Thermax Annual Report 2020

39th ANNUAL REPORT
2019-20
CONTENT
01 02 03 04
About this Engineering a Key Awards and
Integrated Report Sustainable Future Highlights Accolades
05 06 08 10 14
COVID-19 Chairperson’s Message from the Thermax at a Engineering
Response Message Managing Director Glance a Sustainable
Growth Strategy
16 18 34 52 54
Business Management Managing Capitals Managing Engaging with
Model Discussion and for Sustainable Risks Stakeholders
Analysis Value Creation
56 58 59 60 61
Addressing Board of Executive Corporate Directors’
Material Issues Directors Council Information Report
68 87 120 205
Corporate Business Standalone Consolidated
Governance Responsibility Financial Financial
Report Report Statements Statements
ABOUT THIS
INTEGRATED REPORT
Reporting Approach
Thermax has commenced the Integrated Reporting <IR>
journey from this year in line with its commitment to
socially responsible and environmentally conscious
behaviour combined with high standards of governance.
Inspired by the conviction of its Founder and
Ex-Chairman, R.D. Aga that, ‘profit is not a set of figures
but of values’, the company’s aim is to create overall
stakeholder value.
The report is prepared in accordance Disclosure Requirements), Regulations,

with the International Integrated 2015; and the Secretarial Standards
Reporting Council’s (IIRC) <IR> issued by the Institute of Company
framework. Secretaries of India. Stakeholders are
encouraged to read them in conjunction
Since 2016, Thermax has been reporting with the contents prepared using the
stakeholder relevant performance <IR> format to get a holistic view of the
through a Business Responsibility Report, company’s annual performance.
as required by SEBI. From this year, the
company has combined these two reports Scope and Boundary
to avoid duplication. It also believes The report covers information pertaining
that this reporting approach enables a to, but not limited to manufacturing
comprehensive but concise coverage of facilities, products and solutions,
stakeholder relevant information. operations and maintenance, office
premises of the Thermax Group and its
Framework, Guidelines and material subsidiaries. The report contains
Standards disclosures that pertain to the period
The report covers key performance April 1, 2019 to March 31, 2020, unless
indicators in line with the <IR> stated otherwise.
framework. It also links the company’s
capital wise performance to the United Responsibility Statement
Nations Sustainable Development Goals As Those Charged With Governance
(UN SDGs). (TCWG), our management has evaluated
the contents presented in the report
Sections of the document also and assured its integrity, to the best of
comply with the requirements of the their knowledge. The management has
Companies Act, 2013 (and the Rules approved the publication of this report on
made thereunder); Indian Accounting June 18, 2020.
Standards; the Securities and Exchange
Board of India (Listing Obligations and
Annual Report 2019-20 01

ENGINEERING A
SUSTAINABLE FUTURE
The year 2019-20 has been a test of survival for

people, organisations, nations and the world
economy. In these times of unprecedented
crisis, Thermax believes that its agility and
resilience, backed with technological prowess
and a dependable stakeholder ecosystem will
help the company emerge stronger in fulfilling its
commitment to engineering a sustainable future.
39th ANNUAL REPORT
2019-20
We are embedding sustainability into and customers to achieve it. The

all facets of our business. We have principle of sustainability is integrated
intensified our focus on cleaner and with our strategy, processes, business
greener areas of business, such that ethics and corporate governance
About the Cover
we deliver on our brand promise of framework and we also attempt to
At a time when global warming, climate
change and depleting natural resources ‘conserving resources, preserving the extend it to the communities around
present the gravest threats to life on our future’. Our green portfolio has grown our sites.
planet, sustainable living – meeting our from over 40% to 70% in the last ten
present needs without compromising years. These solutions help customers Since its inception, Thermax has been
the needs of future generations – is non-
negotiable. Striking the right balance between to achieve better resource productivity focussing on sustainability, which
growth and environment, while rethinking and improved bottom lines, while today is a dire need. With continuous
the way we engage with stakeholders, has maintaining a cleaner environment. The innovation, the company remains
become more important for organisations world is increasingly focussing on climate committed to deliver on its vision of
than ever to ensure equitable development
and inclusive progress. change mitigation, and Thermax is providing sustainable solutions in energy
prepared to facilitate this transition with and the environment.
appropriate solutions.
Thermax also recognises that

sustainability is a chain, not a single
event; it requires partnership with
vendors, employees, channel partners
02 Thermax Limited
KEY HIGHLIGHTS
1 Thermax Group clocked a total

income of Rs. 5,831 crore in 2 Ashish Bhandari joined the
Thermax Group as Joint MD, 3 Thermax concluded an order of
Rs. 471 crore from an Indian
FY2019-20 as compared to 6,123 effective April 7, 2020. He will government power company to set up
crore in the previous year, down succeed M.S. Unnikrishnan post his two Flue Gas Desulphurisation (FGD)
4.8%. Profit after tax for the year retirement and move into the role systems at their thermal power plant
stood at Rs. 212 crore as compared of Managing Director and CEO on in the state of Jharkhand, India. As a
to Rs. 325 crore in the previous year. September 1, 2020. part of the customer’s drive to meet the
mandate for regulating SOx emissions
from coal fired power plants, they plan
to install two units of FGD systems of
500 MW capacity each at their plant.
4 In the third quarter of FY2019-20,

Thermax concluded another order of
Rs. 431 crore from a public-private
5 The Channel Business Group
launched its ‘Urban’ business in
line with Thermax’s entry into the
6 Thermax received the ISO
27001:2013 certification, the
highest and internationally accepted
joint venture power company to set commercial space with its energy and benchmark in information security
up two FGD systems at their thermal environment portfolio comprising standards.
power plant in Jharkhand, comprising select products from the Water and
two units of FGD systems of 525 MW Wastewater, Heating, Solar PV and
capacity each. Chemical businesses.
7 Thermax completed the supply of its

largest export order comprising four
utility boilers, eight heat recovery
steam generators, two flue gas steam
generators and a hot oil heater for the
largest refinery and petrochemical
project in Nigeria, West Africa, all in a
modular form.

AWARDS AND ACCOLADES
Anu Aga was honoured with the ‘Power Anu Aga was conferred the National Thermax’s manufacturing facility in Sri City
Brands: Bharatiya Manavata Vikas Puraskar Award-2019 by Rayat Shikshan Sanstha for bagged a ‘5S Gold’ award from the Quality
(BMVP) – Edition 2019’ award for her her exemplary contribution to business and Circle Forum of India (QCFI) – Chennai
business leadership and philanthropy. social work. Chapter.
Thermax Onsite Energy Solutions Limited Thermax received the ‘Special Trophy for Thermax’s innovative and energy-efficient
(TOESL) bagged the second prize in the Excellence in Exports of High Technology ‘Hybrid Heat Pump’ developed by the
‘Best Boiler User 2020’ category at Boiler Products’ at the 50th Engineering Export Absorption Cooling and Heating business,
India 2020. Promotion Council (EEPC) India National received the ‘Most Innovative Energy Saving
Award - 2019. Product’ award at the 19th edition of CII-
Godrej GBC summit (Confederation of Indian
Industry- Godrej Green Business Centre).
Thermax was honoured with the ‘Lifetime Thermax won the ‘Clarivate Analytics India Thermax’s Solar business was awarded the
Achievement Award – for Best Supply Chain Innovation Awards 2019’ in the ‘Heavy ‘Best EPC Player’ in the industrial segment
Management Practices’ by Indian Institute Industries’ category. The impressive in the state of Haryana and Punjab by EQ
of Materials Management at its 6th Annual performance of its growing patent portfolio International magazine.
Awards for Supply Chain Management, Pune. across all judging criteria, especially its
success in acquiring patents and globalisation,
resulted in this win for Thermax.
04 Thermax Limited
ENGINEERING A COORDINATED PLAN
COVID-19 Response
Thermax has been continuously taking steps to protect its employees from
being exposed to any health risks arising from the COVID-19 pandemic while
maintaining business continuity.
People First
As a manufacturing company, employees’
occupational health and safety remains
one of the key concerns of Thermax.
To protect employees from being
exposed to the COVID-19 infection,
the company has deployed several
measures that are being upgraded Adhering to physical distancing norms at customer sites (L) and manufacturing locations
periodically by the management in tune
with the Government guidelines as well
Communication and Engaging with Employee engagement initiatives
as internal and external feedback. The
Stakeholders such as virtual fitness sessions, recipe
company stopped all forms of travel
Thermax reinvented its ways contest, HR and COVID-19 helplines
during the crisis period. All employees
of working and interacting with to address anxieties over the pandemic,
who can deliver remotely have been social media campaigns, inhouse chat
working from home. Manufacturing stakeholders during the lockdown
enforced by the pandemic. Businesses shows and speaker sessions by medical
operations across the 10 facilities in experts helped employees stay upbeat
stayed connected with customers
India were suspended at the start of through the phase of self-isolation and
through remote support and webinars,
the pandemic and later resumed in social distancing.
sending periodic communication on
line with the Government directives
best practices to upkeep their critical
and adherence to Standard Operating Supporting the Community
utilities during the shutdown. In
Procedures (SOPs). The four facilities
some cases, the company’s service To begin with, Thermax supported all its
abroad operated at a considerably
personnel stationed at sites continued labour workforce, directly or through
scaled-down pace.
to support customers, while some contractors and customers, by providing
travelled under critical circumstances, them with daily essentials and handling
Business Continuity
adhering to lockdown norms. To medical emergencies in some cases.
Leveraging its ongoing digitalisation ensure that employees utilise this Thermax Foundation has been working
drive, the company was able to transition opportunity for upskilling, Thermax collaboratively with a number of credible
to work from home for employees conducted over 300 Virtual Instructor NGOs and volunteers to support the
whose job profile enabled them to Led Trainings (VILT) on behavioural, worst affected people in Pune and
operate remotely, immediately after the compliance and technical topics around the company’s manufacturing
enforcement of the lockdown. Within spanning 27,000 hours approximately. facilities by funding their daily provisions;
one week of the lockdown, more than A vendor survey was conducted to supplying masks and other essentials to
30% of the staff were able to work from analyse the impact of the crisis on frontline police force and the poor; as
home seamlessly. their operations and Thermax will also medical equipment to hospitals. The
support them on a case-by-case employees have come forth to support
Given the prevailing uncertainties, the basis accordingly. The management migrant workers and daily wage earners
management has prepared multiple continuously engaged with employees impacted by the crisis, by contributing
scenarios and is working on a dynamic through email communication, blogs, for their provisions. The Foundation has
business plan. Stringent cost control senior management interactions also contributed to the PM CARES Fund
measures have been initiated and capital and a virtual ‘Open Forum’ with all and Chief Minister’s Relief Fund (Andhra
expenditure has been judiciously revisited. employees. Pradesh, Gujarat and Maharashtra).

CHAIRPERSON’S MESSAGE
compared to Rs. 2,636 crore in the

previous year. Order booking for the
year, at the consolidated level, stood at
Rs. 5,498 crore, down 2.4% from
Rs. 5,633 crore in the previous year.
Against the backdrop of severe economic

challenges, factors that contributed to
a reasonable order book and revenue
position included two major Flue Gas
Desulphurisation (FGD) orders in the
domestic market. A strong and robust
performance by our chemical division
and consistent opportunities from the
food & beverage, chemical, cement,
metal and steel sectors were the other
drivers in 2019-20.
My Dear Shareholder, In India, those affected most were On behalf of the Board, I would like to
migrant workers and daily wage earners, thank our Managing Director & CEO,
It is my privilege to present the 39th some of whom died of hunger and just Mr. M.S. Unnikrishnan, his team and all
Annual Report of your company and sheer tiredness, walking hundreds of our employees for steering the company
the first Integrated Reporting <IR> by miles trying to get back to their homes. through a challenging year. A big thank
Thermax. As an organisation, we have Even today, with many without jobs, the you to all our employees and the entire
always believed in long term value situation is dire. COVID only brought ecosystem for doing a commendable
creation for all our stakeholders. A to light this “invisible” workforce called job, working from home, working at our
modest beginning in the adoption of a migrant labourer. Although, we at manufacturing locations and sites, trying
the <IR> framework resonates with Thermax made sure all our people at to get our plants up and running along
this philosophy. We have attempted various sites received food and any with the highest priority of safety and
to present the company’s information medical assistance they needed, we have wellbeing. It’s not easy – we appreciate
in an all-encompassing format for a decided to proactively take steps to look your dedication and commitment. Our
deeper and richer understanding of our into and improve the working conditions gratitude to all our customers for their
sustainable journey. of our contractor’s labourers at our understanding and continued support.
sites – bringing in awareness amongst I would also like to express my sincere
We are all living in very uncertain our people, including our ecosystem of appreciation to all my fellow Board
and unprecedented times. The Indian vendors and business partners. We in members for their time, dedication, and
economy was already treading on thin industry have to make a beginning in prudent counsel.
ice in 2019, when COVID-19 took us all providing hope for the poor and deprived
by surprise. Even though the impact of sections of our society. It is time to bid adieu to our very own
the pandemic was towards the end of M.S. Unnikrishnan, who retires on
the financial year, the outcome on our Coming to our financials, Thermax Group 31st August 2020 after tirelessly and
operations was substantial. We were all posted a total income of Rs. 5,831 crore selflessly serving this organisation for
under lockdown in the last 10 days in FY2019-20 as compared to Rs. 6,123 28 years. Unny (as he is fondly called)
of March, when a significant part of crore in the previous year. Profit after has truly upheld the culture and values
the invoicing for the fourth quarter tax was Rs. 212 crore as compared to of this institution and successfully built it
takes place. Rs. 325 crore in 2018-19. into a purpose driven, value based global
enterprise. He has always accepted
With COVID, the impact on communities Income from our international business every challenge put before him – be
around the world has been devastating. was at Rs. 1,969 crore, 25% down it heading Human Resources, turning
06 Thermax Limited
around the Cooling business, heading remain subdued, due to a significant drop possibilities for business growth. We
the Waste Management division, in consumer demand thanks to COVID. remain true to our tagline ‘Conserving
leading the growth project ‘Evergreen’, However, there will be opportunities Resources, Preserving the Future’ and
overseeing our large project divisions for Services, Operation & Maintenance are utilising digitisation technology
and eventually, serving as MD & CEO of contracts, enhanced energy efficiency, wherever applicable.
our company. At the helm of every role, waste heat recovery – all of which will
he has shown great passion, sincerity help lower the cost of operations for our At Thermax Foundation, we continue
and leadership. I have certainly enjoyed customers. Additionally, certain essential our commitment to fund the School
working with Unny especially over the consumer-facing industries, like pharma, Project, through our partners Akanksha
last 13 years when he became MD & food and beverage and chemicals are Foundation and the Pune Municipal
CEO. Having known Unny for years, we expected to grow even during this period Corporation, while also extending
will all miss him. On behalf of the Board of unpredictability. Beyond that, should support to the alumni of Akanksha
and our family, we thank him for his the government kickstart the economy and Teach For India schools, so that
invaluable contribution and wish him and with investments in infrastructure, we kids are able to complete grade 12,
his family great health and the very best will remain geared to maximise on any many going onto college. We initiated
life has to offer. such prospects. However, for the current a few projects for communities around
year, cash is king; we will focus all our some of our manufacturing facilities,
On behalf of the Board, I am very happy efforts on cashflow, order booking and based on a detailed evaluation study
to announce the next phase of leadership cost reduction. and subsequently identifying the most
at Thermax, with Ashish Bhandari joining pertinent challenges in the area. In a
our company as the Joint Managing Notwithstanding the short-term drought prone village in Solapur, along
Director, effective 7th April 2020. Ashish challenges, our long-term strategy with the NGO, Manavlok and the local
comes from Baker Hughes (formerly remains unchanged. We continue villagers, we helped desilt a 3 km stream,
a GE company) where he was the Vice to develop unique applications that which today is the lifeline of the village. It
President - India and South Asia region. help us deliver on our commitment of was so heart warming to see their faces
Over his 15-year-long career with GE, sustainability. As an example, during the of joy on video.
he worked in a variety of industrial year, we provided a unique application
businesses, both overseas and in India, to a leading tyre manufacturer that When the pandemic struck, Thermax
including GE Enterprise Solutions, GE involved recovering waste heat and Foundation, through a number of
Energy and GE Oil & Gas. Apart from his utilising this heat for cooling the plant, credible NGOs, started to support
diverse experience in related sectors, thereby removing the need for electrical affected communities and help
a deep understanding of international chillers. This increasing impetus on strengthen our frontline services, which
operations and process-driven enhanced efficiency, resource recovery has been elaborated later in the report.
management style, Ashish is someone and total cost of ownership over initial
who struck us as being an extremely capital outlay by customers, has opened On behalf of the Board, let me once again
thoughtful, clear thinking, level headed up avenues for all our offerings as a thank all our employees, customers,
leader with a strong sense of values that one stop shop. As part of our strategy supplier partners, channel associates,
will integrate him well into Thermax. to derisk the volatility of the projects business partners, shareholders and the
Unny and Ashish have been working businesses, we continue to focus on community for their continued support
very closely together, although physically increasing our product footprint both to Thermax. Wish you all good health.
apart, since Ashish is still operating from in India and overseas. We also remain
Delhi. We look forward to Ashish taking focussed on growing the share of our Warmly,
over the mantle as MD & CEO on Build, Own, Operate & Maintenance Meher Pudumjee
1st September, 2020 and navigating this services, offering remote monitoring
fine institution called Thermax. and adopting new technologies. Our
proven capabilities in modularisation,
Moving into 2020-21, uncertainty is or ‘plug-and-play’ model of engineering
what the future holds. It is expected solutions, that help customers minimise
that the demand for capital goods will onsite construction work, offers new

MESSAGE FROM THE
MANAGING DIRECTOR
With a severe liquidity crisis and non-
availability of labour - predominantly
migrant - our MSME-oriented supply
chain is expected to take at least a few
more quarters to regain normalcy, which
may be disrupted intermittently by bouts
of lockdowns. Majority of our customers
have resumed their operations, though
at lower levels of capacity utilisation,
enabling us to continue with project
execution as well as accrue revenue
from our Operation & Maintenance
contracts. Even under these challenging
scenarios, order conclusions in sectors
like pharmaceuticals, food processing,
FMCG, agro-processing and rubber
etc., strengthen our belief that the
consumption will progressively return
Dear Shareholders, our manufacturing facilities in India to original scale and expansions will
were closed down, while our overseas follow thereafter.
Your company was headed for a record factories continued operations, albeit
revenue generation and improved at 25-35 percent of their peak load. As The capacity enhancement programmes
profitability, entering the last quarter of an input provider to essential services, of our company continued during the
FY2019-20, despite the slowing down of our three chemical factories were the year. I am happy to share that our
international and domestic economies. first to receive permission to restart modern manufacturing facility for
Right from early stages of the fourth manufacturing, but at considerably absorption chillers at Sri City, Andhra
quarter, the effects of COVID-19 were scaled-down levels of production. Pradesh, has attained stability with
visible in all our relevant markets, with Our engineering manufacturing the establishment of local vendor base
customers delaying order conclusions facilities received permission to reopen and geared to meet global demand.
due to uncertainty and even pacing down progressively from early May, with This highly automated facility based
contract execution. With the contagion stringent restrictions on personnel on advanced Manufacturing Execution
reaching a pandemic proportion, the deployment. We have conceived and System (MES) is enabling the production
Government of India, as well as those implemented a comprehensive compliant of zero-defect chillers. With the
of many other countries where we operating system applicable for our curtailment of the project business
have recognisable market presence, entire workforce, keeping in mind line at Boilerworks, Denmark, focus on
imposed national lockdowns in quick that human safety deserves primacy profitable service business combined
succession, leading to an abrupt halt in above output and productivity. Even with shifting of a substantial part of the
economic activities. As a capital goods before the onset of the lockdowns, manufacturing activities to Poland, the
manufacturer having a substantial your management formed thirty task Danstoker group is well poised to turn
revenue recognition overhang towards forces, led by our promising talent, for around its operations into profitability
the last few weeks of a quarter, this cost reduction in every part of our value in the year ahead. Our Indonesia facility
disruption has pulled down our revenue chain. To support our customers at a time has progressed well, both in improving
and dented our profits and profitability. when travel freeze was underway, we operations as well as local customer
have resorted to remote diagnosis and acquisitions. Our ramped up export
With support from the Board, your service support using IIoT platform. Our oriented chemical facility at Dahej,
company’s management has taken team’s ingenuity and innovative spirit Gujarat helped your company generate
multiple initiatives, including work-from- has also enabled remote commissioning higher revenue for this segment with a
home, with the primary aim of protecting of large capacity boilers at multiple major improvement in profit margins.
life even at the cost of revenues. All project sites. The year also witnessed the completion
08 Thermax Limited
of the slump sale process of the Boiler customers who have reaffirmed their me; Board members who mentored
and Heater business to our wholly faith in us by way of a healthy order and sharpened me; all those leaders
owned subsidiary Thermax Babcock & book of nearly Rs. 5,300 crore. Today, who shaped Thermax and my abilities;
Wilcox Energy Solutions (TBWES), and we are in the most relevant businesses my Executive Council who partnered
its modern manufacturing facility at of energy, environment and chemicals. me selflessly during the toughest
Shirwal being realigned to produce Growing urbanisation and development days; every employee of Thermax for
the combined range of utility and of emerging economies will continue to whom I was their Unny; our committed
industrial boilers. fuel the demand for energy generation. channel associates; caring customers;
At the same time, its impact on the dependable supply chain partners;
The challenges posed by the pandemic climate crisis will have to be mitigated trusted bankers whom we could not
have pushed us to accelerate our with energy-efficient and environment- give business other than deposits and
digitalisation drive, to ensure both friendly solutions. Markets across the analysts who continuously challenged
business continuity as well as process globe are opting for specialty chemicals and advised me. With you by the side,
automation. Your company will continue to enhance yields, elevate process every moment in this company, through
to intensify its ‘Smart’ Thermax efficiencies and preserve resources. All failures and success has been rewarding.
movement which is aimed at automating these factors will enable our company Be it upholding your company’s strong
all our internal processes and digitalising to be a major beneficiary post-COVID, value-based foundation and maintaining
our products and solutions to propel where businesses will survive only its impeccable corporate governance
our valued customers towards Industry by aligning with the Sustainable at par with global standards, being a
4.0 and other digital manufacturing Development Goals (SDGs). part of its growth curve of 10x in 10
benchmarks. Your company is deploying years, expanding its global footprint to
sensors, big data analysis, artificial In order to lead our company through comprise over one third of revenues,
intelligence, machine learning and this chosen course, let me welcome expanding from two to fourteen
various facets of IIoT to implement this Ashish Bhandari as my successor. To manufacturing units, joining the billion
planetary shift. ensure a smooth handover, I have been dollar club and falling out of it, growing
working closely with him over the past the green curve continuously, entering
During the year, employee well-being couple of months. Ashish is exceptionally and exiting the supercritical range,
and continuous learning remained our well-qualified to take over the reins, moving in and out of China operations
focus areas, further accelerating during having extensive experience in project, with bruises all over, and many more.
the COVID crisis through virtual learning product and service businesses, both A big thanks to each one of you. Let
modules and fitness programmes. in the domestic as well as international me seek your continued affection and
markets. With his foresight, balanced support to Ashish.
Despite the adverse business sentiments thinking and ability to assimilate with
prevailing in the marketplace currently, the leadership team of our company, I In the next phase of my life’s journey,
your company is well positioned to am confident that he is the right person I will be associated with the industry
navigate through this crisis and register to transform Thermax into a truly global through independent directorships,
an acceptable business performance. conglomerate with a strong accent voluntary support to charitable
Focus during the year will be on securing towards green. organisations and NGOs, mentorship
cash flows, meticulous execution of to entrepreneurs to scale-up faster and
the orders in hand, cost containment, Signing off this message for the Annual will be pursuing teaching, the unexplored
acquisition of orders from the reviving Report of Thermax, I would like to reflect facet of my persona.
sectors across markets and customer back with humility on my 28 years’
care. Our strength lies in a team of highly journey with and at the helm of this Wishing all of you good health and safety,
competent, committed and passionate great company. Thermax ordained me
employees; well-equipped and high into the corporate world, held my hand From your Unny
quality manufacturing facilities; a zero like a parent, trained me, groomed me
debt balance sheet; sufficiently large and privileged me to lead it for thirteen
cash reserves and most importantly, the long years. I owe it to the promoters,
patronage and support of our valued Anu, Meher and Pheroz who nurtured

THERMAX AT A GLANCE
Thermax is a limited
Vision
liability engineering
company registered in To be a globally respected high performance
Pune, India and listed on organisation offering sustainable solutions in
India’s principal stock energy and the environment
exchanges. It was set
up in 1966 as Wanson Values
India by A.S. Bhathena.
The company has always
striven to practice good
governance, respecting
and balancing the Respect Commitment Honesty and Concern for
interests of its various Integrity Society and
Environment
stakeholders. It has
non-family professional Segments
managers running
the business with the
family on the Board as Energy Environment Chemical
chairperson and director.
10 Thermax Limited
Business Solutions
We heat, we cool, we power, we clean, and we recycle.
Thermax Group’s products and services portfolio includes energy efficient solutions for heating, green cooling, water and waste
management, emission control and specialty chemicals. The company also designs, builds, commissions, maintains and services large
boilers for steam and power generation; power plants on a turnkey basis; industrial wastewater treatment plants with recycling;
creating value from waste heat; and air pollution control projects.
The company serves every industry or commercial activity that needs the above solutions. The principal industries include:
Agro Processing Automobiles Cement Chemicals & Fertilisers Construction
Dairies Distilleries Food Metals Paper & Pulp
Pharmaceuticals Plywood Power Generation Refineries & Soft Beverages

Petrochemicals
Textiles Tyres

Core Businesses
ENERGY SEGMENT
Heating Cooling Power Generation

Boilers & Fired Heaters Absorption Cooling and Heating EPC Solutions for:
- Atmospheric Fluidised Bed Vapour Absorption Chillers Captive Power Plants
Combustion Boilers (AFBC) Heat Pumps Independent Power Plants
- Circulating Fluidised Bed Hybrid Chillers Waste Heat Recovery
Combustion Boilers (CFBC) Power Plants
Chiller-Heaters
- Grate Fired Boilers
Heat Transformers Cogeneration Systems
- Spentwash Boilers
- Auxiliary Boilers Process Cooling
- Heat Recovery Steam Wet Cooling Solutions
Generators - Evaporative Condensers
- Waste to Energy Boilers - Closed Loop Cooling Towers
- Waste Heat Recovery Boilers - Adiabatic Coolers
- Fired Heaters and Process Dry Cooling Solutions
Renewable Energy
Furnaces - Dry Coolers Solar Thermal Hybrid Systems
Steam Boilers - Radiators for Cooling and Heating
Thermal Oil Heaters - Air Cooled Condensers Solar Concentrators
and Vapourisers - Air Cooled Heat Exchangers
Rooftop Solar PV Plants
Hot Water Generators
Ground Mounted Solar
Hot Air Generators PV Plants
High Pressure Boilers
Heat Recovery Systems
Energy Plants
Packaged and Modular Units
ENVIRONMENT SEGMENT CHEMICAL SEGMENT
Enviro Water & Waste Solutions Chemical

Electrostatic Precipitators Water Treatment Solutions Ion Exchange Resins
Bag Filters Wastewater Treatment Solutions Water and Fuel Treatment
ComboFilter® - Sewage Treatment and Recycle Chemicals
Flue Gas Desulphurisation - Industrial Effluent Treatment Oil Field Chemicals
(FGD) Systems and Recycle Construction Chemicals
Scrubbers Zero Liquid Discharge (ZLD)
Solutions
Heat Exchangers
Desalination Plants
Coal Grinding Systems
Waste Incineration
12 Thermax Limited
Global Presence
Head Office International Subsidiaries,
Sales & Service
• India
• Bangladesh • Kenya • Senegal
• Brazil • Malaysia • Singapore
• Canada • Mauritius • Sri Lanka
Manufacturing Units • China • Myanmar • Tanzania
• India (10) • Denmark • Netherlands • Thailand
• Egypt • Nigeria • Turkey
• Indonesia
• Germany • Philippines • U.K.
• Denmark
• India • Poland • U.S.A
• Germany • Indonesia • Russia • UAE
• Poland • Italy • Saudi Arabia • Vietnam
• Zambia

ENGINEERING A SUSTAINABLE
GROWTH STRATEGY
As Thermax is predominantly a capital goods supplier, the key element of our
strategy is understanding the factors that influence the capex cycle in general and
of key customer industries in particular.
Operating in a dynamic environment, serving the needs of customers across several industries that are sensitive to demand
business cycles and face regulatory, sustainability and cost challenges, it is important to build business strengths that
overcome these concerns. The strategic planning process and objectives, guided by the company’s vision and values, define
how we work towards reinforcing our status as a leading global provider of sustainable energy and environmental solutions.
Strategy Planning Process
Scanning the global Developing strategies

trends including to address the evolving
demand investments, market trends; build and
technology shifts, defend existing market
regulatory changes, share and expand
and competitive with defined targets -
positioning in the designing growth that is
Energy, Environment sustainable
and Chemical domains Scan Devise
Periodic review of
strategy implementation Deploy financial
by senior management, and human capital;
Strategic Business strengthen
Development Review Deploy manufactured capital;
Committee (SBDC) and sustain and nurture
the Board, outside-in social and relationship
review and surveys, and capital; leverage
subsequent feedback for intellectual capital and
corrective action preserve natural capital
14 Thermax Limited
Strategic Objectives and Enablers
Strategic Objectives Enablers

Increase the share of green offering • Pioneers in green and energy efficient products – waste heat recovery, absorption and process
in the overall Thermax portfolio cooling, solar PV, cogeneration and trigeneration captive power plants, biomass-fuelled boilers
and power plants, industrial air pollution control systems, water and waste management
solutions, among others
• Consistent growth in the green portfolio of Thermax from 40% to 70% in the last 10 years
Derisk the volatility of capital goods • Substantial project installation base for large boiler & heater (TBWES), Engineering Procurement
industry by progressive globalisation and Construction (EPC), air pollution control systems and water and waste solutions in the
international market
of operations and focus on products
• Providing the complete value chain including manufacturing for heating products in Europe and
and services South East Asia
• Export oriented unit with 22,000 m3 capacity of specialty resins at Dahej
• Highly automated 400 nos./per annum vapour absorption machines capacity commissioned in
FY2019-20 at Sri City to cater to global markets
• Lifecycle management support capabilities in 28 countries
• Expanding Operation & Maintenance service support in the Middle East, South East Asia, and
Africa
Technology leadership through • In-house capability and Centres of Excellence (CoEs) to develop technologically advanced
innovation market-based offering
• 287 patents applied for of which 164 already granted
• Ability to provide end-to-end utility solutions
• Coordinated research with institutions like Council of Scientific and Industrial Research (CSIR)
labs; Indian Institutes of Technology (IITs); Fraunhofer Institute for Systems and Innovation,
Germany; Energy Research Center of the Netherlands (ECN); Department of Science &
Technology, Government of India
• Technology tie-up with global leaders – Babcock & Wilcox Power Generation Group, INC.,
Lambion Energy Solutions, Marsulex Environment Technologies and Balcke-Dürr
Operational excellence to deliver • Robust strategy deployment for addressing customer challenges, market needs, agility in
high quality solutions to customers customer response, reduced cycle time/better uptime and improve quality
at competitive costs • Continuous improvement projects undertaken based on performance measurement of critical
parameters such as delivery, quality, cost, safety, customer satisfaction, etc., and their linkage
to financial outcome. Close to 500 improvement projects driven by the organisation every year
across businesses
• Strong management focus to make processes consistent, efficient, and effective by driving
internal process improvement projects
• Capability building including structured problem-solving process for employees to involve them
and deliver on operational excellence
Build a ‘Smart’ and efficient Thermax • Digitalisation projects undertaken as a strategic initiative with globally renowned consultants to
through a structured digitalisation make the company more efficient, agile and increase value to customers and stakeholders
roadmap • Automation and real-time tracking of the entire value chain of enquiry, sales and feedback
management
• Remote support, remote commissioning and remote start-up processes initiated with the
selection and pilot implementation of a leading IoT based platform
• Digitalisation of the entire employee management processes from hire to retire to create a new-
age employee experience
• Improvement in business operational productivity with the automation of proposal management,
manufacturing execution, product lifecycle management and project applications
Talent development and retention • Selection and onboarding of high quality talent
• Three-tier Learning and Development Programmes (LDPs) spanning all levels in the organisation
• Robust L&D platform for upskilling and cross-skilling with 311 modules around functional,
strategic, behavioural and compliance training
• Structured succession planning for all key positions

BUSINESS MODEL
FY2019-20
INPUTS VALUE CREATION PROCESS

FINANCIAL CAPITAL
• Current Assets (Rs. crore): 3,977
• Order Booking (Rs. crore): 5,498 Corporate Governance
• Net Worth (Rs. crore): 3,028
• Net Block of Assets (Rs. crore): 1,339 Thermax’s corporate governance framework operates on the
• Borrowings (Rs. crore): 230 premise of transparent systems, processes and principles that
MANUFACTURED CAPITAL creates wealth for its stakeholders, sustainably. The company’s
• No. of Manufacturing Plants: 14 values of respect, honesty & integrity, commitment, and
• No. of Domestic & International Offices: 41
concern for society and the environment guide how it conducts
• No. of Project Sites (O&M): 246
• New Capacity Additions: business and engages with stakeholders.
a. Chemical (Dahej) - 10,000 m3 Per Annum of Specialty
Chemicals This report covers Thermax’s philosophy on corporate
b. 400 Vapour Absorption Machines/Year Capacity at Sri City governance, policies, details on appointments, various Board
• Material Consumed: Rs. 3,086 crore
committees, nominations and remuneration of the Board and
HUMAN CAPITAL senior management, and the emphasis laid on compliance
• No. of Internal and External Safety Audits: 1,691 Internal;
with the code of conduct and ethics by the Board and senior
31 External Audits
• No. of HSE Internal Auditors Certified: 19 management. For detailed information, refer to page 68.
• Total Number of Permanent Workmen Deployed: 845
• Total Number of Permanent Employees of Thermax Group
(Including Subsidiaries and Excluding Workmen): 3,601
• No. of Training Man-Hours: 15,162
Principal Activities
• Total Employee Cost as a % of Revenue: 13.9% Thermax is a utility partner to both industrial and
• Investment in Training and Development Initiatives: commercial clients. Its business activities are diversified
Rs. 2.39 crore
across business segments and markets.
INTELLECTUAL CAPITAL
• % R&D Spend w.r.t Group Turnover: 0.52%
• Size of R&D Team (No. of Employees): 117
• Investment in Technology/Process Improvement Initiatives:
Rs. 14.5 crore (Spent on Digitalisation)
• Tie-up with External Research Firms/Start-ups: 6 Nos.
SOCIAL AND RELATIONSHIP CAPITAL Power Heating Cooling Water Chemical
• Total CSR Spend: Rs. 7.97 crore Treatment
• No. of Suppliers Trained on Sustainability: 180
• No. of Dealers: 158 Utilities
• No. of Green Channel Vendors: 183
• No. of MSME Suppliers: 1,687
• No. of Customer Engagements including Events, Seminars,
Expos and Webinars: 112 Raw Material Desired Product
NATURAL CAPITAL
Renewable Energy: 19,332 GJ (5,370 MWh)
•
• Non-Renewable Energy Waste
Consumption: 3,06,356 GJ (85,099 MWh)
• Water Consumption (Domestic): 9,10,956 m3
• Biodiversity: Tree Plantation: 4,976 Saplings
• Capex on Carbon Footprint Reduction Related Projects:
Rs. 1.83 crore
• No. of Zero Liquid Discharge Installations within Thermax
Facilities: 7 Air Pollution Wastewater Hazardous Waste to Energy
• Rainwater Harvesting Capacity (Domestic): 36,534 m3 Control Treatment Waste Treatment Generation
16 Thermax Limited
OUTPUT/OUTCOMES
FINANCIAL CAPITAL
Enabling • Total Income (Rs. crore): 5,831

• Profit After Tax (Rs. crore): 212
Functions • Operating Cash Flow (Rs. crore): 326
• Operational EBITDA (Rs. crore): 440
Business Technology • Earnings Per Share (Rs.): 18.87
• Remuneration Including Retirement Benefits to Employees (Rs. crore): 799
Group
• Contribution to Exchequers (Rs. crore): 372
Corporate Administration MANUFACTURED CAPITAL

• Fixed Asset Turnover Ratio: 4.23 Times
Corporate Health, Safety For Customers
and Environment otal Power Generation: 771 MW
• T
• Power Generated Through Assets Operated and Maintained by Thermax: 4,244 GWh
• Environment-Friendly Vapour Absorption Cooling: 91,699 NTR
Corporate
• Air Treated Through Air Pollution Control System: 64 Million m3/hr
Communications
• Water Treated and Recycled: 145 MLD
• Heating Solutions: Quantity of Heating Done: 5,115 MWth
Corporate Finance • Total Chemicals Manufactured: 41,650 MT
HUMAN CAPITAL
Corporate Marketing • No. of Whistle Blower Complaints Resolved (Employee Practices): 13 Received & Resolved
• No. of Anti Sexual Harassment Act Complaint Received and Resolved: Nil
• Regrettable Attrition Rate: 4.6%
Corporate Sourcing Group • Value Added Per Rupee Employee Cost (VAPREC): Rs. 3.3
• Lost Time Injury Frequency Rate (LTIFR): 0.18
• % of Employees with Tenure in Thermax > 10 Years: 27.9%
Corporate Field Support
Staff INTELLECTUAL CAPITAL
• No. of Patents Applied and Granted: Applied - 7, Granted - 21
Employee Relations • No. of Trademarks Registered: Applied - 34, Registered - 63
• Digitalisation
a) No. of Customer Processes/nternal Processes Digitalised: 12
b) No. of Equipment with Remote Monitoring Functionality: 294
Export Import (EXIM)
SOCIAL AND RELATIONSHIP CAPITAL
Factory Management • No. of Families Directly Benefitted Through CSR Around our Manufacturing Facilities: 1,638
Group • No. of Student Beneficiaries of The School Project: 3,397
• % Complaints Resolved: 96.4%
• % Material Sustainably Sourced: 30.4%
Human Resource • No. of Active MSME Suppliers: 1,687
• N
o. of Complaints Relating to Unfair Trade Practices, Irresponsible Advertising or
Anti-Competitive Behaviour Against the Company: Nil
Internal Audit • No. of Orders Through Channel Network: 6,825
NATURAL CAPITAL
Operational Excellence • Carbon Emission Reduction (tCO2e): 2,231 tCO2e
• E
nergy Savings (Energy Conservation and Efficiency Improvement Projects Implemented at
Research, Technology and Thermax Facilities): 13,483 GJ (3,745 MWh)
• Water Reused and Recycled (Domestic): 2,70,335 m3
Innovation Centre
• Rainwater Harvested: 35,950 m3

MANAGEMENT DISCUSSION
AND ANALYSIS
ECONOMIC REVIEW For the first three quarters of GST collections and strain on fiscal
Global Economy FY2019-20, the sharp decline in global deficit. Key economic parameters like
growth impacted investment for consumption, investment and export
The financial year 2019-20 began
capacity building in core sectors such plunged significantly over the year,
with apprehensions of a slowdown,
as cement, metals, and power. Lower bringing down the total growth. The
mainly over the US-China trade war
crude oil prices called for no major already stressed economy was battered
and concerns over Brexit, and ended
expansions or greenfield projects in the by the coronavirus pandemic in Q4, as
with an almost catastrophic blow to the
refinery sector, except for a couple of India enforced a nationwide lockdown,
world economy because of the novel
government approved tenders in line one of the strictest in the world. The
coronavirus pandemic. The combination
with the fuel shift drive in India. Moving economy expanded by 3.1% in Q4 and
of these factors made 2019 the year
into Q4, investments were expected dragged the full year FY2019-20 GDP
of slowest growth since the financial
to pick up in South East Asian and growth to 4.2%, weakest since the
crisis of 2008. In its April 2020 outlook,
SAARC economies both for products financial crisis hit more than a decade
the International Monetary Fund (IMF)
and projects, including expansions in back. India’s industrial output in
calculated a global economic growth of
the refinery sector. Isolated enquiries FY2019-20 contracted 0.7% over
2.9% in 2019, down from 3.6% in 2018,
were witnessed for larger projects in FY2018-19, which was primarily driven
and negative growth of 3% in 2020.
Africa and South America but have been by a severe fall of 16.7% in March,
The slower growth was attributed
delayed. However, the onset of the global because of the closure of a large number
to a lag in global manufacturing and
pandemic deranged the company’s order of factories during the lockdown. All
trade, muted economic activity in a few
booking in this quarter, especially in major sectors registered a considerable
emerging markets and international
March. Consequently, the international degrowth year-on-year.
trade disruptions.
order booking for the company remained
subdued during the year. Capital goods being a derived demand
The ongoing efforts of mitigating
sector, Thermax’s growth depends on
the slowdown were derailed by the
Indian Economy the investments in core sectors of the
COVID-19 virus which first came to
On the domestic front, the macro economy. As shown below, the following
light in China in December 2019 and
conditions remained weak due to sectors contributed to the order booking
has now spread to more than 190
factors such as non-banking financial of the company during the year under
countries. To save human lives through
sector crisis, liquidity crunch, lower review.
self-isolation, all activities barring the
most essential were shut down in many
countries, causing a massive erosion of
Sector Wise % Order Booking
employment and income, and hitting
most business sectors. A long-term
impact on consumer demand and
investor confidence as well as the global 19%
supply chain is unavoidable. According Power
to an analysis from the United Nations
Conference on Trade and Development 43% 11%
(UNCTAD), commodity-rich exporting Others Food/Beverage
countries will face a USD 2-3 trillion and Packaging
drop in investments in the next two
years. IMF has projected that the
9%
global economy will grow by 5.8% in
Chemical
2021 supported by fiscal and monetary
measures, provided the contagion 7% 11%
recedes in the second half of 2020. Metals and Steel Cement
18 Thermax Limited
for a capacity addition of 7,500 MW of around Rs. 30,000 crore at the discom
solar power in FY2020-21. This strong level. The commercial and industrial
government focus on renewables is sector in India consumes around 52% of
expected to offer new opportunities electricity, followed by 24% by domestic
for Thermax. households and 18% by the agriculture
sector. The higher tariffs are borne
Compliance with new emission norms by the commercial sector, thereby
requires that existing thermal power significantly denting the collections of
plants be retrofitted with auxiliaries such discoms. Push towards energy efficiency
as Flue Gas Desulphurisation (FGD) is likely to spawn opportunities for
POWER systems. To ensure uninterrupted power cogeneration solutions, where power
supply, the implementation is slated to and steam are generated simultaneously.
be carried out in phases, covering around
Based on data from the Central Notwithstanding the medium and
160 GW of power plant capacity. The
Electricity Authority (CEA), India targets long-term prospects, renewable
market size of FGDs is expected to be
a power generation capacity of around energy capacity addition is likely to be
Rs. 650-800 bn over the next four years.
480 GW by the end of FY2021-22 from This opportunity augurs well for the impeded by the COVID-19 crisis. Solar
370 GW as of March 31, 2020, and of company, with the possibility to translate projects, largely dependent on imported
this, renewables will contribute about it into orders for FGD from customers modules from China and Malaysia,
175 GW. As a signatory to the COP 21 operating thermal power plants and from will be impacted due to raw material
agreement on climate change, India has select cement customers. shortage, production delays, supply
pledged that by 2030, the greenhouse chain disruption and the recent stand-
gas emission intensity of its GDP will be However, it is likely that in FY2020-21, off with China. As per industry reports,
reduced by 33-35% below 2005 levels private power distribution companies India is expected to add only 5,000
and 40% of its power capacity would be will revisit their capex plans. According MW of solar capacity in the year 2020,
based on non-fossil fuel sources. The to an estimate by Confederation of nearly 32% lower than 2019, due to
Union Budget 2020-21 allotted Indian Industry (CII), the nationwide extended project timelines. Additionally,
Rs. 2,516 crore for solar power - a lockdown could result in total demand inconsistencies in net metering policy
10.35% increase over the last Budget, compression of up to 36 billion units of across different states pose significant
apart from Central Financial Assistance electricity, implying a net revenue loss of challenges for rooftop solar.
The fast moving consumer goods expected to have a twin positive

(FMCG) sector is also currently facing impact on consumption. Budgetary
challenges. High unemployment, rising incentives to boost investments in the
inflation rates and a minimal uptick in dairy industry are also expected to
income levels are taking a toll on urban support revival of the rural economy and
demand. With domestic consumption domestic consumption. Till the onset
contributing to almost 60% of India’s of COVID-19, expected consumption
GDP, steps are being taken by the growth was likely to stimulate
government to revive consumption. The investments in capital goods by FMCG,
Union Budget 2020-21 announced food processing and dairy sectors.
FOOD, BEVERAGE AND reforms such as a change in the income However, limited mobility to prevent
PACKAGING tax slab to ensure more free income in the COVID-19 spread and rising
the hands of the new earners. This, along unemployment may derail sales, leading
with an emphasis on targeted measures to the postponement of capex plans by
for boosting the rural economy, is consumer-facing companies.

