Nil

Committee Membership Nil Three Nil

The board recommends passing of this Special Resolution.

None of the Directors is interested/ concerned in the resolution.

He holds 157869 (nos.) equity shares in the Company.

Registered. Office : By Order of the Board

Important Communication to Members

DIRECTORS REPORT to the Shareholders

1. FINANCIAL RESULTS : A) Industry Structure & Developments

2. DIVIDEND The Rs. 1,600 billion Indian auto component industry

The applicable disclosures as stipulated under the SEBI

ANNEXURE TO DIRECTORS REPORT OF IFB INDUSTRIES LTD.

C. FOREIGN EXCHANGE EARNINGS AND OUTGO

Company's Philosophy on Corporate Governance

Attendance of Directors at Board Meetings and Annual General Meeting :

SHARE PRICE PERFORMANCE VERSUS THE NSE INDEX

(h) Distribution of Shareholding as on 31st March, 2012

(i) Shareholding Pattern as on 31st March, 2012 :

On behalf of the Board

To the Members of IFB Industries Limited

opinion on the financial statements of the Company.

mentioned Listing Agreement.

For DELOITTE HASKINS & SELLS

10 Years Highlights (Rs. million)

SALES AND EARNINGS

Depreciation/amortisation 234 218 208 183 128 84 76 87 104 149

ASSETS & LIABILITIES

Total borrowings 5092 5548 5171 4731 3983 3445    

Earnings per share (Rs.)

Earnings per share (Rs.)

Rate of dividend (%)          

ANNEXURE to the Auditors Report

Bombay Provincial Cess including 103 2004-05, Civil Judge Court -

For DELOITTE HASKINS & SELLS

BALANCE SHEET as at March 31, 2012

31 March, 2012 31 March, 2011

TOTAL 44,112 38,911

TOTAL 44,112 38,911

Significant accounting policies 1

The accompanying notes are an integral part of the financial statements.

31 March, 2012 31 March, 2011

AUDITORS Directors Report ................................................. 7

Auditors Report ................................................. 22

DIRECTORS REPORT to the Shareholders

10 Years Highlights (Rs. million)

Total borrowings 5092 5548 5171 4731 3983 3445

Rate of dividend (%)

ANNEXURE to the Auditors Report

Provision for gratuity (Refer note 30) 127 124

Freehold Land (@) 719 719 719 719

Aggregate market value of quoted investment 1

Settlement of Past Claims 150

Acquisitions Cost / (Credit) 19 8

Plan Amendments Cost / (Credit) 34 9

Actuarial Gain/(Loss) (26) (6) 19 (10) (5)

Actual return on plan assets 17 29 45 15 13

III. Reconciliation of fair value of assets and obligation : Rs. lacs