The chemical industry has witnessed can also benefit from rising domestic
a positive momentum, maintaining demand in chemical end-use sectors,
a CAGR of 17% between 2016 and many of which fall under the ‘essential
2019, even when India’s economy goods’ category which is expected
faced headwinds. Thermax’s to be less impacted by the economic
chemical business was a beneficiary slowdown and COVID-19 crisis. India’s
of this growth with opportunities attractiveness as a manufacturing
predominantly for its performance destination, given the trade conflicts,
chemicals in the developed markets. especially among China, the United
The growth is likely to continue despite States, and Western Europe and its
CHEMICALS the economic challenges that caused improved ease of doing business, are
India’s GDP growth rate to drop some of the other positive factors.
substantially. Chemical companies
The infrastructure sector has been the steel companies, supply constraints
biggest focus area for the government. from China could result in an uptick
The National Infrastructure Pipeline of domestic demand. However, the
has lined up 6,500 projects across key lockdown has resulted in various
sectors while the Union Budget 2020-21 infrastructure project sites staring at
has proposed the development of closure owing to labour shortage and
2,500 km access control highways, supply chain disruptions. The existing
9,000 km of economic corridors, grave fiscal situation in the construction
2,000 km of coastal and land port roads sector for both the Centre and states
and 2,000 km of strategic highways. The further implies that continued funding
CEMENT, METAL thrust on road construction has fuelled of infrastructure capital expenditure
AND STEEL demand for the company’s waste heat will be a challenge in the near future.
recovery based captive power plants Additionally, as focus shifts towards
from the cement industry. Infrastructure rolling out of relief packages to help
development also generated enquiries overcome the loss of income due
for capital goods from the sponge iron to the crisis, it may undermine the
industry. While the demand from the government’s ability to spend on
steel industry remained muted due infrastructure projects over the next
to stressed balance sheets of several one or two years.
Thermax’s CFBC boiler clocks 674 days of uninterrupted

operation at a large petrochemical complex in Gujarat
20 Thermax Limited
Outlook are unlikely in the short term. As and manufacturing hubs. The Atmanirbhar
Against a backdrop of muted growth in when business expansion takes place, Bharat initiative, a massive government
global and domestic economies further it is likely to happen in a staggered stimulus package as well as a move
disrupted by the onset of the global manner, with FMCG and consumption towards making India more self-reliant
pandemic, the company foresees a related sectors expected to be the in the post-COVID world, may also
couple of challenging years ahead. Low first off the blocks followed by white encourage domestic investments.
growth in core sector industries has goods, automobile and construction
curtailed fresh investments in capacity sectors. Only when consumption gains Focus on capitalising opportunities
building. Additionally, substantial Non momentum will investments be made in from reviving sectors – dairy, food
Performing Assets (NPAs) in the banking capacity building. However, as capex gets processing, chemical & fertilisers and
and Non-Banking Financial Company deferred, Operation and Maintenance pharmaceuticals; improving order
(NBFC) sectors are affecting liquidity (O&M), replacement demand and shift booking from the international market;
in the market. Stretched balance to renewables in line with government revenue recognition from the existing
sheets of several conglomerates are regulations may offer new opportunities order book; sustaining margins through
further dampening private capacity for Thermax. Amidst all the disruption robust execution capabilities; and
enhancement. Moreover, the outbreak of and economic fallout, there is also improving O&M footprint backed by
the pandemic has resulted in industries the prospect for India to emerge as strong internal cost control measures
shifting from expansion to survival the new investment destination as should support Thermax in navigating
mode; thus, fresh capex investments companies globally look to relocate their this unprecedented crisis.
The Power business bagged its largest O&M contract for a 90 MW captive cogeneration power plant

COMPANY OVERVIEW The Boiler and Heater business has heaters, heat recovery boilers and hot
Thermax Group is an engineering and been transferred to Thermax Babcock water generators. Thermax is among
capital goods major headquartered in & Wilcox Energy Solutions (TBWES) the leaders in vapour absorption
Pune, India. The group operates with 7 through a slump sale, post acquisition cooling and heating systems, with its
wholly owned subsidiaries in India and of shares in TBWES, effective chillers used worldwide for industrial
23 wholly owned overseas subsidiaries. October 1, 2019. refrigeration, air conditioning, process
cooling and heating. Thermax Cooling
BUSINESS SEGMENTS OF THE Solutions Limited (TCSL), a wholly
The company operates through
COMPANY owned subsidiary, offers a range of
three business segments: Energy,
Environment, and Chemical. The wide This section comprises the segment wise wet and dry cooling solutions for
range of products and services can be performance of the group, along with energy efficient heat removal from
grouped as follows: that of the related subsidiaries. process and manufacturing industries.
TBWES, a 100% subsidiary of Thermax,
• Standard and custom-built
provides steam generation solutions for
products
process and power needs, and offers
• Projects and Engineering, renovation and modernisation services
Procurement and Construction for old boilers and process furnaces.
Energy Segment
(EPC) solutions for larger non- The company has domain experience in
standard products setting up captive power, cogeneration
Energy needs are growing around the
• Lifecycle and Operations and and trigeneration plants on an EPC
world, and increasing levels of energy
Maintenance (O&M) services basis, with an installed base of more than
efficiency and sustainability are expected
from core and allied businesses in this 3,300 MW. The company is leveraging
sector. With its range of energy efficient this capability for solar installations
OPERATIONAL PERFORMANCE across various industries. Investments
and environment friendly solutions,
In FY2019-20, Thermax Group’s in digital capabilities and R&D have
Thermax is well equipped to support
total income stood at Rs. 5,831 crore, been increased for driving sustainable
these objectives.
compared to Rs. 6,123 crore in solutions across its growing portfolio
FY2018-19. The decline of revenue The Thermax Energy segment comprises of products and services. Thermax
was due to slowdown in the global and Process Heating, Absorption Cooling and its group companies have supplied
Indian economy, further impacted by the and Heating, Boiler and Heater and global markets with heating and cooling
COVID-19 outbreak. Power (EPC and Solar) businesses and systems and power plants generating
related services. Under the Process energy from renewable sources such
The international business for the group
Heating business, the company as biomass, waste heat from industrial
decreased 25% to Rs. 1,969 crore from
offers packaged boilers, thermal oil plants and solar energy.
Rs. 2,636 crore in the previous financial
year due to limited capacity expansion,
especially large projects in the target
markets.
The group reported a consolidated

order booking of Rs. 5,498 crore in
FY2019-20, compared with Rs. 5,633
crore in the previous year. International
order booking stood at Rs. 1,470 crore
in comparison with Rs. 1,984 crore,
contributing about 26.7% of
the consolidated order booking in
FY2019-20 as compared to 35.4% in
FY2018-19. The company has been
focussing on expanding its footprint
in the international market, while 3.96 MWp ground mounted solar PV plant reduces 4,800 tonnes of
restructuring its international business. CO2 emission for a leading cement manufacturer in Karnataka
22 Thermax Limited
Drivers The Energy segment contributed 80.4%
(79.4%) of the group’s gross operating
• Expected FDI inflow post COVID-19 pandemic can result in new business opportunities in
the domestic market revenue in FY2019-20. Operating
revenue (net) at the group level stood at
• Increased focus on waste heat recovery projects due to improved payback with lower interest
Rs. 4,677 crore (Rs. 4,799 crore) for the
rates
year, while segment profits for the
• Conducive policies surrounding climate change and renewable energy
same period stood at Rs. 249 crore
• Sustainability and water consumption regulations will increase demand for dry cooling (Rs. 322 crore). The order booking
solutions for FY2019-20 stood at Rs. 3,280
• Demand for cooling arising from global warming and urbanisation crore, lower than the previous year’s
• Increased demand in food processing, pharmaceutical and chemical industries in developing figures of Rs. 4,476 crore. Despite
countries will drive the growth of product business opening the year on a promising order
• Energy efficiency measures present retrofit opportunities book, the revenue recognition was
impacted severely due to the onset of
• Demand for EPC, solar and waste heat recovery plants due to increased focus on energy
efficient solutions the pandemic in the crucial last month
of the financial year. Muted enquiries
• EPC for captive power and cogeneration in the international markets
from the core sectors during the year
resulted in no major project orders
Focus Areas
being concluded. The FY2020-21
• Leveraging sale of products, or steam on hire, Industrial Internet of Things (IIoT) for remote outlook for the segment continues to
services and O&M
be challenging.
• Modularisation in international markets for reduction in onsite construction work
• Products and niche applications of vapour absorption machines globally with special focus on
food and beverage, pharmaceuticals, chemicals and fertilisers
• Visibility for non-standard products such as heat pumps, heat transformers and hybrid chillers
• Improve on-time performance and productivity while reducing costs
• Increase domestic market reach for solar and battery storage
• Provide efficiency improvement solutions for large boilers and heaters
• Work with OEMs, process licensors, distributors, packagers, industrial associations and
HVAC and other consultants in target markets to gain market share for both absorption
cooling and process cooling products
• Enter refrigeration market by proliferation of hybrid chillers (negative temperature) and
process cooling products
• Provide industrial process integrated absorption machines for heating and cooling
applications
Performance FY2019-20
Energy Segment
Rs. in crore
4799 4677
3497
322
283 (6.7%) 249
(8.1%)
(5.3%)
2017-18 2018-19 2019-20

Revenue Profit (numbers in parentheses represent profit margin)

Environment Segment
Drivers shortage of water. Led by its expertise

in handling various pollutants and
• Enforcement of emission norms globally
fuel firing conditions, the company’s
• Fuel shift from coal to biomass or agro-based fuels Enviro business has garnered sizeable
• Stringent regulatory discharge norms market share in India and completed
• Market demand for prefabricated/plug-and-play water and waste treatment products marquee projects in South East Asia
which it plans to develop as a second
Focus Areas
domestic home market. The WWS
business includes water treatment,
• Effective lifecycle management of products and solutions with emphasis on predictive
wastewater treatment/recycling, zero
maintenance
liquid discharge solutions, sewage
• Develop air pollution control solutions to handle gaseous pollutants treatment/recycling and desalination
• Continued focus on digitalisation and remote monitoring of products and systems plants. The business has to date
• Focus on plant modernisation projects for improvement and upgrades
completed over 20,000 installations.
The growth of the Environment
• Positioning as an end-to-end water management services provider
segment has been underpinned by the
company’s technological knowhow and
Environmental norms for process- systems for both particulate and customised solutions.
driven industrial sectors are getting gaseous emissions to a wide range
stricter and more closely regulated, of industries – cement, steel and The segment accounted for 12.4%
with serious concerns over air pollution ferrous metals, power generation, (13.7%) of the group’s gross operating
and effluent management. Thermax’s chemical, fertilisers, etc. The Water revenues in FY2019-20. Operating
solutions for controlling emission and and Waste Solutions (WWS) business revenue (net) at the group level stood
for minimising waste discharge and supports industrial and commercial at Rs. 722 crore (Rs. 828 crore) for
maximising recycling are a strategic establishments to treat water for their the year, while segment profits for the
fit in helping customers reduce process requirements and to clean same period stood at Rs. 38 crore
their impact on the environment. sewage and effluent; often recycling (Rs. 57 crore). As in case of the Energy
Thermax offers air pollution control the water, especially where there is a segment, the Environment segment
faced a similar challenge of revenue
Performance FY2019-20 recognition in the last month. The
order booking for FY2019-20 stood
Environment Segment at Rs. 1,777 crore, higher than the
Rs. in crore previous year’s figures of Rs. 741 crore.
The order booking for the segment
surpassed the Rs. 1,500 crore mark for
828 the first time on the back of the two
694 722
major FGD orders bagged during the
29 year. Opening the year with a promising
57
(4.2%)
(6.9%) order carry forward, complemented
38 with increased enforcement of
(5.3%)
emission norms and regulatory
discharge norms are likely to augur
2017-18 2018-19 2019-20
the growth of the segment in the
Revenue Profit (numbers in parentheses represent profit margin)
coming year.
24 Thermax Limited
Chemical Segment
The Chemical segment manufactures The company’s specialty chemicals serve

and markets a wide range of specialty a number of industrial sectors, with
chemicals to help improve processes clients spread across the world.
across a spectrum of industries. It
comprises the following: microporous The chemical manufacturing facilities
resins, performance chemicals, paper are located at Paudh (Maharashtra),
chemicals, construction chemicals and oil Jhagadia and Dahej (Gujarat). The
field chemicals. facilities at Gujarat are established at par
with global standards, which will help the
Thermax is recognised as Asia’s leading company expand its business in promising
manufacturer and exporter of ion international markets, supported by its
exchange resins and is a pioneer in water well-earned reputation for customised
and wastewater treatment chemicals. and cost-effective solutions.
Drivers
• Significant headroom for growth owing to limited organised players and comparatively lower
market share of the company
• Increase in demand for cartridge applications for specific contaminant removal
• Increase in demand for solvent-free and low Total Organic Carbon (TOC) resins for
applications such as ultrapure water
• Investments in petrochemical sector is leading to opportunities for MEG (Monoethylene

Glycol) and catalyst resins
• Accent towards recycling of water in the wake of global water crisis
Focus Areas
• Expand dealer network into industrial areas and cluster in order to enhance reach
• Enhance customer contact to understand their processes and create specialty chemicals
• Nurture key accounts for long-term business association and partnerships
• Addition of premium specialty chemicals to the portfolio through merger & acquisition
• Drive technology tie-ups for bringing cutting edge construction practices to India

In the second phase expansion, Thermax ramps up the capacity at its chemical facility at Dahej to 22,000 m3
Performance FY2019-20
In FY2019-20, the Chemical segment
Chemical Segment accounted for 7.2% (6.9%) of the group’s
Rs. in crore gross operating revenue. The Chemical
business segment posted operating
revenue of Rs. 421 crore (Rs. 415 crore).
The profit for the segment was Rs. 78
415 421
crore as compared to Rs. 62 crore in the
361 previous fiscal. The profitability of the
78
Chemical segment has improved due
(18.5%)
62 to the increase in capacity utilisation,
54 (14.9%) efficient sourcing and lower cost of key
(15%) raw materials. Order booking for the
segment in FY2019-20 stood at Rs. 441
crore. The Chemical business achieved
growth in revenue, attributed to a
2017-18 2018-19 2019-20
healthy order booking from domestic
and international customers in
Revenue Profit (numbers in parentheses represent profit margin) FY2019-20. The business is expected to
continue its growth momentum in the
coming year on account of demand from
the US and European markets providing
essential goods and services and growth
in the pharmaceutical and food &
beverage sectors in the domestic market.
26 Thermax Limited
SUBSIDIARIES Danstoker A/S (Denmark) focussing on getting direct orders
The MDA captures the growth Danstoker A/S, a step-down subsidiary from the local and neighbouring
trends and outlook of only those is engaged in the business of design, markets, which will improve its financial
production and sale of predominantly performance in the current year.
subsidiaries that have a reasonable
impact on the segmental performance. biomass boilers and related equipment
to the European market, including PT Thermax International,
The comprehensive details on each
rebuilding and servicing of boilers. Indonesia (PT TII)
subsidiary are available in AOC-1,
on page 298. Danstoker Denmark incurred losses PT TII is a subsidiary of Thermax
due to cost overruns during the year. Engineering Singapore Pte Limited and
Energy Segment Concerted efforts are being made to is engaged in the design, manufacturing,
improve operations and reduce cost, supply, installation, commissioning and
Thermax Babcock and Wilcox Energy
which will help in improving profitability. servicing of boilers, heaters and other
Solutions Pvt. Ltd.
related equipment with a focus on
The project business of Heating viz. Boilerworks A/S (Denmark) serving the South East Asian region.
large Boiler & Heater subset (B&H) was PT TII had an improved revenue and
Boilerworks A/S, a part of Danstoker
transferred to the Thermax Group’s lowered its losses as compared to the
Group and a step down subsidiary of the
wholly owned subsidiary Thermax previous fiscal. The entity has gained
company, specialises in the manufacture
Babcock & Wilcox Energy Solutions experience in the execution of large
and supply of high pressure boilers and
Pvt. Ltd. (TBWES) effective October projects in the current year, which
components for power plants, waste
1, 2019. With this transfer, TBWES has been institutionalised and will
and biomass fired plants, industrial and
becomes a fully integrated boiler
petrochemical plants. The subsidiary enable it to garner better returns
company offering boilers suitable continued to incur a loss in FY2019-20 from future projects. However, due
from 6 MWe to 800 MWe power but relatively lower than that in the to the subdued economy in Indonesia
generation and heaters up to 100 Mn previous fiscal owing to the decision of and major markets of PT TII, the
Kcal/Hr size, firing variety of solid fuel discontinuing large project execution order booking was not close to desired
(biomass, crop residue, coal, lignite, with the possibility of cost overruns. levels in FY2019-20 and the outlook
pet coke, waste fuels, etc.), oil/gas, as With such projects nearing conclusion appears challenging.
well as waste heat solutions. TBWES and focus on service jobs, accompanied
will offer a wide range of technologies with fixed cost reduction, Boilerworks Thermax (Zhejiang) Cooling & Heating
such as stoker firing, Atmospheric A/S is expected to improve its financial Engineering Co. Limited, China (TZL)
Fluidised Bed Combustion (AFBC), performance in the current fiscal. The TZL closed its manufacturing facility in
Circulating Fluidised Bed Combustion lower impact of COVID-19 on the
China during the year, disposing of its
(CFBC), pulverised coal burner firing Scandinavian economy as compared
land and building, however, continued
with an access to a state-of-the-art to the rest of the world will sustain the
to maintain its service office to support
manufacturing facility. During the momentum of business opportunities for
existing customers.
year, TBWES completed supply of the Boilerworks A/S.
large modularised auxiliary boilers
Other Subsidiaries
as a part of its largest export order Danstoker Poland Społka Z Ograniczona
from the biggest refinery in Africa, Odpowiedzialnoscia (DSPL) Thermax Onsite Energy Solutions
reducing construction time at site Limited (TOESL)
DSPL is a step-down subsidiary of
from 6 months to 21 days. TBWES Danstoker A/S and is engaged in the TOESL, a wholly owned subsidiary, is
also offers a wide range of services to design, manufacturing and supply engaged in the build-own-operate (BOO)
support the life cycle operation of its of boilers, hot oil heaters and other business of providing green, sustainable
entire range of boilers and heaters. As related equipment to the Eastern solutions by supplying utilities such as
a part of services, TBWES is using IIoT, European region, including for steam to its customers.
to enable commissioning of boilers Danstoker A/S Denmark. Danstoker
remotely as also enhancing its value Poland has acquired a good learning in Apart from several contracts for
add to customers by providing remote manufacturing high quality products. steam and heat supply, the subsidiary
assistance to improve performance and With significant improvement in ‘Right commissioned its first plant for
reliability. The outlook for the next year First Time’ manufacturing, it is expected supplying treated water to a polyester
appears challenging due to a tepid order to provide low cost manufacturing company in Maharashtra during the
book at the start of the year and limited muscle to the company’s European year. The company also won its maiden
project announcements on the anvil. business. Additionally, DSPL has been order for providing solar power to a

pharmaceutical packaging company in PERFORMANCE ON STRATEGY
Maharashtra. The company partnered 1. Increase the Share of Green Offering in Line with the Company’s Vision of
an FMCG major in its decarbonisation Providing Sustainable Solutions
strategy and is currently installing two
large biomass waste boilers under the
BOO model at the customer’s Gujarat
% Green Order Booking
manufacturing facility.
Continued focus on agro-waste steam

and heat solutions coupled with
expansion in the renewables space,
further buoyed by the slowdown in 29% 30%
38%
capex plans of customers would provide
growth opportunities for TOESL in the
current fiscal.
71% 70%
Thermax Inc. (USA) 62%
Thermax Inc., a step-down subsidiary

in the USA is the sales and service arm
2017-18 2018-19 2019-20
of the company and operates in two
segments - Energy (sales of absorption
chillers) and Chemical (sale of ion Green Others
exchange resins). The subsidiary
registered a flat revenue in FY2019-20
on account of the slowdown in the The graph above represent the share norms in South East Asia particularly
chillers business. With encouraging of green offerings in the overall order for palm oil producers, the segment that
prospects for both Energy business in booking of the Thermax Group. ‘Green’ witnessed a surge in production. The EPC
new markets and the Chemical is defined as orders which comprise business received an order for the supply
businesses, the outlook for the utilisation of non-fossil fuels from the of a waste heat recovery power plant.
subsidiary looks promising. Energy segment, all orders booked by
the Environment segment and non- Unique applications based on heat
fossil application based orders from the recovery from industrial plants and
Chemical segment. processes developed by the Absorption
Cooling and Heating business such as air
During the year, the share of green cooled compressors, glass manufacturing
offering was 70% of the total order and potato frying saw an upbeat, catering
booked by Thermax as compared to to customers’ need of optimised energy
71% in the previous year. The share can costs.
be mainly attributed to the significantly
high order booking of the Environment Highlights of FY2019-20
segment. Stricter emission norms
Recovering Energy to Fuel Savings
announced to regulate SOx emissions
from thermal power plants helped the To optimise its energy usage and
business achieve a breakthrough of two reduce costs, a leading Indian tyre
Flue Gas Desulphurisation (FGD) system manufacturer opted for Thermax’s hot
orders for power plants in India. With the water driven vapour absorption chiller.
capacity totalling 2,000 MW, the highest The replacement of electric chillers by
gas volume handled by the segment to our vapour absorption technology yielded
date. The company is hopeful of pursuing waste heat recovery up to 76% of the
more FGD orders in private and public total input energy and 92% reduction
sectors in future. The business also in energy requirement for cooling. The
benefitted from opportunities arising customer also achieved a significant
out of strict implementation of emission carbon emission reduction of 646 tonnes/
28 Thermax Limited
annum, equivalent to taking 129 cars off 2. Mitigate the Cyclicality in Projects Business by Increasing Share of Business
the road or planting 64,593 trees. from Products and Services
More Power Through Solar

Thermax’s largest solar installation % Order Booking from Products and Services
during the year was the commissioning
of a 3.96 MWp captive ground
mounted solar PV plant for a leading
52%
cement manufacturer at Karnataka. 50%
The installation was done on an
39%
undulating terrain and the plant grid was
successfully synchronised with an 11 kW
power evacuation system. This project
is slated to help the customer achieve its
sustainability goals by offsetting 4,800
tonnes of CO2 emission, besides meeting 2017-18 2018-19 2019-20
its renewable power obligation.
Advanced Technology for Efficient During the year, 50% of the company’s Innovation and new applications in
Effluent Treatment Process order booking came from products and sectors such as food & beverages,
Thermax helped one of the major services, consistent with last year’s mix. chemical and fertilisers were the main
automotive engine manufacturers to The order booking from products and drivers for the growth of the Absorption
achieve zero liquid discharge for the services was Rs. 2,746 crore as compared Cooling and Heating product business.
wastewater generated in their factory to Rs. 2,998 crore in the previous fiscal. Its Remote Online System Support
by deploying an advanced technology to (ROSS) is now connected to around 547
remove contained oil, solids and other The standard products of the Heating chillers across the globe. The technology
organic compounds. This was earlier business - small packaged boilers - is being highly appreciated by customers
being done through a combination continued to witness opportunities from for its remote diagnosis capability.
of chemical and biological treatment, the consumption oriented sectors. The Proactive maintenance followed by issue
consuming significant energy and space. service business continued to grow on the identification has ensured continued
A system with a special arrangement back of growth of product business. The productivity in many customer plants till
for controlling noise levels was also mix of spares and services proved to be a date. Businesses leveraged digitalisation
incorporated in this project. favourable model for the business. to monitor customer complaints through
the Salesforce.com Service Cloud
The TBWES services business intensified leading to improved responsiveness
its focus on the spare parts business. It and efficiency in managing complaints,
is widening its offerings to include boiler while effectively tracking and eliminating
re-deployment, repowering, rejuvenation recurring complaints.
and refuelling projects.
During the year, the Water and Waste
The ion exchange resin business Solutions business developed several new
registered a marginal increase in top line products such as in-house multi-effect
over last year, while the performance evaporators (for zero liquid discharge
chemicals business registered a systems), prefabricated systems and
substantial growth over the previous year portable water testing kits. As a value-
with 100% retention of annual contracts add, plant audit service was extended
of major customers. Breakthrough orders to customers and spares business was
came from steel and refinery segments. enhanced with focus on on-time delivery.
Thermax’s 58 TR hot water driven vapour
absorption chiller at an Indian tyre
Construction chemicals also witnessed a
manufacturing plant recovers heat from commendable increase in revenue over The Power O&M services acquired new
the air-cooled compressor and utilises it
for cooling application in the plant the last financial year and this momentum customers including one of its largest
is expected to continue in this year. orders in the domestic segment during

the year. The business is focussing on
growing its portfolio of value-added
services to customers and expanding its
presence in the international market.
Highlights of FY2019-20
600+ Days of Continuous Operation
Since 2016, TBWES O&M team has
been providing boiler upkeep services to
a large petrochemical complex in Gujarat.
One of the Thermax CFBC boilers and
associated ESP at the complex recorded
674 days of continuous operation till it
had to be stopped due to the nationwide
lockdown. To ease the operational
challenges of such a large steam
generation complex, all the units were
put on automatic control. With close to
two years of uninterrupted operation,
this performance is a benchmark for any
CFBC boiler globally.
Largest O&M Order of 90 MW

The Power O&M business bagged its
largest contract encompassing operation
and maintenance of a 90 MW captive
cogeneration power plant, including
non-Thermax make equipment. The
company created a benchmark by taking
over the plant within a short time of
15 days, which included deploying and
onboarding almost 350 personnel and
staff, ensuring continuity and smooth
operation of the plant. Thermax Electrostatic Precipitator (ESP) at a power producing major in the Philippines
3. Reduce Dependence on Domestic Market Through Selective

Internationalisation The international order booking was Rs.
1,470 crore in FY2019-20 as compared
to Rs. 1,984 crore in FY2018-19,
International Order Booking mainly due to slowdown in investments
Rs. in crore witnessed globally and no large project
orders received during the year.
2,748
The international business of Absorption
1,984 Cooling and Heating witnessed a good
track of orders from the US, Nigeria,
1,470
Saudi Arabia, and Bangladesh this year.
The division has closely collaborated
with HVAC and CPHC consultants
2017-18 2018-19 2019-20 and several OEMs in various markets.
While the international projects
30 Thermax Limited
business continues to be challenging in FINANCIAL PERFORMANCE 31, 2020, has been determined at the
Europe, the business has entered new In FY2019-20, Thermax Limited, on rate of 25.17% and (b) the deferred tax
geographies such as Bolivia, Columbia, a standalone basis, registered a total assets as at April 1, 2019, (on brought
Puerto Rico and Egypt with a few good income from continuing operations of forward losses and other items) have
orders. The Chemical business bagged Rs. 3, 319 crore as compared to been written down considering the
significant orders from large OEMs in Rs. 3,664 crore in the previous year. The enacted rate of 25.17%.
the U.S. and Europe for water treatment total income of Thermax Group was
Rs. 5,831 crore (Rs. 6,123 crore). The During the year, the company has
and process applications.
group’s profit before tax and exceptional declared interim dividend of Rs. 7/- per
items for FY2019-20 stood at Rs. 375 equity share on March 13, 2020 and
Thermax bagged an international
crore as compared to Rs. 501 crore in same was paid on March 18, 2020.
project in the Middle East for setting up
a power plant on an EPC basis, besides the previous year. The net cash inflow
KEY FINANCIAL RATIOS
commissioning yet another EPC project from operations is Rs. 326 crore (Rs. 115
crore outflow). In accordance with the SEBI
for a leading biomass based independent
(Listing Obligations and Disclosure
power producer in South East Asia.
The company and its Indian subsidiaries Requirements 2018)(Amendment)
have computed the tax expense of Regulations, 2018, the company is
Highlights of FY2019-20
the current financial period as per the required to give details of significant
Largest Overseas Order for Electrostatic tax regime announced under section changes (change of 25% or more as
Precipitator 115BAA of the Income-tax Act, 1961. compared to the immediately previous
The Enviro business commissioned Accordingly, (a) the current and deferred financial year) in key sector specific
an Electrostatic Precipitator (ESP) tax expense for the year ended March financial ratios.
for a leading power producer in the
Philippines as well as in South East
Thermax Limited Thermax
Asia. This ESP is the largest overseas
(Continuing Operations) Group
installation by Thermax, done on a 410 Particulars
TPH CFBC boiler. The high point of FY2019-20 FY2018-19 FY2019-20 FY2018-19
the project was supplying the precisely
engineered ESP structure along with Debtors Turnover 3.67 3.33 3.88 4.30
a 75 meter tall stack by way of sub- ratio
assemblies and commissioning the
entire edifice at the customer’s end and Inventory Turnover 7.61 8.34 6.41 7.62
complying with all safety norms. ratio
Interest coverage 48.81 61.48 25.94 35.98

ratio
Net Profit Margin 4.9% 4.4% 3.6% 5.3%
Current Ratio 1.45 1.48 1.43 1.30
Return on Capital 9.3% 11.8% 13% 14%

Employed
Return on Net 5.9% 5.9% 7% 11%

worth(RONW)
Lower revenue and profit in Energy and Environment segments have resulted in lower
Net Profit Margin, Return on Capital Employed and Return on Net Worth.

OPPORTUNITIES AND THREATS 5. Growth in the global food RISK MANAGEMENT
Opportunities processing industry because The company has an Enterprise Risk
of growing urbanisation and Management (ERM) framework in place
1. The growing global energy
consumerism will be a growth driver for identification, assessment, mitigation
demand, especially with a focus on
for Thermax solutions. and reporting of risks. The Risk
increasing the share of renewables
in the energy mix, and continuous Management Council and Committee
6. With the ZLD norms getting of the company carry out a detailed
research and development for
stricter, there are opportunities review of key risks facing the company,
creating alternative fuel sources
for effluent treatment and multiple its impact on strategic decisions and
constitute the biggest growth
effect evaporator chemicals. Water mitigation measures. The review of these
impetus for the company.
recycling will be another key risks is done based on the important
focus area for all industries, and changes in the external environment,
2. Industrial production contributes
the company considers it to be a which have a significant bearing on the
just over half of all global energy
significant driver for its Water and risks. The company actively keeps track
consumption and this is expected
Waste Solutions. of changes in the domestic economic
to grow by 1.5% worldwide each
environment, geopolitical developments,
year till 2035. This indicates the
Threats key commodity prices such as oil,
potential demand for solutions
1. In the current scenario, the coal and steel, currency and interest
that reduce the carbon footprint
COVID-19 pandemic and the movement. Apart from mitigation,
and the cost of industrial energy
lockdown are the biggest threats these risks are also monitored for any
consumption. The trend is
emerging business. The details of the
expected to catapult the demand to the company. The pandemic
company’s ERM framework are available
for the company’s Energy segment has not only hampered the supply
on Page 52.
where energy efficiency and waste chain but has also created a serious
to energy will be huge drivers for scarcity of manpower because of
INTERNAL CONTROL
business growth going forward. the migration of labour and physical
The company has an internal audit
distancing norms. The virus will
function which continuously evaluates
3. Environment, sustainability, and affect consumer and investor
the quality of its controls and the extent
circular economy are becoming sentiments for a year or two, and is
of compliance with them. The company
mandatory focus areas for all likely to have a negative impact on
has also introduced a process of control
nations after the signing of the company’s performance in the
self-assessment by its operating
COP21 and COP24 agreements next fiscal, since larger project order
managers. In addition, internal financial
on mitigating climate change. booking will be hampered.
controls were specifically audited by an
Stringent environmental norms external audit firm. The company uses
implemented across the world will 2. Geopolitical tensions and trade
various enterprise resource planning
significantly aid the Environment war between major economies
packages in its operations that contain
segment of the company. pose some threats to the company’s a variety of in-built controls. Careful
international operations and analysis is done for variations between
4. The global requirement for new supply chain. performance and plan. The company
air pollution control systems has a strong culture and processes that
owing to the revision of emission 3. In India, liquidity crunch for reduce the risk of unethical conduct.
norms will be a major opportunity. banks and non-banking financial These include a clear code of conduct
Air quality control equipment companies, loan defaults, and and whistle-blowing processes. Based
has been made mandatory for negative consumer and investor on all of the above, the Board believes
SOx emitting industries in many sentiment are possible hurdles. that the internal controls are adequate
countries. This has increased the and that they operated effectively
demand for FGD system, which 4. Highly leveraged balance sheets during the year. Similarly, the company
reduces SOx in flue gas through of several organisations further has a process by which operating
chemical treatment. The company impacted by the COVID-19 managers are kept up to date with legal
sees a high demand potential for pandemic has tightened the amendments affecting their areas of
its environment solutions due to cashflow situation, which will impact operation. Operating managers confirm
this policy change. capex investments significantly. compliance with various provisions
32 Thermax Limited
every month. Additionally, the internal TBWES plant at Shirwal were audited HUMAN RESOURCE
auditors, the statutory auditors and the by TUV:SUD and LRQA respectively for During the year, the company focussed
secretarial auditors check compliance ISO 45001:2018 and ISO 14001:2015 on learning, skill upgrading, leadership
with certain laws related to their certifications during the year. development, digitalisation of processes
areas of work. The company has a and capacity building. The details are
culture that reduces the risk of 1,691 internal audits and 31 external available in the Human Capital section
non-compliance with the laws. Based safety audits and inspections were on page 42. The company also ensured
on the foregoing, the Board believes carried out in FY2019-20. Special the occupation health and safety of its
that the systems to ensure compliance safety audits for fire prevention were employees in the wake of the COVID-19
with applicable laws are proper and conducted at office locations and pandemic. For more details, refer the
that they operated effectively. manufacturing plants in Pune. All COVID-19 chapter on page 5.
manufacturing and project locations
ENVIRONMENT, HEALTH AND have developed an emergency CAUTIONARY STATEMENT
SAFETY (EHS) preparedness plan. They have also
The Management Discussion and
Safety is of utmost importance to imparted training on fire prevention
Analysis contains statements about
Thermax. The safety performance and control and conducted mock drills
future events, financial and operating
of the company is reviewed by the on emergency evacuation at plants and results of Thermax Group, which are
MD and CEO every quarter while office locations. forward-looking. By their nature,
Divisional Safety Councils regularly
forward-looking statements require
review the divisional performance. Regular safety trainings are conducted
the company to make assumptions and
Necessary corrective and preventive for employees, contractors, vendors and
are subject to change based on risks
actions are taken at the organisational suppliers. To transition from OSHAS
and uncertainties. A number of factors
level and by respective businesses 18001 to ISO 45001:2018, the first
to ensure high levels of safety could cause assumptions and actual
‘international standard’ in occupational future results and events to differ
performance. health and safety (OH&S) management, materially from those expressed in the
20 safety officers and divisional forward-looking statements. Readers are
During the year, TOESL received the
coordinators were trained by TUV:SUD cautioned not to place undue reliance on
ISO 14001:2015 certification for the
and Bureau Veritas during the year to forward-looking statements.
first time by DNV GL while the Power
become certified auditors.
EPC business was ISO 45001:2018
certified by Bureau Veritas. Transition
The National Safety Council (NSC)
audits from OHSAS 18001:2007 to ISO
conducted an internal auditor course on
45001:2018 were conducted by DNV
SHE (Safety Health and Environment)
GL for TOESL and the project arm of
statutory compliance. Through this
Heating business. Recertification audits
specialised programme recognised
of the Chemical plants at Paudh and
Jhagadia as well as certification audit by NABET (National Accreditation
of the Chemical plant at Dahej for ISO Board for Education and Training),
45001:2018 and ISO 14001:2015 24 safety officers and divisional safety
were done by Bureau Veritas during the coordinators from Thermax were trained
financial year. as internal auditors.
Surveillance audits for OHSAS The continued use of a mobile app on

18001:2007 certification was conducted incident reporting has improved the
by Bureau Veritas for WWS business reporting of leading indicators, which is
and Thermax Engineering Construction helping in minimising the hazards and
Company Ltd. (TECC), a subisidary of risks at plants and sites.
Thermax. Thermax’s manufacturing
facilities at Chinchwad and Savli and At manufacturing plants which are under
assembly centre at Mundra were the Environment Management System,
audited for OHSAS 18000:2007 and a number of programmes on waste/
ISO 14001:2015 certification by DNV resource reduction were successfully
GL. The Enviro plant at Solapur and implemented during the year.

MANAGING CAPITALS FOR
SUSTAINABLE VALUE CREATION
Financial Manufactured Human

Capital Capital Capital
Capital is raised Investments The company’s

and strategically are made in employees are
allocated in the manufacturing central to its
form of equity and capabilities to operations. Values-
internal cash flows ensure streamlined, driven culture
across business efficient and reliable and best people
units to maximise operations while practices nurture a
stakeholders’ value meeting quality and productive, engaged,
safety standards motivated, happy
and empowered
workforce
34 Thermax Limited
Intellectual Social and Natural
Capital Relationship Capital
Capital
Innovation, Collaborative The company
technological engagements are aims to reduce
and industry- fostered to balance dependence on
specific expertise, the individual fossil fuels, utilise
established brands needs of many renewable energy
and corporate stakeholders and and recycle water
standing underline remain relevant in to deliver on its
the company’s the communities commitment to
competitive where the company sustainability
advantage in value operates
creation

FINANCIAL CAPITAL
Engineering Sound Financial Management Practices
Focus Sustainability Development Goals (SDGs)
Operating in a complex, uncertain During the year, the company leveraged The company integrated the power
and dynamic external environment, its financial capital for strengthening O&M services with its other utility O&M
perceptive financial capital management operations in India and overseas. business. The common synergies have
is imperative. Thermax’s sound financial improved profitability.
capital management practices ensure Investments were made towards the
business viability and sustainability from expansion of the chemical plant in Dahej. Digitalisation, R&D, and safety are three
a long-term perspective. This will increase the plant capacity from areas where investments continued
12,000 MT to 22,000 MT in FY2020-21. to be made by the company. The cost
The sources of financial capital include structures are constantly under review
equity and cash flow generated by the As per organisational restructuring, the to enhance efficiency and productivity.
company’s operations. The financial transfer of Boiler and Heater (B&H)
capital inputs are used to support business to Thermax Babcock & Wilcox The Board has paid an interim dividend
current business requirements and fund Energy Solutions Private Limited of Rs. 7/- per fully paid share. The
future growth projects. (TBWES), wholly owned subsidiary of dividend payments demonstrate the
Thermax Limited, was concluded on a company’s commitment to returning
In addition to generating revenue going-concern basis through a slump the value created to those who invest in
through business activities, the company sale. This helped leverage the synergies Thermax.
also reinvests the financial capital in each between the two businesses in terms
of the other five capitals to reap benefits. of product offerings, customer base
and manufacturing infrastructure,
In the context of financial capital, the particularly the modern facility of
idea of stakeholder value is not limited TBWES at Shirwal.
to increasing revenues and share
price. Share price is an outcome of the Thermax Zhejiang Limited, the
company’s strategies and execution. A company’s Chinese subsidiary closed
good growth in earnings, is the outcome its manufacturing facility at China
of all the effort put into fulfilling the during the year, disposing its land and
needs and addressing the challenges building; however, continued to maintain
of customers; creating a conducive its service office to support existing
ecosystem for vendors; empowering customers.
employees, and motivating them to
work with passion and conviction every
day and preserving the impact on the
environment.
36 Thermax Limited
FINANCIALS AT A GLANCE
Thermax Group
Particulars 2019-20 2018-19 2017-18 2016-17 2015-16# 2014-15 2013-14 2012-13 2011-12 2010-11
Domestic Sales(excluding excise duty) 3685 3249 2668 2813 3210 3618 3199 3898 4333 3873
International Sales/Business 1970 2637 1703 1573 1859 1624 1758 1468 1574 1250
% to Total Sales 35% 45% 39% 36% 37% 31% 35% 27% 27% 24%
Total Sales 5655 5886 4371 4386 5069 5242 4957 5366 5907 5123
Growth -4% 35% 0% -13% -3% 6% -8% -9% 15% 56%
Other Operating Income 76 87 94 97 76 62 72 59 60 90
Revenue from Operations 5731 5973 4465 4483 5145 5304 5028 5425 5967 5213
Other Income 100 150 116 114 122 123 72 85 84 58
Total Income 5831 6123 4581 4597 5267 5427 5100 5510 6051 5271
Total Expenses 5324 5516 4064 4049 4716 4843 4592 4935 5377 4640
Profit before Depreciation, Interest , 507 607 517 548 551 584 508 575 674 631
Extra Ordinary Items and Tax
(% to Total Income) 9% 10% 11% 12% 10% 11% 10% 10% 11% 12%
Depreciation 117 92 82 82 72 134 92 77 66 54
Interest 15 14 13 10 12 82 27 17 12 4
Exceptional Items of Expenses - 90 0 18 0 49 0 0 0 0
Profit before Tax 375 411 422 438 467 319 389 481 596 573
(% to Total Income) 6% 7% 9% 10% 9% 6% 8% 9% 10% 11%
Tax 162 85 166 156 144 171 169 177 204 196
Profit after Tax before Non Controlling 212 326 256 282 323 148 220 304 392 377
Interest and Share in Loss of Associate
and Joint Venture
Share in Joint Venture/Associates Loss 0 (1) (25) (66) (41) NA NA NA NA NA
Minority Interest NA NA NA NA NA (62) (26) (16) (12) (5)
Profit after Tax 212 325 231 216 282 210 246 320 404 382
Other Comprehensive Income (9) (22) 27 (19) 22 NA NA NA NA NA
Total Comprehensive Income 204 304 258 197 304 NA NA NA NA NA
Attributable to:
Equity Holders of the Parent 204 304 259 204 304 NA NA NA NA NA
Non Controlling Interest - - (1) (7) - NA NA NA NA NA
Gross Block @ 2255 2236 1741 1515 1438 2051 2044 1296 1193 1068
Net Block 1339 1352 1076 952 887 1474 1580 1390 1091 821
Investments 875 829 1472 1083 1050 822 708 443 240 230
Current Assets 3977 4737 4102 3297 3610 4185 4125 3287 3406 3065
Current Liabilities 2787 3654 3079 2365 2615 3274 2999 2509 2758 2563
Net Current Assets 1190 1083 1023 932 995 911 1126 778 648 502
Capital Employed 3061 3050 2768 2585 2450 2719 2695 2362 1829 1452
Equity Share Capital 23 23 23 23 23 24 24 24 24 24
Reserves and Surplus 3005 2992 2692 2515 2393 2123 2014 1845 1605 1291
Networth 3028 3015 2715 2538 2416 2147 2038 1869 1629 1315
Minority Interest - - - 1 - 78 140 110 112 52
Loan Funds (long term) 33 35 53 46 34 494 517 383 88 85
Fixed Asset Turnover Ratio 4.23 4.35 4.06 4.61 5.71 3.56 3.14 3.86 5.42 6.24
Working Capital Turnover Ratio 4.75 5.43 4.28 4.71 5.10 5.75 4.40 6.90 9.11 10.21
Current Ratio 1.43 1.30 1.33 1.39 1.38 1.28 1.38 1.31 1.24 1.20
Return on Capital Employed 13% 14% 15% 15% 18% 15% 15% 21% 33% 40%
Return on Net Worth 7% 11% 9% 9% 12% 10% 12% 17% 25% 29%
Cash Earnings per Share (Rs.) 29.30 37.06 27.93 27.08 31.48 28.86 28.38 33.33 39.42 36.57
Earnings per Share (Rs.) 18.87 28.90 20.61 19.80 25.07 17.61 20.64 26.87 33.86 32.03
Proposed Dividend 350%* 350% 300% 300% 300% 350% 300% 350% 350% 450%
Book Value per Share (Rs.) 269 268 241 225 215 180 171 157 137 110
# Figures have been reclassified as per Indian Accounting Standards (Ind AS) as prescribed by Ministry of Corporate Affairs
* It is interim dividend paid to shareholders

@
Gross block excludes capital work in progress and intangible assets under development

KEY FINANCIAL INDICES
Thermax Group
Order Booking# Order Balance#

Rs. crore Rs. crore
6380 5689
5370 5238
5633
5498
4515 4186
4394 3976
2015-16 2016-17 2017-18 2018-19 2019-20 2015-16 2016-17 2017-18 2018-19 2019-20
International Order Booking# Sales (Excluding Excise Duty/GST)#

Rs. crore Rs. crore
2748 5886
5655
5069
2087 4386 4371

1984
1544
1470
2015-16 2016-17 2017-18 2018-19 2019-20 2015-16 2016-17 2017-18 2018-19 2019-20
# The number for 2015-16 are including joint ventures as per old accounting standards
38 Thermax Limited
International Sales as a % of
Total Sales# Profit After Tax (PAT)#*
Rs. crore Rs. crore
5886 325
5655
5069 282
4386 4371 231

216 212
45%
37% 39% 2637

36% 35%
1859 1703
1573 1969
2015-16 2016-17 2017-18 2018-19 2019-20 2015-16 2016-17 2017-18 2018-19 2019-20
Sales International Sales as a % of total sales *After minority interest and share of JV
Cash and Cash Equivalent#

Earnings Per Share (Including current investments)
Rs. Rs. crore
28.90 1511
25.07 1285
1225
1144
20.61 1088
19.80
18.87
2015-16 2016-17 2017-18 2018-19 2019-20 2015-16 2016-17 2017-18 2018-19 2019-20
# The number for 2015-16 are including joint ventures as per old accounting standards

MANUFACTURED CAPITAL
Engineering Breakthrough, Quality Solutions
Thermax is a leading manufacturer facilities in India, Poland, Denmark, Key assets developed during the year
of capital goods that meet the utility Germany, and Indonesia. Most of the included the capacity expansion of
requirements of diverse industries manufacturing facilities are compliant the specialty chemicals unit in Dahej,
globally. The company’s manufactured with ISO 14001:2015 and OSHAS Gujarat, by 10,000 m3 per annum; the
capital enables it to engineer sustainable 18001/ISO 45001 certifications. capacity of manufacturing 400 vapour
solutions that fulfil customers’ need Thermax manufactures to international absorption machines per annum at
and therefore, warrants strategic standards – ASME, BS, DIN, GOST, API, the highly automated plant in Sri
consideration and due investments. and CE, besides the IBR code in India City, Andhra Pradesh along with the
Supporting customers with utility needs and AQSIQ in China. The facilities are deployment of Manufacturing Execution
for greenfield facilities; upgrading the inspected by Lloyds, Bureau Veritas, System (MES) at the facility to drive
capacity of existing facilities; deploying SGS and TUV. production efficiency.
breakthrough technology such as
modularisation and service based on The company also initiated the
the Industrial Internet of Things (IIoT) implementation of Product Lifecycle
has put Thermax in a strong position to Total Power Generation Management (PLM) to streamline
straddle the markets of the West and the information flow, improve productivity,
East, with greater operational efficiency. 771 MW reduce cycle time, and enhance product
quality and reliability.
The company’s manufactured capital Power Generated
broadly covers 14 state-of-the-art Through Assets
Operated and
Maintained for
Customers
4,244 GWh Water Treated and

Recycled
Environment-Friendly 145 MLD

Vapour Absorption
Cooling
Heating Solutions :
91,699 NTR Quantity of Heating
Done
Air Treated Through

5,115 MWth
Air Pollution Control
System
Total Chemicals
64 Million Manufactured
First wastewater treatment plant under

m3/hr 41,650 MT
the Build-Own-Operate model
40 Thermax Limited
Modularisation Enables Export
of 21,000 Tonnes of Equipment
Apart from setting a record in at Mundra. Speaking of numbers, With increasing complexities
manufacturing the largest packaged 1,300 people, including third parties, involved in setting up greenfield
plug-and-play utility boilers in India worked on the project, deployed process plants, these modularisation
to date, Thermax also achieved 5.1 million man-hours, to build solutions can help customers
a benchmark in the concept of equipment weighing over 21,000 de-risk their construction work and
modularisation. During the year, the tonnes, without a single reportable accelerate completion time, evident
company completed the supply of accident. The largest module from the fact that the first package
its largest export so far comprising weighed 1,450 tonnes and the tallest was installed in a record time of 21
four utility boilers, eight heat one was higher than an eight-storey hours, which would have taken six
recovery steam generators, two flue building. months to complete had it been built
gas steam generators and a hot oil at site.
heater for the largest refinery and The other critical aspect of the
petrochemical project in Nigeria, project, managed skilfully, was
West Africa. transporting these massive
structures to the port and rolling
The sub-assemblies were them on to special ro-ro vessels.
manufactured at Thermax facilities The modules were sea-fastened to
in Shirwal, Savli, and Chinchwad ensure that they would sail smoothly
To view the video, scan the QR Code OR
as per global quality norms. The between continents, enduring strong click on the below link:
final assembly was then completed winds and rolling seas. https://www.youtube.com/watch?v=tvJvBiLxOcc
Remote Service Support Brings 63 cars off the road. The chiller utilises An abnormality was observed in the
Comfort to Guests at Sri Lanka steam generated from a biomass boiler chiller installed at the resort due to
A reputed Sri Lankan resort is using to provide comfort cooling to hotel operational issues. Thermax’s smart
Thermax’s double effect steam-driven rooms through Air Handling Units/Fan service, ROSS proactively captured
vapour absorption chiller of 300 Coil Units. Thermax also supports the the data, detected the root cause, and
TR capacity, helping it annually save chiller with its IoT based service, ROSS subsequently the service engineer
4,92,000 units of electricity and reduce (Remote Online Support Service), which performed the troubleshooting
carbon emissions by 318 tonnes which is monitors and controls the performance remotely. This avoided a breakdown in
equal to planting 31,885 trees or taking of absorption chillers across the globe. air-conditioning that would have caused
discomfort to guests and resulted in
losses to the customer due to downtime.
Installation of First Wastewater

Treatment Plant under the
Build-Own-Operate
Thermax supplied and installed a
Wastewater Treatment Plant at a
polyester film factory on a Build-Own-
Operate model. The customer pays
based on quantum of water recycled.
Thermax’s 110 KLD Zero Liquid
Discharge (ZLD) system will enable the
customer to maximise effluent recycling
Thermax’s 300 TR ROSS enabled chiller at a Sri Lankan resort and save on this precious resource.

HUMAN CAPITAL
Engineering Workplaces that Nurture Empowerment,
Learning and Wellness
Thermax believes in nurturing a

human organisation, which
understands the paradox that the
entire organisation is more important
than the individual, but this does not
make the individual less important.
Built on human values, Thermax
encourages people to voice what
they think and feel. People’s positive
experience in Thermax is born out of
working autonomy and empowerment.
National Safety Week celebrations commence with oath taking
ceremony at various Thermax and customer locations
With an aim to build a thriving,
sustainable organisation, Thermax has
made talent development and retention To strengthen its campus connect, divisional coordinators to align with
one of its key strategic priorities. Thermax organised an online case ISO 45001-2018, the international
Several programmes were rolled out challenge called ‘STORM’, garnering standard in occupational health and
during the year to foster capability participation from more than 108 safety (OH&S) management. 20 safety
and continuous learning. Employee teams of sixth semester engineering officers and divisional coordinators
empowerment and responsibility students across select colleges in India. were trained by TUV:SUD and Bureau
builds human capital, contributing They were presented with real-time Veritas to become certified auditors.
to the achievement of individual problems and assessed on parameters
and collective goals and maximising of the solution designed as well as its Additionally, initiatives such as use of
stakeholders’ value. commercial viability. The top three mobile app for reporting Health, Safety
teams from both Mechanical and and Environment (HSE) observations
SAP SuccessFactors, an advanced Chemical categories were felicitated by proactively, celebration of important
digital platform for people management Thermax with cash prizes. events such as National Safety and Road
launched during FY2018-19 was Safety Weeks and continuous awareness
expanded to encompass critical During the year, the focus was on sessions among employees were
employee processes such as attendance upskilling the safety officers and conducted during the year.
management systems and performance
appraisal. Wellness initiatives continued Focussed efforts to imbibe safety in
with activities around ‘physical fitness’ Lost Time Injury the company’s culture, including safety
and introduction to ‘nutrition’ as a Frequency Rate oaths by employees at the beginning
focus area where regular employee (LTIFR) of any event and business meetings,
consultation has been initiated has consistently improved reporting of
through a corporate tie-up with a
0.18 leading indicators and the injury related
professional nutritionist. KPIs for Thermax.
42 Thermax Limited
ASPIRE – Leadership Development and
Capability Building
To strengthen capabilities in line
with its growth plans and industry
demands from a global perspective,
the company launched ASPIRE,
a Leadership Development
Programme. It is designed to help
senior management members build
strategic, high performance and
self-awareness skills, focussing on
both organisational and personal
impact as a leader. The programme
was undertaken in collaboration
with India’s premier management
institute, Indian School of Business
and comprised modules for strategy,
finance, marketing, manufacturing,
Group photo at the final review and closure session of the ASPIRE leadership programme
and people development.
Learnmax – A Way of Continuum Learning

at Thermax
The company launched a Learning In the year under review, 4,700+
Management System (LMS) in learners underwent compliance training.
June 2019, which is a part of A series of e-modules was built for
SuccessFactors - a product from the the company’s product businesses,
SAP suite. Learnmax - My Learning and around 900 learners have made
Hub is the internal brand for the use of this; in addition, 1,250 learners
company’s Learning Management undertook functional training last year,
System. The objective is to promote of which 580 are unique learners.
capability development of all
employees by using a standardised
approach that enables ‘anytime,
anywhere learning’. Training
Man-Hours
Learnmax enhances the company’s
ability to track and monitor learning
15,162
data in a systematic way.

SOCIAL AND RELATIONSHIP CAPITAL
Engineering a Meaningful Connect
Listening closely to customers, Technical training is being provided

channel partners and other business to the Thermax Channel Associates
No. of Suppliers
partners makes Thermax attuned to (TCAs) to improve their capability and, Trained on
their satisfaction level and further in turn, render better service to the Sustainability
requirements. Regular engagements
through various channels not only makes
customer. The company also engages
with its suppliers through its green
180
the company more productive and channel programme to improve quality
streamlined, but also builds invaluable and productivity. Awareness sessions No. of Customer
relationship capital. on sustainability are conducted for Engagements including
suppliers. Regular supplier meets are Events, Seminars,
Expos and Webinars
Thermax is committed to promoting organised to seek feedback and provide
education as one of the key enablers resolution. 112
to holistic, sustained, and inclusive
growth of our society. The education Business Partner Meet for Vendors
interventions are carried out under the Thermax organised a business partner The Corporate Sourcing team also
aegis of Thermax Foundation (TF), the meet with the theme ‘Let’s Grow shared insights and improvement actions
non-profit CSR wing of the company. TF Together’. Key vendors were invited to emerging from the vendor satisfaction
focusses primarily on offering children join the company’s journey of becoming survey and introduced the business
from economically underprivileged smarter and digitised, spreading to new partners to the broader Thermax
backgrounds a level playing field through geographies and taking the next stride portfolio, displaying multi-divisional
quality education so that they can towards Thermax 3.0. business opportunities.
rise above their circumstances. The
company also engages in need-based
and meaningful work near its factory
locations through credible partners for a
planned outcome and impact.
The company’s quest for continuous

improvement is manifested in the
initiatives taken to enhance customer
relationships. Periodic customer
satisfaction surveys are conducted to
identify areas for improvement. The
company also engages with customers
through Service Cloud (Salesforce.com),
expos, customer meets, In Touch,
seminars and digital connect (direct Thermax team at the ‘Business Partner Meet 2019’
mailers, webinar, social media, etc).
44 Thermax Limited
Uplifting the Quality of Life for Communities
interventions such as ‘Chai Katta’ to
sensitise them on the importance of
education and equip them to support
their children. The learning outcome
is measured on three parameters of
academic excellence, youth development
and community engagement in these
schools, with goals and milestones
decided at the beginning of the year.
Alumni Support
Municipal schools offer free education,
however, most of the schools are only
up to 8th grade. To ensure that alumni
from Akanksha Foundation and Teach
For India do not drop out from pursuing
education further, the Alumni project
funding was initiated by TF:
a) TF has entered into an agreement

with the NGO, iTeach from FY2019-20
to support 200 alumni of Teach For
Display of the art installation prepared by students of KCTVN that was India (TFI), presently pursuing their
selected among the top six at the Kala Ghoda festival in Mumbai 10th grade from low-resource private
schools. TFI is a nationwide Fellowship
that recruits college graduates and
The School Project English Medium School fully, along with working professionals to serve as
Through a public-private partnership the funding of Matoshri English Medium
model, Thermax Foundation (TF) funds School, partially.
three Pune Municipal Corporation
(PMC) schools run by its NGO partner, During the academic year 2019-20,
Akanksha Foundation – K.C. Thackeray Akanksha run schools undertook various
Vidya Niketan English Medium School pedagogical activities to improve the
(KCTVN), Late Anantrao Pawar English quality of education imparted. These
Medium School, and Savitri Bai Phule include adopting the technology wave
by introducing tablets and interactive
projector based learning; initiatives such
as ‘Bridge the Gap’ to collate and analyse
No. of Families all the available student assessment
Directly Benefitted data to identify patterns in their learning
Through CSR Around gaps and design data driven instructions;
our Manufacturing
collaborative classrooms for interaction
Facilities
of students beyond their own groups and
1,638 mentor-mentee programmes to improve
bonding with teachers. Besides, many
students from these schools participated
No. of Student
Beneficiaries of The and won accolades in various inter-
School Project school and other external competitions.
3,397 These schools also focussed on

community development by engaging
The KCTVN Code Breakers (the school
robotics team) selected for the national First
Lego League championship in Mumbai
with the parents through innovative

full-time teachers in low-income schools streams that had been recommended TF partnered with the NGO, Srotosvihini
for two years. The students will be during counselling sessions and 15% to impart tailoring skills for women
supported to get admission in the 11th of alumni are being enrolled in the top below the poverty line, which is
grade and provided help to identify their junior colleges of the city. For the 12th estimated to have the potential of
core interests and aspirations through grade students, academic coaching was generating a monthly income up to Rs.
career guidance, fairs, financial readiness made available, alongside counselling 5,000 per woman. The first batch of
sessions and academic support. The TF to help them choose their graduation 35 women have been trained and are
funding support will continue until this stream. A total of 28 alumni are in the far more empowered now to become
cohort completes 12th grade. Exposure to process of applying for admissions in financially self-reliant. Another crucial
various skills will also be given based on the reputed Ashoka University, KREA, need identified near Savli through the
their aptitude, to increase employability and Azim Premji University. Continuous survey was the lack of hospitals in the
when there is a parental pressure to stop mentoring and financial aid at various vicinity and access to medical help. To
learning due to economic challenges. stages have helped in sustaining the address this, TF tied up with Deepak
academic interest and capabilities of Foundation to train the students who
b) From the TF donation to alumni the alumni, resulting in 81% of them had dropped out from schools after
project of Akanksha schools in the pursuing further education by enrolling tenth grade as health aides in August
academic year 2019-20, career sessions for graduation or equivalent courses. 2019. The first batch completed their
were conducted for all 375 9th grade training. However, the classroom
students across six schools. CSR at Factory Locations instruction of the second batch has been
Thermax Foundation extended CSR delayed due to COVID-19. Since the
Aptitude tests and interest tests were work at villages around two factories average salary received by the students
completed for 342 students of 10th located at Savli and Solapur during from the first batch was lower than
grade across five schools, followed by FY2019-20. expected, and due to the difficulty faced
group and one-on-one counselling. in sourcing and retaining students, TF
86% of SSC (10th grade) pass alumni, The ‘Churni’ project was initiated in has decided to discontinue funding this
totalling to 200 students from Pune response to the skewed gender ratio and project from the next year. The third
schools have been enrolled in junior low women empowerment as indicated project identified was ensuring that
college. 56% of the students selected the by the survey facilitated by TF. underprivileged people living within
The first batch of women trained under the Churni project
46 Thermax Limited
River widening project undertaken at the Ranmasale village near Solapur (Maharashtra)
an 8 km radius of Thermax’s Savli Thermax Employee Involvement with the support of NGOs. They are
factory received support in availing the There has been a focussed attempt allowed to work one day in a month
government schemes that they were to involve employees in various CSR exclusively for the project during the
entitled to. activities. Several initiatives undertaken year long project tenure.
across Thermax locations during the year
Considering the drought scenario at Presently, all the change leaders have
included bird house making, clearing
Solapur for three successive years, a been mapped to respective NGO change
the debris in an under-construction
need analysis was conducted with the makers. Together, they have identified
orphanage, gifts to terminally ill patients
help of the NGO, Manavlok and relief the goals in a manner that the impact
and tree plantation drives, among others.
work was initiated for one of the most of the NGO is increased from 50% to
affected villages, Ranmasale. To initially 100%. Unfortunately, with COVID-19
Thermax Change Leader
support the villagers in the first phase, outbreak, very little has been achieved to
water tankers were provided by TF To involve the employees in meaningful date, but hopefully will gain momentum
during the peak summer months of May projects where they can contribute within the next few months.
and June. significantly rather than just volunteer
for a one-time activity, TF partnered
In the second phase of the project, to with Head Held High Foundation (HHH).
ensure sustainable access to water, Through this project, six employees who
widening and deepening of the village’s are a part of LDP-III were selected based
stream was done (3 km) in partnership on their learnability and attitude. They
with Manavlok. As reported by happy have completed the five-day behavioural
villagers, the water from intermittent process lab to identify their personal
rains is now getting stored. vision for society and work towards it

INTELLECTUAL CAPITAL
Engineering Innovative Offerings for a Better, Smarter Tomorrow
Thermax’s ability to innovate as well on the basis of technological, process

as invest in technology creates great and business model innovations.
Number of Customer
intellectual capital. With a zeal to Processes/Internal
contribute to a better tomorrow, the During the year under review, the Processes Digitalised
company is always researching ways to
make its products and services greener,
focus was on digitising offerings as
well as operations in line with the
12
more efficient, more world-class. company’s impetus on building a
‘Smart’ Thermax. Investments were Number of
Thermax has established a Research, made in consultation with reputed IT Equipment with
Technology & Innovation Centre partners to expand customer reach, Remote Monitoring
Functionality
(RTIC) to support the business. enhance customer value, drive process
The in-house centre of excellence efficiency and improve analytics for 294
undertakes research in all areas of faster decision making.
business relevance. Additionally,
businesses have their own innovation
teams who undertake projects on an
ongoing basis for incremental as well as
radical improvements in technologies
in line with customer needs. The
company’s patents and registered
trademarks form an important part of
its intellectual property.
The company’s focus on application-

oriented R&D in developing new
technology, upgrading its portfolio
as relevant to clients’ businesses
and investment in learning and
development opportunities for all
employees builds its intellectual
capital. It also collaborates with leading
scientific and academic institutions
for new product development as
well as technology transfer. Through
celebrations such as ‘Technology Day’,
‘Operational Excellence’ and ‘N.D.
Joshi’ awards, the company recognises For the eleventh successive year, Thermax celebrated the National Technology Day on May 11, 2019
and rewards employees and businesses
48 Thermax Limited
CSIR Partners with Thermax on
India’s First Fuel Cell System
Representatives from CSIR laboratories along with officials

from Thermax - unveiling India’s first fuel cell system
On the occasion of the CSIR (Council The pioneering system, an example

of Scientific and Industrial Research, of sustainable engineering, has been
under the aegis of the Ministry of developed under Public-Private
Science and Technology, Government Partnership (PPP) among CSIR’s three
of India) foundation day at Vigyan laboratories and two Indian companies,
Bhawan, Delhi, the President of India one being Thermax. This 5.0 kW fuel
unveiled the country’s first fuel cell cell system, generating power in a green
system prototype, which will meet manner using methanol/bio-methane,
the requirement of efficient, clean, has the potential to replace diesel
and reliable backup power generation generator (DG) sets and helps to curb
for telecom towers, remote locations, air pollution.
and strategic applications.
IoT Introduced in Boilers for

Better Efficiency
Thermax launched Ultramind, an make necessary recommendations
industrial analytics and IoT enabled to improve combustion and heat
solution that can be integrated with transfer processes.These features
To view the video, scan the boilers and heaters, having PLC help customers in improving
QR Code OR click on the below link:
https://www.youtube.com/ systems of any make. Ultramind efficiency, safety standards,
watch?v=ciMxyE-VI9w&t=19s helps identify gaps in operating seamless maintenance, and critical
parameters, analyse factors and spare parts planning.

NATURAL CAPITAL
Engineering a Greener Future Through Responsible Operations
Renewable and Non-

Renewable Energy
Consumption
The company is committed to
use all resources efficiently and
conservatively. This is achieved
through energy efficiency in
operations, energy audits and
promoting energy conservation
initiatives at all office and
manufacturing locations. It is also
committed to increase the use of
renewable energy.
Rooftop solar PV installation at Thermax’s chemical plant in Jhagadia (Gujarat)
Offering sustainable solutions to the of adopting renewable resources into

world, Thermax is cognisant of its its operations while being frugal and
own responsibility to utilise resources efficient on the use of non-renewable
efficiently, manage operational materials. Focus on sustainable
impact, and minimise its footprint technologies helps the company to
on the environment. The company reduce operating costs and increase Renewable Energy
protects natural capital through its operational efficiencies. This approach Consumption
helps in building trust with all our
Sustainability Policy, which acts as
the guiding force for all its physical stakeholders. 19,332 GJ
properties and manufacturing activities.
Processes needed for better resource Sustainability is imbibed in every
Non-Renewable Energy
management are being implemented process, right from design, Consumption
manufacturing, to disposal of the
and improved. Environmental care and
concern is promoted by engaging with product, and infrastructure development 3,06,356 GJ
activities. Substantial efforts have
all stakeholders on green measures and
been made in sourcing energy-efficient
healing of damaged ecosystems. Energy Savings
equipment to enhance resource
As Thermax’s operations depend
conservation – whether energy or water. 13,483 GJ
extensively on energy and other natural
resources, the company is conscious
50 Thermax Limited
Carbon Emissions
Climate change related environmental
risks dominate the list of the most
urgent risks reported by the World
Economic Forum in 2020. The company
has undertaken mitigation measures for
carbon emission emanating from direct
and indirect sources. These include
energy efficiency enhancement, Light
Emission Diode (LED) installations, air
conditioning with environment friendly
chillers, use of alternative energy and
process optimisation.
Water Consumption and Recycling

The company withdraws water from
various sources – municipal / industrial
supply, surface (river) water, rainwater,
and purchased bottled water – for its
manufacturing and office operations.
Celebration of World Environment Day 2020 with sapling plantation
The consumption of water from these while taking safety precautions amid COVID-19 pandemic
sources are reported as 9,10,956 m3.
The company follows a ‘reduce, Harnessing the Power of

reuse and recycle’ concept at all its Renewable Energy
manufacturing plants. All the facilities Emission reduction
The company is working towards
except chemical manufacturing plants 2,231 tCO2e increasing dependence on renewable
are ‘zero discharge’ plants, i.e. 100%
energy across various locations. It has
treated effluent is used for gardening,
set up rooftop solar panels for power
cleaning, etc., within their premises Water Recycled generation with installation capacity
with zero discharge. This has resulted in
saving fresh water requirement. 2,70,335 m3 of 1.16 MW at Savli, Jhagadia, Sri City
plant, and Pune offices. The company has
planned to expand these investments to
Implementation of rainwater harvesting
Rainwater Harvested the Solapur and Shirwal plants.
to conserve natural resources as well
as reduce dependence on fresh water
supply has resulted in storage and
35,950 m 3
The various solar rooftop power
projects have reported renewable
consumption of rainwater through
energy generation of 8.55 lac kWh in the
harvesting facilities at Sri City, Paudh,
reporting year and this has resulted in
Jhagadia, and Dahej plants. catastrophes of pollution and ways to emissions avoidance of 701 tCO2e.
control it.
Celebration of Important
Environment Related Days Energy conservation being the core of
On the occasion of World Environment Thermax’s business, National Energy
Day, June 5, 2019, Thermax employees Conservation Day, December 14, was
planted saplings at various Thermax celebrated with a lot of enthusiasm
locations, including a few customer sites. from employees. They were encouraged
The Environment business leveraged to imbibe principles of sustainability in
the platform to launch a new initiative their daily lives. Various case studies
called ‘Learning Insights’, a periodic were displayed, highlighting energy
e-mail communication to customers conservation initiatives for customers
and employees to educate them on the and within the company.

MANAGING RISKS
Thermax has a robust risk management framework that takes into account risks
that might arise in the fields relevant to the company; reviews the extent of those
risks in evolving global, national, and regional situations; and continually upgrades
policy and processes to mitigate those risks.
Risks Definition Mitigation Actions
• Inability to identify, classify, • Creating security awareness

document/digitise and archive through training on a regular
business critical knowledge/ basis. The archiving and purging of
information in order to ensure unused information is carried out as
complete, consistent, reliable and per the timeframe decided in Data
secure corporate data Retention Policy
• Adverse impact on the company’s • Role-specific access to IT
operations due to cyber-attacks equipment is created and
and lack of firewalls, encryption, controlled. Identity and access
remote access controls, leading to management through single sign-on
compromise of confidential data and multi-factor authentication is
and intellectual property underway
Data Governance,
• Inability to continue/recover • Servers and databases of all hosted
Cyber-Security
business operations during any applications are being upgraded
and Digitisation Risk crisis and/or disaster with minimal with high availability. Disaster
disruption or loss of business recovery for critical applications is
tested
• Inadequate wherewithal to
implement advanced technologies
to support strategic business
objectives
• Lack of framework to monitor
risk emanating from increasing
digitisation and new technologies
• Loss of reputation/market share/ • The company has a robust project

margin erosion due to inadequate management in place across the
process framework and monitoring divisions to monitor and control
of risks during the entire project project execution risks during
lifecycle the project lifecycle. The various
(Risk element: contracting risks, controls set up from proposal
estimation, delivery excellence and stage to execution stage enable the
Project Execution Risk quality, customer relations, project company to take timely measures
cash flows, liquidated damages/ to mitigate potential risks
retentions, contract compliance)
52 Thermax Limited
Risks Definition Mitigation Actions
• Inability to attract and retain • The company has an organisation

desired level of talent and inability level setup to identify talent at
to maintain attrition acceptable various levels and functions, nurture
levels across organisation and develop the same through
various methods such as job
• Inadequate succession planning/
rotation, training and incentives
Talent Management and talent grooming at leadership
Succession Planning as well key business roles to
ensure that the organisation has
necessary pipeline of leaders to
carry forward its growth
• Inability to identify and monitor • Identification and awareness about

compliance obligations across applicable laws and regulations:
business and geographies Regular trainings are conducted
leading to penal and reputational on the topics or pain areas for the
consequences organisation and risk coefficient
• Changes in business- is attached with non-compliance.
critical regulations such as Ongoing trainings on compliance
environmental/ fiscal policy/ management solutions are in
labour/ taxation laws impacting place. Periodic checking is done
ability to sustain business as to whether all amendments are
incorporated in the organisation’s
compliance database
• Accountability for compliance:

Regulatory Compliance Risks Process owners are connected on
a regular basis to understand the
obstacles and find the way
forward to ensure compliance as per
requirement
• Monitoring of adherence to
compliance:
Auto-generated e-mails are sent to
the process owner through the
compliance system with a copy to the
Company Secretary

ENGAGING WITH STAKEHOLDERS
The company has well established processes for identifying and engaging with
stakeholder groups. Internal and external stakeholders for the company are
classified into six broad categories:
Key Stakeholder Methods of Engagement
• Customer satisfaction survey

• Customer meets
• Customer site audits
• Company website
• Fireside - house magazine of Thermax Group
• Mailers
• Exhibitions
Customers • Promotional campaigns

• Brochures
• Road shows
• Social media (Thermax has 2,00,000+ community on
LinkedIn)
• In Touch programmes and seminars for customers
• Open forum
• Employee experience survey
• Functional trainings
• Online trainings
• Employee committees
• Thermax organisation and people development
Employees
• Leadership development
• Communication blogs
• Environment day, safety week, technology day and other
celebrations
• Vendor meets
• Dealer conferences
• Vendor selection process
• Site visits and personal communication
Vendors and Channel Partners • Vendor visits
• Vendor training on sustainable practices
• Vendor survey
54 Thermax Limited
Key Stakeholder Methods of Engagement
• Annual general meeting

• Quarterly results
• Annual report
• Investors meet
• Press releases
Owner and Shareholders
• Engaging with government forums

• Policy advocacy
• Interactions with statutory bodies like SEBI, tax
department, stock exchanges, pollution control boards,
labour authorities, government forums where the MD is a
Government Authorities member/participant
• Site visits
• Education of economically underprivileged children
• Helping future generations by reducing the impact on
environment
• Meetings with local communities/NGOs
• Sustainability information on www.thermaxglobal.com
• Discussions with academic institutions
Community and Academia • Encouraging employees to apply to Teach For India for a
two-year fellowship
• Media
• Campus connect programmes

ADDRESSING MATERIAL ISSUES
Materiality assessment helps Thermax identify key sustainability issues across its
value chain that may impact the business in terms of growth, cost and risks. It also
enables the company to prioritise the needs of its stakeholders. The material topics
feed into the company’s strategy formulation process and capitals, while taking
into consideration the business environment in which it operates.
Phase 1 Phase 2
SCOPING STRATEGISING
This phase involved setting the boundaries • Stakeholder Prioritisation
of the analysis, understanding Thermax’s Identified stakeholders were prioritised
sustainability agenda and vision and understanding through focussed discussion with Thermax’s
Thermax’s peers internal teams. Prioritisation was conducted
based on criticality and relevance of each
• Stakeholder Identification
stakeholder group
Key stakeholders were identified through discussion
with the internal teams, market intelligence, global • Devising a strategy for mode of engagement
sectoral trends and peer comparison with each stakeholder
• Materiality Bucket Listing

A bucket list of material issues was generated using
organisational understanding, market and sectoral
insights, current global trends and peer analysis.
Phase 4 Phase 3
DATA ANALYSIS AND DATA COLLECTION

WAY FORWARD • Stakeholder Interaction
Thermax has adopted a blended stakeholder
The data collected was collated and analysed
engagement model for the purpose of its materiality
to derive inference and recommendations. The
assessment. The blended model encompassed various
key outcomes of this phase are:
modes of communication including workshops,
survey-based method, one-to-one interview (in person
• Identification of material topics
and telephonic).
• Recommendations for way forward
• Recording insights received from stakeholder
interactions
• Collation of inputs received
56 Thermax Limited
Key Material Topics and their Classification
ECONOMIC ENVIRONMENT
Upgradation and Improvement of Designs Waste Management (Recycling, Disposal and
Waste Minimisation)
Water Management (Conservation and

Consumption)
Climate Change Related Risks
Energy Management and Emission

Management
Resource Use Optimisation
SOCIAL GOVERNANCE
Occupational Health Safety and Emergency Compliance and Integrity
Preparedness
Training and Development
Protection of Human Rights
Talent Acquisition and Retention
Community Engagement and Satisfaction
Local Employment
Sustainable and Responsible Supply Chain

Management
Product Performance

BOARD OF DIRECTORS
Meher Pudumjee Pheroz Pudumjee M.S. Unnikrishnan Ashish Bhandari

Chairperson Non-Executive Director Managing Director & CEO Joint Managing Director
Harsh Mariwala Dr. Jairam Varadaraj Nawshir Mirza Rajani Kesari

Independent Director Independent Director Independent Director Independent Director
S. B. (Ravi) Pandit Dr. Valentin A.H.

Independent Director von Massow
Independent Director
58 Thermax Limited
EXECUTIVE COUNCIL
M.S. Unnikrishnan Ashish Bhandari B.C. Mahesh Bill Shukla

Managing Director & CEO Joint Managing Director Executive Vice President Executive Vice President &
& Group Head - Power Group Head - Environment
Business
Hemant Mohgaonkar Pravin Karve Prosenjit Sengupta Dr. R.R. Sonde

Executive Vice President CEO, TBWES Executive Vice President Executive Vice President
& Group Head - Cooling & and Group Chief Digital & Group Head - Research,
Heating Officer Technology and Innovation
Rajendran Arunachalam Sharad Gangal Shekhar Kashalikar

Executive Vice President Executive Vice President Senior Vice President -
and Group Chief Financial & Group Head - HR, IR, TBWES
Officer Administration

CORPORATE INFORMATION
BOARD OF DIRECTORS REGISTERED OFFICE CORPORATE OFFICE
Meher Pudumjee D-13, M.I.D.C Industrial Area,
Chairperson
Thermax House
R.D. Aga Road, Chinchwad,
Pheroz Pudumjee Pune - 411 019. 14, Mumbai-Pune Road, Wakdewadi,
Non-Executive Director Pune - 411 003.
Ph.: 020-66122100/66155000
M.S. Unnikrishnan Fax: 020-66122142 Ph.: 020-66051200/25542122
Managing Director & CEO Fax: 020-25541226
Corporate Identity No.
Ashish Bhandari L2299PN1980PLC022787 Website: www.thermaxglobal.com
Joint Managing Director
(w.e.f. April 7, 2020)
REGISTRAR & SHARE Overseas
Harsh Mariwala TRANSFER AGENT 1. Boilerworks A/S, Denmark
Dr. Jairam Varadaraj KFin Technologies Pvt. Ltd. 2. Boilerworks Properties ApS, Denmark
Karvy Selenium Tower B, 3. Danstoker A/S, Denmark
Nawshir Mirza
Plot No. 31 & 32, Gachibowli, 4. Danstoker Poland Spółka Z
Rajani Kesari Financial District, Nanakramguda, Ograniczona Odpowiedzialnoscia
S.B. (Ravi) Pandit Serilingampally, Hyderabad - 500 032.
5. Ejendomsanpartsselskabet Industrivej
Dr. Valentin A.H. von Massow Tel: 040-67161500/33211000 Nord 13, Denmark
Fax: 040-23001153/23420814 6. PT Thermax International, Indonesia
Toll free: 1800 345 4001
EXECUTIVE COUNCIL 7. Rifox-Hans Richter GmbH
E-mail: [email protected] Spezialarmaturen, Germany
M.S. Unnikrishnan Website: www.kfintech.com 8. Thermax (Zhejiang) Cooling & Heating
Ashish Bhandari Engineering Co. Ltd., China
BANKERS
B.C. Mahesh 9. Thermax Denmark ApS
Union Bank of India
Bill Shukla Bank of Baroda 10. Thermax do Brasil-Energia e
Canara Bank Equipamentos Ltda, Brazil
Hemant Mohgaonkar
Citibank NA 11. Thermax Energy & Environment Lanka
Pravin Karve Corporation Bank (Private) Limited, Sri Lanka
Prosenjit Sengupta ICICI Bank Ltd. 12. Thermax Energy & Environment
Dr. R.R. Sonde State Bank of India Philippines Corporation
HSBC 13. Thermax Engineering Construction
Rajendran Arunachalam Kotak Mahindra Bank Ltd. FZE, Nigeria
Sharad Gangal 14. Thermax Engineering Singapore
AUDITORS
Shekhar Kashalikar Pte Ltd.
SRBC & CO. LLP Chartered Accountants
C-401, Panchshil Tech Park, Yerawada, 15. Thermax Europe Limited, UK
KEY MANAGERIAL PERSONNEL Pune - 411 006. 16. Thermax Inc., USA
M.S. Unnikrishnan ICAI Firm Reg. No. 324982E/E300003 17. Thermax International Ltd., Mauritius
Managing Director & CEO 18. Thermax International Tanzania Ltd.
SUBSIDIARIES
Ashish Bhandari 19. Thermax Netherlands B.V.
Domestic
Joint Managing Director 20. Thermax Nigeria Limited
1. First Energy Pvt. Ltd.
21. Thermax SDN. BHD., Malaysia
Rajendran Arunachalam 2. Thermax Babcock & Wilcox Energy
EVP and Group CFO 22. Thermax Senegal S.A.R.L
Solutions Pvt. Ltd.
23. Thermax (Thailand) Ltd.
Kedar P. Phadke 3. Thermax Engineering Construction
Company Secretary & Company Ltd.
Compliance Officer 4. Thermax Instrumentation Ltd.
5. Thermax Onsite Energy Solutions Ltd.
6. Thermax Cooling Solutions Ltd.
7. Thermax Sustainable Energy Solutions Ltd.
60 Thermax Limited
Directors’ Report
Dear shareholder,
Your directors are pleased to present the Thirty-Ninth Annual Report, together with the audited nancial statements of your
company for the year ended March 31, 2020.
Financial Results
(Rupees in crore)
Particulars Standalone Consolidated
2019-20 2018-19 2019-20 2018-19
Total Income 3,319.48 3,663.90 5,831.31 6,123.05
Pro t before nance cost, depreciation and tax 317.88 373.52 506.18 607.32
Finance cost & depreciation 67.84 55.39 131.65 106.34
Pro t before tax & exceptional items 250.04 318.13 374.53 500.98
Exceptional items (14.89) (47.85) - (89.54)
Pro t before tax but after exceptional items 235.15 270.28 374.53 411.44
Provision for taxation (incl. deferred tax) 73.76 109.26 162.08 84.94
Share of pro t/(loss) on joint venture NA NA - (1.07)
Pro t after tax from continuing operations 161.39 161.02 212.45 325.43
Pro t after tax from discontinuing operations 52.60 114.22 NA NA
Other comprehensive income (13.16) (20.82) (8.78) (21.72)
Total comprehensive income 200.83 254.42 203.67 303.71
Total equity 2,737.49 2,735.85 3,027.90 3,014.29
Earnings Per Share (EPS) (Rs.) face value per share 13.54 13.51 18.87 28.90
Rs. 2/- from continuing operations
Earnings Per Share (EPS) (Rs.) face value per share 17.95 23.10 18.87 28.90
Rs. 2/- from continuing and discontinuing
operations
61
Annual Performance COVID-19
Your company posted total income of Rs. 3,319 crore for In the last month of the scal, there was an exponential
the nancial year 2019-20, against last year’s income of surge in the Covid-19 cases in many countries dominated
Rs. 3,664 crore. On a consolidated level, the group by the US, forcing the Government to impose national
income was at Rs. 5,831crore (Rs. 6,123 crore). lockdown in India. The safety of employees was
paramount in all the decisions taken by your company to
The energy segment contributed 80.4% (79.4%) to the continue or restart operations. The company is also using
group’s operating revenues in FY 2019-20. innovative methods to support its customers during this
crisis. The spread of this virus has compelled your
On a standalone basis, revenue from exports was down company to revisit its ways of working, including
by 28.5% at Rs. 759 crore (Rs. 1,061 crore) and the group working from home.
international business was lower by 25.3% at Rs. 1,969
crore (Rs. 2,636 crore). Based on the available information and the business
projections by management, which appear reasonably
Consolidated order booking for FY 2019-20 reduced by conservative, the Board is satis ed that no material
2.4% at Rs. 5,498 crore (Rs. 5,633 crore) with standalone adjustments are required to the nancial statements for
order booking from continuing operations at Rs. 4,058 2019-20.
crore, an increase of 22.1% over the previous year of
Rs. 3,325 crore. Group order booking in international Dividend
markets at Rs. 1,470 crore was lower by 25.9% and
accounted for 26.7% of the consolidated gure as During the year, the directors have approved payment of
compared to Rs. 1,984 crore last year (35.2%). interim dividend of Rs. 7/- (350%) per equity share of face
value Rs. 2/- each for distribution of the pro ts of the
On a standalone basis, the exceptional item of company for the quarter and nine months ended
expenditure of Rs. 15 crore (Rs. 48 crore) represents an December 31, 2019, which had resulted in a payout of
impairment of investment in the subsidiary companies, Rs. 101 crore including dividend distribution tax of
Thermax (Zhejiang) Cooling & Heating Engineering Co. Rs. 17 crore.
Limited (TZL) and First Energy Pvt. Ltd. (FEPL). Pro t after In view of the above, the Board did not recommend Final
tax and exceptional items from continuing operations dividend for FY 2019-20.
stood at Rs. 161 crore, same as the previous year. EPS
were at Rs. 13.54 (Rs. 13.51).
Transfer to Reserve
During the year, both global and domestic economies The closing balance of the retained earnings of the
witnessed a slowdown in growth, impacting investor company for FY 2019-20, after all appropriation and
sentiments. Amidst the prevailing challenges globally, adjustments was Rs. 2171.10 crore. During the year, the
Thermax continued to focus on its strategy of selective company has not transferred any amount to General
internationalisation to combat volatility in the domestic Reserve.
capital expenditure cycle. New manufacturing facilities
both, in Dahej, Gujarat and in Indonesia were stabilised.
It also stabilised its operations at Sri City, Andhra Pradesh
Share Capital
which was inaugurated in January 2019. Though the The paid-up equity share capital of the company was Rs.
operations of Danstoker in Europe encountered 23.83 crore as on March 31, 2020. There was no public,
difficulties during the year, the activities in its new Poland rights, preferential or bonus issued during the year. The
facility, after initial challenges, have recently picked up company has neither issued any shares with differential
and positioned the business to capitalise on voting rights, sweat equity shares, nor has it granted any
opportunities in Eastern Europe. The localisation process stock options.
in Thermax’s new facility in Indonesia witnessed an
encouraging response from the market.
62
Subsidiaries safety and environment measures, human resources, risk
management and internal controls is on page no. 18.
Annual accounts of the subsidiary companies and related
detailed information are available to the shareholders of
the holding and subsidiary companies as well as to the
Corporate Governance Report
statutory authorities. On request, these documents will A detailed Corporate Governance Report regarding SEBI
be made available for inspection at the company’s (Listing Obligations & Disclosure Requirements)
corporate office. Regulations, 2015 which also includes disclosures
required as per Sections 134 and 177 of the Companies
Subsequent to the transfer of Boiler & Heater ("B&H") Act, 2013, is attached as Annexure 1 on page no. 68.
business of the company by way of a slump sale as ‘going
concern’ to Thermax Babcock & Wilcox Energy Solutions A certi cate from the statutory auditors of the company
Private Limited (TBWES), a Wholly Owned Subsidiary regarding compliance with the conditions of corporate
(WOS) of the company, TBWES has become a 'material governance as required under Schedule V of the Listing
subsidiary'. Regulations is a part of this report.
Post acquisition of the entire stake in Thermax SPX Integrated Report

Energy Technologies Limited, its name has been changed
to Thermax Cooling Solutions Limited. The company has voluntarily decided to publish an
Integrated Report from this year, which encompasses
The report on the growth trends and outlook of those both nancial and non- nancial information to enable
subsidiaries which impact your company’s performance its diverse stakeholders to take well informed decisions
reasonably are captured in the Management Discussion and have a better understanding of the company’s long
and Analysis section of this report. term perspective. Integrated Report is attached on page
no. 1.
Comprehensive details on each subsidiary including their
nancial performance and contribution to the overall Secretarial Standards
performance of the Comapny during the year are
available in AOC-1 on page no. 298. The company has complied with the revised Secretarial
Standards on meetings of the Board of directors (SS-1)
and Secretarial Standards on general meetings (SS-2).
Information on Newly Incorporated
Subsidiaries and Acquisition During Business Responsibility Report
the Year In terms of the Listing Regulations, Business
The company has set up a step-down subsidiary Responsibility Report describing the initiatives taken by
company in Tanzania (through WOS of the company, the company from environmental, social and governance
Thermax Engineering Singapore PTE Ltd.) named perspectives is enclosed as Annexure 2on page no. 87.
'Thermax International Tanzania Limited', which was
incorporated on December 7, 2019, as a pre- requisite for Vigil Mechanism/Whistle Blower
supervision of project business.
Policy
During the year, the company has also set up a WOS in The company has a vigil mechanism named ‘Whistle
Thailand named 'Thermax (Thailand) Limited', which was Blower Policy’ to deal with instances of fraud and
incorporated on March 9, 2020. mismanagement, if any. The details of the policy are
provided in the Corporate Governance Report and also
Management Discussion and Analysis posted on the website of the company,
www.thermaxglobal.com
The Management Discussion and Analysis section,
highlighting the performance of the company’s energy,
environment and chemical segments, including details of
select subsidiaries, information on company’s health,
63
Employee Strength b) Employee Welfare Trusts
The company has various Employee Welfare Trusts
The total number of permanent employees on the rolls of primarily for providing medical and educational aid to
the company as on March 31, 2020, was 3,325 compared its employees and their families. These trusts presently
to 4,110 employees in the previous year. The signi cant hold 36,35,190 equity shares of Rs. 2/- each of the
reduction in number of employees is due to transfer of company. None of the trusts had any dealings in the
employees to subsidiaries of the company. secondary market.
Industrial Relations The relevant disclosures as required under the SEBI

(Share- based Employee Bene ts) Regulations, 2014
The overall Industrial Relations at all the locations were
on Employee Welfare Trusts are available on the
amicable. The company has signed three years wage
company’s website: www.thermaxglobal.com
settlement with the union at Chinchwad on November
12, 2019 for the period May 1, 2019 to April 30, 2022. The
wage settlement with the union at Paudh ended on June Disclosure: Anti-Sexual Harassment
30, 2019 and negotiations for the subsequent settlement Policy
are in progress. The wage settlement at Savli plant is in
force as per terms of agreement. The company has in place an Anti-Sexual Harassment
Policy in line with the requirements of the Sexual
Harassment of Women at the Workplace (Prevention,
Particulars of Employees Prohibition & Redressal) Act, 2013. All employees
The information required pursuant to Section 197 read (permanent, contractual, temporary and trainees) are
with Rule 5 of the Companies (Appointment and covered under this policy. To build awareness in this area,
Remuneration of Managerial Personnel) Rules, 2014, duly the company has been carrying out induction/refresher
amended, in respect of employees of the company, will programmes in the organisation on a periodical basis.
be provided upon request. In terms of Section 136 of the
Act, the Annual Report excluding the aforesaid An Internal Complaints Committee (ICC) has been set up
information is being sent to all the members and others to redress complaints received regarding sexual
entitled to receive it. Any shareholder interested in harassment under the provisions of the Sexual
obtaining such particulars may write to the Company Harassment of Women at the Workplace (Prevention,
Secretary at the corporate office of the company. The Prohibition & Redressal) Act, 2013.
information is also available for inspection at the
corporate office during working hours up to the date of The following is a summary of sexual harassment
the Annual General Meeting. complaints received and disposed of during the year
2019-20:
Ÿ Number of complaints received – Nil
Details of Trusts for the Benefit of Ÿ Number of complaints disposed of - NA
Employees
a) ESOP and Welfare Trust Energy Conservation, Technology
The company has a Thermax Employees ESOP and Absorption and Foreign Exchange
Welfare Trust which holds 29,06,250 equity shares of
Rs. 2/- each of the company.
Earnings and Outgo
The information on the conservation of energy,
The Trust has not entered into any transaction of technology absorption and foreign exchange earnings
buying or selling of shares in the secondary and outgo stipulated under Section 134(3)(m) of the
market. Companies Act, 2013, read with Rule 8 of the Companies
(Accounts) Rules, 2014, is provided as Annexure 3 on
The company, at present, does not have any ESOP page no. 92.
scheme under this Trust.
64
Corporate Social Responsibility Meetings
Initiatives
A calendar of meetings is prepared and circulated in
As a part of its initiatives under ‘Corporate Social advance to the directors.
Responsibility’ (CSR), the company has undertaken
projects mainly in the area of education. The projects are During the year, ve Board meetings were convened and
in accordance with Schedule VII of the Companies Act, held, the details of which are given in the Corporate
2013. Since 2007, the CSR initiatives have been Governance Report.
undertaken through the Thermax Foundation. The
detailed report on CSR is provided in the Social and
Relationship Capital on page no. 44.
Remuneration Policy
The Remuneration Policy details for selection,
The details of the CSR committee and CSR policy are appointment and remuneration of directors and senior
available on the company’s website: management is given in the Corporate Governance
www.thermaxglobal.com Report and the said policy is available on the company’s
website, www.thermaxglobal.com
The Annual Report on CSR activities and CSR policy is
provided as Annexure 4 on page no. 94. Board Evaluation
Pursuant to the provisions of the Companies Act, 2013
Directors and Key Managerial and Listing Regulations, the Board has carried out an
Personnel annual evaluation of its performance. The details of the
evaluations are given in the Corporate Governance
All independent directors of the company have given Report.
declarations that they meet the criteria of independence
as laid down under Section 149(6) of the Companies Act, Board Diversity
2013 (the Act) and the Listing Regulations.
The company recognises and embraces the importance
The company has formulated a policy on 'familiarisation of a diverse Board in its success. It believes that a truly
programme for independent directors' which is available diverse Board will leverage differences in thought,
on the company’s website: www.thermaxglobal.com perspective, knowledge, skill, regional and industry
experience, cultural and geographical backgrounds,
In accordance with the provisions of the Companies Act, age, ethnicity, race and gender that will help in retaining
2013 and the company’s Articles of Association, Mr. its competitive advantage. The Board Diversity Policy
Pheroz Pudumjee retires by rotation at the ensuing AGM adopted by the Board sets out its approach to diversity.
and being eligible, offers himself for re-appointment as a The policy is available on the Company's website,
director. www.thermaxglobal.com
The company has announced the appointment of Directors’ Responsibility Statement

Mr. Ashish Bhandari as the Joint Managing Director
of the Company, effective April 7, 2020. Mr. M.S. In terms of Section 134 (3)(c) of the Companies Act, 2013,
Unnikrishnan, Managing Director & CEO will retire on your directors, to the best of their knowledge and belief
August 31, 2020 following which Mr. Bhandari will and according to the information and explanations
move into the role of Managing Director & CEO. obtained by them in the normal course of their work,
state that, in all material respects;
During the year, Mr. Amitabha Mukhopadhyay, Group
CFO of the company has resigned w.e.f. May 31, 2019 and a) In the preparation of the annual nancial
Mr. Rajendran Arunachalam took charge as the Group statements for the year ended March 31, 2020, the
CFO of the company w.e.f June 1, 2019. applicable accounting standards have been
followed;
65
b) Appropriate accounting policies have been transactions are placed before the Audit Committee for
selected, applied consistently and judgement and its approval on a quarterly basis. The company has
estimates have been made that are reasonable developed a Related Party Transactions Manual and
and prudent to give a true and fair view of the Standard Operating Procedures for purpose of
state of affairs of the company as on March 31, identi cation and monitoring of such transactions.
2020, and of the pro t of the company for the year
ended on that date; The policy on Related Party Transactions as approved by
the Board is available on the company’s website:
c) Proper and sufficient care has been taken for the www.thermaxglobal.com
maintenance of adequate accounting records in
accordance with the provisions of the Companies None of the directors has any pecuniary relationships or
Act, 2013 for safeguarding the assets of the transactions vis-à-vis the company except as disclosed
company and for preventing and detecting fraud under Sr. No. 2 A of the Corporate Governance Report.
and other irregularities;
Standalone and Consolidated
d) The annual nancial statements have been
prepared on a going concern basis; Financial Statements
The nancial statements for the year ended March 31,
e) Proper internal nancial controls were in place and 2020, have been prepared as per Schedule III to the
the nancial controls were adequate and Companies Act, 2013. The consolidated nancial
operating effectively; and statements of the group are prepared in compliance with
the Accounting Standards and Listing Regulations as
f ) Proper systems to ensure compliance with the prescribed by SEBI. The cash ow for the year is attached
provisions of all applicable laws were in place and to the balance sheet. A separate statement containing
were adequate and operating effectively. the salient features of subsidiaries and joint ventures in
the prescribed Form (AOC-1) is also attached, refer page
Please refer to Internal Controls section of the no. 298.
Management Discussion and Analysis for further details.
Signi cant and Material Orders

Related Party Transactions
Passed by the Regulators or Courts
All related party transactions entered into during the There are no signi cant material orders passed by the
nancial year were at an arm’s length basis and were in regulators and courts which would impact the going
the ordinary course of business. During the year, Mr. concern status of the company.
Zahaan Pudumjee, a relative of the promoters, was
appointed as Head - Operations in Thermax Onsite
Energy Solutions Limited (TOESL), a WOS of the company. Public Deposits
Since his appointment was to a place of pro t, necessary The company had no unpaid/unclaimed deposit(s) as on
approval of the Board of Directors of the company was March 31, 2020. The company has not accepted any xed
obtained. There were no materially signi cant related deposits during the year.
party transactions made by the company with promoters,
directors, key managerial personnel or other designated
persons which may have a potential con ict with the
Particulars of Loans, Guarantees or
interest of the company at large. Investments
Details of loans, guarantees and investments covered
All related party transactions are placed before the Audit
under the provisions of Section 186 of the Companies
Committee. Prior / omnibus approval of the Audit
Act, 2013, are given in the notes to the nancial
Committee/Board is obtained annually for transactions
statements.
which are foreseeable and repetitive. The transactions
entered into pursuant to the omnibus approval so
granted and a statement giving details of all related party
66
Material Changes and Commitments Cost Auditors
There have been no material changes and commitments, In terms of Section 148 of the Companies Act, 2013, read
affecting the nancial position of the company, which with the Companies (Cost Records and Audit)
have occurred between the end of the nancial year and Amendment Rules, 2014, M/s. Dhananjay V. Joshi &
the date of this report. Associates, Cost Accountants, Pune have been appointed
as the Cost Auditors of the company for FY 2020-21.
Internal Financial Control Systems
Secretarial Audit
and their Adequacy
In accordance with the provisions of Section 204 of the
The details in respect of internal nancial control and Companies Act, 2013, and the Companies (Appointment
their adequacy are included in the Management and Remuneration of Managerial Personnel) Rules, 2014,
Discussion and Analysis, which is a part of this report. the company has appointed M/s. SVD & Associates,
Company Secretaries, Pune, to undertake the Secretarial
Risk Management Audit of the company for FY 2020-21. The Secretarial
Audit Report for the company and its material subsidiary
The Board of Directors of the company has formed a Risk for FY 2019-20 is annexed as Annexure - 5(a) & 5(b) on
Management Committee to assess the risks facing the respectively on page nos. 98.
business and the mitigation measures taken thereof. The
committee is responsible for assisting the Board in The observations of the secretarial auditors in their report
understanding existing risks and reviewing the are self-explanatory and therefore, the directors do not
mitigation and elimination plans for those. The Audit have any further comments to offer on the same.
Committee has additional oversight in the area of
nancial risks and controls. The major risks identi ed by
the businesses and functions are systematically Annual Return
addressed through mitigating actions on a continuing The details forming a part of the annual return in Form
basis. No. MGT-9 is annexed herewith as Annexure 6 on page
no. 106. Copy of the annual return is also available on the
Committees of the Board company’s website: www.thermaxglobal.com
The details of all committees and their terms of reference

are set out in the Corporate Governance Report. Awards and Recognition
Your company is proud to have received various awards
Auditors during the year. Details of the awards received during the
year are given on page no. 4.
Statutory Auditors
M/s. SRBC & Co. LLP, Chartered Accountants, were
Acknowledgements
appointed as the Statutory Auditors for a period of ve Your directors place on record their appreciation for the
years commencing from the 34th AGM until the continued support extended during the year by the
conclusion of the 39th AGM. company’s customers, business associates, suppliers,
bankers, investors, government authorities and other
The Board of Directors at its meeting held on June 18, stakeholders. They also place on record their appreciation
2020 has recommended re-appointment of M/s. SRBC & for the dedication and value-added contributions made
Co LLP, Chartered Accountants as the Statutory Auditors by all the employees.
of the company for further term of ve years for the
approval of the shareholders of the company. Your directors would also like to thank all the
shareholders for continuing to repose faith in the
As required under the Listing Regulations, M/s. SRBC & Co company and its future.
LLP, the auditors have con rmed that they hold a valid
certi cate issued by the Peer Review Board of the For and on behalf of the Board,
Institute of Chartered Accountants of India.
Meher Pudumjee
Chairperson (DIN: 00019581)
Pune, June 18, 2020
67
Annexure - 1 to the Directors' report
Corporate Governance Report

1. Thermax’s Philosophy on Corporate Corporate Governance at Thermax
Governance
01 Transparency
Thermax believes in following, in letter and spirit, high
standards of corporate governance so that the
company’s performance will have a positive impact on
its stakeholders – customers, shareholders, 02 Disclosure
employees, vendor partners and business associates,
larger community and governments of countries
where it operates. It upholds the core tenets of 03 Supervision and Internal Controls
corporate governance for sustained growth and
nancial performance.
04 Risk Management
In order to enhance and retain the trust of its
stakeholders, your company is committed to ethical
business conduct, integrity and commitment to
values, transparency and accountability, essential
05 Internal and External Communication
features of effective corporate governance.
Empowered by the Board, your company’s key 06 High Standards of Safety

management officials implement policies and
guidelines related to corporate governance. Our
corporate governance framework is guided by our 07 Accounting Fidelity
core values and is based on the following principles:
08 Product and Service Quality
2. Board of Directors
During the year, the Board of your company comprises nine directors – two non-executive promoter directors, six
independent directors and the managing director & CEO.
A. Composition of the Board

The company believes that its Board needs to have an appropriate mix of executive, non-executive and independent
directors to maintain its independence, and separate its functions of governance and management. The Board of your
company comprises nine directors – consisting of one non-executive and non-independent chairperson, one non-
executive director, one executive director, and six independent directors (out of whom one is a woman independent
Director). This is in conformity with the requirement of Regulation 17 of the Listing Regulations. The Board periodically
evaluates the need for change in its size and composition.
68
The table below gives the composition of the Board and inter alia the outside directorships held by each of the directors
of the company during the nancial year 2019-20.
Name of the Director Pecuniary or Business Relationship Number of other Committee Position# Number of Shares held in
with the Company Director-ships@ the Company
Chairperson Member
NON-EXECUTIVE PROMOTER
Meher Pudumjee None Except* 1 0 1 -
Pheroz Pudumjee None Except* 0 1 1 6,000

INDEPENDENT
Dr. Valentin A. H. von Massow None 0 0 0 -
Dr. Jairam Varadaraj None 10 1 6 -
Nawshir Mirza None 2 3 0 -
Harsh Mariwala None 6 0 1 -
S. B (Ravi) Pandit None 2 0 1 -
Rajani Kesari None 2 0 1 -
EXECUTIVE
M. S. Unnikrishnan N.A. 3 0 1 -
@ Includes only listed companies and unlisted public companies

# Includes only Audit Committee and Stakeholders’ Relationship Committee
* During the year (2019-20), the company has paid Rs. 13,61,220/- to Meher Pudumjee as rent for premises taken on lease.
The company has paid Rs. 13,61,220/- to Pheroz Pudumjee, being rent for premises taken on lease and maintained
Rs. 18,00,000/- as security deposit.
The company has also paid Rs. 23,50,000/- as rent and given security deposit of Rs. 35,00,000/- to Anu Aga (promoter and
relative of Meher Pudumjee and Pheroz Pudumjee, Directors of the company) for premises taken on lease.
(This space is intentionally left blank)
69
Attendance and Remuneration of Each Director During the Financial Year 2019-20
Name of the Director Attendance at AGM Total Attendance at Sitting Fees* Salary Commission† Total Remuneration
(August 8, 2019) Board Meetings and Perquisite
Amount in Rs.
Meher Pudumjee P 5 6,00,000 NA 45,00,000 51,00,000
Dr. Valentin A. H. von Massow P 5 5,50,000 NA 36,59,324 @ 42,09,324
Pheroz Pudumjee P 5 7,50,000 NA 20,00,000 27,50,000
Dr. Jairam Varadaraj P 5 7,00,000 NA 20,00,000 27,00,000
Nawshir Mirza P 4 5,50,000 NA 35,00,000 40,50,000
Harsh Mariwala A 5 3,50,000 NA 25,00,000 28,50,000
S. B. (Ravi) Pandit P 5 5,50,000 NA 15,00,000 20,50,000
Rajani Kesari P 4 3,50,000 NA 15,00,000 18,50,000
M. S. Unnikrishnan P 5 NA 3,99,61,562 1,60,00,000 5,59,61,562
NA = Not applicable
* Sitting fees also include payments for Board appointed committee meetings
† The commission proposed for the year ended March 31, 2020 will be paid, subject to deduction of tax, and as per the
provisions of the Companies Act, 2013
@ Euro 44,014 (rate as on March 31, 2020 is Rs. 83.14 per EURO)
The non-executive directors are entitled to reimbursement of expenses incurred in the performance of duties as directors
B. Number of Meetings of the Board Held During the Year and the Dates of Meetings
The Board met ve times during the nancial year 2019-20 on the following dates: May 22, 2019, August 8, 2019,
November 13, 2019, February 4, 2020, and March 13, 2020. The maximum time gap between any two sequential
meetings was not more than 120 days.
C. Con rmation and Certi cation from Practising Company Secretary

On an annual basis, the company obtains from each director, details of the Board and Board Committee positions he/she
occupies in other companies, and changes, if any, regarding their directorships. The company has obtained a certi cate
from M/s. SVD & Associates, Practising Company Secretary, Pune, con rming that none of the directors on the Board of
the company have been debarred or disquali ed from being appointed or continuing as directors of companies by the
Securities and Exchange Board of India and Ministry of Corporate Affairs or any such authority and the same forms part
of this report.
70
D. Details of Directorships Held in Other Listed • To familiarise them with the company’s vision,
Entities values, ethics, and corporate governance practices
Sr. Name of the Director Name of Listed Entity Category The independent directors are provided with
No.
necessary documents, business model, annual
1 Meher Pudumjee -- -- budgets, signi cant developments, reports and
2 Pheroz Pudumjee -- -- internal policies to enable them to familiarise with
3 M.S. Unnikrishnan KEC International Independent Director the company’s procedures and practices.
Limited
Periodic presentations are made at the Board and
4 Nawshir Mirza Exide Industries Independent Director committee meetings on business and performance
Limited
updates of the company, global business
5 Jairam Varadaraj Elgi Equipments Ltd. Managing Director environment, business strategy and risks involved.
Precot Meridian Ltd. Director Detailed presentations on the company’s business
Magna Electro Director segments are made at the Board retreat. Quarterly
Castings Ltd. updates on relevant statutory, regulatory changes
and landmark judicial pronouncements
Elgi Rubber Company Director
Ltd. encompassing important laws are regularly circulated
to the directors. Site visits to various plant locations
6 Valentin von - - are organised for the independent directors to enable
Massow
them to understand and acquaint with the operations
7 Harsh Mariwala Marico Limited Chairman & Non- of the company. The details of such familiarisation
Executive Director
programme for independent directors are put upon
Kaya Limited Chairman & the company’s website and can be accessed at
Managing Director www.thermaxglobal.com
Zensar Technologies Independent Director
Limited G. Board Independence
JSW Steel Limited Independent Director
Our de nition of ‘independence’ of directors is derived
8 S.B. (Ravi) Pandit KPIT Technologies Whole - Time Director from Section 149(6) of the Companies Act, 2013 and
Limited Regulation 16 of Listing Regulations. The independent
9 Rajani Kesari -- directors provide an annual con rmation that they
meet the criteria of independence. Based on the
con rmations/disclosures received from the directors
E. Disclosure of the Relationship Between and on evaluation of the relationships disclosed,
Directors Inter se supported by a certi cate from M/s. SVD & Associates,
Meher Pudumjee and Pheroz Pudumjee are related to Practising Company Secretary, Pune, as per the
each other. requirement of Regulation 25(8) of the Listing
Regulations, the Board con rms, that the
independent directors ful l the conditions as
F. Familiarisation Programme Imparted to
speci ed under Schedule V of the Listing Regulations,
Independent Directors 2015 and are independent of the management.
Through this familiarisation programme, the company
intends to achieve the following objectives: H. Independent Directors’ Meeting
• To apprise the directors about the business model, During the year under review, the independent
corporate strategy, nature of the industry, directors met once on March 13, 2020 where all
business plans and operations of the company independent directors were present inter alia to
• To familiarise them with the company’s nancial review the performance of the Board, chairperson
performance, annual budgets, internal control and non-independent directors of the company.
processes and statutory compliances They also reviewed the quality, quantity, timelines
• To apprise them about their roles and and ow of information between the management
responsibilities in the company and the Board.
71
I. Board Evaluation
As a part of the annual Board evaluation, detailed questionnaires were circulated to all the directors. The chairperson of
the Board and the chairman of the Nomination and Remuneration Committee (NRC) evaluated the Board’s performance
and that of its committees. The chairperson of each committee shared the outcome of the evaluation process. The Board
conducted evaluation of independent directors which included performance of directors and ful lment of criteria as
speci ed in SEBI (LODR) (Amendment) Regulations, 2018, and their independence from the management, where the
independent directors did not participate.
J. Board Support
The Company Secretary is responsible for collation, review and distribution of all papers submitted to the Board and
Committees thereof for consideration. The Company Secretary is also responsible for preparation of the agenda and
convening of the Board and Committee meetings. The Company Secretary attends all the meetings of the Board and its
Committees, in the capacity of Secretary of the Committees. The Company Secretary advises / assures the Board and its
Committees on compliance and governance principles and ensures appropriate recording of minutes of the meetings.
With a view to leverage technology and reducing paper consumption, the company has adopted a web-based
application for transmitting Board / Committee agenda and pre-reads. The directors of the company receive the agenda
and pre-reads in electronic form through this application, which can be accessed through browsers or other electronic
devices. The application meets high standards of security and integrity that are required for storage and transmission of
Board / Committee agenda and pre-reads in electronic form.
K. Core Skills/ Expertise/ Competencies Available with the Board

In terms of requirement of Listing Regulations, 2015, the Board has identi ed the following core skills / expertise /
competencies of the directors in the context of the company’s business for effective functioning as given below:
Director Industry Leadership Expertise & Strategy & Board Mergers & Exposure in Sales &
Knowledge Experience in Planning Governance Acquisitions Policy Shaping and Marketing
Finance Industry Advocacy
Meher Pudumjee P P P P
Pheroz Pudumjee P P P P P
M.S. Unnikrishnan P P P P P P P P
Harsh Mariwala P P P P P P
Dr Valentin von Massow P P
Nawshir Mirza P8 P P P8 P P P8 P8
S. B. (Ravi) Pandit P P P P P
Dr Jairam Varadaraja P P P P P
Rajani Kesari P P P P P P
8 Partly yes
72
3. Board and Committees Composition
The members of the committees are co-opted by the Board. The Board constitutes the committees and de nes their
terms of reference. The Board at present has six committees. The composition of the Board Committees is as under:
Name of Director Meher Pheroz M. S. Dr. Valentin Dr. Jairam Nawshir Harsh S B (Ravi) Rajani
Pudumjee Pudumjee Unnikrishnan A.H. Von Varadaraj Mirza Mariwala Pandit Kesari
Massow
Board
Audit Committee
Stakeholders’ Relationship
Committee
Corporate Social
Responsibility Committee
Risk Management
Committee
Nomination and
Remuneration Committee
Strategic Business
Development Committee
International Investment
Committee
A. Audit Committee The constitution of the committee meets the

requirements of Section 177 of the Companies Act,
The committee presently comprises four members, all 2013.
non-executive directors. The Chairman of the
committee, Nawshir Mirza, is a fellow member of The The committee reviews various aspects of internal
Institute of Chartered Accountants of India. Pheroz controls, internal auditors' reports on a regular basis.
Pudumjee, Dr. Jairam Varadaraj and Rajani Kesari are The committee also reviews information as per
the other members of the committee. On Auguts 8, Regulation 18 of the SEBI (Listing Obligation and
2019 the nomenclature of the committee was Disclosure Requirements) Regulations, 2015.
changed from Audit & Risk Management Committee The internal auditor presents to the committee,
to Audit Committee. observations and recommendations arising out of
The committee met four times during the nancial internal audits and also on issues having an impact on
year 2019-20 on May 21, 2019, August 7, 2019, the control system and compliance. The Chief
November 12, 2019 and February 3, 2020. Details of Financial Officer, Chief Internal Auditor and the
meetings attended by the members are as follows: representatives of Statutory Auditors are permanent
invitees and attend all the meetings of the committee.
The Company Secretary acts as the secretary to the
Committee Members Category Number of Meetings committee.
Attended
Pheroz Pudumjee Non-Executive Promoter 4 The Board has approved the revised charter of the
Audit Committee de ning its role, responsibilities,
Nawshir Mirza Independent 4
powers and processes as amended pursuant to the
Dr. Jairam Varadaraj Independent 4
SEBI (LODR) (Amendment) Regulations, 2018. The
Rajani Kesari Independent 3
revised charter is available on the company’s website
i.e. www.thermaxglobal.com
73
The terms of the charter broadly include: The broad terms of reference of the committee are:
• Overseeing the processes that ensure the integrity • Evaluate the performance, including extension of
of nancial statements contracts of Executive Directors (EDs). The NRC
• Overseeing the processes for compliance with laws would set the performance measures of EDs and
and regulations to ensure their effectiveness evaluate their performance annually
• Approving transactions with related parties • Recommend the remuneration for the EDs based
• Enquiring into reasons for any default by the on evaluation
company in honouring its obligations to its • Evaluate the performance of senior management
creditors and members (one level below the EDs), including their
• Overseeing the quality of internal accounting and employment extensions
other controls • Recommend the remuneration of the senior
• Overseeing the quality of nancial reporting management based on the evaluation
process, including the selection of accounting • Evaluate the need for EDs and recommend their
policies appointment
• Ensuring the independence of the auditor • Identify all critical positions in the company among
• Recommending to the Board the appointment and the EDs and senior management and review
remuneration of the auditors progress of succession plans
• Scrutinising inter-corporate loans and investments • Recommend to the Board, the policy relating to the
• Monitoring the end use of funds raised through remuneration of directors and key management
public offers, if any personnel
• Conducting the valuation of any undertaking or • Lay down criteria for selecting new Non-Executive
asset of the company Directors (NEDs) based on the requirements of the
• Structure the internal audit function and to organisation
approve the appointment of the Chief Internal • Carry out evaluation of the performance of NEDs
Auditor and de ne the system for linking it to their
• Bringing to the notice of the Board any lacunae in remuneration
the code of conduct • Review the succession plan for those NED positions
• Reviewing with the CEO and the CFO of the that are likely to be vacant during the year
company the underlying process followed by them • Recommend to the Board, the appointment and
in their annual certi cation to the Board removal of directors
• Approving the appointment of the CFO • Review and approve, the annual compensation of
• Recommending to the Board the appointment and the organisation, including a benchmarking with
remuneration of the secretarial and cost auditors other companies
• Reviewing the utilisation of loans and/or advances • Ensure periodic meeting of the senior
from/investment by the holding company in the management with the directors
subsidiary exceeding Rs. 100 crore or 10% of the
• Initiate and review employee engagement surveys
asset size of the subsidiary, whichever is lower
• Review and approve the code of conduct for the
including existing loans/advances/investments
company
• Review compliance with the provisions of the SEBI
• Review and approve the disclosures of the
(Prohibition of Insider Trading) Regulations, 2015
committee in the Annual Report
• Verify internal control system to prevent insider
trading are adequate and are operating effectively • Formulate policies related to human resources,
including diversity
B. Nomination & Remuneration Committee (NRC) Details of Remuneration:

The committee presently comprises four members, all Non-Executive Directors
non-executive directors. Harsh Mariwala (Chairman), In recognition of the contribution by the NEDs,
Dr Jairam Varadaraj, Dr. Valentin A. H. von Massow and especially in adherence to the corporate governance
Meher Pudumjee are the members of the committee. policies and practices, the Board had adopted
The committee met twice during the nancial year guidelines to remunerate the directors by way of
2019-20 on May 21, 2019, and February 3, 2020 where commission.
all members were present.
74
The Nomination & Remuneration Committee (NRC) of appropriate to the working of the company and its
the Board has framed a policy on selection and goals
appointment of directors and their remuneration. c. Responsibilities required to be shouldered by the
Based on the recommendation of the NRC, the Board Managing Director & CEO as per industry
has approved the policy, which forms the basis for the benchmarks and current trends
remuneration of directors for the year 2019-20. The
policy broadly consists of: d. Performance of the company vis-à-vis the annual
budget and individual performance vis-à-vis the
- Criteria for selection and appointment of directors KRAs / KPIs
and their remuneration
- Method of performance evaluation C. Stakeholders’ Relationship Committee
As per the policy, the non-executive directors, apart The Committee comprises four members, Pheroz
from receiving sitting fees for attending Pudumjee (Chairman), Meher Pudumjee, M. S.
Board/Committee meetings, will be entitled to receive Unnikrishnan and S. B. (Ravi) Pandit.
a commission on the net pro ts of the company.
The committee met four times during the nancial
The NRC may recommend payment of commission on year 2019-20 on May 22, 2019, August 8, 2019,
a uniform basis or may recommend higher November 13, 2019 and February 4, 2020 where all
commission to directors who are the chairman of the members were present.
Board or other committees, taking into consideration The broad terms of reference of the committee are:
the higher responsibilities taken by them.
• To approve and register transfer and/ or
Furthermore, as per the policy, the NRC, while transmission of shares
determining the quantum of commission, may • To approve dematerialisation and rematerialisation
consider membership of the directors on the of the company’s shares
committees and their attendance at various meetings.
• To affix or authorise affixing of the common seal of
Based on the above and the recommendation of NRC, the company on the share certi cates
the Board has approved payment of remuneration to • To look into the shareholders/investors/debenture
the directors. holders/security holders grievances and redress
Managing Director & CEO them
The company’s Board at present comprises one • To review measures taken for effective exercise of
Executive Director, namely, M.S. Unnikrishnan, who voting rights by shareholders
was reappointed as Managing Director & CEO • To review adherence to the service standards
effective July 1, 2017, for a period of three years. The adopted by the listed entity with respect to various
remuneration of the managing director is governed services being rendered by the Registrar & Share
by the agreement dated August 1, 2017, between the Transfer Agent
company and M.S. Unnikrishnan, which has been • To review various measures and initiatives taken by
approved by the Board of Directors and the the listed entity for reducing the quantum of
shareholders. The remuneration broadly comprises unclaimed dividends and ensuring timely receipt of
xed and variable components, i.e. salary, allowances, dividend warrants/annual reports/statutory notices
perquisites and other bene ts. The variable by the shareholders of the company
component comprises a performance bonus. The NRC • To do all such acts, things or deeds as may be
has recommended a remuneration policy for necessary or incidental to the exercise of the above
appointment of directors and their remuneration powers.
which has been approved by the Board. As per the
The committee reviews the performance of KFin
policy, while determining remuneration payable to
Technologies Private Limited (erstwhile Karvy Fintech
the Managing Director & CEO, the following factors
Private Limited), the company’s Registrar and Transfer
are considered:
Agent (RTA) and also recommends measures for
a. The clarity of relationship between remuneration overall improvement for better investor services. The
and performance committee speci cally looks into complaints of
b. Balance between xed and incentive pay re ecting shareholders and investors pertaining to transfer/
short and long term performance objectives, transmission of shares, non-receipt of share
certi cates, non-receipt of dividend, etc.
75
Procedure of Share Transfer Compliance Officer
The Board has empowered the Stakeholder Kedar P. Phadke, Company Secretary is the
Relationship Committee to, inter alia, approve share Compliance Officer for complying with the
transfers to reduce the lead-time for processing requirements of the Securities Laws and the Listing
transfer of shares lodged. The committee has Agreements with the Stock Exchanges.
delegated powers to the RTA to approve share
transfer, transmission, and transposition. D. Corporate Social Responsibility (CSR)
Committee
Summary of Complaints During FY2019-20
The committee comprises three members, Meher
Nature Opening Received Resolved Closing Pudumjee (Chairperson), Nawshir Mirza and S. B. (Ravi)
Balance Balance Pandit.
Non-Receipt of Dividend Nil 19 19 Nil The committee met twice during the nancial year
Non-receipt of share Nil 6 6 Nil 2019-20 on May 22, 2019 and November 11, 2019
certi cate after transfer/ where all the members were present.
consolidation/
transmission exchange/ The broad terms of reference of this committee are:
split/ merger • To formulate and recommend to the Board a CSR
Letters from Statutory Nil 1 1 Nil policy which shall indicate the activities to be
Authorities undertaken by the company as speci ed under
Total Nil 26 26 Nil Schedule VII of the Companies Act, 2013
• To recommend the amount of expenditure to be
All complaints were resolved to the satisfaction of the incurred on the CSR activities and
shareholders, and no complaint remained • To monitor the CSR policy of the company from
unattended/pending for more than 30 days as on time to time
March 31, 2020. During the year, 1 physical share
transfer comprising 500 equity shares was processed. • Any other matter that may be referred to by the
Board from time to time or as may be necessary for
Shares Transferred to IEPF compliance with the Companies Act, 2013 or rules
made thereunder or any other statutory laws of
In accordance with the provisions of Section 124 and
India
125 of the Companies Act, 2013 and Investor
Education and Protection Fund (Accounting, Audit,
Transfer and Refund) Rules, 2016 (IEPF rules), E. Risk Management Committee
dividends not encashed/claimed within seven years The Risk Management Committee of the Company
from the date of declaration are to be transferred comprises Nawshir Mirza (Chairman), Dr. Jairam
along with relevant shares, to the Investor Education Varadaraj, Pheroz Pudumjee and Rajani Kesari as
and Protection Fund (IEPF) authority. Members of the Committee. The purpose of the risk
management committee is to assist the Board in
Members can claim such transferred dividend/shares
ful lling its responsibilities with regard to the
from the IEPF authority.
identi cation, evaluation and mitigation of
In accordance with the IEPF rules and its amendments, operational, strategic and environmental risks. The risk
the company has sent notices to all the shareholders management committee has the overall responsibility
whose shares were due to be transferred to IEPF of monitoring and approving the risk policies and
authority and also simultaneously advertised in associated practices of the Company.
newspapers. The detailed terms of reference of the Risk
In terms of the provisions of Investor Education and Management Committee are as below:
Protection Fund (Accounting, Audit, Transfer and • To assess the risks facing the business and the
Refund) rules, 2016/Investor Education and Protection mitigation measures taken thereof
Fund (Awareness and Protection of Investors) rules,
• To identify developments in the environment or in
2001, total 48,974 shares of 44 shareholders of the
internal operating processes that could materially
company were transferred on September 27, 2019 to
affect the pro le of risks
the IEPF.
76
• To assist the Board in identifying existential risks • Review of business operations and strategy
and reviewing the mitigation and elimination plans implementation of new ventures / businesses
for those • Approval of appointment of Board members
• To assess and examine status of cyber security of • Formulate strategies with respect to overseas
the company initiatives (including setting up of a company/office
• To report annually to the Board on its working and acquisition/takeover/amalgamation)
• Recommend to the Board policy for hedging • Review annual performance of international
commodity risk operations
During the nancial year ended March 31, 2020, the • Review the strategic business plan annually
Risk Management Committee met once on November
12, 2019 for reviewing the company level risks and 4. Annual General Meeting
mitigation plans and actions. All the members were
present at the meeting except Rajani Kesari. A. The details of last three Annual General Meetings
(AGMs) of the company are as follows:
F. Strategic Business Development Committee
Financial Year Date Venue Time
The primary objective of the Strategic Business
Development Committee of the Board is to review and 2016-2017 August 8, 4.00 p.m.
(36th AGM) 2017 Yashwantrao Chavan Academy
guide the strategic initiatives of the company.
of Development Administration,
The committee comprises ve members, Dr. Valentin 2017-2018 August 8, 4.00 p.m.
MDC (Auditorium) Building, Raj
A. H. von Massow (Chairman), Meher Pudumjee, (37th AGM) 2018
Bhavan Complex, Baner Road,
Pheroz Pudumjee, M. S. Unnikrishnan and Dr. Jairam 2018-2019 August 8, Pune - 411007 4.00 p.m.
Varadaraj. (38th AGM) 2019
The committee met twice during the nancial year

B. Postal Ballot
2019-20 on August 7, 2019 and November 12, 2019
where all members were present. No special resolution was passed by the company
during the year through postal ballot. No special
The broad terms of reference of the committee are:
resolution is proposed to be conducted through
• Review and recommend corporate strategy, postal ballot as on the date of this report.
including corporate brand and M&A
• Review and direct Strategic Business Unit, C. Special Resolution(s) Passed
subsidiary and JV level strategies as well as The details of special resolution/s passed during last 3
selective SBU plans and business initiatives Annual General Meetings are as under:
• Initiate and impart guidance on best practices
Date of Annual General Meeting Details of Special Resolution
across the Board e.g. manufacturing, new markets,
branding, etc. August 8, 2019 a. Re-appointment of Dr. Jairam
Varadaraj as an independent
• Review the key strategic performance indicators
director
and milestones established by the company b. Re-appointment of Nawshir
Mirza as an independent
G. International Investment Committee director
c. Re-appointment of Dr. Valentin
The International Investment Committee comprises
A.H. von Massow as an
three members, Pheroz Pudumjee (Chairman), Dr. independent director
Valentin A. H. von Massow and M.S. Unnikrishnan.
The committee met twice during the nancial year
2019-20 on August 7, 2019, and February 3, 2020, 5. Means of Communication
where all members were present.
a) The company publishes the quarterly and yearly
The broad terms of reference of the committee are: nancial results in prominent English and regional
• Monitor and review the performance with respect language newspapers. The same are also displayed on
to the purpose and intent of business objectives its website.
• Review human resources development and
requirements
77
b) The company’s corporate website The company has paid listing fees to BSE and NSE and
www.thermaxglobal.com provides comprehensive custodial fees to Central Depositories Services (India)
information regarding the company’s business Limited and National Securities Depository Limited
portfolio, including CSR activities. The quarterly and for nancial year 2020-21 on the basis number of
yearly nancial results are available in downloadable bene cial accounts maintained by them, as on
format for investors’ convenience on the company’s March 31, 2020.
website. The Annual Report of the company is also
available on the website in a user-friendly and C. Stock Data
downloadable form.
(Amount in Rupees per share)
c) Transcripts of teleconferences with analysts are
available on the website of the company Month MKT QUOTE-NSE MKT QUOTE-BSE
d) The official news releases of the company are High Low High Low
displayed on its website April 2019 991.00 927.40 990.00 928.70
May 2019 1,075.00 942.20 1,071.00 931.45

6. Shareholder Information
th June 2019 1,149.00 1,000.00 1,150.00 995.45
A. 39 Annual General Meeting for the FY2019-20
Date and time Wednesday, August 12, 2020 at 4.00 pm July 2019 1,144.95 1,003.45 1,144.00 997.00
Venue Through Video Conferencing / August 2019 1,129.00 991.10 1,139.90 990.85
Other Audio Visual means.
September 2019 1,181.25 985.00 1,180.00 985.00
October 2019 1,171.00 1,080.00 1,170.05 1,085.80

B. Financial Calendar
November 2019 1,171.10 979.55 1,169.30 980.00
The nancial results for FY2019-20 were announced
on December 2019 1,096.00 975.20 1,094.00 975.25
Financial Results As Indicated Actual Date January 2020 1,119.90 1,028.05 1,119.00 1,027.10
Quarter ended June 2019 August 8, 2019 August 8, 2019 February 2020 1,084.45 909.95 1,082.80 909.00
Quarter ended September November 13, 2019 November 13, 2019 March 2020 952.70 570.00 977.00 644.00
2019
Quarter ended December February 12, 2020 February 4, 2020
2019 D. Registrar and Share Transfer Agent
Year ended March 2020 May 22, 2020 June 18, 2020 KFin Technologies Private Limited
(erstwhile Karvy Fintech Private Limited)
For the FY2020-21, the indicative announcement Karvy Selenium Tower B, Plot No. 31 & 32
dates are:
Gachibowli, Financial District,
Results for the quarter ended June 2020 August 12, 2020 Nanakramguda, Serilingampally
Results for the quarter ended September 2020 November 4, 2020 Hyderabad - 500 032
Results for the quarter ended December 2020 February 3, 2021 Telephone: +91 040 67161510 / 512
Results for the year ended March 2021 May 12, 2021 Fax: 040 - 23420814
E-mail ID for redressal of grievances of shareholders/
investors: einward.ris@k ntech.com
Listing on stock exchanges Stock Code
Website: www.k ntech.com
National Stock Exchange of India Ltd. (NSE) THERMAX EQ
BSE Ltd. (BSE) 500411
E. Share Transfer System
International Security Identi cation No. for INE 152A01029 The company’s shares are traded on the stock
Equity shares (ISIN) in NSDL and CDSL exchanges only in electronic mode. Shares received
Corporate Identity No. (CIN) L29299PN1980PLC022787 for transfer by the company or its Registrar and
Transfer Agent in physical mode are processed and all
78
valid transfers are approved. The share certi cate(s) Shareholding Pattern as on March 31, 2020
is/are duly transferred and despatched within a period
of 15 days from the date of receipt.
Indian Public and IEPF, 0.10% AIF, 0.04%
Others, 5.05% Non Promoter
Non Public,
QIB, 1.04%
F. Distribution of Shareholding and Shareholding 5.49%
Non Resident
Pattern Individuals,
0.54% Domestic/FIs/
Distribution of Shareholding as on March 31, 2020 Mutual Funds,
Promoters Holding
17.58%
(Individuals and
Sr. Category No. of % to No. of Shares % to Corporate
No. (Shares) Holders Holders Equity FII, 7.77% Bodies), 61.98%
1 1-5000 33,838 98.64 43,06,677 3.61

Corporate
2 5001- 10000 138 0.40 5,03,546 0.42 Bodies, 0.41
3 10001- 20000 93 0.27 6,52,762 0.55
4 20001- 30000 42 0.12 5,15,110 0.43 G. Details of Dematerialisations

5 30001- 40000 20 0.06 3,56,316 0.30 The company’s equity shares are under compulsory
demat trading for all categories of investors. A total of
6 40001- 50000 11 0.03 2,39,208 0.20
11,89,13,015 shares have been dematerialised as on
7 50001- 100000 41 0.12 15,75,995 1.32 March 31, 2020, representing 99.80% of the total
equity capital.
8 100001 123 0.36 11,10,06,686 93.17
& Above
TOTAL 34,306 100 11,91,56,300 100 Stock Performance
125
Category of Equity Shareholders as on March 31, 2020 120

115
Category No. of Shares % of 110
Held Shareholding 105
(A) Promoters holding 100

95
1. Individuals 6,000 - 90
2. Corporate Bodies 7,38,49,305 61.98 85

80
(A) Total Shareholding of Promoters 7,38,55,305 61.98 Apr 19 May 19 Jun 19 Jul 19 Aug 19 Sep 19 Oct 19 Nov 19 Dec 19 Jan 20 Feb 20 Mar 20
(B) Non-promoters Holding

NSE BSE Nifty Sensex
1 Mutual Funds, Banks, Financial 2,09,45,852 17.58
Institutions, Insurance
Companies, etc. Note: The company’s share price and indices have been
indexed to 100 as on the rst working day of the nancial
2 Foreign Institutional Investors 92,63,856 7.77
year 2019-20 i.e. April 1, 2019.
3 Corporate Bodies 4,83,025 0.41
4 Non-Resident Individuals 6,40,685 0.54
H. Outstanding GDRs/ADRs/Warrants or any
5 Indian Public & Others 60,13,727 5.05 Convertible Instruments, conversion date and
6 IEPF 1,18,902 0.10 likely impact on equity
7 Quali ed Institutional Buyer (QIB) 12,49,567 1.04 The company has not issued GDRs/ADRs/Warrants or
8 Alternative Investment Fund (AIF) 43,941 0.04 any Convertible Instruments.
(B) Total Public Shareholding 3,87,59,555 32.53

(C) Non-promoter Non-public 65,41,440 5.49
Total (A)+(B)+(C) 11,91,56,300 100.00
79
I. Foreign Exchange Risk and Hedging Activities: PT Thermax Inetrnational Indonesia
To mitigate the risk, the company has a well-de ned JI. EropaI Kav P2, KIEC, Cilegon-Banten
policy of hedging which is founded on the principle of
prudence. Danstoker Poland SP.ZO.O.
ul. Kolejowa, nr 20, lok., miejsc. Ostrowiec
Swietokrzyski, kod 27-400, Poczta Ostrowiec
J. Plant Location Swietokrzyski, Kraj Polska
Domestic
Pune Rifox-Hans Richter GmbH Spezialarmaturen,
Ÿ D-13, MIDC Industrial Area, R. D. Aga Road, Bertha-von-suttner-str. 9, 28207 Breman, Germany
Chinchwad, Pune - 411 019, Maharashtra.
K. Address for Correspondence
Ÿ 98-99, Bhosari MIDC Industrial Area, Bhosari,
Pune - 411 026, Maharashtra. Investors should address their correspondence to the
company’s Registrar and Transfer Agent, KFin
Ÿ D-1 Block, MIDC Industrial Area, Chinchwad, Pune -
Technologies Private Limited (erstwhile Karvy Fintech
411 019, Maharashtra.
Private Limited), whose address has been provided at
(D) above.
Solapur
Plot No. T-1 MIDC, Chincholi, Taluka Mohol, Shareholders, holding shares in dematerialised form,
Dist. Solapur - 413 255 Maharashtra. should address their queries such as a change in bank
account details, address, nomination etc., to their
respective Depository Participants (DPs).
Paudh
At Paudh, Post Mazgaon, Taluka Khalapur, Queries relating to the Annual Report may be
Dist. Raigad - 410 206, Maharashtra. addressed to:
The Company Secretary,
Savli Thermax Limited,
Plot No. 21/1-2-3, GIDC Manjusar, Taluka - Savli, Thermax House, 14, Mumbai-Pune Road,
Dist. Vadodara - 391 775, Gujarat. Wakdewadi, Pune - 411 003.
Email: [email protected]
Mundra SEZ
Survey No. 169, Village Dhrub, Taluka Mundra,
Mundra - 370 421, District Kutch, Gujarat. 7. Other Disclosures
a) Related Party Transactions
Jhagadia
Plot No. 903/1, GIDC, Jhagadia Industrial Estate, Related party transactions during the year have been
Jhagadia, disclosed as a part of nancial statements as required
Dist. Bharuch - 393 110, Gujarat. under Ind AS 24 issued by The Institute of Chartered
Accountants of India. The Audit Committee reviews
these transactions. The Related Party Transactions
Dahej
policy as updated in pursuance of SEBI (LODR)
Plot No. Z/96/C, Dahej SEZ, Phase-II, Taluka Vagra
(Amendment) Act, 2018 has been uploaded on the
Dist. Bharuch - 392 130, Gujarat.
website of the company i.e. www.thermaxglobal.com.
Sri City b) D&O Insurance for Directors

2700, Peepul Boulevard Sricity DTZ In line with the requirements of Regulation 24(10) of
Andhra Pradesh - 517 646. the SEBI Listing Regulations, the company has taken
Directors and Officers Insurance (D&O) for all its
International directors and members of the senior management for
Danstoker A/S such quantum and for such risks as determined by the
Industrivej Nord 13 DK-7400 Herning Board.
80
c) Details of any Non-Compliance w.r.t. Capital j) There was no recommendation that has been
Markets during the year proposed by the committees, which has not been
During the previous three years there were no approved by the Board.
instances of non-compliance by the company or k) Details of remuneration paid to the statutory auditors:
penalties, strictures imposed on the company by stock The details of total fees for all services paid by the
exchanges or SEBI or any other statutory authority on company and its subsidiaries on a consolidated basis
any matter related to capital markets. to the statutory auditors are as follows:
d) Whistle Blower Policy / Vigil Mechanism
Payment to Statutory Auditors and March 31, 2020
The Board has adopted a Whistle Blower Policy to its Network Firms
promote reporting of any unethical or improper
As Auditor
practice or violation of the company’s Code of
Conduct or complaints regarding accounting, Audit and Limited Review Fee 3,26,24,743
auditing, internal controls or disclosure practices of In Other Capacity
the company. It gives a platform to the whistleblower Other Services 55,15,755
to report any unethical or improper practice (not
necessarily violation of law) and to de ne processes Reimbursement of Expenses 8,86,730
for receiving and investigating complaints. The Total 3,90,27,227
company has assigned e-mail IDs -
[email protected] or [email protected] l) Disclosure in relation to Sexual Harassment of Women
for reporting or sending a written complaint to the at Workplace (Prevention, Prohibition and Redressal)
chairperson/chairman or the managing director. The Act, 2013
Whistle Blower Policy is available on the website of the
company. The con dentiality of such reporting is Number of complaints led during the Nil
maintained, and the whistleblower is protected from nancial year
any discriminatory action. Number of complaints disposed of during the NA
nancial year
e) Board Diversity Policy
Number of complaints pending as on end of Nil
The policy sets out the approach to diversity on the the nancial year
Board of the company. The policy was adopted at the
Board meeting held on June 18, 2020. The policy is
available on the website of the company, 8. Non-Mandatory Requirements
www.thermaxglobal.com. The company has adopted the following discretionary
f) Insider Trading Policy practices as speci ed under Regulation 27(1) of SEBI
The policy provides the framework to deal with (Listing Obligations & Disclosure Requirements)
securities of the company. The Insider Trading Policy Regulations, 2015:
was amended in line with SEBI (Prohibition of Insider A. The Board
Trading) (Amendment) Regulations, 2019. The policy is
available on the website of the company, The chairperson's office is maintained at the
www.thermaxglobal.com. company’s expense, which is equipped with all
required facilities. The chairperson is also allowed
g) Policy for determining material subsidiaries is reimbursement of expenses incurred towards the
disclosed on the website of the company, performance of her duties.
www.thermaxglobal.com.
B. Separate Post of Chairman and CEO
h) The company has complied with the Corporate
Governance requirements as per the SEBI (Listing The company has separate positions of non-executive
Obligations & Disclosure Requirements) Regulations, chairperson and managing director & CEO.
2015.
C. Reporting of Internal Auditor
i) The company has not raised funds through
The Chief Internal Auditor of the company reports
preferential allotment or quali ed institutional
directly to the Audit Committee.
placement as speci ed under Regulation 32(7A).
81
ANNEXURE-A
To the Shareholders of Thermax Limited
Sub: Compliance with Code of Conduct
The company has adopted a Code of Conduct, which deals with governance practices expected to be
followed by Board members and senior management employees of the company.
I hereby declare that all the directors and senior management employees have affirmed compliance with
the Code of Conduct adopted by the Board.
Pune: June 18, 2020 M. S. Unnikrishnan

Managing Director & CEO
82
ANNEXURE -B
Certi cation by chief executive officer and chief nancial officer

To,
The Board of Directors,
Thermax Ltd., Pune.
Dear Sirs,
We hereby certify, to the best of our knowledge and belief, that:
a) We have reviewed nancial statements and the d) We have indicated to the auditors and the Audit
cash ow statement for the year ended March 31, Committee that :-
2020 and that i. there have been no signi cant changes in
i. these statements do not contain any internal control over nancial reporting during
materially untrue statement or omit any the year;
material fact or contain statements that might ii. there have been no signi cant changes in
be misleading; accounting policies during the year and that
ii. these statements together present a true and the same have been disclosed in the notes to
fair view of the company’s affairs and are in the nancial statements; and
compliance with existing accounting iii. there have been no instances of signi cant
standards, applicable laws and regulations. fraud, of which we have become aware
involving management or an employee
b) There are, to the best of our knowledge and having a signi cant role in the company’s
belief, no transactions entered into by the internal control system over nancial
company during the year which are fraudulent, reporting.
illegal or violate of the company’s code of
conduct. For THERMAX LTD
c) We accept responsibility for establishing and M. S. Unnikrishnan

maintaining internal controls for nancial Managing Director & CEO
reporting and that we have evaluated the
effectiveness of internal control systems of the Rajendran Arunachalam
company pertaining to nancial reporting and EVP & Group CFO
we have disclosed to the auditors and the Audit
Committee, those de ciencies, of which we are
Date: June 18, 2020
aware, in the design or operation of such internal
Place: Pune
controls, and we have taken the required steps to
rectify these de ciencies.
83
Certi cate from Company Secretary in Practice ANNEXURE -C
CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

(Pursuant to Regulation 34(3) and Schedule V Para C Clause (10)(i) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015)
To,
The Members,
Thermax Limited,
D-13, MIDC, Chinchwad,
Pune - 411019
We have examined the relevant registers, records, Sr. Name of Director DIN Date of appointment in
forms, returns and disclosures received from the No. Company
Directors of Thermax Limited (hereinafter referred to 1 Meher Pudumjee 00019581 January 15, 2001
as ‘the Company’), having CIN-
2 Pheroz Pudumjee 00019602 January 15, 2001
L29299PN1980PLC022787 and having registered
office at D-13, MIDC Industrial Area, R D Aga Road, 3 Dr. Jairam Varadaraj 00003361 January 31, 2003
Chinchwad, Pune – 411 019 produced before us by 4 Nawshir Mirza 00044816 May 03, 2011
the Company for the purpose of issuing this
5 S.B. (Ravi) Pandit 00075861 May 30, 2017
Certi cate, in accordance with Regulation 34(3) read
with Schedule V Para-C Sub clause 10(i) of the 6 Harsh Mariwala 00210342 November 10, 2016
Securities Exchange Board of India (Listing 7 Dr. Valentin von Massow 00239314* January 31, 2006
Obligations and Disclosure Requirements) 8 M.S. Unnikrishnan 01460245 July 1, 2007
Regulations, 2015.
9 Rajani Kesari 02384170 November 14, 2018
In our opinion and to the best of our information
*DIN has been deactivated due to non- ling of e-form DIR-3 KYC as
and according to the veri cations (including
required under Rule 12A of Companies (Appointment and
Directors Identi cation Number (DIN) status at the Quali cation of Directors) Rules, 2014
portal (www.mca.gov.in) as considered necessary)
Ensuring the eligibility of for the appointment/
and explanations furnished to us by the Company &
continuity of every Director on the Board is the
its officers, we hereby certify that none of the
responsibility of the management of the Company.
Directors on the Board of the Company as stated
Our responsibility is to express an opinion on these
below for the nancial year ending on March 31,
based on our veri cation. This certi cate is neither
2020 have been debarred or disquali ed from being
an assurance as to the future viability of the
appointed or continuing as directors of companies
Company nor of the efficiency or effectiveness with
by the Securities and Exchange Board of India and
which the management has conducted the affairs of
Ministry of Corporate Affairs except for one of the
the Company.
Director at serial number 7
For SVD & Associates
Company Secretaries
S. V. Deulkar
Partner
FCS No: 1321 | CP No: 965
UDIN: F001321B000351022
Date: 18.06.2020 | Place: Pune
84
Auditor's Certi cate
Independent Auditor’s Report on compliance with the Auditor’s Responsibility
conditions of Corporate Governance as per provisions 4. Pursuant to the requirements of the Listing
of Chapter IV of Securities and Exchange Board of Regulations, our responsibility is to express a
India (Listing Obligations and Disclosure reasonable assurance in the form of an opinion
Requirements) Regulations, 2015, as amended whether the Company has complied with the speci c
requirements of the Listing Regulations referred to in
The Members of Thermax Limited paragraph 3 above.
Thermax Limited,
Thermax House, 5. We conducted our examination of the Corporate
14, Mumbai Pune Road, Governance Report in accordance with the Guidance
Wakdewadi, Note on Reports or Certi cates for Special Purposes
Pune – 411 003
and the Guidance Note on Certi cation of Corporate
Governance, both issued by the Institute of Chartered
1. The Corporate Governance Report prepared by
Accountants of India (“ICAI”). The Guidance Note on
Thermax Limited (hereinafter the “Company”),
Reports or Certi cates for Special Purposes requires
contains details as speci ed in regulations 17 to 27,
that we comply with the ethical requirements of the
clauses (b) to (i) of sub – regulation (2) of regulation 46
Code of Ethics issued by the ICAI.
and para C, D, and E of Schedule V of the Securities
and Exchange Board of India (Listing Obligations and
6. We have complied with the relevant applicable
Disclosure Requirements) Regulations, 2015, as
requirements of the Standard on Quality Control
amended (“the Listing Regulations”) (‘Applicable
(SQC) 1, Quality Control for Firms that Perform Audits
criteria’) for the year ended March 31, 2020 as required
and Reviews of Historical Financial Information, and
by the Company for annual submission to the Stock
Other Assurance and Related Services Engagements.
exchange.
Management’s Responsibility 7. The procedures selected depend on the auditor’s

2. The preparation of the Corporate Governance Report judgement, including the assessment of the risks
is the responsibility of the Management of the associated in compliance of the Corporate
Company including the preparation and maintenance Governance Report with the applicable criteria.
of all relevant supporting records and documents. This Summary of key procedures performed include:
responsibility also includes the design, i. Reading and understanding of the information
implementation and maintenance of internal control prepared by the Company and included in its
relevant to the preparation and presentation of the Corporate Governance Report;
Corporate Governance Report.
ii. Obtained and veri ed that the composition of the
3. The Management along with the Board of Directors Board of Directors w.r.t executive and non-
are also responsible for ensuring that the Company executive directors has been met throughout the
complies with the conditions of Corporate reporting period;
Governance as stipulated in the Listing Regulations, iii. Obtained and read the Directors Register as on
i.e. regulations 17 to 27, clauses (b) to (i) of sub – March 31, 2020 and veri ed that atleast one
regulation (2) of regulation 46 and para C, D, and E of women director was on the Board during the year;
Schedule V issued by the Securities and Exchange
Board of India.
85
iv. Obtained and read the minutes of the following conditions of Corporate Governance as stipulated in
committee meetings held during the reporting the Listing Regulations, as applicable for the year
year: ended March 31, 2020, referred to in paragraph 2
(a) Board of Directors meeting; above.
(b) Audit Committee; Other Matters and Restriction on Use
(c) Risk management Committee (w.e.f. November
9. This report is neither an assurance as to the future
12, 2019);
viability of the Company nor the efficiency or
(d) Corporate Social Responsibility (CSR)
effectiveness with which the management has
committee;
(e) Annual General meeting; conducted the affairs of the Company.
(f ) Nomination and remuneration committee;
(g) Stakeholders Relationship Committee 10. This report is addressed to and provided to the
(h) International investment committee; members of the Company solely for the purpose of
(i) Strategic Business Development Committee; enabling it to comply with its obligations under the
and Listing Regulations with reference to compliance with
(j) Independent directors meeting; the relevant regulations of Corporate Governance and
v. Obtained necessary declarations from the should not be used by any other person or for any
directors of the Company; other purpose. Accordingly, we do not accept or
vi. Obtained and read the policy adopted by the assume any liability or any duty of care or for any
Company for related party transactions; other purpose or to any other party to whom it is
shown or into whose hands it may come without our
vii. Obtained the schedule of related party
prior consent in writing. We have no responsibility to
transactions during the year and balances at the
update this report for events and circumstances
year- end. Obtained and read the minutes of the
occurring after the date of this report.
Audit Committee meeting where in such related
party transactions have been pre-approved prior
For S R B C & CO LLP
by the Audit Committee; Chartered Accountants
viii. Performed necessary inquiries with the ICAI Firm Registration Number: 324982E/E300003
management and also obtained necessary speci c
representations from management.
per Tridevlal Khandelwal
The above-mentioned procedures include examining Partner
evidence supporting the particulars in the Corporate Membership Number: 501160
Governance Report on a test basis. Further, our scope of UDIN- 20501160AAAABP3869
work under this report did not involve us performing
audit tests for the purposes of expressing an opinion on Place of Signature: Pune
the fairness or accuracy of any of the nancial information Date: June 18, 2020
or the nancial statements of the Company taken as a
whole.
Opinion
8. Based on the procedures performed by us as referred
in paragraph 7 above, and according to the
information and explanations given to us, we are of
the opinion that the Company has complied with the
86
Annexure - 2 to the Directors’ Report
Business Responsibility Report

SECTION A:
General Information About the Company (Group)
1 Corporate Identity Number (CIN) of the Company L29299PN1980PLC022787
2 Name of the company Thermax Limited
3 Registered address D-13, MIDC, Industrial Area, R. D. Aga Road, Chinchwad, Pune 411019
4 Website www.thermaxglobal.com
5 E-mail id [email protected]
6 Financial year reported FY 2019-20
7 Sector(s) that the company is engaged in (industrial activity code-wise) 25131: boilers and heaters, absorption chillers/heat pumps, power plants, solar equipment,
related services
37003, 20119: air pollution control equipment/systems, water and wastewater, recycle plant,
ion exchange resins and performance chemicals, related services
20119: ion exchange resins, performance chemicals, construction chemicals, oil eld
chemicals, related services
8 List three key products/services that the company manufactures/provides 1. Energy Segment - 80.4% (boilers & heaters, absorption chillers/heat pumps, power plants,
(as in balance sheet) solar equipment related services)
2. Environment Segment - 12.4% (air pollution control equipment/systems, water & waste
recycle plant, ion exchange resins & performance chemicals, related services)
3. Chemical - 7.2% (boiler and water chemicals, ion exchange resins, performance chemicals,
construction chemicals, oil eld chemicals, related services)
9 Total number of locations where the company undertakes business International - 4 manufacturing locations
activity National - 10 manufacturing locations
Number of International Locations (provide details of major 5) The company has manufacturing facilities in Germany, Denmark, Poland
and Indonesia.
Number of National Locations Pune (2), Shirwal, Solapur, Savli, Paudh, Jhagadia, Mundra SEZ, Dahej and Sri City.
10 Markets served by the company - Local/State/National/International National and International
SECTION B:
Financial Details of the Company (Group)
1 Paid up Capital (INR) Rs. 22.52 crore
2 Total Income (INR) Rs. 5,831 crore
3 Total pro t after taxes (INR) Rs. 212 crore
4 Total Spending on Corporate Social Responsibility 2% (Rs. 7.97 crore)

(CSR) as a percentage of pro t before tax pursuant
to Section 198 (%)
5 List of activities in which expenditure in 4 above Thermax created a formal structure named ‘Thermax Foundation’ to formulate and implement its CSR programme.
has been incurred:- The company has been focusing predominantly in the area of education of economically underprivileged children.
Apart from education, Thermax addresses social discrimination through affirmative action, skill development and
employability initiatives. The primary areas in which the expenditure has been incurred include -
1. The School Project
2. Akansha and Teach for India Alumni Support
3. CSR at Thermax Factory Locations
4. COVID-19 Crisis Support
87
SECTION C:
Other Details
1 Does the company have any subsidiary company/ companies? Yes
Thermax has 30 subsidiary companies in India and abroad as on March 31, 2020
2 Do the subsidiary company/companies participate in the BR Yes

initiatives of the parent company? If yes, then indicate the 7 domestic subsidiaries and 4 international subsidiaries
number of such subsidiary company(s)
3 Do any other entity/entities (e.g. suppliers, distributors, etc.) No

that the company does business with, participate in the BR
initiatives of the company? If yes, then indicate the
percentage of such entity/entities? [Less than 30%, 30-60%,
more than 60%]
SECTION D:
BR Information
1. Details of Director/Directors responsible for BR
(a) Details of the Director/Directors responsible for implementation of the BR policy/policies
1 DIN Number 01460245
2 Name M.S. Unnikrishnan
3 Designation Managing Director & CEO
(b) Details of the BR head
No. Particulars Details
1 DIN Number (if applicable) 07068529 (Thermax Foundation)
2 Name Sharad Gangal
3 Designation Executive Vice President, HR, IR, Administration
4 Telephone number 020 - 66051200
5 E-mail id [email protected]
88
1. Principle-wise (as per NVGs) BR Policy/Policies
a. Details of compliance (Reply in Y/N)
No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
1 Do you have a policy/policies for.... Yes
2 Has the policy being formulated in consultation with the relevant Yes
stakeholders?
3 Does the policy conform to any national/international standards? If yes, Policies are prepared ensuring adherence to applicable laws and in line with international
specify? (50 words) standards such as ISO, ILO (International Labour Organisation), and OSHAS
4 Has the policy being approved by the Board? Yes
If yes, has it been signed by MD/ owner/CEO/appropriate Board The policies have been signed by appropriate authorities
Director?
5 Does the company have a speci ed committee of the Board/ The Board has appointed a BR director to oversee policy implementation.
Director/official to oversee the implementation of the policy? Thermax has a well-established internal governance structure to ensure the
implementation of various policies, internal regulations and procedures. We have
internally mapped all policies, internal regulations and procedures to business functions
responsible for implementation.
6 Indicate the link for the policy to be viewed online? Copies are available on www.thermaxglobal.com
7 Has the policy been formally communicated to all relevant internal and Yes
external stakeholders?
8 Does the company have in-house structure to implement the policy/ Yes
policies?
9 Does the company have a grievance redressal mechanism related to the Yes
policy/policies to address stakeholders’ grievances related to the
policy/policies?
10 Has the company carried out independent audit/evaluation of the Yes. All our policies and procedures are continuously evaluated by internal auditors.
working of this policy by an internal or external agency?
2. Governance related to BR
a Indicate the frequency with which the Board of Directors, Committee of Annually by the Board
the Board or CEO to assess the BR performance of the Company. Within Quarterly by the CEO
3 months, 3-6 months, annually, more than 1 year
b Does the company publish a BR or a Sustainability Report? What is the Yes

hyperlink for viewing this report? How frequently it is published?
The BRR is a part of the Annual Report and is available on the Thermax website,
89
SECTION E:
Principle-wise Performance Employee Association Recognised by Management:

Thermax has workmen associations at factories, and the
Principle 1 – Ethics, Transparency and
involvement of permanent employees in associations is
Accountability 100% at Chinchwad (Maharashtra), 80% at Paudh
Company’s Philosophy on Corporate Governance: (Maharashtra) and 80% at Savli (Gujarat) locations.
Refer to the Business Model on page 16 and Corporate Safety Training:
Governance Report on page 68.
Refer to Human Capital section on page 42.
Whistle Blower Policy / Vigil Mechanism:
Refer to the Human Capital inputs and outputs in the
Principle 4 – Stakeholder Engagement
Business Model section on page 16.
Refer to the Engaging with Stakeholders section on
Shareholder Complaints Redressal Mechanism:
page 54 and Addressing Material Issues on page 56.
The company has received 26 complaints from
shareholders, and all were resolved as on March 31, 2020.
Principle 5 – Human Rights
Refer to the Human Capital inputs and outputs in the
Principle 2 – Product Life Cycle Sustainability
Business Model section on page 16.
Sustainable Product Innovation:
Refer to the Intellectual Capital section on page 48 and
Manufactured Capital section on page 40. Principle 6 – Environment
Refer to the Natural Capital section on page 50.
Resource Used – Energy Consumption:
There was no pending show cause notice from SPCB/CPCB
Refer to the Natural Capital section on page 50.
as on March 31, 2020.
Sustainable Sourcing:
Refer to the Social and Relationship Capital section on page
44. Principle 7 – Policy Advocacy
Thermax is a member of various trade and chambers or
Recyclable Products and Waste:
association. Some of these associations include:
Waste management practices are carried out as per
• All India Management Association
Environment Management System (EMS) where the waste
is segregated into hazardous and non-hazardous • Indo German Chamber of Commerce
categories. Hazardous waste is disposed as per legal • CII’s National Committee for Capital Goods &
requirements. E-waste is recycled through Central Pollution Engineering
Control Board (CPCB) registered recycler. Other types of
• CII National Committee on Industrial Relations
wastes, wherever possible, is recycled or reused.
• Represents Capital Goods Industry on FICCI’s Sectoral
Skill Council
Principle 3 – Employee Well-being • Member of the Development Council appointed by
Diversity in Employment: the Ministry of Heavy Industries and Public
Undertaking, Government of India
Refer to the Human Capital section on page 42 and inputs
and outputs in the Business Model section on page 16. • Maratha Chamber of Commerce Industry and
Agriculture
90
• Member of Governing Council for Capital Goods Principle 8 – Equitable Development
Committee for Skill Development
Refer to the Social and Relationship Capital section on page
• Bombay Management Association 44.
• Technology Information, Forecasting and Assessment
Council (TIFAC)
Principle 9 – Customer Value
• Member of FICCI Power Committee
Refer to the Communication and Engagement with
• Member of CII National Committee of Bioenergy
Stakeholders on Page 54.
• Member of DST’s Water Technology Initiative (WTI)
Refer to the Social and Relationship Capital inputs and
• Member of Methanol Group, Niti Aayog outputs in the Business Model section on page 16:
• Boilers and pressure vessels Sectional Committee, Ÿ % Complaints Resolved
MED01, BIS
Ÿ No. of Complaints Relating to Unfair Trade Practices,
Irresponsible Advertising or Anti-Competitive Behaviour
Against the Company
91
Annexure-3 to the Directors’ Report
Energy Conservation, Technology Absorption and

Foreign Exchange Earnings & Outgo
[Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014]
A. Conservation of Energy c. Water
(i) Steps Taken for Conservation of Energy The company continued its efforts to conserve water
resources by recycling a major portion of its
During the year, the following measures were taken for
wastewater, harvesting of rainwater and reducing its
energy and resource conservation:
water consumption as well as controlling water losses
a. Electricity in all domestic manufacturing and office locations of
the company. These efforts at factory locations of
The company continued its efforts to utilise energy
Chinchwad, Savli, Paudh, Solapur, Jhagadia, Shirwal,
optimally at its manufacturing facilities and office
Sricity and Dahej have resulted in savings of 3,06,285
locations in India.
m3 water during the year.
At Chinchwad, Dahej and Sricity, lighting systems have
improved by optimising load and changing over to (ii) Steps Taken by the Company for Utilising
Light Emitting Diodes (LEDs), replacing Compact Alternate Sources of Energy
Fluorescent Lamp (CFL) and higher watt High Pressure
The company continues its efforts to utilise
Sodium Vapour (HPSV) lamps with lower watt lamps.
alternate sources of energy at plant locations. The
Another initiatives comprise the reconditioning of a
chiller at Energy House, Pune and savings from total installed capacity of 1.16 MWp of rooftop
automation of blasting operations at Solapur plant. captive solar power generation projects at Savli,
Sricity, Jhagadia and offices at Pune have
b. Fuel
generated 8.55 lakh units during the year.
Various initiatives have been implemented at Paudh
and Dahej plant such as enhancing the steam-to-fuel B. Technology Absorption
ratio in boiler operations, optimisation of process 1. Efforts, in brief, made towards technology
operations for solvent recovery and heat recovery units
absorption
at drying section. All these initiatives had resulted into
savings of 162 MT of furnace oil and 52,165 SCM of • Thermax initiated the project on methanol
natural gas. production from Indian coal closely working with
Indian Institute of Technology (IIT) Delhi and NITI
All these measures including solar rooftop installations
have resulted into an annual saving of Rs. 219 lakh. Aayog. The project is funded by the Department of
92
Science and Technology, Ministry of Science & 3. In case of imported technology (imported
Technology, Government of India. Thermax has during the last three years reckoned from
worked on some novel process for the conversion the beginning of the nancial year),
of Indian coal to methanol and the pilot plant following information is furnished:
based on this process is under the construction. Technology Year of If Technology If Not Absorbed,
Thermax is also using its networking capabilities to Imported Import Has Been Reasons and Future
engage some major public sector companies and Fully Absorbed Plan of Action
R&D institutions. Wet & Dry 2015 In the process Your company has
Flue Gas of absorption bagged two orders
• Thermax has absorbed lithium-ion based battery in FY 2019-20. Wet
Desulfurization
technology from Indian Space Research FGD technology will
(FGD) be absorbed to a great
Organisation (ISRO). This technology provides
extent by the time
higher power density compared to existing these orders are
technologies and hence is likely to provide viable executed and
commissioned with
option for energy storage applications.
assistance from the
• New applications of multi effect evaporator technology partner.
technology for Zero Liquid Discharge (ZLD) have
4. Expenditure on R&D
been stabilised and being monitored through
remote monitoring system. Amount in Rs. crore
Particulars
Current Year Previous Year
• In cooperation with a major telecom company,
2019-20 2018-19
Thermax has developed a backup power
a. Capital 1.60 0.43
generation solution for telecom towers based on
b. Recurring 28.25 31.43
indigenously-developed fuel cell technology. The
c. Total 29.85 31.86
pilot unit based on this technology is undergoing
trials on simulated towers. d. Total R&D expenditure as a
0.72% 0.62%
percentage of turnover
2. Bene ts derived as a result of the above
efforts – product improvement, cost 5. Foreign Exchange Earnings and Outgo
reduction, product development, import
The company’s operations in export markets are
substitution, etc.
elaborated in the Management Discussion and
The fuel cell systems offer viable solution as a Analysis Report.
backup power generator for telecom towers.
During the year, the company had net foreign
Indigenous development makes the product cost-
exchange in ows of Rs. 898 crore as against a net
effective.
in ow of Rs. 1,010 crore in the previous year.
The ZLD systems developed by the company offer
nearly 20% cost bene t compared to existing
technologies. For and on behalf of the Board
Meher Pudumjee
Chairperson
Pune, June 18, 2020 [DIN 00019581]
93
Annexure - 4 to the Directors’ Report
Annual Report on CSR Activities and CSR Policy
1. A brief outline of the company’s CSR policy, With the recent pandemic, TF has been involved
including overview of projects or programmes with feeding migrant and daily wage earners, who
proposed to be undertaken and a reference to have suddenly been stranded in cities. It has also
the web-link to the CSR policy and projects or been providing food packs to those who have
programme kitchens. For the police force in the city of Pune,
those who are on the frontline, TF has provided
The Board of Directors of Thermax Limited., after
N95 masks, as also thousands of cloth masks to
considering the recommendations of the CSR
them and the poor in slums, especially those in
committee, has approved the CSR Policy for the
the containment zone. TF has also bought
company. The highlights of the policy are given in
equipment that a hospital in Pune needs, in order
this report and the complete policy is uploaded
to ght Covid-19. Each of the factory locations
on the company’s website,
have been involved in Covid relief.
www.thermaxglobal.com.
Apart from continuing some of our activities that
Thermax Foundation (TF - a section 8 company)
are long term, namely education, the CSR
has been focussing predominantly in the area of
committee of the company has allocated Rs. 5
education of economically underprivileged
crore from the corpus funds for Covid relief. A part
children. Its emphasis on promoting educational
of this money will go to the Prime Minister CARES
equity is based on the conviction that where a
Fund as also to the Chief Minister Fund for
child comes from should not determine who he or
Maharashtra, Gujarat and Andhra Pradesh, where
she will become, every child irrespective of his/her
Thermax has its factories . All this will be spent
socio‐economic background should be able to
from the 2020-21 budget, however the work
avail the advantages of quality education. For the
began in March end, hence it is mentioned here
same, Thermax has been building partnerships
but not accounted for in 2019-20.
with the Government, NGOs, individuals, and
other organisations representing civil societies. Employee volunteering is one of the important
areas through which Thermax would extend its
Additionally, since Thermax has grown from one
contribution towards CSR. Thermax will have both
factory location at Pune to other locations in India
short term need based CSR volunteering activities
and overseas, there will be wider CSR focus around
and long term sustainable avenues for employees
each of the factories over time, involving
to offer their services in the areas of education,
employees, local NGOs and the community. The
environment, skill‐building, or a be tting area that
work will be based on the need of that respective
will make a difference.
location, along with the involvement of credible
NGOs.
94
CSR Policy Highlights • The CSR committee shall ensure that the surplus (if
any) arising out of CSR activities shall not form part
In a society characterised by widening inequalities
of the business pro t of the company.
of income and opportunity, Thermax believes that
education is the single most powerful instrument • The CSR committee will meet twice a year to
of change that gives a child choices in life, monitor the process, progress and impact of the
hopefully leading a child out of the vicious cycle of various projects undertaken. The CSR committee
poverty and thereby, transforming the life in turn would keep the Board informed.
trajectory of a family. The following methodology
3. Composition of the CSR Committee
is adopted for carrying out CSR activities:
In accordance with Section 135 of the Companies
l Support to NGOs: Support-deserving and
Act, 2013 and the Rules pertaining thereto, a
credible NGOs within India doing quality work,
committee of the Board known as ‘Corporate
either as one-time in rare cases or for the long
Social Responsibility (CSR) Committee’ comprising
term, as the case may be. Evaluate and assess the
the following members has been constituted:
need of projects and help in increasing their
impact. Meher Pudumjee Non-Executive Director Chairperson
l Project evaluation & monitoring: Study and Nawshir Mirza Independent Director Member
evaluate the projects for funding from the S. B. (Ravi) Pandit Independent Director Member
perspective of corpus available, people involved,
Average net pro t of the company for the last
impact, need and timeframe and a third party
three nancial years, as per Section 198 of the
where applicable, for measurement of social
Companies Act, 2013
impact. Uphold accountability for the funds
invested in the NGO’s project through regular The average net pro t of the company for the last
monitoring of the project’s progress. three nancial years is Rs. 373.20 crore.
l People focus and belief in value-based Prescribed CSR expenditure (two per cent of
partnership: TF ensures the credibility of the NGO the amount as in item 3 above)
and the people involved before funding a project.
The company has contributed Rs. 7.47 crore to
It values transparent and honest communication
TF as CSR spend during the nancial year 2019-20
with its partners and works collaboratively in
against statutory requirement of Rs. 7.46 crore
decision-making.
(2% of Rs. 373.20 crore).
l Employee involvement: Thermax endeavours to
4. Details of CSR spent during the nancial year:
engage its employees in implementing its CSR
activities. a. Total amount to be spent for the nancial year:
Rs. 7.47 crore
• The CSR committee shall be responsible for
monitoring implementation and evaluating the b. Actual amount spent by the company for the
impact, as also updating the policy from time to nancial year: Rs. 7.47 crore
time. c. Total amount spent by TF for the nancial year:
Rs. 7.97 crore
95
d. Amount underspent: NA TF continuously monitors the progress of projects
implemented by the partner organisations and
e. Manner in which the amount spent during the
helps them to achieve the expected outcome.
nancial year is detailed on the next page.
6. A responsibility statement of the CSR
5. In case the company has failed to spend the two
Committee that the implementation and
per cent, of the average net pro t of the last
monitoring of CSR Policy, is in compliance with
three nancial years or any part thereof, the
CSR objectives and Policy of the company
company shall provide the reasons for not
spending the amount in its Board report The CSR Committee con rms that the
The CSR activities of the company are implementation and monitoring of the CSR Policy,
implemented through TF. The company has is in compliance with the CSR objectives and policy
contributed 2% of the average pro t as donation to of the company.
TF during FY 2019-20 which amounted to Rs. 7.47
crore. During the year, TF has spent Rs. 7.97 crore. (Managing Director & CEO) (Chairperson - CSR Committee)
96
Reporting on the CSR Activities
For the year ended March 31, 2020
1 2 3 4 5 6 7 8
Sr CSR Project or Activity Sector in Which Projects or Programmes Amount Amount Cumulative Amount Spent
No. Identi ed Project is (1) Local Area or Other Outlay Spent on Expenditure Directly by Thermax
Covered (2) Specify the State and (Budget) Projects or up to the Foundation
District Where Projects Project or Programme Reporting or Through
or Programmes Programme (1) Direct Period Implementing
Wise Expenditure Agency
Were Undertaken
(2) Overheads
Rs. in lakh
1 Strengthening the quality of Education School Project, Pune 713.83 695.87 695.87 Akanksha
education in three municipal Foundation
schools through a Public-
Private Partnership between
Thermax Foundation,
Akanksha Foundation and
Pune Municipal Corporation
2 To ensure that a cohort of Education iTeach (Alumni - 5.24 5.24 iTeach

alumni from Teach For India student wing)
schools (high probability of
dropping from further studies)
continue with education
through academic, career
guidance and counselling
support through the NGO
iTeach
3 Funding the Teach For India Education Teach For India 16.80 18.41 18.41 Teach to Lead
fellows teaching in Akanksha (TFI) - Pune
schools supported by Thermax
Foundation
4 Funding Sahayogi-Dal teacher Education Pune City Connect 25.00 25.00 25.00 Pune City Connect
mentorship project (PCC) - Pune
5 Employee volunteering in CSR Need Based Thermax Locations 10.00 12.14 12.14 Direct
6 Funding support based on the Need Based CSR at Factory 50.00 34.52 34.52 Manavlok (Solapur),
need identi ed from Manavseva (Savli),
community near Thermax’s Deepak Foundation
factory locations (Savli), Srotoshwini
(Savli)
7 Sponsoring women exemplar Skill CII Foundation - 5.00 5.00 5.00 CII Foundation
programme for grass-root Development Mumbai
leadership building
8 Running for a cause - Rural Runathon - Pune 1.00 1.00 1.00 Rotary Club of
Rotary Club of Nigdi Development Nigdi Pune
Charitable Trust
Total 821.63 797.18 797.18
97
Annexure – 5 (a) to the Directors' report
Form No. MR-3
Secretarial Audit Report

FOR THE FINANCIAL YEAR ENDED MARCH 31, 2020
[Pursuant to section 204 (1) of the Companies Act, 2013 and rule No. 9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014]
and
Regulation 24A of SEBI (LODR) Regulations, 2015.
To,
The Members,
Thermax Limited,
D-13, MIDC, Ind Area
R D Aga Road, Chinchwad,
Pune -411019
We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to
good corporate practices by Thermax Limited (hereinafter called “the Company”). Secretarial Audit was conducted
in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and
expressing our opinion thereon.
Based on our veri cation of the Company’s books, papers, minute books, forms and returns led and other records
maintained by the company and also the information provided by the Company, its officers, agents and authorized
representatives during the conduct of secretarial audit, We hereby report that in our opinion, the Company has,
during the audit period covering the nancial year ended on March 31, 2020 complied with the statutory
provisions listed hereunder and also that the Company has proper board-processes and compliance-mechanism in
place to the extent, in the manner and subject to the reporting made hereinafter:
We have examined the books, papers, minute books, forms and returns led and other records maintained by the
Company for the nancial year ended on March 31, 2020 according to the provisions of:
(i) The Companies Act, 2013, as amended from time to time (the Act) and the rules made thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made there under;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of
Foreign Direct Investment and Overseas Direct Investment;
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act,
1992 (‘SEBI Act’):-
98
a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011;
b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
c) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements), Regulations 2018
(Not applicable to the Company during the Audit Period);
d) The Securities and Exchange Board of India (Share Based Employee Bene ts) Regulations, 2014;
e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 (Not
applicable to the company during the Audit Period);
f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act and dealing with client;
g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 (Not
applicable to the Company during the Audit Period); and
h) The Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018 (Not applicable to
the Company during the Audit Period);
vi) We further report that having regard to the compliance system prevailing in the Company and on examination
of the relevant documents and records in pursuance thereof, no other law was applicable speci cally to the
Company.
We have also examined compliance with the applicable clauses and regulations of the following:
(i) Secretarial Standards issued by ‘The Institute of Company Secretaries of India’; and
(ii) The Listing Agreement entered into by the Company with Stock Exchange(s) pursuant to SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.
During the year under review, the company has complied with the provisions of the Act, rules, regulations,
guidelines, standards etc. mentioned above.
We further report that,
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-
Executive Directors and Independent Directors except that it consists of a director whose Director Identi cation
Number (DIN) has been deactivated due to non- ling of e-form DIR-3 KYC as required under Rule 12A of Companies
(Appointment and Quali cation of Directors) Rules, 2014. The changes in the composition of the Board of Directors
that took place during the period under review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda
were sent at least seven days in advance, and a system exists for seeking and obtaining further Information and
clari cations on the agenda items before the meeting and for meaningful participation at the meeting.
All decisions at Board Meetings and Committee Meetings are carried out unanimously as recorded in the minutes of
the meetings of the Board of Directors or Committees of the Board, as the case may be.
99
We further report that there are adequate systems and processes in the company commensurate with the size and
operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and
guidelines.
We further report that during the audit period:
1. Thermax Babcock & Wilcox Energy Solutions Private Limited (TBWES) has become a material subsidiary of the
Company w.e.f. April 1, 2019.
2. The Company has acquired the entire stake held by the joint venture partners namely Mutares Holding-24 AG,
Germany and Balckeduerr GmbH, Germany in Thermax SPX Energy Technologies Limited (TSPX) on April 11,
2019 thus making TSPX a wholly-owned subsidiary of the Company.
3. The Interim dividend declared at the board meeting held on March 13, 2020 was remitted through electronic
mode i.e., NEFT/RTGS/Fund Transfer/Direct Credit/NACH to the shareholders, whose bank account details were
registered with the respective Depository Participant (DP), on the Payment date March 27, 2020. However,
there is a delay in dispatch of Demand Drafts (DDs) to shareholders to whom the said dividend is to be paid
through non-electronic mode, due to the nation-wide lockdown announced by the Government of India on
the backdrop of COVID-19 pandemic. As allowed by the Ministry of Corporate Affairs vide its General Circular
no. 20/2020 dated May 5, 2020, the Company has undertaken to dispatch the DDs to such shareholders by
post upon normalization of the postal services.
Place: Pune For SVD & Associates

Date: 18.06.2020 Company Secretaries
S V Deulkar
Partner
FCS No: 1321
C P No: 965
UDIN: F001321B000351055
Note: This report is to be read with letter of even date by the Secretarial Auditors, which is annexed as Annexure
A and forms an integral part of this report.
100
ANNEXURE - A
To,
The Members,
Thermax Limited,
D-13, MIDC, Ind Area
R D Aga Road, Chinchwad,
Pune -411019
Our Secretarial Audit Report of even date is to be read along with this letter.
Management's Responsibility
1. It is the responsibility of the management of the Company to maintain secretarial records, devise
proper systems to ensure compliance with the provisions of all applicable laws and regulations and to
ensure that the systems are adequate and operate effectively.
Auditor's Responsibility
2. Our responsibility is to express an opinion on these secretarial records, standards and procedures
followed by the Company with respect to secretarial compliances.
3. We believe that audit evidence and information obtained from the Company’s management is
adequate and appropriate for us to provide a basis for our opinion.
4. Wherever required, we have obtained the management’s representation about the compliance of laws,
rules and regulations and happening of events, etc.
5. We have also relied on the documents and evidences provided on email to us, in view of the prevailing
pandemic situation of COVID -19.
Disclaimer
6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the
efficacy or effectiveness with which the management has conducted the affairs of the Company.
Place: Pune For SVD & Associates

Date: 18.06.2020 Company Secretaries
S V Deulkar
Partner
FCS No: 1321
C P No: 965
UDIN: F001321B000351055
101
Annexure – 5 (b) to the Directors' report
Form No. MR-3
Secretarial Audit Report

For the Financial Year Ended March 31, 2020
[Pursuant to section 204 (1) of the Companies Act, 2013 and rule No. 9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014]
To,
The Members,
Thermax Babcock & Wilcox Energy
Solutions Private Limited
Dhanraj Mahal, 2nd Floor,
Chhatrapati Shivaji Maharaj Marg,
Near Regal Cinema, Colaba
Mumbai - 400039
We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to
good corporate practices by Thermax Babcock & Wilcox Energy Solutions Private Limited (CIN:
U29253MH2010PTC204890) (hereinafter called the “Company”). Secretarial Audit was conducted in a manner that
provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our
opinion thereon.
Based on our veri cation of the Company’s books, papers, minute books, forms and returns led and other records
maintained by the Company, and the information provided by the Company, its officers, agents and authorized
representatives during the conduct of secretarial audit, we hereby report that in our opinion, the Company has,
during the audit period covering the nancial year ended on March 31, 2020 complied with the statutory
provisions listed hereunder and also that the Company has proper Board processes and compliance mechanism in
place to the extent, in the manner and subject to the reporting made hereinafter:
We have examined the books, papers, minute books, forms and returns led and other records made available to us
and maintained by the Company for the nancial year ended on March 31, 2020 according to the provisions of:
1. The Companies Act, 2013 (the Act) and the rules made there under;
2. The Securities Contracts (Regulation) Act, 1956 (SCRA) and the rules made there under; (NOT APPLICABLE TO
THE COMPANY)
3. The Depositories Act, 1996 and the Regulations and Bye-law framed thereunder; (NOT APPLICABLE TO THE
COMPANY)
102
4. Foreign Exchange Management Act, 1999 and the rules and regulations made there under; (NOT APPLICABLE
TO THE COMPANY)
5. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India , 1992
(‘SEBI Act’); (NOT APPLICABLE TO THE COMPANY)
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations,
2011; (NOT APPLICABLE TO THE COMPANY)
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992; (NOT
APPLICABLE TO THE COMPANY)
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations,
2009; (NOT APPLICABLE TO THE COMPANY)
(d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock
Purchase Scheme) Guidelines, 1999; (NOT APPLICABLE TO THE COMPANY)
(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; (NOT
(f ) The Securities and Exchange Board of India (Registration to an Issue and Share Transfers Agents)
Regulations, 1993; (NOT APPLICABLE TO THE COMPANY)
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; (NOT
(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; (NOT APPLICABLE
TO THE COMPANY)
6. Other laws speci cally applicable to company have substantially complied with.
We have also examined compliance with the applicable clauses of the following:
(i) Secretarial Standards issued by The Institute of Company Secretaries of India with respect to board and
general meetings;
(ii) The Listing Agreements entered into by the Company with BSE Limited and National Stock Exchange of India
Limited read with the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015. (NOT APPLICABLE TO THE COMPANY).
During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations,
Guidelines, standards etc. mentioned above.
We further report that The Board of Directors of the Company is duly constituted with proper balance of Executive
Directors and Non-Executive Directors. The changes in the composition of the Board of Directors that took place
during the period under review were carried out in compliance with the provisions of the Act. Adequate notice is
given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven
days in advance and a system exists for seeking and obtaining further information and clari cations on the agenda
items before the meeting and for meaningful participation at the meeting. All the decisions are carried through
majority.
103
We further report that there are adequate systems and processes in the Company commensurate with the size and
operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and
guidelines.
The Company has acquired the Boiler & Heater (B&H) business of Thermax Limited through a slump sale.
Place: Pune For, Anurag Vyas & Associates

Date: June 02, 2020 Company Secretaries
Anurag S. Vyas
ACS - 41824
CP No. - 15536
UDIN: A041824B000311291
Note: This report is to be read with our letter of even date which is annexed as “ANNEXURE A” and forms an integral
part if this report.
104
ANNEXURE - A
To,
The Member,
Thermax Babcock & Wilcox Energy
Solutions Private Limited
Our report of even date is to be read along with this letter.
1. Maintenance of Secretarial records is the responsibility of the management of the Company. Our
responsibility is to express an opinion on these secretarial records based on our audit.
2. Due to the lockdown situation arises out of COVID-19 pandemic; we are not able to verify original
physical records kept with the office of the company. Hence we have relied upon the copies of
documents received through emails from the officers of the company.
3. We have followed the audit practices and processes as were appropriate to obtain reasonable
assurance about the correctness of the contents of the Secretarial records. The veri cation was done on
the sample test basis to ensure that correct facts are re ected in Secretarial records. We believe that the
processes and practices, we followed provide a reasonable basis for our opinion.
4. We have not veri ed the correctness and appropriateness of nancial records and books of accounts of
the Company.
5. Where ever required, we have obtained the Management representation about compliance of laws,
rules and regulations and happenings of events etc.
6. The compliance of provisions of Corporate and other applicable laws, rules, regulations, standards is the
responsibility of the management. Our examination was limited to the veri cation of procedures on
sample test basis.
7. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of
efficacy or effectiveness with which the management has conducted the affairs of the Company.
Place: Pune For, Anurag Vyas & Associates

Date: June 02, 2020 Company Secretaries
Anurag S. Vyas
ACS - 41824
CP No. - 15536
UDIN: A041824B000311291
105
Annexure – 6 to the Directors' report
Form No. MGT-9
EXTRACT OF ANNUAL RETURN

As on the Financial Year Ended on March 31, 2020
[Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies
(Management and Administration) Rules, 2014]
I. Registration and other Details :
i. CIN : L29299PN1980PLC022787
ii. Registration Date : June 30, 1980
iii. Name of the Company : Thermax Limited
iv. Category / Sub-Category of the Company : Public Company/Limited by shares
v. Address of the Registered Office : D-13, MIDC Industrial Area, R. D Aga Road,
and Contact Details Chinchwad - 411 019, Pune, Maharashtra.
Contact details: Corporate office
Tel: +91-020-66122100
Fax: +91-020-25541226
vi. Whether listed company : Yes
vii. Name, Address and Contact Details : 1. Name: KFin Technologies Pvt. Ltd.
of Registrar and Transfer Agent, if any Unit : Thermax Limited
2. Address: Selenium Tower B,

Plot No. 31 & 32, Gachibowli
Financial District, Nanakramguda,
Serilingampally, Hyderabad - 500 032 India.
3. Contact :
i. Phone No.: 040-67161500, 33211000
ii. Fax No: 040-23420814, 23001153
iii. Toll free: 1800 3454 4001
iv. Email ID: einward.ris@k ntech.com
v. Website: www.k ntech.com
106
II. Principal Business Activities of the company
All the business activities contributing 10% or more of the total turnover of the company shall be stated:
Sl. No. Name and Description of Main Products/Services NIC Code of the Product/ % to Total Turnover of
Service the Company
1 Boilers and Heaters, Absorption Chillers/Heat Pumps, Power Plants, Solar Equipment, related 25131 74
services.
2 Air Pollution Control Equipments/System, Water & Waste Recycle Plant, related services. 37003 16
III. Particulars of Holding, Subsidiary and Associate Companies
Sl. No. Name and Address of the Company CIN/GLN Holding/ Subsidiary/ % of Shares Held Applicable
Associates Section
1. RDA Holdings Private Limited* U45001PN1982PTC026507 Holding 53.99 2(46)
501, 5th Floor, Marvel Alaina, Koregaon Park,
Pune-411001
2. Thermax Onsite Energy Solutions Ltd. U40109PN2009PLC134659 Subsidiary 100 2(87)(ii)
Thermax House, 14, Mumbai-Pune Road,
Wakdewadi, Pune-411003
3. Thermax Instrumentation Ltd. U72200MH1996PTC099050 Subsidiary 100 2(87)(ii)
4. Thermax Engineering Construction Company Ltd. U29246MH1991PLC062959 Subsidiary 100 2(87)(ii)
5. Thermax Sustainable Energy Solutions Ltd. U29219PN1987PLC045658 Subsidiary 100 2(87)(ii)
6. Thermax Babcock & Wilcox Energy U29253MH2010PTC204890 Subsidiary 100 2(87)(ii)
Solutions Pvt. Ltd.
Dhanraj Mahal, 2nd Floor, Chhatrapati Shivaji Maharaj
Marg, Near Regal Cinema, Colaba, Mumbai-400039
7. Thermax Cooling Solutions Ltd. U29299PN2009PLC134761 Subsidiary 100 2(87)(ii)
(Formerly known as Thermax SPX Energy Technologies Ltd.)
Wakdewadi,, Pune-411003
8. First Energy Private Ltd. U40200PN2008FTC139032 Subsidiary 76 2(87)(ii)
9. Thermax International Ltd. NA Subsidiary 100 2(87)(ii)
9th Floor, Ebene Tower, 52 Cybercity, Ebene,
Republic of Mauritius
10. Thermax Europe Ltd. NA Subsidiary 100 2(87)(ii)
I Lumley Street, Mayfair, London W1K 6TT, UK
11. Thermax Inc. NA Subsidiary 100 2(87)(ii)
16200, Park Row, Suite 190, Huston, Texas 77084, USA
12. Thermax do Brasil Energia e Equipamentos Ltda. NA Subsidiary 100 2(87)(ii)
Av. Paulista, 37-04, ander-edi cio Pq,
cultural Paulista, São Paulo, Brazil
107
Sl. No. Name and Address of the Company CIN/GLN Holding/ Subsidiary/ % of Shares Held Applicable
Associates Section
13. Thermax (Zhejiang) Cooling & Heating Engineering Co Ltd. NA Subsidiary 100 2(87)(ii)
No. 645, Chayuan Road, Jiaxing Economic Development
Zone, Jiaxing, Zhejiang, China, PRC. Post: 314003
14. Thermax Denmark ApS. NA Subsidiary 100 2(87)(ii)
Industrivej Nord 13, 7400 Herning, Denmark
15. Thermax Netherlands BV. NA Subsidiary 100 2(87)(ii)
Herikerbergweg 238 Luna Arena, 1101 CM Amsterdam
Zuidoost, The Netherlands
16. Danstoker A/S NA Subsidiary 100 2(87)(ii)
Industrivej Nord 13DK-7400, Herning, Denmark
17. Ejendomsanpartsselskabet Industrivej Nord 13, NA Subsidiary 100 2(87)(ii)
DK-7400 Herning, Denmark
18. Boilerworks A/S NA Subsidiary 100 2(87)(ii)
Papegøjevej 7, DK 6270,Tonder, Denmark
19. Boilerworks Properties ApS NA Subsidiary 100 2(87)(ii)
Industrivej Nord 13, 7400, Herning, Denmark
20. Rifox-Hans Richter GmbH Spezialarmaturen NA Subsidiary 100 2(87)(ii)
Bertha-Von-Suttner- Str. 9, 28207 Bremen,
Germany HRB3148
21. Thermax SDN.BHD NA Subsidiary 100 2(87)(ii)
Suite 50-4-3A, 4th Floor, Wisma UOA Damansara 50,
Jalan Dungun 50490 Kuala Lumpur, Malaysia
22. Thermax Engineering Singapore Pte. Ltd. NA Subsidiary 100 2(87)(ii)
100 Beach Road #30-00 Shaw Towers, Singapore 189702
23. PT Thermax International NA Subsidiary 100 2(87)(ii)
Gendung Menara Palma Lontai 9, Unit 9-02, B/03, J1 HR,
Rasuna Said Block X2 Kav 6, Jakarta, 12950 Indonesia
24. Thermax Senegal S.A.R.L, NA Subsidiary 100 2(87)(ii)
Dakar Senegal Domicilia 29 Avenue Pasteur, Senegal
25. Thermax Nigeria Ltd. NA Subsidiary 100 2(87)(ii)
Landmark Towers, Plot 5B, Water Corporation Road,
Victoria Island, Lagos, Nigeria
26. Thermax Energy & Environment Philippines Corporation NA Subsidiary 100 2(87)(ii)
10/F 8 Rockwell Hidalgo – Plaza Drive Rockwell center
Makati, Matro Manila, Philippines
27. Danstoker Poland Spółka Z Ograniczona Odpowiedzialnoscia NA Subsidiary 100 2(87)(ii)
ul. kolejowa, nr 20, lok. ---, miejsc. ostrowiec swietokrzyski,
kod 27-400, poczta ostrowiec, swietokrzyski, kraj polska
28. Thermax Energy & Environment Lanka (Private) Ltd. NA Subsidiary 100 2(87)(ii)
Level 3, No. 11, Castle Lane, Colombo 04
29. Thermax Engineering Construction FZE NA Subsidiary 100 2(87)(ii)
Dangote Industries Free Zone Development Company,
LFZ, Lekki Coastal Road lbeju-Lekki, Lagos, Nigeria
30. Thermax International Tanzania Ltd. NA Subsidiary 100 2(87)(ii)
31. Thermax (Thailand) Ltd. NA Subsidiary 100 2(87)(ii)
*ARA Trusteeship Company Pvt. Ltd. (ARA) holds 7.99% shares of the company. ARA also holds 99.99% equity share capital of RDA Holdings Pvt. Ltd.
(RDA). This shareholding of ARA in RDA is in a duciary capacity (i.e. holding shares in trust) and hence it is not considered for the purpose of
determining the ‘holding-subsidiary’ relationship between RDA and ARA in view of Ministry of Corporate Affairs, Circular No. 20/2013 dated
December 27, 2013. In view of this, RDA is the holding company of Thermax Limited.
108
IV. Shareholding Pattern (Equity Share Capital Breakup as Percentage of Total Equity)
i) Category-wise Shareholding
Category of No. of Shares Held at the Beginning of the Year No. of Shares Held at the End of the Year % Change
Shareholders (As on 01-04-2019) (As on 31-03-2020) During the
Year
Demat Physical Total % of Total Demat Physical Total % of Total
Shares Shares
A. Promoters
(1) Indian
a) Individual/HUF 6000 0 6000 0 6000 0 6000 0 0
b) Central Govt(s) 0 0 0 0 0 0 0 0 0
c) State Govt(s) 0 0 0 0 0 0 0 0 0
d) Bodies Corp. 73849305 0 73849305 61.98 73849305 0 73849305 61.98 0
e) Banks/FI 0 0 0 0 0 0 0 0 0
f) Any Other 0 0 0 0 0 0 0 0 0
(Relative of Director)
Sub-total (A)(1): 73855305 0 73855305 61.98 73855305 0 73855305 61.98 0
(2) Foreign 0 0 0 0 0 0 0 0 0
a) NRIs – Individuals 0 0 0 0 0 0 0 0 0
b) Other – Individuals 0 0 0 0 0 0 0 0 0
c) Bodies Corp. 0 0 0 0 0 0 0 0 0
d) Banks/ FI 0 0 0 0 0 0 0 0 0
Sub-total 0 0 0 0 0 0 0 0 0
(A)(2):-
Total shareholding
of Promoter (A)= 73855305 0 73855305 61.98 73855305 0 73855305 61.98 0
(A)(1)+(A)(2)
B. Public Shareholding
1. Institution
a) Mutual Funds 14579583 0 14579583 12.24 18785026 0 18785026 15.77 3.53
b) Banks/FI 1959858 0 1959858 1.64 2204767 0 2204767 1.85 0.21
c) Central Govt 0 0 0 0 0 0 0 0 0
d) State Govt(s) 0 0 0 0 0 0 0 0 0
e) Venture Capital Funds 0 0 0 0 0 0 0 0 0
f) Insurance Companies 0 0 0 0 0 0 0 0 0
g) FIIs 14173194 0 14173194 11.89 9263856 0 9263856 7.77 (4.12)
109
Category of No. of Shares Held at the Beginning of the Year No. of Shares Held at the End of the Year % Change
Shareholders (As on 01-04-2019) (As on 31-03-2020) During the
Year
Demat Physical Total % of Total Demat Physical Total % of Total
Shares Shares
h) Foreign Venture Capital 0 0 0 0 0 0 0 0 0
Funds
i) Any other 0 0 0 0 0 0 0 0 0
Sub-total(B)(1): 30712635 0 30712635 25.78 30253649 0 30253649 25.39 (0.39)

2. Non-Institutions
a) Bodies Corp.
i) Indian 1329242 1000 1330242 1.12 482025 1000 483025 0.41 (0.71)
ii) Overseas 0 0 0 0 0 0 0 0 0
b) Individuals
i) Individual Shareholders 5084310 855470 5939780 4.98 5704063 241785 5945848 4.99 0.01
Holding Nominal Share Capital
upto Rs. 1 Lakh
ii) Individual shareholders 3440174 3107305 6547479 5.49 6545204 0 6545204 5.49 0
holding nominal share capital
in excess of Rs. 1 lakh*
c) Others (specify)
– Directors Relative 0 0 0 0 0 0 0 0 0
– Trusts 7457 0 7457 0.01 8512 0 8512 0.01 0
– Foreign Bodies Corporate 0 0 0 0 0 0 0 0 0
– Foreign Bodies-DR 0 0 0 0 0 0 0 0 0
– Non Resident Indian 187280 500 187780 0.16 238709 500 239209 0.2 0.04
– NRI Non Repatriation 436064 0 436064 0.37 401476 0 401476 0.34 (0.03)
– HUF 0 0 0 0 0 0 0 0 0
– Clearing Members 57509 0 57509 0.05 55303 0 55303 0.05 0
– IEPF 69928 0 69928 0.06 118902 0 118902 0.1 0.04
Sub total (B)(2):- 10624085 3964275 14588360 12.24 14804061 243285 15047346 12.63 0.39
Total Public Shareholding 41336720 3964275 45300995 38.02 45057710 243285 45300995 38.02 0
(B)=(B)(1)+ (B)(2)
C. Shares held by Custodian 0 0 0 0 0 0 0 0 0.00
for GDRs & ADRs
Grand Total 115192025 3964275 119156300 100 118913015 243285 119156300 100 0
(A+B+C)
*Note : This includes 6541440 equity shares (5.49%) held by Employee Bene t Trust of the company which are being disclosed to the stock exchanges as ‘Non promoter - Non public’
category in the shareholding pattern.
110
ii) Shareholding of Promoters
Sl. No. Shareholder’s Name Shareholding at the Beginning of the Year Shareholding at the End of the Year
(As on 01-04-2019) (As on 31-03-2020)
No. of Shares % of Total % of Shares No. of Shares % of Total % of Shares % Change in
Shares of the Pledged/ Shares of the Pledged/ Shareholding
Company Encumbered to company Encumbered to During the Year
Total Shares Total Shares
1 RDA Holdings Private Ltd. 64328500 53.99 0 64328500 53.99 0 0
Trading Pvt. Ltd.
2 ARA Trusteeship Company 9520805 7.99 0 9520805 7.99 0 0
Private Limited
3 Arnavaz Rohinton Aga
NIL
4 Meher Pudumjee
5 Pheroz Pudumjee 6000 0 0 6000 0 0 0
Total 73855305 61.98 0 73855305 61.98 0 0
iii) Change in Promoters’ Shareholding
There is no change in promoter’s shareholding during the year.
111
iv) Shareholding Pattern of Top Ten Shareholders (Other than Directors, Promoters and Holders of GDRs
and ADRs):
Sl. No. Name of the Shareholding Date Increase/ Reason Cumulative Shareholding
Shareholder Decrease in During the Year
Shareholding
No. of Shares at the % of Total Shares No. of Shares % of Total

Beginning of the Company Shares of the
(01-04-2019) Company
1 Matthews Paci c Tiger Fund 3763769 3.16 30/03/2019 3763769 3.16

05/04/2019 -757870 Transfer 3005899 2.52
19/04/2019 -108289 Transfer 2897610 2.43
26/04/2019 -222669 Transfer 2674941 2.24
03/05/2019 -62462 Transfer 2612479 2.19
10/05/2019 -6560 Transfer 2605919 2.19
17/05/2019 -31818 Transfer 2574101 2.16
24/05/2019 -518959 Transfer 2055142 1.72
31/05/2019 -757870 Transfer 1757998 1.48
07/06/2019 -402079 Transfer 1355919 1.14
14/06/2019 -573259 Transfer 782660 0.66
21/06/2019 -463332 Transfer 319328 0.27
28/06/2019 -6647 Transfer 312681 0.26
05/07/2019 -312681 Transfer 0 0
31/03/2020 0
2 Nalanda India Equity 0 0.00 30/03/2019 0.00

Fund Ltd.
27/03/2020 3359826 Transfer 3359826 2.82
31/03/2020 3359826 2.82
3 Kotak Standard Multicap 0 0.00 30/03/2019

Fund
13/12/2019 1170106 Transfer 1170106 0.98
20/12/2019 43426 Transfer 1213532 1.02
17/01/2020 207849 Transfer 1421381 1.19
24/01/2020 533209 Transfer 1954590 1.64
07/02/2020 435000 Transfer 2389590 2.01
14/02/2020 50000 Transfer 2439590 2.05
28/02/2020 100000 Transfer 2539590 2.13
112
Shareholding

(01-04-2019) Company
06/03/2020 300000 Transfer 2839590 2.38

13/03/2020 43970 Transfer 2883560 2.42
20/03/2020 190641 Transfer 3074201 2.58
27/03/2020 65389 Transfer 3139590 2.63
31/03/2020 3139590 2.63
4 Life Insurance Corporation 1768720 1.48 30/03/2019 1768720 1.48

of India
13/09/2019 79732 Transfer 1848452 1.55
20/09/2019 168480 Transfer 2016932 1.69
27/09/2019 40000 Transfer 2056932 1.73
31/03/2020 2056932 1.73
5 SBI Blue Chip Fund 784717 0.66 30/03/2019 784717 0.66

07/06/2019 201222 Transfer 985939 0.83
14/06/2019 100511 Transfer 1086450 0.91
21/06/2019 202807 Transfer 1289257 1.08
12/07/2019 59758 Transfer 1349015 1.13
19/07/2019 70485 Transfer 1419500 1.19
31/03/2020 1419500 1.19
6 Goldman Sachs India Ltd. 1355268 1.14 30/03/2019 1355268 1.14

26/07/2019 -282961 Transfer 1072307 0.90
23/08/2019 -113585 Transfer 958722 0.80
30/08/2019 -44346 Transfer 914376 0.77
06/09/2019 -7490 Transfer 906886 0.76
13/09/2019 -7274 Transfer 899612 0.75
13/12/2019 -34325 Transfer 865287 0.73
31/01/2020 -211925 Transfer 653362 0.55
28/02/2020 -14225 Transfer 639137 0.54
06/03/2020 -4370 Transfer 634767 0.53
113
Shareholding

(01-04-2019) Company
13/03/2020 -16184 Transfer 618583 0.52

20/03/2020 -33712 Transfer 584871 0.49
27/03/2020 -584871 Transfer 0 0.00
31/03/2020 0 0.00
7 Pinebridge Investments 1302198 1.09 30/03/2019 1302198 1.09

GF Mauritius Ltd.
29/06/2019 -1302198 Transfer 0.00
31/03/2020 0.00
8 Kotak Emerging Equity 1016839 0.85 30/03/2019 1016839 0.85

Scheme
05/04/2019 100085 Transfer 1116924 0.94
19/04/2019 10927 Transfer 1127851 0.95
26/04/2019 26571 Transfer 1154422 0.97
10/05/2019 10000 Transfer 1164422 0.98
31/05/2019 35000 Transfer 1199422 1.01
07/06/2019 38 Transfer 1199460 1.01
12/07/2019 26069 Transfer 1225529 1.03
06/09/2019 603 Transfer 1226132 1.03
13/09/2019 10000 Transfer 1236132 1.04
27/09/2019 4239 Transfer 1240371 1.04
11/10/2019 17764 Transfer 1258135 1.06
18/10/2019 20000 Transfer 1278135 1.07
08/11/2019 20000 Transfer 1298135 1.09
22/11/2019 108545 Transfer 1406680 1.18
29/11/2019 34094 Transfer 1440774 1.21
06/12/2019 33022 Transfer 1473796 1.24
24/01/2020 112263 Transfer 1586059 1.33
31/01/2020 50000 Transfer 1636059 1.37
07/02/2020 100225 Transfer 1736284 1.46
14/02/2020 61356 Transfer 1797640 1.51
114
Shareholding

(01-04-2019) Company
28/02/2020 121901 Transfer 1919541 1.61

06/03/2020 61342 Transfer 1980883 1.66
13/03/2020 59727 Transfer 2040610 1.71
20/03/2020 65000 Transfer 2105610 1.77
27/03/2020 30688 Transfer 2136298 1.79
31/03/2020 2136298 1.79
9 Reliance Capital Trustee 588372 0.49 30/03/2019 588372 0.49

Co Ltd.-A/C Nippon India S
05/04/2019 178100 Transfer 766472 0.64
12/04/2019 333900 Transfer 1100372 0.92
26/07/2019 -85000 Transfer 1015372 0.85
31/03/2020 1015372 0.85
10 Kotak Funds-India 967726 0.81 30/03/2019 967726 0.81

Midcap Fund
12/04/2019 -607 Transfer 967119 0.81
05/07/2019 202583 Transfer 1169702 0.98
14/02/2020 -30568 Transfer 1139134 0.96
31/03/2020 1139134 0.96
11 Reliance Capital Trustee 950000 0.81 30/03/2019 950000 0.80

Co Ltd. A/C Reliance Large
05/04/2019 178100 Transfer 1128100 0.95
24/05/2019 29949 Transfer 1158049 0.97
31/05/2019 -31345 Transfer 1126704 0.95
14/06/2019 -252800 Transfer 873904 0.73
12/07/2019 -21200 Transfer 852704 0.72
16/08/2019 -99000 Transfer 753704 0.63
23/08/2019 -52000 Transfer 701704 0.59
30/08/2019 -8933 Transfer 692771 0.58
13/09/2019 -51000 Transfer 641771 0.54
20/09/2019 -155992 Transfer 485779 0.41
115
Shareholding

(01-04-2019) Company
25/10/2019 -56000 Transfer 429779 0.36

15/11/2019 -8253 Transfer 421526 0.35
22/11/2019 -71237 Transfer 350289 0.29
06/12/2019 -114930 Transfer 235359 0.20
13/12/2019 -235359 Transfer 0 0.00
31/03/2020 0 0.00
12 SBI Magnum Midcap Fund 913973 0.77 30/03/2019 913973 0.77

21/06/2019 200000 Transfer 1113973 0.93
28/06/2019 47229 Transfer 1161202 0.97
31/03/2020 1161202 0.97
13 Sundaram Mutual Fund A/C 882940 0.74 30/03/2019 882940 0.74

Sundaram Mid Cap Fund
10/05/2019 49469 Transfer 932409 0.78
26/07/2019 -3963 Transfer 928446 0.78
02/08/2019 -1037 Transfer 927409 0.78
27/09/2019 5000 Transfer 932409 0.78
31/03/2020 932409 0.78
Nalanda India Equity Fund Limited has become part of the top ten shareholder list as on March 31, 2020
Matthews Paci c Tiger Fund, Pinebridge Investments GF Mauritius Limited, Goldman Sachs India Limited, Reliance Capital Trustee Co Limited A/C Reliance Large have ceased to
be in the list of top ten shareholders as on March 31, 2020.
116
V) Shareholding of Directors and Key Managerial Personnel
Sl. Name Shareholding Date Increase/ Reason Cumulative Shareholding

No. Decrease in During the Year
Shareholding (01-04-2019 to 31-03-2020)
No. of Shares at the Beginning % of Total Shares No. of Shares % of Total Shares
01-04-2019 of the Company of the Company
A Director
1. Pheroz Pudumjee 6000 0.00 31/03/2020 - - 6000 0.00
B Key Managerial
Personnel (KMP)
1. Rajendran 500 0.00 31/03/2020 - - 500 0.00
Arunachalam
(Group CFO)
The following Directors/ Key Managerial Personnel (KMP) did not hold any shares during FY 2019-20:
Meher Pudumjee, Dr. Valentin A. H. von Massow, Dr. Jairam Varadaraj, Nawshir Mirza, Harsh Mariwala, S. B. Pandit,
Rajani Kesari – Directors
M. S. Unnikrishnan – Managing Director & Chief Executive Officer (KMP)
Kedar P. Phadke – Company Secretary (KMP)
VI) Indebtedness
Indebtedness of the company including interest outstanding/accrued but not due for payment
(Rs. in lakh)
Secured Loans Unsecured Loans Deposits Total
Excluding Deposits Indebtedness
Indebtedness at the Beginning of the Financial Year (01.04.2019)
i) Principal Amount 7863 7500 0 15363
ii) Interest due but not paid 0 0 0 0
iii) Interest accrued but not due 0 0 0 0
Total (i+ii+iii) 7863 7500 0 15363
Change in Indebtedness During the Financial Year
Addition 0 0 0 0
Reduction 4725 3400 0 8125
Net Change (4725) (3400) 0 (8125)
Indebtedness at the End of the Financial Year (31.03.2020)
i) Principal Amount 3138 4100 0 7238
ii) Interest due but not paid 0 0 0 0
iii) Interest accrued but not due 0 0 0 0
Total (i+ii+iii) 3138 4100 0 7238
117
vii) Remuneration of Directors and Key Managerial Personnel
A. Remuneration to Managing Director, Whole-time Directors and/or Manager:
Sl. No. Particulars of Remuneration of M. S. Unnikrishnan Total Amount

Managing Director & Chief Executive Officer (Rs. Lakh)
1 Gross salary
a. Salary as per provisions contained in section17(1) of the Income-tax Act, 1961 361.21
b. Value of perquisites u/s 17(2) Income-tax Act,1961 8.45
c. Pro ts in lieu of salary under section 17(3) Income-tax Act,1961 -
2 Stock Option -
3 Sweat Equity -
4 Commission - as % of pro t
– Others, specify - lumpsum 160.00
5 Others, please specify (Retiral Bene ts) 29.95
Total (A) 559.61
Ceiling as per the Act Rs. 1,514.75 Lakh (Being 5% of the Net Pro t of the Company
as per Section 198 of the Companies Act 2013)
B. Remuneration to other Directors:
Sl. No. Particulars of Remuneration Name of Directors (Rs. Lakh)

1 Independent Directors Dr. Jairam Dr. Valentin A. Nawshir Harsh S. B. Rajani Total
Varadaraj H. von Massow Mirza Mariwala Pandit Kesari
Fee for attending Board/Committee meetings 7.00 5.50 5.50 3.50 5.50 3.50 30.50
Commission 20.00 36.59@ 35.00 25.00 15.00 15.00 146.59
Others, please specify NA NA NA NA NA NA NA
Total (1) 27.00 42.09 40.50 28.50 20.50 18.50 177.09
2 Other Non-Executive Meher Pheroz

Directors Pudumjee Pudumjee
Fee for attending Board/
Committee meetings 6.00 7.50 - - - - 13.50
Commission 45.00 20.00 - - - - 65.00
Others, please specify - - - - - - -
Total (2) 51.00 27.50 - - - - 78.50
Total (B) = (1+2) 78.00 69.59 40.50 28.50 20.50 18.50 255.59
Total Remuneration to other Directors
Overall Ceiling as per the Act Rs. 302.95 Lakh (Being 1% of Net Pro t of the Company calculated as per
Section 198 of the Companies Act, 2013)
Total Managerial Remuneration 815.20
@44,014 Euro (Rate applicable as on March 31, 2020 - Rs. 83.14 per Euro)
118
C. Remuneration to Key Managerial Personnel other than MD/Manager/Whole-Time Director
(Rs. in Lakh)
Sl. No. Particulars of Remuneration Key Managerial Personnel
Company Chief Financial Chief Financial
Officer (up to Officer (w.e.f. Total
Secretary May 31, 2019) June 1, 2019)
Kedar P Phadke Amitabha Rajendran
1 Gross salary Mukhopadhyay Arunachalam
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act,1961 37.83 119.60 101.65 259.08
(b) Value of perquisites u/s 17(2) of the Income-tax Act,1961 0.32 4.12 1.39 5.83
(c) Pro ts in lieu of salary under section 17(3) of the Income-tax Act,1961 - - - -
2 Stock Option - - - -
3 Sweat Equity - - - -
4 Commission- - - - -
– as % of pro t
– Others, specify
5 Others, please specify (Retiral Benefits) 2.15 1.92 5.55 9.62
Total 40.30 125.64 108.59 274.53
viii) Penalties/Punishment/Compounding of Offences

Type Section of the Brief Description Details of Authority (RD / Appeal Made, if any
Companies Act Penalty/ NCLT / Court) (Give Details)
Punishment/
Compounding Fees
imposed
a) Company
Penalty
Punishment
Compounding
b) Directors
Penalty
Punishment NIL
Compounding
c) Other Officers in Default
Penalty
Punishment
Compounding
119
INDEPENDENT AUDITOR'S REPORT
To the Members of Thermax Limited
Report on the Audit of the Standalone Ind AS Financial Statements
Opinion
We have audited the accompanying standalone Ind AS financial statements of Thermax Limited (“the Company”), which
comprise the Balance sheet as at March 31, 2020, the Statement of Profit and Loss, including the statement of Other
Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and notes
to the standalone Ind AS financial statements, including a summary of significant accounting policies and other explanatory
information.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone Ind AS
financial statements give the information required by the Companies Act, 2013, as amended (“the Act”) in the manner so
required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of
affairs of the Company as at March 31, 2020, its profit including other comprehensive income, its cash flows and the changes in
equity for the year ended on that date.
Basis for Opinion
We conducted our audit of the standalone Ind AS financial statements in accordance with the Standards on Auditing (SAs), as
specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the ‘Auditor’s
Responsibilities for the Audit of the Standalone Ind AS Financial Statements’ section of our report. We are independent of the
Company in accordance with the ‘Code of Ethics’ issued by the Institute of Chartered Accountants of India together with the
ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules
thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of
Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion
on the standalone Ind AS financial statements.
Emphasis of Matter
We draw attention to note 41 of the accompanying standalone Ind AS financial statements which describes the management's
evaluation of impact of uncertainties related to COVID-I9 and its consequential effects on the carrying value of its trade
receivables, contract balances and inventories as at March 31, 2020 and the operations of the Company. Our opinion is not
modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone
Ind AS financial statements for the financial year ended March 31, 2020. These matters were addressed in the context of our
audit of the standalone Ind AS financial statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in
that context.
We have determined the matters described below to be the key audit matters to be communicated in our report. We have
fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the standalone Ind AS financial
statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of
procedures designed to respond to our assessment of the risks of material misstatement of the standalone Ind AS financial
120
statements. The results of our audit procedures, including the procedures performed to address the matters below, provide
the basis for our audit opinion on the accompanying standalone Ind AS financial statements.
Key audit matters How our audit addressed the key audit matter
(a) Revenue recognition for Engineering, Procurement and Constructions contracts
(refer note 21(c) of the standalone Ind AS financial statements)
The Company’s significant portion of business is Our audit procedures included the following
undertaken through Engineering, Procurement and • We understood the Company’s policies and processes,
Construction (EPC) contracts. Revenue from these control mechanisms and methods in relation to the
contracts is recognized over a period of time in accordance revenue recognition for these contracts and evaluated
with the requirements of Ind AS 115, Revenue from the design and operative effectiveness of the financial
Contracts with Customers. Due to the nature of the controls from the above through our test of control
contracts, revenue is accounted over a period of time procedures.
(using input method) which requires identification of • We ev a l u a t e d m a n a g e m e n t ’ s e s t i m a t e s a n d
contractual obligations, significant judgement with assumptions for a selected (risk-based method)
regards to determining contract costs incurred to date sample contracts and inspected the underlying
compared to estimated total contract costs, the documents which form the basis of revenue
Company’s rights to receive payments for performance recognition under the input method. We evaluated the
completed till date, changes in scope and consequential management’s process to recognize revenue over a
revised contract price and recognition of the liability for period of time, total cost estimates, status of the
loss making contracts/ onerous obligations. Revenues and projects and re-calculated the arithmetical accuracy of
profits for the year under audit, may deviate significantly the same.
on account of change in such judgements and estimates. • Amongst others, for a sample of contracts, we
Revenue from such contracts amounted to Rs. 2,590.29 performed the following procedures:
crores (including Rs. 873.48 crores pertaining to • Provision for liquidated damages: Our procedures
discontinued operations). involved discussions with management and project
teams to understand the status of the project and
on-going discussions with the customers in terms
of likelihood of imposing any contractual penalties
and analyzed the above through inspection of the
relevant documents and correspondences.
• Contingency provisions: We understood the
management’s estimate and rationale for provision
movement during the year. We analyzed the
movement throughout the life of the contract and
discussed progress to date with individual project
teams to determine whether the remaining
contingency was sufficient to cover residual risks
of those projects.
• Assessment of costs-to-complete: We performed
procedures on balance cost estimation, tested the
historical accuracy of previous forecasts and
discussed variances with project teams. We tested
121
that the costs incurred were accrued at year end

and also tested the assumptions for balance costs-
to-complete.
• We understood the management’s assessment of the
impact due to the lockdown and other restrictions
caused by COVID-19 in relation to the above
• We performed analytical procedures and checked
exceptions for contracts with low or negative margins,
loss making contracts/ onerous contracts, contracts
with significant changes in cost estimates and
significant overdue net receivable positions for
contracts with marginal or no movement to determine
the level of provisioning required.
.• We read and tested the presentation and disclosure of
such EPC contracts in the standalone Ind AS financial
statements.
(b) Impairment of investment in subsidiaries

(Refer note 5, note 6 (a) and note 40 of the standalone Ind AS financial statements)
During the current year, impairment indicators were Our audit procedures for investment balances included
identified by the management on the investments of Rs the following:
930.19 crores. Management’s assessment for impairment • We understood the management’s process of
of investments in subsidiaries requires estimation and forecasting the future cash flows, evaluated the
judgement around assumptions used, including the assumptions and compared the estimates to externally
recoverable value of underlying tangible assets. available industry, economic and financial data,
Furthermore, the value in use is highly sensitive to changes wherever available and necessary;
in some of the inputs used for forecasting the future cash • We assessed that the methodology used by
flows. Changes to assumptions could lead to material management to estimate the recoverable value of each
investment is consistent with accounting standards;
changes in the estimated recoverable amount, impacting
both potential impairment charges and also potential • We assessed the assumptions used by the management
to determine the recoverable amount of the
reversals of impairment taken in prior years. Accordingly,
investment in subsidiaries;
this is considered as a key audit matter.
• We compared the carrying values of the Company’s
investment in these subsidiaries for which audited
financial statements were available with their
respective net asset values and discussed with
management about their performance and future
outlook;
• We considered the potential impact of reasonably
possible downside changes in these key assumptions
as part of sensitivity analysis;
• We read and assessed the presentation and disclosure
of such impairment in the standalone Ind AS financial
statements.
122
c) Impairment of financial and contract assets:

(refer note 7 and note 9(b) of the standalone Ind AS Financial Statements)
Impairment of financial assets and contract assets is Our audit procedures included the following:
covered through Expected Credit Losses (ECL) method • We evaluated the management’s key data sources and
under Ind AS 109 and is expected to reflect the general assumptions used in the Expected Credit Loss (ECL)
pattern of deterioration or improvement in the credit model to determine impairment provisions including
quality of financial instruments. Impairment of financial any updates to such assumptions due to COVID 19;
assets is a key audit matter as the Company has devised a
• We understood the management’s basis to consider
model to recognize impairment through ECL method using
the associated risks for identifying homogeneous
individual receivables or homogeneous group of
group of receivables;
receivables with similar credit risk characteristics. The
• We evaluated the process followed by the Company’s
calculation of the impairment allowance under expected
for determination of credit risk and the resultant basis
credit losses is highly judgmental as it requires
for classification of receivables into various stages; For
management to make significant assumptions on customer
a sample of receivables, we tested the ageing of the
payment behaviour and other relevant risk characteristics
receivables considered for impairment calculation;
when assessing the Company’s statistics of historical
information and estimating the level and timing of • We assessed the completeness of financial assets
expected future cash flows. The timing of future cash flows included in the ECL calculations as of the reporting
may also vary to some extent due to COVID-19. As at the date;
March 31, 2020, the Company recorded an impairment • We considered the consistency of various inputs and
provision of Rs 286.68 crores for its receivables and assumptions used by the Company’s management to
unbilled revenue. determine impairment provisions;
• We assessed the adequacy of related disclosures in the
notes to standalone Ind AS financial statements.
We have determined that there are no other key audit matters to communicate in our report.
Information Other than the Financial Statements and Auditor’s Report Thereon
The Company’s Board of Directors is responsible for the other information. The other information comprises the information
included in the Annual report such as the management report and chairman’s statement but does not include the standalone
Ind AS financial statements and our auditor’s report thereon.
Our opinion on the standalone Ind AS financial statements does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the standalone Ind AS financial statements, our responsibility is to read the other information
and, in doing so, consider whether such other information is materially inconsistent with the financial statements or our
knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we
conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing
to report in this regard.
123
Responsibilities of Management and Those Charged with Governance for the Standalone Ind AS Financial Statements
The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the
preparation of these standalone Ind AS financial statements that give a true and fair view of the financial position, financial
performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the
accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section
133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. This responsibility also
includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the
assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design,
implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the
accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone Ind AS
financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone Ind AS financial statements, management is responsible for assessing the Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative
but to do so.
Those Charged With Governance are also responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Standalone Ind AS Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone Ind AS financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will
always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these standalone Ind AS financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism
throughout the audit. We also:
• Identify and assess the risks of material misstatement of the standalone Ind AS financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our
opinion on whether the Company has adequate internal financial controls system in place and the operating
effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements
124
or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to
cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the standalone Ind AS financial statements, including the
disclosures, and whether the standalone Ind AS financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to
bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the standalone Ind AS financial statements for the financial year ended March 31, 2020 and are
therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the
public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”), issued by the Central Government of India in
terms of sub-section (11) of section 143 of the Act, we give in the “Annexure 1” a statement on the matters specified in
paragraphs 3 and 4 of the Order.
2. As required by Section 143(3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief
were necessary for the purposes of our audit;
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from
our examination of those books;
(c) The Balance Sheet, the Statement of Profit and Loss including the Statement of Other Comprehensive Income, the
Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the
books of account;
(d) In our opinion, the aforesaid standalone Ind AS financial statements comply with the Accounting Standards
specified under section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as
amended;
(e) The matter described in ‘Emphasis of Matter’ paragraph above, in our opinion, may not have an adverse effect on
the functioning of the Company;
(f) On the basis of the written representations received from the directors as on March 31, 2020 taken on record by
the Board of Directors, none of the directors is disqualified as on March 31, 2020 from being appointed as a director
in terms of Section 164(2) of the Act;
(g) With respect to the adequacy of the internal financial controls over financial reporting of the Company with
reference to these standalone Ind AS financial statements and the operating effectiveness of such controls, refer to
our separate Report in “Annexure 2” to this report;
(h) In our opinion, the managerial remuneration for the year ended March 31, 2020 has been paid/ provided by the
Company to its directors in accordance with the provisions of section 197 read with Schedule V to the Act;
125
(i) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and
according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its standalone Ind AS
financial statements – refer note 32(A) to the standalone Ind AS financial statements;
ii. The Company has made provision, as required under the applicable law or accounting standards, for material
foreseeable losses, if any, on long-term contracts including derivative contracts – refer note 17(b) to the
standalone Ind AS financial statements; and
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and
Protection Fund by the Company

Chartered Accountants
ICAI Firm Registration Number: 324982E/E300003

Partner
Membership Number: 501160
UDIN: 20501160AAAABO4329
Place of Signature: Pune

Date: June 18, 2020
126
Annexure 1 as referred to in paragraph 1 under the heading ‘Report on Other Legal and Regulatory Requirements’ of our
report of even date
Re: Thermax Limited (“the Company”)
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation
of fixed assets.
(b) All fixed assets have not been physically verified by the management during the year but there is a regular
programme of verification which, in our opinion, is reasonable having regard to the size of the Company and the
nature of its assets. No material discrepancies were noticed on such verification.
(c) According to the information and explanations given by the management, the title deeds of immovable properties
included in property, plant and equipment are held in the name of the Company.
(ii) The inventories have been physically verified by the management during the year except for one factory, where physical
verification of inventories was conducted subsequent to the year end due to the lockdown on account of COVID-19. No
material discrepancies were noticed on such physical verification. Inventories lying with third parties have been
confirmed by them as at March 31, 2020 and no material discrepancies were noticed in respect of such confirmations.
(iii) According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured
to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189
of the Companies Act, 2013 (‘the Act’). Accordingly, the provisions of clause 3(iii)(a), (b) and (c) of the Order are not
applicable to the Company and hence not commented upon.
(iv) In our opinion and according to the information and explanations given to us, provisions of section 185 and 186 of the Act
in respect of loans to directors including entities in which they are interested and in respect of loans and advances given,
investments made and guarantees and securities given have been complied with by the Company.
(v) In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits
within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as
amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable to the Company and hence not
commented upon.
(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central
Government for the maintenance of cost records under section 148(1) of the Act, related to the manufacture of
chemicals, and are of the opinion that prima facie, the specified accounts and records have been made and maintained.
We have not, however, made a detailed examination of the same.
(vii) (a) The Company is generally regular in depositing with appropriate authorities undisputed statutory dues including
provident fund, employees’ state insurance, income tax, duty of custom, goods and services tax, cess and other
statutory dues applicable to it.
(b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident
fund, employees’ state insurance, income tax, duty of custom, goods and services tax, cess and other statutory dues
were outstanding, at the year end, for a period of more than six months from the date they became payable.
(c) According to the records of the Company, the dues of income-tax, sales-tax, service tax, duty of custom, duty of
excise, value added tax and cess on account of any dispute, are as follows:
127
Name of the Nature of Forum where the Period to which Disputed dues, not deposited*^
Statute Dues dispute is pending amount related (Rs. in crores)
Central Excise Excise Duty Supreme Court FY 1997 - 98 -
Act, 1944 [net of deposit Rs 5.31]
Appellate Tribunal** FY 2000-01 to 2015-16 144.01

[net of deposit Rs 5.65]
Income Tax Income Tax High Court AY 1993-94, AY 1996-97, -

Act, 1961 AY 1997-98, AY 2004-05 [net of advance Rs 2.28]
and AY 2005-06
Appellate Tribunal AY 2003-2004, AY 2005-06 2.66
and AY 2009-10
Appellate Authority AY 2014-15, AY 2015-16 19.33
upto Commissioner and AY 2016-17
Level
Central Sales Sales tax and High Court** FY 2000-01, 2001-02, 43.47
Tax and Value Added 2010-11 to 2014-15 [net of deposit Rs 0.20]
Local Sales tax Tax
Appellate Tribunal** FY 2003- 04, 2006- 07, 0.08
2008- 09, 2013- 14
Appellate Authority FY 2004 -05, 2006 - 07 17.60
upto Commissioner to 2014 - 15 [net of deposit Rs 0.25]
Level**
Finance Act, Service Tax Appellate Tribunal FY 2012-13 to 2015-16 2.66
1994 [net of deposit Rs 0.16]
Custom duty Supreme Court FY 2005-06 -
Customs Act,
[net of deposit Rs 0.56]
1962
Appellate Authority FY 2005-06 0.59
upto Commissioner [net of deposit Rs 0.02]
Level
*net of advances / deposits paid under protest

**excluding cases transferred to wholly owned subsidiary under slump sale. Also refer note 32 of the financial statements
êxcluding the interest and penalty thereon
(viii) In our opinion and according to the information and explanations given by the management, the Company has not
defaulted in repayment of loans or borrowings to banks. The Company did not have any outstanding loans or borrowing
dues in respect of a financial institution or to government or dues to debenture holders during the year.
(ix) According to the information and explanations given by the management, the Company has not raised any money way of
initial public offer/ further public offer/ debt instruments and term loans hence, reporting under clause (ix) is not
(x) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the standalone Ind AS
financial statements and according to the information and explanations given by the management, we report that no
fraud by the Company or material fraud on the Company by the officers and employees of the Company has been noticed
or reported during the year.
(xi) According to the information and explanations given by the management, the managerial remuneration has been paid/
provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to
the Act.
128
(xii) In our opinion, the Company is not a nidhi company. Therefore, the provisions of clause 3(xii) of the order are not
(xiii) According to the information and explanations given by the management, transactions with the related parties are in
compliance with section 177 and section 188 of the Act where applicable and the details have been disclosed in the notes
to the standalone Ind AS financial statements, as required by the applicable accounting standards.
(xiv) According to the information and explanations given to us and on an overall examination of the balance sheet, the
Company has not made any preferential allotment or private placement of shares or fully or partly convertible
debentures during the year under review and hence, reporting requirements under clause 3(xiv) are not applicable to the
Company and hence, not commented upon.
(xv) According to the information and explanations given by the management, the Company has not entered into any non-
cash transactions with directors or persons connected with him as referred to in section 192 of the Act.
(xvi) According to the information and explanations given to us, the provisions of section 45-IA of the Reserve Bank of India
Act, 1934 are not applicable to the Company.


Partner

Date: June 18, 2020
129
Annexure 2 as referred to in paragraph 2(g) under the heading ‘Report on Other Legal and Regulatory Requirements’ of our
report of even date
Report on the Internal Financial Controls under clause (i) of sub-section 3 of section 143 of the Companies Act, 2013 (“the
Act”)
We have audited the internal financial controls over financial reporting of Thermax Limited (“the Company”) as of March 31,
2020, in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that
date.
Management’s Responsibility for Internal Financial Controls
The Company’s Management is responsible for establishing and maintaining internal financial controls based on the internal
control over financial reporting criteria established by the Company considering the essential components of internal control
stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by
the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and
maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient
conduct of its business, including adherence to the Company’s policies, the safeguarding of its assets, the prevention and
detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of
reliable financial information, as required under the Act.
Auditor’s Responsibility
Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting with reference
to these standalone Ind AS financial statements based on our audit. We conducted our audit in accordance with the Guidance
Note and the Standards on Auditing as specified under section 143(10) of the Act to the extent applicable to an audit of internal
financial controls and, both issued by the ICAI. Those Standards and the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial
controls over financial reporting with reference to these standalone Ind AS financial statements was established and
maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls over
financial reporting with reference to these standalone Ind AS financial statements and their operating effectiveness. Our audit
of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over
financial reporting with reference to these standalone Ind AS financial statements, assessing the risk that a material weakness
exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The
procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on
the internal financial controls over financial reporting with reference to these standalone Ind AS financial statements.
Meaning of Internal Financial Controls Over Financial Reporting with reference to these Financial Statements
A company's internal financial control over financial reporting with reference to these standalone Ind AS financial statements
is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal
financial control over financial reporting with reference to these standalone financial statements includes those policies and
procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that
receipts and expenditures of the company are being made only in accordance with authorisations of management and
directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised
acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
130
Inherent Limitations of Internal Financial Controls Over Financial Reporting with reference to these Standalone Ind AS
Financial Statements
Because of the inherent limitations of internal financial controls over financial reporting with reference to these standalone
Ind AS financial statements, including the possibility of collusion or improper management override of controls, material
misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial
controls over financial reporting with reference to these standalone financial statements to future periods are subject to the
risk that the internal financial control over financial reporting with reference to these standalone Ind AS financial statements
may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures
may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, adequate internal financial controls over financial reporting with
reference to these standalone Ind AS financial statements and such internal financial controls over financial reporting with
reference to these standalone Ind AS financial statements were operating effectively as at March 31, 2020, based on the
internal control over financial reporting criteria established by the Company considering the essential components of internal
control stated in the Guidance Note issued by the ICAI.


Partner

Date: June 18, 2020
131
Balance Sheet as at March 31, 2020
(All amounts are in Rupees Crore, except per share data and unless stated otherwise)
Particulars Note No. As at As at
March 31, 2020 March 31, 2019
Assets
I. Non-current assets
Property, plant and equipment 4 (a) 653.66 697.97
Capital work-in-progress 4 (a) 55.42 29.17
Right-of-use assets 4 (b) 79.28 -
Intangible assets 4 (c) 15.14 14.91
Investments in subsidiaries 5 653.37 657.55
Financial assets:
(a) Investments 6 (a) 118.99 109.93
(b) Trade receivables 7 (a) 92.13 60.55
(c) Loans 8 (a) 232.50 12.09
(d) Other assets 9 (a) 0.05 0.05
Deferred tax assets (net) 10 40.38 49.35
Income tax assets (net) 84.17 48.70
Other assets 11 (a) 61.68 131.56
Total non-current assets 2,086.77 1,811.83
II. Current assets
Inventories 12 255.01 230.44
Financial assets:
(a) Investments 6 (b) 637.14 656.92
(b) Trade receivables 7 (b) 753.36 836.90
(c) Cash and cash equivalents 13 (a) 86.84 92.88
(d) Bank balances other than (c) above 13 (b) 141.64 25.88
(e) Loans 8 (b) 84.27 12.54
(f) Other assets 9 (b) 116.92 449.88
Other assets 11 (b) 247.21 308.59
Total current assets 2,323.07 2,618.35
III. Assets classified as held for disposal (transfer to group company) 29 - 1,708.67
Total Assets 4,409.84 6,138.85
Equity and liabilities
IV. Equity
Equity share capital 14 23.83 23.83
Other equity 15 2,713.66 2,712.02
Total equity 2,737.49 2,735.85
V. Non-current liabilities
Financial liabilities:
(a) Trade payables 16 (a) 45.58 31.78
(b) Other liabilities 17 (a) 7.15 1.11
Provisions 18 (a) 11.13 7.49
Other liabilities 19 (a) 8.43 18.22
Total non-current liabilities 72.29 58.60
VI. Current liabilities
(a) Borrowings 20 72.38 40.00
(b) Trade payables 16 (b)
Total outstanding dues of micro and small enterprises 108.78 69.05
Total outstanding dues of creditors other than micro and small enterprises 493.81 729.89
(c) Other liabilities 17 (b) 72.62 95.80
Other liabilities 19 (b) 754.05 749.50
Provisions 18 (b) 88.62 71.13
Income tax liabilities (net) 9.80 11.02
Total current liabilities 1,600.06 1,766.39
VII. Liabilities directly associated with assets classified as held for disposal 29 - 1,578.01
(transfer to group company)
Total equity and liabilities 4,409.84 6,138.85
Summary of significant accounting policies 2
Summary of significant accounting judgements, estimates and assumptions 3
The accompanying notes are an integral part of these financial statements.
For S R B C & CO LLP For and on behalf of the Board of Directors of Thermax Limited
Chartered Accountants Meher Pudumjee M. S. Unnikrishnan
ICAI Firm Reg No. 324982E/E300003 Chairperson Managing Director and CEO
per Tridevlal Khandelwal DIN: 00019581 DIN: 01460245
Partner
Membership No. 501160 Rajendran Arunachalam Kedar Phadke
Executive Vice President Company Secretary
Place : Pune and Group Chief Financial Officer
Date : June 18, 2020
Place: Pune
Date: June 18, 2020
132
Statement of profit and loss for the year ended March 31, 2020
Particulars Note No. Year Ended Year Ended
March 31, 2020 March 31, 2019
A. Continuing operations
Income
Revenue from operations 21 3,215.08 3,541.10
Other income 22 104.40 122.80
Total Income (I) 3,319.48 3,663.90
Expenses
Cost of raw materials and components consumed 23 1,760.38 2,111.73
Purchase of traded goods 99.53 111.18
(Increase) in inventories of finished goods, work-in-progress and traded goods 24 (12.80) (16.89)
Employee benefits expense 25 430.94 393.34
Finance cost 26 5.23 5.26
Depreciation and amortisation expense 27 62.61 50.13
Other expenses 28 (a) 723.55 691.02
Total expenses (II) 3,069.44 3,345.77
Profit before exceptional items and tax (III) = (I-II) 250.04 318.13
Exceptional items (IV) 40 (14.89) (47.85)
Profit before tax from continuing operations (V) = (III - IV) 235.15 270.28
Tax expense of continuing operations 10
Current tax 61.51 106.15
Deferred tax 12.25 3.11
Total tax expense of continuing operations (VI) 73.76 109.26
Profit for the year from continuing operations (VII) = (V - VI) 161.39 161.02
B. Discontinued operations
Profit before tax from discontinued operations (VIII) 29 90.49 173.22
Tax expense of discontinued operations 10
Deferred tax 20.01 (8.65)
Total tax expense of discontinued operations (IX) 10 37.89 59.00
Profit for the year from discontinued operations (X) = (VIII - IX) 52.60 114.22
Profit for the year from continuing and discontinued operations (VII + X) 213.99 275.24
Other comprehensive income (OCI)
A. Items that will be reclassified subsequently to profit or loss 31
Net loss on cash flow hedge (3.56) (32.24)
Less: Income tax effect 0.78 11.14
(2.78) (21.10)
B. Items that will not be reclassified subsequently to profit or loss 31
Re-measurement gain/(loss) of defined benefit plan (12.88) 0.44
Less: Income tax effect 2.50 (0.16)
(10.38) 0.28
Net other comprehensive income for the year (net of tax) (13.16) (20.82)
Total comprehensive income for the year 200.83 254.42
Earning per equity share (Basic and Diluted) [Nominal value per share 30
Rs. 2/- each (March 31, 2019: 2/-)]
From continuing operations 13.54 13.51
From discontinued operations 4.41 9.59
From continuing and discontinued operations 17.95 23.10
ICAI Firm Reg No. 324982E/E300003 Meher Pudumjee M. S. Unnikrishnan
Chairperson Managing Director and CEO
Partner
Place: Pune
Date: June 18, 2020
133
Statement of Changes in Equity for the year ended March 31, 2020
A Equity Share Capital
Particulars Notes No As at As at
March 31, 2020 March 31, 2019
Balance at the beginning of the year 14 23.83 23.83

Changes in equity shares capital during the year 14 - -
Balance at the end of the year 14 23.83 23.83
B Other Equity
Reserves and surplus Other

Reserves
Particulars
Capital Cash flow Total
General Capital Retained Securities
redemption Total hedge Other
reserve reserve earnings premium
reserve reserve equity
As at April 1, 2018 429.14 1.92 50.34 1,975.29 61.13 2,517.82 23.91 2,541.73
Profit for the year (including profit - - - 275.24 - 275.24 - 275.24

from discontinued operations)
Other Comprehensive Income (net) - - - 0.28 - 0.28 (21.10) (20.82)
Total comprehensive income - - - 275.52 - 275.52 (21.10) 254.42
Dividends paid - - - (71.49) - (71.49) - (71.49)
Dividend distribution tax paid - - - (12.64) - (12.64) - (12.64)
As at March 31, 2019 429.14 1.92 50.34 2,166.68 61.13 2,709.21 2.81 2,712.02
Profit for the year (including profit - - - 213.99 - 213.99 - 213.99

from discontinued operations)
Other Comprehensive Income (net) - - - (10.38) - (10.38) (2.78) (13.16)
Dividends paid - - - (166.82) - (166.82) - (166.82)
Dividend distribution tax paid - - - (32.37) - (32.37) - (32.37)
As at March 31, 2020 429.14 1.92 50.34 2,171.10 61.13 2,713.63 0.03 2,713.66
ICAI Firm Reg No. 324982E/E300003
Partner
and Group Chief Financial Officer
Place : Pune
Place: Pune
Date: June 18, 2020
134
Cash flow statement for the year ended March 31, 2020
Year Ended Year Ended

March 31, 2020 March 31, 2019
A) Cash flows from operating activities

Profit before tax (after exceptional item)
Continuing operations 235.15 270.28
Discontinued operations 90.49 173.22
Adjustments to reconcile profit before tax to net cash flows

Depreciation on Property, plant and equipment and 59.43 52.05
right-of-use assets
Amortization on intangible assets 9.79 11.43
Provision for impairment allowance of financial assets (net) (3.41) 31.97
Provision for impairment of investment in subsidiaries and 14.89 47.85
joint ventures
Interest expense 4.58 3.76
Unrealized foreign exchange (gain) (8.60) (4.31)
Bad debts/ advances written off 37.45 9.65
Unwinding of discount 3.08 4.59
Interest income (22.58) (7.46)
Dividend income (14.83) (12.00)
Liabilities no longer required written back (5.63) (17.28)
Loss on sale/ discard of assets (net) 1.55 0.67
Fair value gain on financial instrument at fair value through (39.13) (71.97)
profit and loss (net)
Working capital adjustments

(Increase) in trade receivables (114.47) (166.29)
Decrease/(Increase) in inventories 25.69 (169.52)
Decrease/(Increase) in other financial assets 426.05 (630.41)
Decrease/(Increase) in other assets 91.83 (47.97)
(Decrease)/Increase in trade payables (222.61) 350.84
(Decrease)/Increase in other liabilities (204.36) 248.11
Increase/(Decrease) in provisions 20.56 (27.89)
(Decrease)/Increase in other financial liabilities (19.29) 6.32
Cash generated from operations 365.63 55.64
Direct taxes paid (net of refunds received) (112.45) (172.79)
Net cash flow (used in)/ from operating activities 253.18 (117.15)
.
B) Cash flows from/(used in) investing activities
(Purchase) of Property, plant and equipment, (89.29) (125.14)
right-of-use assets and intangible assets
Redemption/(Investment) in subsidiaries 2.91 (191.30)
Loan given to subsidiaries (297.12) (6.00)
Investment in fixed deposits (113.07) (28.39)
Net Sale of other investments 32.60 592.98
Interest and dividend received 30.71 12.19
Consideration towards sale of B&H business (Net) 334.87 -
Net cash flows (used in)/from investing activities (98.40) 254.34
135
Cash flow statement for the year ended March 31, 2020
Note No. Year Ended Year Ended

March 31, 2020 March 31, 2019
C) Cash flows (used in) financing activities

(Repayment)/Proceeds from borrowings (net) (33.84) 37.14
Interest paid (4.58) (3.76)
Dividend paid and tax thereon (199.19) (83.96)
Payment of lease liability (0.98) -
Net cash flows (used in) financing activities (238.59) (50.58)
Net increase in cash and cash equivalents (83.81) 86.61
Cash and cash equivalents at the beginning of the year 167.24 80.63
Cash and cash equivalents at the end of the year 83.43 167.24
Reconciliation of cash and cash equivalents as per the cash flow statement:
March 31, 2020 March 31, 2019

Cash and cash equivalents of continuing operations 86.84 92.88
Cash and cash equivalents of discontinued operations - 96.55
Book overdraft of continuing operations (3.41) (22.19)
Partner
Place : Pune
Place: Pune
Date: June 18, 2020
136
Notes to the standalone financial statements for the year ended March 31, 2020
1. Corporate information
Thermax Limited (‘the Company') offers solutions to energy, environment and chemical sectors. The Company’s portfolio
includes boilers and heaters, absorption chillers/ heat pumps, power plants, solar equipment, air pollution control
equipment/system, water and waste recycle plant, ion exchange resins and performance chemicals and related services.
The Company is a public limited company incorporated and domiciled in India. It is listed on the BSE Limited (BSE) and
National Stock Exchange Limited (NSE) in India. The address of its registered office is D-13, MIDC Industrial Area, R.D.
Aga Road, Chinchwad, Pune- 411019, India. The Board of Directors have authorized to issue these standalone financial
statements on June 18, 2020. The CIN of the Company is L29299PN1980PLC022787.
2. Significant accounting policies
2.1. Basis of preparation and measurement
(a) Basis of preparation
These standalone financial statements have been prepared in accordance with the Indian Accounting Standards
(Ind AS), notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time)
and presentation requirements of Division II of Schedule III to the Companies Act, 2013, (Act) as applicable to the
standalone financial statements.
The preparation of the standalone financial statements requires the use of certain critical accounting judgements,
estimates and assumptions. It also requires the management to exercise judgment in the process of applying the
Company’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where
assumptions and estimates are significant to the standalone financial statements are disclosed in note 3.
The employee welfare trusts (including an ESOP trust) being separate legal entities, are not considered for the
purpose of consolidation in the standalone financial statements. However, these trusts have been consolidated in
the consolidated financial statements under Ind AS 110.
(b) Basis of measurement
The standalone financial statements have been prepared on the accrual and going concern basis under historical
cost convention except the following:
• Derivative financial instruments;
• Certain financial assets and liabilities measured at fair value (refer accounting policy regarding financial
instruments); and
• Defined benefit plans whereby the plan assets are measured at fair value.
2.2. Changes in accounting policies and disclosures
2.2.1 Ind AS 116 - Leases
The Company has adopted Ind AS 116 w.e.f. April 1, 2019. The nature and effect of the changes as a result of
adoption of this new accounting standard are described below.
Ind AS 116 was issued on March 30, 2019 and supersedes Ind AS 17 on Leases. Ind AS 116 introduces significant
changes to lessee accounting by removing the distinction between operating and finance lease and requiring the
recognition of a right-of-use (ROU) asset and a lease liability at commencement for all leases, except for short-term
leases and leases of low value assets. In contrast to lessee accounting, the requirements for lessor accounting have
remained largely unchanged.
a. Impact of the new definition of a lease
The Company used the practical expedient available in the transition to Ind AS 116 so as not to reassess whether a
contract is or contains a lease. Therefore, the lease definition set out in Ind AS 17 remained applicable to leases
contracted or modified prior to April 1, 2019. The Company applied the lease definition and related guidance
described in Ind AS 116 to all lease agreements entered or modified on or after April 1, 2019.
137
b. Impact on Lessee Accounting

Former Operating Leases
Ind AS 116 changes how the Company accounts for leases previously classified as operating leases under
Ind AS 17, which were off balance sheet.
Applying Ind AS 116, for all leases, the Company:
(a) Recognises right-of-use assets and lease liabilities in the standalone financial statements of financial
position, initially measured at the present value of the future lease payments.
(b) Recognises depreciation of right-of-use assets and interest on lease liabilities in profit or loss.
(c) Separates the total amount of cash paid into a principal portion (presented within financing activities)
and interest (presented within financing activities) in the standalone financial statements of cash
flows.
Under Ind AS 116, right-of-use assets are tested for impairment in accordance with Ind AS 36.
For short-term leases (lease term of 12 months or less) and leases of low-value assets (such as laptop,
printers, personal computers, small items of office furniture and telephones), the Company has opted to
recognise a lease expense on a straight-line basis as permitted by Ind AS 116. This expense is presented
within ‘other expenses’ in profit or loss.
c. Financial impact of the initial application of Ind AS 116
On transition to Ind AS 116, the Company has elected to adopt the modified retrospective approach. Consequently,
the Company recorded the lease liability at the value of future lease payment and right of use of asset at an amount
equal to the lease liability, adjusted by the amount of any prepaid or accrued lease payments relating to that lease
recognized in the balance sheet immediately before the date of initial application. Under this approach, there were
no material adjustments required to the retained earnings at April 1, 2019.
On transition, the adoption of the new standard resulted in recognition of 'Right of Use' asset and Lease Financial
Liability of Rs. 85.34 and Rs. 8.10 respectively.
The following is the summary of practical expedients elected on initial application:
1. Applied the exemption not to recognize right-of-use assets and liabilities for leases with less than 12 months
of lease term on the date of initial application.
2. Excluded the initial direct costs from the measurement of the right-of-use asset at the date of initial
application.
2.2.2. Others
Several other amendments and interpretations apply for the first time in the year ended March 31, 2020, but do not
have an impact on the standalone financial statements of the Company. The Company has not early adopted any
standards or amendments that have been issued but are not yet effective.
2.3 Summary of significant accounting policies
a. Current and non-current classification
All assets and liabilities have been classified as current and non-current as per the Company's normal operating
cycle and other criteria set out in the Schedule III to the Act. Based on the nature of products and services and the
time between the acquisition of assets for processing and their realisation in cash and cash equivalents, the
Company has ascertained its operating cycle as 12 months for the purpose of current and non-current
classification of assets and liabilities. Deferred tax assets and liabilities are classified as non-current assets and
liabilities.
138
b. Foreign currencies
The Company’s standalone financial statements are prepared in INR, which is also the functional currency of the
Company.
Transactions and balances
Transactions in foreign currencies are initially recorded at the functional currency spot rates at the date the
transaction first qualifies for recognition. Monetary assets and liabilities denominated in foreign currencies are
translated at the functional currency spot rates of exchange at the reporting date. Exchange differences arising on
settlement or translation of monetary items are recognized in the Statement of profit and loss.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the
exchange rates at the dates of the initial transactions.
c. Fair value measurement
The Company measures financial instruments, such as, derivatives at fair value at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date. The fair value measurement is based on the presumption
that the transaction to sell the asset or transfer the liability takes place either:
• in the principal market for the asset or liability, or
• in the absence of a principal market, in the most advantageous market for the asset or liability.
The principal or the most advantageous market must be accessible by the Company. The fair value of an asset or a
liability is measured using the assumptions that market participants would use when pricing the asset or liability,
assuming that market participants act in their economic best interest.
A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate
economic benefits by using the asset in its highest and best use or by selling it to another market participant that
would use the asset in its highest and best use.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are
available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of
unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the standalone financial statements are
categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to
the fair value measurement as a whole:
• Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities
• Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value
measurement is directly or indirectly observable
measurement is unobservable
For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis
of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained
above.
This note summarizes accounting policy for fair value. Other fair value related disclosures are given in the relevant
notes.
• Disclosures for significant judgements, estimates and assumptions (note 3)
• Quantitative disclosures of fair value measurement hierarchy (note 37)
• Financial instruments (including those carried at amortized cost) (note 37)
139
For assets and liabilities that are recognised in the financial statements on a recurring basis, the Company
determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based
on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting
period.
d. Investments in subsidiaries
Investments in subsidiaries are carried at cost less accumulated impairment losses in the Company’s balance sheet.
On disposal of such investments, the difference between disposal proceeds and the carrying amounts of the
investments are recognized in the Statement of profit and loss.
e. Property, Plant and Equipment
Property, plant and equipment (PPE) and capital work in progress are stated at cost of acquisition or construction
net of accumulated depreciation and impairment loss, if any. All significant costs relating to the acquisition and
installation of PPE are capitalised. Subsequent costs/replacement costs are included in the asset’s carrying amount
or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated
with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of the
replaced part is derecognised. All other repairs and maintenance are charged to the Statement of profit and loss
during the financial year in which they are incurred.
The Company identifies and determines cost of each component/ part of the asset separately, if the component/
part has a cost which is significant to the total cost of the asset and has useful life that is materially different from
that of the remaining asset.
Depreciation on PPE is calculated on a straight line basis using the rates arrived at, based on the useful lives
estimated by the management. The identified components are depreciated separately over their useful lives; the
remaining components are depreciated over the life of the principal asset.
The management has estimated, supported by independent assessment by professionals, the useful lives of certain
classes of assets. The following useful lives are adopted by the management:
Asset category Company’s estimate of Useful life as prescribed

useful life (years) under Schedule II (years)
Factory buildings 28 to 30 30
Other buildings 58 60
Plant and equipment 5 to 25 15 to 20
Roads 5 to 30 5 to 10
Office equipment 15 15
Furniture and fixtures 15 10
Computers and data processing units 4 to 6 3 to 6
Vehicles 7 to 10 8
The residual values, useful lives and methods of depreciation of PPE are reviewed on a regular basis and changes in
estimates, when relevant, are accounted for on a prospective basis.
f. Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets
acquired in a business combination is their fair value at the date of acquisition. Following initial recognition,
intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses.
140
Internally generated intangibles, excluding capitalized development costs, are not capitalized and the related
expenditure is reflected in the Statement of profit and loss in the period in which the expenditure is incurred.
Intangible assets with finite lives are amortized over the useful economic life and assessed for impairment
whenever there is an indication that the intangible asset may be impaired. The amortization period and the
amortization method for an intangible asset with a finite useful life are reviewed at least at the end of each
reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic
benefits embodied in the asset are considered to modify the amortization period or method, as appropriate, and
are treated as changes in accounting estimates. The amortization expense on intangible assets with finite lives is
recognized in the Statement of profit and loss unless such expenditure forms part of carrying value of another
asset.
Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net
disposal proceeds and the carrying amount of the asset and are recognized in the Statement of profit and loss when
the asset is derecognized.
Research and development costs
Research costs are expensed as incurred. Development expenditure incurred on an individual project is recognized
as an intangible asset when the Company can demonstrate all the following:
l The technical feasibility of completing the intangible asset so that it will be available for use or sale
l Its intention to complete the asset
l Its ability to use or sell the asset
l How the asset will generate future economic benefits
l The availability of adequate resources to complete the development and to use or sell the asset
l The ability to measure reliably the expenditure attributable to the intangible asset during development.
Following the initial recognition of the development expenditure as an asset, the cost model is applied requiring the
asset to be carried at cost less any accumulated amortization and accumulated impairment losses, if any.
Amortization of the asset begins when development is complete and the asset is available for use. It is amortized on
a straight line basis over the period of expected future benefit from the related project, i.e., the estimated useful life
subject to a maximum of ten years. Amortization is recognized in the Statement of profit and loss unless such
expenditure forms part of carrying value of another asset. During the period of development, the asset is tested for
impairment annually.
A summary of amortization rates applied to the Company’s intangible assets are as below:
Asset category Life (years)

Technical know how 3 to 6
Computer software 3 to 5
g. Inventories
Raw materials, components, stores and spares are valued at lower of cost and estimated net realizable value. Cost
includes cost of purchase and other costs incurred in bringing the inventories to their present location and
condition. Cost is determined on a weighted average basis.
Finished goods and work in progress are valued at lower of cost and net realizable value. Cost includes direct
materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost is
determined on a weighted average basis.
Traded goods are valued at lower of cost and net realizable value. Cost includes cost of purchase and other costs
141
incurred in bringing the inventories to their present location and condition. Cost is determined on a weighted
average basis.
Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of
completion and estimated costs necessary to make the sale. Write down of inventories are calculated based on an
analysis of foreseeable changes in demand, technology, market conditions and ageing of inventories.
h. Revenue recognition
i. Revenue from Contracts with customers
Revenue from contracts with customers is recognized when control of the goods or services are transferred to the
customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for
those goods or services. Revenue is recognized when it has approval and commitment from both parties, the rights
of the parties are identified, payment terms are identified, the contract has commercial substance and
collectability of consideration is probable. The Company has concluded that it is the principal in all of its revenue
arrangements since it is the primary obligor in all the revenue arrangements as it has pricing latitude and is also
exposed to inventory and credit risks. The Company collects goods and services tax on behalf of the government
and, therefore, it is not an economic benefit flowing to the Company. Hence, it is excluded from revenue.
The disclosures of significant accounting judgements, estimates and assumptions relating to revenue from
contracts with customers are provided in Note 3.
The Company has following streams of revenue:
• Revenue from Engineering, Procurement and Construction contracts
Engineering, Procurement and Construction (EPC) contracts are contracts (or a group of contracts secured
together) specifically negotiated for the construction of an asset which refers to any project for construction of
plants and systems, involving designing, engineering, fabrication, supply, erection (or supervision thereof),
commissioning, guaranteeing performance thereof etc., execution of which is spread over different accounting
periods. The Company identifies distinct performance obligations in each contract. For most of the project
contracts, the customer contracts with the Company to provide a significant service of integrating a complex set of
tasks and components into a single project or capability. Hence, the entire contract is accounted for as one
performance obligation.
The Company may promise to provide distinct goods or services within a contract, in which case the Company
separates the contract into more than one performance obligation. If a contract is separated into more than one
performance obligation, the Company allocates the total transaction price to each performance obligation in an
amount based on the estimated relative standalone selling prices of the promised goods or services underlying
each performance obligation. The Company uses the expected cost plus a margin approach to estimate the
standalone selling price of each performance obligation in case of contracts with more than one distinct
performance obligations.
The Company assesses for the timing of revenue recognition in case of each distinct performance obligation. The
Company first assesses whether the revenue can be recognized over a period of time if any of the following criteria
is met:
(a) The customer simultaneously consumes the benefits as the Company performs, or
(b) The customer controls the work-in-progress, or
(c) The Company’s performance does not create an asset with alternative use to the Company and the
Company has right to payment for performance completed till date.
The Company recognizes revenue over time as it performs because of continuous transfer of control to the
customer. For all project contracts, this continuous transfer of control to the customer is supported by the fact that
the customer typically controls the work in process as evidenced either by contractual termination clauses or by
142
the rights of the Company to payment for work performed to date plus a reasonable profit to deliver products or
services that do not have an alternative use.
The Company uses cost-based measure of progress (or input method) for contracts because it best depicts the
transfer of control to the customer which occurs as it incurs costs on contracts. Under the cost-based measure of
progress, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the
total estimated costs at completion of the performance obligation. Revenues, including estimated profits, are
recorded proportionally as costs are incurred.
The Company estimates variable consideration amount which it expects to be entitled under the contract and
includes it in the transaction price to the extent it is highly probable that a significant reversal of cumulative
revenue recognized will not occur and when the uncertainty associated with it is subsequently resolved. The
estimates of variable consideration and determination of whether to include estimated amounts in the transaction
price are based largely on an assessment of the anticipated performance and all information (historical, current
and forecasted) that is reasonably available.
Costs associated with bidding for contracts are charged to the Statement of profit and loss when they are incurred.
Costs that relate directly to a contract and are incurred in securing the contract are included as part of the contract
costs if they can be separately identified and measured reliably and it is probable that the contract will be obtained.
Contract modification, when approved by both the parties to the contract, are considered as modification, if it
creates new or changes the existing enforceable rights and obligations. Most of the contract modifications are not
distinct from the existing contract due to the significant integration service provided under the contract prior to
modifications and are therefore, accounted for as part of the existing contract. The effect of a contract modification
is recognized as an adjustment to revenue on a cumulative catch-up basis.
When it becomes probable that the total contract costs will exceed the total contract revenue, the Company
recognizes the expected losses from onerous contract as an expense immediately.
Penalties for any delay or improper execution of a contract are recognized as a deduction from revenue. In the
balance sheet, such provisions are presented on net basis of the contract receivables.
• Revenue from Sale of goods
If the criteria for revenue under over-a-period of time as mentioned above are not met, the Company recognizes
revenue at a point-in-time. The point-in-time is determined when the control of the goods or services is transferred
which is generally determined based on when the significant risks and rewards of ownership are transferred to the
customer. Apart from this, the Company also considers its present right to payment, the legal title to the goods, the
physical possession and the customer acceptance in determining the point in time where control has been
transferred. The Company provides for warranty provision for general repairs up to 18 – 24 months on its products
sold, in line with the industry practice. A liability is recognized at the time the product is sold. The Company does not
provide any extended warranties.
• Revenue from Sale of services
Revenue in respect of operation and maintenance contract, awarded on a standalone basis or included in long term
contracts and identified as a separate performance obligation, is recognized on a time proportion basis under the
contracts.
Contract balances
Contract assets: A contract asset is the right to consideration in exchange for goods or services transferred to the
customer. If the Company performs by transferring goods or services to a customer before the customer pays
consideration or before payment is due, a contract asset is recognised for the earned consideration and are
transferred to Trade receivables on completion of milestones and its related invoicing. Contract assets are
recorded in balance sheet as unbilled revenue.
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Trade receivables: A receivable represents the Company’s right to an amount of consideration that is
unconditional (i.e., only the passage of time is required before payment of the consideration is due). Also refer note
2.3(i) below.
Contract liabilities: A contract liability is the obligation to transfer goods or services to a customer for which the
Company has received consideration (or an amount of consideration is due) from the customer. If a customer pays
consideration before the Company transfers goods or services to the customer, a contract liability is recognised
when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as
revenue when the Company satisfies the performance obligation. Contract liabilities are recorded in balance sheet
as unearned revenue and Customer advances as the case may be.
ii. Interest income
For all debt instruments measured at amortized cost, interest income is recorded using the effective interest rate
(EIR). EIR is the rate that exactly discounts the estimated future cash payments or receipts over the expected life of
the financial instrument or a shorter period, where appropriate, to the gross carrying amount of the financial asset
or to the amortized cost of a financial liability. Interest income is included in finance income in the statement of
profit and loss.
iii. Dividend
Revenue is recognized when the Company’s right to receive the payment is established, which is generally when
shareholders approve the dividend.
iv. Rental income
Rental income from operating leases (net of any incentives given to the lessee) is recognised on a straight-line basis
over the lease term.
i. Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity.
Financial assets
All financial assets are recognized initially at fair value plus, in the case of financial assets not recorded at fair value
through Profit and Loss, transaction costs that are attributable to the acquisition of the financial asset. For all
subsequent measurements, financial assets are classified in following categories by the Company:
i. Debt instruments at amortized cost
A 'debt instrument' is measured at the amortized cost if both the following conditions are met:
(a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash
flows, and
(b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal
and interest (SPPI) on the principal amount outstanding.
After initial measurement, such financial assets are subsequently measured at amortized cost using the effective
interest rate (EIR) method. Amortized cost is calculated by taking into account any discount or premium on
acquisition and fees or costs that are an integral part of EIR. The EIR amortization is included in finance
costs/income in the Statement of profit and loss. The losses arising from impairment are recognized in the
Statement of profit and loss.
ii. Debt instrument at FVTPL
FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the criteria for
categorization as at amortized cost or as FVTOCI is classified as FVTPL.
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Debt instruments included within the FVTPL category are measured at fair value with all changes recognized in the
iii. Equity investments
All equity investments in scope of Ind AS 109 are measured at fair value. Equity instruments which are held for
trading are classified as at FVTPL. For all other equity instruments, the Company may make an irrevocable election
to present in other comprehensive income subsequent changes in the fair value. The Company makes such election
on an instrument-by-instrument basis. The classification is made on initial recognition and is irrevocable.
If the Company decides to classify an equity instrument at FVTOCI, then all fair value changes on the instrument,
excluding dividends, are recognized in the OCI. There is no recycling of the amounts from OCI to the Statement of
profit and loss, even on the sale of the investment. However, the Company may transfer the cumulative gain or loss
within equity.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is
primarily derecognized when:
• The rights to receive cash flows from the asset have expired, or
• The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to
pay the received cash flows in full without material delay to a third party under a "pass-through"
arrangement; and either (a) the Company has transferred substantially all the risks and rewards of the asset,
or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset,
but has transferred control of the asset.
Impairment of financial assets
In accordance with Ind AS 109, the Company applies Expected Credit Loss (ECL) model for measurement and
recognition of impairment loss and credit risk exposure on the financial assets that are debt instruments measured
at amortized costs e.g. loans, deposits, trade receivables, contractual receivables and bank balances. The Company
follows 'simplified approach' for recognition of impairment allowance. The application of simplified approach does
not require the Company to track changes in credit risk. Rather, it recognizes impairment allowance based on
lifetime ECLs at each reporting date, right from its initial recognition.
For recognition of impairment loss on other financial assets and risk exposure, the Company determines that
whether there has been a significant increase in the credit risk since initial recognition. If credit risk has not
increased significantly, 12-month ECL is used to provide for impairment loss. However, if credit risk has increased
significantly, lifetime ECL is used. If, in a subsequent period, credit quality of the instrument improves such that
there is no longer a significant increase in credit risk since initial recognition, then the entity reverts to recognizing
impairment allowance based on 12-month. The Company considers current and anticipated future economic
conditions relating to industries of the customer and the countries where it operates.
ECL impairment allowance (or reversal) recognized during the period is recognized as income/expense in the
Statement of profit and loss under the head 'other expenses'. ECL is presented as an allowance, i.e. as an integral
part of the measurement of those assets in the balance sheet. The allowance reduces the net carrying amount. Until
the asset meets write-off criteria, the Company does not reduce impairment allowance from the gross carrying
amount.
Financial liabilities
Financial liabilities are classified, at initial recognition, as financial liabilities at FVTPL, loans and borrowings,
payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. All financial
liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of directly
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attributable transaction costs. The Company’s financial liabilities include trade and other payables, loans and
borrowings including bank overdrafts, financial guarantee contracts and derivative financial instruments.
Subsequent measurement of financial liabilities depends on their classification as fair value through profit and loss
or at amortized cost.
All changes in fair value of financial liabilities classified as FVTPL is recognized in the Statement of Profit and Loss.
Amortised cost category is applicable to loans and borrowings, trade and other payables. After initial recognition
the financial liabilities are measured at amortised cost using the EIR method. Gains and losses are recognized in
profit and loss when the liabilities are derecognized as well as through the EIR amortization process. Amortised
cost is calculated by taking into account any discount or premium on acquisition and fees or cost that are integral
part of EIR. The EIR amortization is included as finance cost in the Statement of Profit and Loss.
Derecognition
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires
when an existing financial liability is replaced by another from the same lender on substantially different terms, or
the terms of an existing liability are substantially modified, such an exchange or modification is treated as
derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying
amounts is recognized in the Statement of profit and loss.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a
currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis,
to realize the assets and settle the liabilities simultaneously.
j. Derivative financial instruments and hedge accounting
Initial recognition and subsequent measurement
The Company uses derivative financial instruments, such as forward currency contracts, to hedge its foreign
currency risks. Such derivative financial instruments are initially recognized at fair value on the date on which a
derivative contract is entered into and are subsequently re-measured at fair value. Derivatives are carried as
financial assets when the fair value is positive and as financial liabilities when the fair value is negative.
Any gains or losses arising from changes in the fair value of derivatives are taken directly to the Statement of profit
and loss, except for the effective portion of cash flow hedges, which is recognized in OCI and later reclassified to
profit or loss when the hedge item affects profit or loss or treated as basis adjustment if a hedged forecast
transaction subsequently results in the recognition of a non-financial asset or non-financial liability.
For the purpose of hedge accounting, hedges are classified as:
• Fair value hedges when hedging the exposure to changes in the fair value of a recognized asset or liability or
an unrecognized firm commitment
• Cash flow hedges when hedging the exposure to variability in cash flows that is either attributable to a
particular risk associated with a recognized asset or liability or a highly probable forecast transaction or the
foreign currency risk in an unrecognized firm commitment
At the inception of a hedge relationship, the Company formally designates and documents the hedge relationship
to which the Company wishes to apply hedge accounting and the risk management objective and strategy for
undertaking the hedge. The documentation includes the Company's risk management objective and strategy for
undertaking hedge, the hedging/ economic relationship, the hedged item or transaction, the nature of the risk
being hedged and how the entity will assess the effectiveness of changes in the hedging instrument's fair value in
offsetting the exposure to changes in the hedged item's fair value or cash flows attributable to the hedged risk. Such
hedges are expected to be highly effective in achieving offsetting changes in fair value or cash flows and are
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assessed on an ongoing basis to determine that they actually have been highly effective throughout the financial
reporting periods for which they were designated.
Hedges that meet the strict criteria for hedge accounting are accounted for, as described below:
(i) Fair value hedges
The change in the fair value of the hedged item attributable to the risk hedged is recorded as part of the carrying
value of the hedged item and is also recognized in the Statement of profit and loss as finance costs. The Company
has not undertaken Fair value hedges.
(ii) Cash flow hedges
The effective portion of the gain or loss on the hedging instrument is recognized in OCI in the cash flow hedge
reserve, while any ineffective portion is recognized immediately in the Statement of profit and loss. The Company
uses forward currency contracts as hedges of its exposure to foreign currency risk in forecast transactions and firm
commitments. The ineffective portion relating to foreign currency contracts is recognized in the Statement of
profit and loss.
Amounts recognized in OCI are transferred to the Statement of profit and loss when the hedged transaction affects
profit or loss, such as when the hedged financial income or financial expense is recognized or when a forecast sale
occurs. When the hedged item is the cost of a non-financial asset or non-financial liability, the amounts recognized
in OCI are transferred to the initial carrying amount of the non-financial asset or liability. If the hedging instrument
expires or is sold, terminated or exercised without replacement or rollover (as part of the hedging strategy), or if its
designation as a hedge is revoked, or when the hedge no longer meets the criteria for hedge accounting, any
cumulative gain or loss previously recognized in OCI remains separately in equity until the forecast transaction
occurs or the foreign currency firm commitment is met.
k. Cash and cash equivalents
Cash and cash equivalent in the balance sheet comprise cash at banks and on hand and short-term deposits with an
original maturity of three months or less, which are subject to an insignificant risk of changes in value. For the
purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as
defined above, net of outstanding bank overdrafts as they are considered an integral part of the Company's cash
management.
l. Government Grants
Government grants are recognized where there is reasonable assurance that the grant will be received, and all
attached conditions will be complied with. When the grant relates to an expense item, it is recognized as income on
a systematic basis over the periods that the related costs, for which it is intended to compensate, are expensed.
When the grant relates to an asset, it is recognized as income in proportion to the depreciation charged over the
expected useful life of the related asset. The Company accounts for export incentives for export of goods if the
entitlements can be estimated with reasonable accuracy and conditions precedent to claim are fulfilled.
m. Share capital
Equity shares issued to shareholders are classified as equity. Incremental costs directly attributable to the issue of
new equity shares are recognized as a deduction from equity, net of any related income tax effects.
n. Income tax
Current tax
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation
authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively
enacted, at the reporting date.
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Current income tax relating to items recognized outside profit or loss is recognized either in OCI or in equity.
Current tax items are recognized in correlation to the underlying transaction either in OCI or directly in equity.
Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable
tax regulations are subject to interpretation and establishes provisions where appropriate.
Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and
liabilities and their carrying amounts for financial reporting purposes at the reporting date.
Deferred tax assets are recognized for all deductible temporary differences, the carry forward of unused tax
credits and any unused tax losses. Deferred tax assets are recognized to the extent that it is probable that taxable
profit will be available against which the deductible temporary differences, and the carry forward of unused tax
credits and unused tax losses can be utilized.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no
longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be
utilised. Unrecognized deferred tax assets are re-assessed at each reporting date and are recognized to the extent
that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the
asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively
enacted at the reporting date.
Deferred tax relating to items recognized outside profit or loss is recognized outside profit or loss (either in OCI or
in equity). Deferred tax items are recognized in correlation to the underlying transaction either in OCI or directly in
equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax
assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation
authority.
The Company determines whether to consider each uncertain tax treatment separately or together with one or
more other uncertain tax treatments and uses the approach that better predicts the resolution of the uncertainty.
The Company applies significant judgement in identifying uncertainties over income tax treatments.
o. Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily
takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the
asset. All other borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest
and other costs that an entity incurs in connection with the borrowing of funds. Borrowing cost also includes
exchange differences to the extent regarded as an adjustment to the borrowing costs.
p. Leases
Company as a lessee
The Company lease asset classes primarily consist of leases for land, office buildings, guest house and other office
equipment, etc. The Company assesses whether a contract contains a lease, at inception of a contract. A contract is,
or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in
exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset,
the Company assesses whether: (1) the contract involves the use of an identified asset (2) the Company has
substantially all of the economic benefits from use of the asset through the period of the lease and (3) the Company
has the right to direct the use of the asset.
At the date of commencement of the lease, the Company recognizes a right-of-use asset and a corresponding lease
liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less
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(short-term leases) and low value leases. For these short-term and low value leases, the Company recognizes the
lease payments as an operating expense on a straight-line basis over the term of the lease.
Certain lease arrangements include the options to extend or terminate the lease before the end of the lease term.
Right-of-use assets and lease liabilities includes these options when it is reasonably certain that they will be
exercised.
The Right-of-use assets are initially recognized at cost, which comprises the initial amount of the lease liability
adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct costs
less any lease incentives. They are subsequently measured at cost less accumulated depreciation and impairment
losses.
Right-of-use assets are depreciated from the commencement date on a straight-line basis over the shorter of the
lease term and useful life of the underlying asset. Right of use assets are evaluated for recoverability whenever
events or changes in circumstances indicate that their carrying amounts may not be recoverable. For the purpose of
impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and the value-in-use) is
determined on an individual asset basis unless the asset does not generate cash flows that are largely independent
of those from other assets. In such cases, the recoverable amount is determined for the Cash Generating Unit
(CGU) to which the asset belongs.
The lease liability is initially measured at present value of the future lease payments. The lease payments include
fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, and
amounts expected to be paid under residual value guarantees.
Lease liability and ROU asset have been separately presented in the Balance Sheet and lease payments have been
classified as financing cash flows.
As a practical expedient, Ind AS 116 permits a lessee not to separate non-lease components, and instead account
for any lease and associated non-lease components as a single arrangement. The Company has not used this
practical expedient. For a contract that contains a lease component and one or more additional lease or non-lease
components, the Company allocates the consideration in the contract to each lease component on the basis of the
relative stand-alone price of the lease component and the aggregate stand-alone price of the non-lease
components.
Company as a lessor
Leases in which the Company does not transfer substantially all the risks and rewards of ownership of an asset are
classified as operating leases. Rental income from operating lease is recognized on a straight-line basis over the
term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to
the carrying amount of the leased asset and recognized over the lease term on the same basis as rental income.
q. Impairment of non-financial assets
The Company assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any
indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset's
recoverable amount. An asset's recoverable amount is the higher of an asset's or Cash Generating Unit's (CGU) fair
value less costs of disposal and its value in use. Recoverable amount is determined for an individual asset, unless the
asset does not generate cash inflows that are largely independent of those from other assets or groups of assets.
When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired
and is written down to its recoverable amount.
Impairment losses including impairment on inventory are recognized in the Statement of profit or loss.
For assets, an assessment is made at each reporting date to determine whether there is an indication that
previously recognized impairment losses no longer exist or have decreased. If such indication exists, the Company
estimates the asset's or CGU's recoverable amount. A previously recognized impairment loss is reversed only if
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there has been a change in the assumptions used to determine the asset's recoverable amount since the last
impairment loss was recognized. The reversal is limited so that the carrying amount of the asset does not exceed its
recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no
impairment loss been recognized for the asset in prior years. Such reversal is recognized in the Statement of profit
and loss unless the asset is carried at a revalued amount, in which case, the reversal is treated as a revaluation
increase.
r. Non-current assets held for sale and discontinued operations
Non-current assets and disposal groups as held for sale if their carrying amounts will be recovered principally
through a sale rather than through continuing use. The criteria for held for sale classification is regarded met only
when the assets or disposal group is available for immediate sale in its present condition, subject only to terms that
are usual and customary for sales of such assets (or disposal groups), its sale is highly probable; and it will genuinely
be sold, not abandoned. Management must be committed to the sale/ distribution expected within one year from
the date of classification.
Non-current assets held for sale and disposal groups are measured at the lower of their carrying amount and the
fair value less costs to sell. Assets and liabilities classified as held for sale are presented separately in the balance
sheet.
A disposal group qualifies as discontinued operation if it is a component of an entity that either has been disposed
of, or is classified as held for sale, and:
l Represents a separate major line of business or geographical area of operations,
l Is part of a single co-ordinated plan to dispose of a separate major line of business or geographical area of
operations, or;
l Is a subsidiary acquired exclusively with a view to resale
Discontinued operations are excluded from the results of continuing operations and are presented as a single
amount as profit or loss after tax from discontinued operations in the Statement of profit and loss.
s. Provisions
Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past
event, it is probable that an outflow of resources embodying economic benefits will be required to settle the
obligation and a reliable estimate can be made of the amount of the obligation. When the Company expects some or
all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognized as a
separate asset, but only when the reimbursement is virtually certain. The expense relating to a provision is
presented in the Statement of profit and loss net of any reimbursement.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that
reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision
due to the passage of time is recognized as a finance cost.
Warranty provisions
Provisions for warranty-related costs are recognized when the product is sold or service provided to the customer.
Initial recognition is based on historical experience. The initial estimate of warranty related costs is revised
annually.
Provision for onerous contracts
A provision for onerous contracts is recognized when the expected benefits to be derived by the Company from a
contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is
measured at the present value of the expected net cost of continuing with the contract. Before a provision is
established, the Company recognizes any impairment loss on the assets associated with that contract.
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Decommissioning liability
The Company records a provision for decommissioning costs of its manufacturing facilities. Decommissioning
costs are provided at the present value of expected costs to settle the obligation using estimated cash flows and are
recognized as part of the cost of the particular asset. The unwinding of the discount is expensed as incurred and
recognized in the Statement of profit and loss as a finance cost. The estimated future costs of decommissioning are
reviewed annually and adjusted as appropriate. Changes in the estimated future costs or in the discount rate
applied are added to or deducted from the cost of the asset.
t. Retirement and other employee benefits
Retirement benefit in the form of provident fund is a defined contribution scheme. The Company has no obligation,
other than the contribution payable to the provident fund. The Company recognizes contribution payable to the
provident fund scheme as an expense, when an employee renders the related service. If the contribution payable to
the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit
payable to the scheme is recognized as a liability after deducting the contribution already paid. If the contribution
already paid exceeds the contribution due for services received before the balance sheet date, then excess is
recognized as an asset to the extent that the pre-payment will lead to, for example, a reduction in future payment or
a cash refund.
The Company operates a defined benefit gratuity plan in India, which requires contributions to be made to a
separately administered fund. The cost of providing benefits under the defined benefit plan is determined using the
projected unit credit method.
Remeasurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts
included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts
included in net interest on the net defined benefit liability), are recognized immediately in the balance sheet with a
corresponding debit or credit to retained earnings through OCI in the period in which they occur. Remeasurements
are not reclassified to the Statement of profit and loss in subsequent periods.
Past service costs are recognized in the Statement of profit and loss on the earlier of:
• The date of the plan amendment or curtailment, and
• The date that the Company recognizes related restructuring costs.
Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. The Company
recognizes the following changes in the net defined benefit obligation as an expense in the Statement of profit and
loss:
• Service costs comprising current service costs, past-service costs, gains and losses on curtailments and non-
routine settlements; and
• Net interest expense or income
Accumulated leave, which is expected to be utilized within the next 12 months, is treated as short-term employee
benefit. The Company measures the expected cost of such absences as the additional amount that it expects to pay
as a result of the unused entitlement that has accumulated at the reporting date.
The Company treats accumulated leave expected to be carried forward beyond twelve months, as long-term
employee benefit for measurement purposes. Such long-term compensated absences are provided for based on
the actuarial valuation using the projected unit credit method at the year-end. The Company presents the leave as a
current liability in the balance sheet as it does not have an unconditional right to defer its settlement for 12 months
after the reporting date.
u. Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief
operating decision maker.
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The Board of Directors of the Company has identified the Managing Director and Chief Executive Officer as the
chief operating decision maker of the Company.
v. Contingent liability
A disclosure for a contingent liability is made where there is a possible obligation that arises from past events and
the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future
events not wholly within the control of the Company or a present obligation that arises from the past events where
it is either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of
the amount cannot be made.
w. Earnings Per Share (EPS)
The Company presents the basic and diluted EPS data for its equity shares. Basic EPS is computed by dividing the
net profit for the year attributable to the equity shareholders of the Company by the weighted average number of
equity shares outstanding during the year. Diluted EPS is computed by adjusting the net profit for the year
attributable to the equity shareholders and the weighted average number of equity shares considered for deriving
basic EPS for the effects of all the equity shares that could have been issued upon conversion of all dilutive potential
equity shares (which includes the various stock options granted to employees).
x. Dividends
Dividend to equity shareholders is recognized as a liability in the period in which the dividends are approved by the
equity shareholders. Interim dividends that are declared by the Board of Directors without the need for equity
shareholders' approvals are recognized as a liability and deducted from shareholders' equity in the year in which
the dividends are declared by the Board of directors.
3. Significant accounting judgments, estimates and assumptions
The preparation of the Company's standalone financial statements requires management to make judgments, estimates
and assumptions that affect the reported amounts of revenue, expenses, assets and liabilities, and the accompanying
disclosures and the disclosure of contingent liabilities as at the reporting date. However, uncertainty about these
assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets
or liabilities affected in future periods.
3.1 Judgements
In the process of applying the Company's accounting policies, management has made the following judgments,
which have the most significant effect on the amounts recognized in the standalone financial statements:
i. Revenue from contracts with customers
A significant portion of the Company’s business relates to EPC contracts which is accounted using cost-based
input method, recognizing revenue as the performance on the contract progresses. This requires
management to make judgement with respect to identifying contracts for which revenue need to be
recognised over a period of time, depending upon when the customer consumes the benefit, when the control
is passed to customer, whether the asset created has an alternative use and whether the Company has right
to payment for performance completed till date, either contractually or legally. The input method requires
management to make significant judgements of the extent of progress towards completion including
accounting of multiple contracts which need to be combined and considered as a single contract.
ii. Legal contingencies
The Company has received various orders and notices from tax authorities in respect of direct taxes and
indirect taxes. The outcome of these matters may have a material effect on the financial position, results of
operations or cash flows. Management regularly analyzes current information about these matters and
provides provisions for probable losses including the estimate of legal expense to resolve such matters. In
making the decision regarding the need for loss provisions, management considers the degree of probability
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of an unfavorable outcome and the ability to make a sufficiently reliable estimate of the amount of loss. The
filing of a suit or formal assertion of a claim against the company or the disclosure of any such suit or
assertions, does not automatically indicate that a provision of a loss may be appropriate.
iii. Segment reporting
Ind AS 108 ‘Operating Segments’ requires Management to determine the reportable segments for the
purpose of disclosure in standalone financial statements based on the internal reporting reviewed by Chief
Operating Decision Maker (CODM) to assess performance and allocate resources. The standard also
requires Management to make judgments with respect to aggregation of certain operating segments into
one or more reportable segment.
Operating segments used to present segment information are identified based on the internal reports used
and reviewed by the Managing Director and Chief Executive Officer to assess performance and allocate
resources. The management has determined that some of the segments exhibit similar economic
characteristics and meet other aggregation criteria and accordingly aggregated into three reportable
segments i.e. energy, environment and chemical.
iv. Non-current assets held for disposal and discontinued operations
As part of organisational restructuring, the Board of Directors of the Company at its meeting held on
February 8, 2019, had approved the transfer of its Boiler & Heater (B&H) business to Thermax Babcock &
Wilcox Energy Solutions Private Limited (TBWES) on a going concern basis through slump sale. This was also
approved by the Shareholders on March 27, 2019. The B&H business was transferred to TBWES w.e.f.
October 01, 2019. Accordingly, the results of B&H business have been classified as discontinued operations
in the standalone financial results in accordance with Ind AS 105 upto the date of such transfer. The
management considered the business to meet the criteria to be classified as held for distribution under Ind
AS 105.
For more details on discontinued operations, refer note 29
3.2 Estimates and assumptions
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date,
that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within
the next financial year, are described below. The Company based its assumptions and estimates on parameters
available when the standalone financial statements were prepared. Existing circumstances and assumptions about
future developments, however, may change due to market changes or circumstances arising that are beyond the
control of the Company. Such changes are reflected in the assumptions when they occur.
Estimation of uncertainties relating to the global health pandemic from the Coronavirus disease (COVID-19) :
The Company has considered the possible effects that may result from the pandemic relating to COVID-19 on the
carrying amounts of its assets such as investments, loans, receivables, unbilled revenues and inventories.
In developing the assumptions relating to the possible future uncertainties in the global economic conditions
because of this pandemic, the Company, as at the date of approval of these financial statements has used
internal and external sources of information including credit reports and related information, economic forecasts
and consensus estimates from market sources on the expected future performance of the Company. The
Company has performed sensitivity analysis on the assumptions used and based on current estimates expects
the carrying amount of these assets will be recovered. The impact of COVID-19 on the Company's financial
statements may differ from that estimated as at the date of approval of these standalone financial statements.
153
i. EPC contracts:
• Provisions for liquidated damages claims (LDs): The Company provides for LD claims to the extent that it is
highly probable that a significant reversal in the amount of cumulative revenue recognized will not occur
when the uncertainty associated with the variable consideration is subsequently resolved. This requires an
estimate of the amount of LDs payable under a claim which involves a number of management judgments and
assumptions regarding the amounts to be recognized.
• Project cost to complete estimates: At each reporting date, the Company is required to estimate costs to
complete on fixed-price contracts. Estimating costs to complete on such contracts requires the Company to
make estimates of future costs to be incurred, based on work to be performed beyond the reporting date.
This estimate will impact revenues, cost of sales, work-in-progress, billings in excess of costs, estimated
earnings and accrued contract expenses.
• Recognition of contract variations: The Company recognises revenues and margins from contract variations
where it is considered probable that they will be awarded by the customer and this requires management to
assess the likelihood of such an award being made by reference to customer communications and other
forms of documentary evidence.
• Provision for onerous contracts: The Company provides for future losses on EPC contracts where it is
considered highly probable that the contract costs are likely to exceed revenues in future years. Estimating
these future losses involves a number of assumptions about the achievement of contract performance
targets and the likely levels of future cost escalation over time. Refer note 19(b) for details for provision for
onerous contracts.
ii. Impairment of non-financial assets
Impairment exists when the carrying value of an asset or cash generating unit (CGU) exceeds its recoverable
amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of
disposal calculation is based on available data from binding sales transactions, conducted at arm’s length, for
similar assets or observable market prices less incremental costs for disposing of the asset. The value in use
calculation is based on a Discounted Cash Flow (DCF) model. The cash flows are derived from the budget for
the next five years as approved by the Management and do not include restructuring activities that the
Company is not yet committed to or significant future investments that will enhance the asset’s performance
of the CGU being tested. The recoverable amount is sensitive to the discount rate used for the DCF model as
well as the expected future cash-inflows and the terminal growth rate used.
iii. Defined benefit plans - gratuity
The cost of the defined benefit gratuity plan and the present value of the gratuity obligation are determined
using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from
actual developments in the future. These include the determination of the discount rate, future salary
increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a
defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed
at each reporting date. The parameter which is most subjected to change is the discount rate. In determining
the appropriate discount rate for plans operated in India, the management considers the interest rates of
government bonds in currencies consistent with the currencies of the post-employment benefit obligation.
The mortality rate is based on Indian Assured Lives Mortality (2012-14) Ultimate. Those mortality tables
tend to change only at interval in response to demographic changes. Future salary increases and gratuity
increases are based on expected future inflation rates. Further details about gratuity obligations are given in
note 34.
iv. Fair value measurement of unquoted financial instruments
When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be
measured based on quoted prices in active markets, their fair value is measured using valuation techniques
154
including the DCF model. The inputs to these models are taken from observable markets where possible, but
where this is not feasible, a degree of assumption is required in establishing fair values. Assumptions include
considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these
factors could affect the reported fair value of financial instruments. Refer note 37 for further disclosures.
v. Warranty provision
The Company generally offers warranty for its various products. Warranty costs are provided based on a
technical estimate of the costs required to be incurred for repairs, replacements, material costs, servicing
cost and past experience in respect of warranty costs. Management estimates the related provision for
future warranty claims based on historical warranty claim information, as well as recent trends that might
suggest that past cost information may differ from future claims. The assumptions made in current period are
consistent with those in the prior year. Factors that could impact the estimated claim information include the
success of the Company’s productivity and quality initiatives. Warranty provisions are discounted using a
pre-tax discount rate which reflects current market assessments of time value of money and risks specific to
the liability. Refer note 19 for further details.
vi. Impairment of financial assets
The impairment provisions for financial assets are based on assumptions about risk of default, expected loss
rates and timing of cash flows. The Company uses judgment in making these assumptions and selecting the
inputs to the impairment calculation, based on the Company’s past history, existing market conditions
including those related to the COVID-19 pandemic as well as forward looking estimates at the end of each
reporting period.
As a practical expedient, the Company uses a provision matrix to determine ECL impairment allowance on
portfolio of its trade receivables. The provision matrix is based on its historically observed default rates over
the expected life of the trade receivables and is adjusted for forward-looking estimates. At every reporting
date, the historical observed default rates are updated and changes in the forward-looking estimates are
analysed. On that basis, the Company estimates a default rate of total revenue for trade receivables and
contract revenue for contract assets. The Company follows provisioning norms based on ageing of
receivables to estimate the impairment allowance under ECL. For retention receivables, the Company
additionally categorizes the receivables due from Public Sector Undertakings (PSUs) and Non-PSUs and
follows a wider aged bucket provisioning norms as the performance guarantee tests require certain time
period after the supplies are completed. Refer note 7 and 9(b) for details of impairment allowance recognized
at the reporting date.
vii. Useful lives of property, plant and equipment and intangible assets
The Company determines, based on independent technical assessment, the estimated useful lives of its
property, plant and equipment and intangible assets for calculating depreciation and amortisation. This
estimate is determined after considering the expected usage of the asset or physical wear and tear.
Management reviews the residual value and useful lives annually and future depreciation and amortisation
charge would be adjusted where the management believes the useful lives differ from previous estimates.
Refer note 2.3(e) and 2.3(f) above for further details.
viii. Deferred taxes
At each balance sheet date, the Company assesses whether the realization of future tax benefits is
sufficiently probable to recognize deferred tax assets. This assessment requires the use of significant
estimates with respect to assessment of future taxable income. The recorded amount of total deferred tax
assets could change if estimates of projected future taxable income or if changes in current tax regulations
are enacted. Refer note 10 for further information on potential tax benefits for which no deferred tax asset is
recognized.
155
4 (a) Property, Plant and Equipment
Capital
Freehold Leasehold Plant and Office Furniture
Particulars Buildings Computer Vehicles Total work in
land land equipment equipment and fixtures progress
Gross carrying amount as at April 1, 2018* 7.36 36.59 394.13 562.68 32.14 46.52 34.58 11.58 1,125.58 92.33
Additions - 3.64 94.48 72.17 4.68 6.05 5.15 2.40 188.57 126.52
Disposals/ Transfers/ Adjustment - - - (4.69) (0.48) (2.12) (1.96) (1.31) (10.56) (188.57)
Reclassified as part of disposal group - - (17.65) (205.51) (11.92) (11.69) (5.44) (1.35) (253.56) (1.11)
Gross carrying amount as at March 31, 2019 7.36 40.23 470.96 424.65 24.42 38.76 32.33 11.32 1,050.03 29.17
Additions - - 11.40 21.32 1.23 6.89 2.23 4.83 47.90 74.15
Disposals/ Transfers/ Adjustments - (40.23) (2.21) (16.31) (3.64) (1.56) (2.06) (1.80) (67.81) (47.90)
Gross carrying amount as at March 31, 2020 7.36 - 480.15 429.66 22.02 44.09 32.50 14.35 1,030.12 55.42
Accumulated depreciation as at April 1, 2018* - 3.55 80.78 312.95 15.57 40.75 20.18 6.26 480.04
Charge for the year 0.62 13.79 32.37 1.91 1.78 0.89 0.69 52.05
Disposals/ Transfers/ Adjustments - - - (3.47) (0.41) (2.15) (1.68) (1.26) (8.97)
Reclassified as part of disposal group - (0.01) (2.36) (148.77) (5.37) (10.33) (3.77) (0.45) (171.06)
Accumulated depreciation as at March 31, 2019 - 4.16 92.21 193.08 11.70 30.05 15.62 5.24 352.06
Charge for the year^ - - 16.29 26.84 1.48 3.26 1.93 1.50 51.30
Disposals/ Transfers/ Adjustments - (4.16) (1.25) (13.89) (2.96) (1.46) (1.72) (1.46) (26.90)
Closing accumulated depreciation as at - - 107.25 206.03 10.22 31.85 15.83 5.29 376.46
March 31, 2020
Net Block as at March 31, 2020 7.36 - 372.90 223.63 11.80 12.24 16.67 9.06 653.66 55.42
Net Block as at March 31, 2019 7.36 36.07 378.75 231.57 12.72 8.71 16.71 6.08 697.97 29.17
Capital work in progress majorly includes expenditure towards extension of manufacturing facilities.
The Company has given certain part of its office building on lease to group companies, the value of the same cannot be determined and the
amounts are not significant (Refer note 32 B (c) i).
^ Excludes Rs. 6.24 pertaining to discontinued operations
4 (b) Right-of-use assets

Particulars Leasehold Land Building Total
Gross carrying amount as at April 1, 2018 - - -
Additions - - -
Disposals/ Transfers/ Adjustment - - -
Reclassified as part of disposal group - - -
Gross carrying amount as at March 31, 2019 - - -
Additions 37.01 8.10 45.11
Disposals/ Transfers/ Adjustments 40.23 - 40.23
Gross carrying amount as at March 31, 2020 77.24 8.10 85.34
Accumulated depreciation as at April 1, 2018 - - -
Charge for the year - - -
Disposals/ Transfers/ Adjustments - - -
Reclassified as part of disposal group - - -
Accumulated depreciation as at March 31, 2019 - - -
Charge for the year 0.92 0.98 1.90
Disposals/ Transfers/ Adjustments 4.16 - 4.16
Closing accumulated depreciation as at March 31, 2020 5.08 0.98 6.06
Net Block as at March 31, 2020 72.16 7.12 79.28
Net Block as at March 31, 2019 - - -
The Company has taken certain assets on lease which has been accounted in accordance with Ind AS 116-Leases under right of use assets.
Refer note 32 (B)(c )for further disclosure on leases.
156
4 (c) Intangible assets
Computer Technical Intangible

Particulars Software Total assets under
know-how#
development
Gross carrying amount as at April 1, 2018* 54.75 78.86 133.61 -
Additions 1.48 - 1.48 1.48
Disposals/ Transfers/ Adjustments (0.14) - (0.14) (1.48)
Reclassified as part of disposal group (12.09) (2.30) (14.39) -
Gross carrying amount as at March 31, 2019 44.00 76.56 120.56 -
Additions 9.64 - 9.64 9.64
Disposals/ Transfers/ Adjustments - - - (9.64)
Gross carrying amount as at March 31, 2020 53.64 76.56 130.20 -
Accumulated amortisation as at April 1, 2018* 48.17 59.50 107.67
Charge for the year 4.53 6.90 11.43
Disposals/ Transfers/ Adjustments (0.06) - (0.06)
Reclassified as part of disposal group (11.09) (2.30) (13.39)
Accumulated amortisation as at March 31, 2019 41.55 64.10 105.65
Charge for the year^ 2.87 6.54 9.41
Disposals/ Transfers/ Adjustments - -
Closing accumulated amortisation as at March 31, 2020 44.42 70.64 115.06
*The Company had elected to continue with the carrying value of property, plant and equipment and intangible assets as recognised in
the financial statements as per previous GAAP and had regarded those values as the deemed cost on the date of transition to Ind AS
(i.e. April 1, 2015). The Company has disclosed the gross block and accumulated depreciation / amortisation above, for information
purpose only.
# Includes internally developed assets of net block Rs. 3.17 (March 31, 2019 Rs 8.06)
^ Excludes Rs. 0.38 pertaining to discontinued operations
4(d) Capitalisation of expenses

During the year, the Company has capitalized the following expenses of revenue nature to the cost of Property, plant and equipment
/ intangible asset. Consequently, expenses disclosed under the respective notes are net of amounts capitalized by the Company.
Particulars March 31, 2020 March 31, 2019
Salaries and wages 0.10 1.56

Raw material and components 0.16 5.86
Others 0.74 1.98
Total 1.00 9.40
157
5 Investments in subsidiaries
Number of shares Amount

Face value
Particulars March 31, March 31, March 31, March 31,
per share
2020 2019 2020 2019
Investments in equity instruments :
Investments valued at cost (fully paid)
Equity shares in subsidiaries (Unquoted)
Thermax Engineering Construction Company Limited Rs. 10 4,500,000 4,500,000 4.50 4.50
Thermax Instrumentation Limited Rs. 10 9,000,000 9,000,000 6.06 6.06
Thermax Onsite Energy Solutions Limited Rs. 10 18,650,000 18,650,000 18.65 18.65
Thermax Europe Limited GBP 1 200,000 200,000 1.17 1.17
Thermax International Limited USD 1 1,695,000 1,695,000 8.22 8.22
Thermax (Zhejiang) Cooling and Heating Engineering Co Ltd. USD 1 15,470,000 14,470,000 47.51 40.42
Thermax Netherlands B.V. Eur 1 27,900,000 22,500,000 192.35 148.69
Rifox-Hans Richter GmbH Spezialarmaturen Eur 1 716,469 716,469 12.04 12.04
Thermax SDN. BHD RM 1 500,002 500,002 0.87 0.87
Thermax Engineering Singapore Pte. Ltd. USD 1 22,984,356 22,984,356 153.71 153.71
First Energy Private Limited Rs. 10 10,234,437 10,234,437 20.94 20.94
Thermax Sustainable Energy Solutions Limited # Rs. 10 4,750,000 4,750,000 - -
Thermax do Brasil - Energia e Equipamentos Ltda. # Real 1 1,087,130 1,087,130 - -
Thermax Hong Kong Limited. # HKD 1 5,983,833 5,983,833 - -
Thermax Babcock & Wilcox Energy Solutions Private Limited Rs. 10 628,222,500 628,222,500 374.31 374.31
Thermax Cooling Solutions Limited* Rs. 10 20,000,000 20,000,000 10.20 10.20
Investments in preference shares :
Investments valued at cost (fully paid)
Preference shares in Subsidiaries (Unquoted)
Thermax International Ltd., Mauritius USD 1 1,747,300 1,747,300 7.87 7.87
(6% Redeemable with conversion option)
Share Application money :
Thermax Netherlands B.V. Eur 1 - 5,400,000 - 43.66
Total value of investments (A) 858.40 851.31

Less: Impairment in value of investments
Thermax (Zhejiang) Cooling and Heating 47.51 40.42
Engineering Co Ltd. (refer note 40)
Thermax Netherlands B.V. 126.38 126.38
First Energy Private Limited (refer note 40) 20.94 16.76
Thermax Cooling Solutions Limited 10.20 10.20
Total Impairment in value of investments (B) 205.03 193.76
Investments in subsidiaries (net) (A-B) 653.37 657.55
Aggregate amount of quoted investments - -

Aggregate amount of unquoted investments 858.40 851.31
Aggregate amount of impairment in the value of investments 205.03 193.76
# Deemed cost is considered to be Rs. Nil as on April 1, 2015

* Formerly known as Thermax SPX Energy Technologies Limited
158
6 (a) Non-current Investments
Face value Number of shares / units Amount

per share/
unit
2020 2019 2020 2019
Investments in equity shares:
Investments at Fair value through Profit and Loss
Quoted equity shares (fully paid up)
Metroglobal Limited Rs. 10 2 2 ** **
Sanghvi Movers Limited Rs. 2 16,453 16,453 0.08 0.18
Quoted equity shares (partly paid up)
Parasrampuria Synthetics Limited (paid up Rs. 2.50 per share) Rs. 10 125,000 125,000 ** **
Unquoted equity shares (fully paid up)
Cosmos Co-operative Bank Limited Rs. 20 - 1,375 - **
GSL (India) Limited Rs. 10 17,539 17,539 ** **
Sicom Limited # Rs. 10 10,000 10,000 - -
Total Investment in equity shares 0.08 0.18
Investment in preference shares
Unquoted Preference Shares in subsidiaries
(fully paid up, redeemable)
Thermax Sustainable Energy Solutions Limited (6%, Cumulative) # Rs. 10 4,000,000 4,000,000 - -
First Energy Private Limited (8%, Cumulative, Redeemable) Rs. 10 11,999,999 11,999,999 11.93 11.93
Thermax Babcock & Wilcox Energy Solutions Private Limited Rs. 10 52,700,000 52,700,000 59.86 55.65
(8%, Cumulative, Redeemable)
Total investment in preference shares 71.79 67.58
Investments in mutual funds
Unquoted
ABSL Fixed Term Plan - Series OY (1218 Days) Direct Growth Rs. 10 20,000,000 20,000,000 23.85 21.88
SBI Debt Fund Series C – 7 (1190 Days) - Direct - Growth Rs. 10 15,000,000 15,000,000 17.77 16.33
Total investments in Mutual Funds 59.05 54.10
Total value of Investments (A) 130.92 121.86
Less: Impairment in value of investment (refer note 40)
First Energy Private Limited 11.93 11.93
Total Impairment in value of investments (B) 11.93 11.93
Total Non-Current Investments (net) (A-B) 118.99 109.93
Aggregate amount of quoted investments (Book value) 0.08 0.18
Aggregate amount of quoted investments (Market value) 0.08 0.18
Aggregate amount of impairment in the value of investments 11.93 11.93
** represents amount less than a lakh rupees

# Deemed cost is considered to be Nil as on April 1, 2015
Investments at fair value through profit or loss reflect investment in unquoted equity and debt securities. Refer note 37 for
determination of their fair values.
159
6 (b) Current Investments

Face value Number of units Amount
Particulars per share / March 31, March 31, March 31, March 31,
unit 2020 2019 2020 2019
Investment in preference shares

Unquoted Preference Shares (fully paid up, redeemable)
Thermax Instrumentation Limited (1%, Non cumulative) Rs. 10 - 10,000,000 - 10.00
Total investment in preference shares - 10.00
Investments in Mutual Funds :
Liquid/ Liquid Plus and Duration funds (unquoted)
Aditya Birla Sun Life Money Manager Fund Growth- Regular Rs. 100 4,866,314 4,866,314 130.98 121.84
Aditya Birla Sun Life Money Market Fund-Growth-Direct Plan Rs. 100 - 1,917,730 - 48.27
Axis Overnight Fund Direct Growth Rs. 1,000 238,487 - 25.17 -
DSP Liquidity Fund- Direct Plan - Weekly Dividend Rs. 1,000 - 50,028 - 5.01
DSP Overnight Fund - Direct - Growth Rs. 1,000 234,053 - 25.01 -
DSP Overnight Fund - Regular - Growth Rs. 1,000 531,025 - 56.68 -
HDFC FMP 1167D January 2016 (1) - Direct - Growth - Series - 35 Rs. 10 - 25,000,000 - 32.06
HDFC Liquid Fund - Direct Plan- Growth Option Rs. 1,000 - 7,372 - 2.71
HDFC Liquid Fund - Direct Plan - Dividend Weekly Rs. 1,000 - 439,685 - 45.41
HDFC Overnight Fund - Direct Plan - Growth Option Rs. 1,000 97,110 - 28.83 -
HDFC Overnight Fund - Regular Plan - Growth Rs. 1,000 33,846 - 10.00 -
ICICI Prudential Liquid Fund -Direct Plan- Growth Rs. 100 - 156 - **
ICICI Prudential Money Market Fund - Direct Plan- Growth Rs. 100 - 1,654,693 - 43.05
ICICI Prudential Money Market Fund - Growth Rs. 100 4,673,316 4,673,316 129.69 120.96
IDFC Overnight Fund Direct Plan-Growth Rs. 1,000 93,844 - 10.00 -
IDFC Overnight Fund Regular Plan-Growth Rs. 1,000 237,787 - 25.30 -
Kotak Liquid Direct Plan Weekly Dividend Rs. 1,000 - 453,390 - 45.64
Kotak Money Market Scheme - Direct Plan- Growth Rs. 1,000 - 67,988 - 20.98
Kotak Overnight Fund Direct - Growth Rs. 1,000 65,684 - 7.00 -
Kotak Overnight Fund Growth (Regular Plan) Rs. 1,000 394,371 - 42.01 -
L&T Liquid Fund - Direct Plan- Growth Rs. 1,000 - 4 - **
L&T Liquid Fund - Direct Plan -Weekly Dividend Rs. 1,000 - 151,893 - 15.22
Nippon India Overnight Fund Direct Growth Plan Rs. 100 752,587 - 8.07 -
Reliance Money Market Fund- Direct Growth Plan Growth Option Rs. 1,000 - 23,805 - 6.76
SBI Overnight Fund Direct Growth Rs. 1,000 30,748 - 10.00 -
SBI Magnum Ultra Short Duration Fund Direct Growth Rs. 1,000 - 6,237 - 2.60
SBI Liquid Fund Direct Weekly Dividend Rs. 1,000 - 145,549 - 15.45
UTI Liquid Cash Plan - Regular Growth Plan Rs. 1,000 396,606 396,606 128.40 120.96
Total Investments in mutual funds 637.14 646.92

Total value of Investments 637.14 656.92
Aggregate amount of quoted investments and market value thereof - -

Aggregate amount of impairment in the value of investments - -

Investments at fair value through profit or loss reflect investment in unquoted equity and debt securities. Refer note 37 for determination of their fair
values.
160
7 Trade receivables
(a) Non-current trade receivables
As at As at
March 31, 2020 March 31, 2019
Trade receivables from:

i) Related parties (note 35) - -
ii) Others 92.13 60.55
Total 92.13 60.55
Sub-classification of trade receivables

Secured, considered good - -
Unsecured, considered good 111.36 93.08
Trade Receivables which have a significant increase in credit risk - -
Trade Receivables - credit impaired - -
111.36 93.08
Less: Impairment allowance (19.23) (32.53)
Total 92.13 60.55
(b) Current trade receivables

As at As at
March 31, 2020 March 31, 2019
i) Related parties (note 35) 69.48 45.87
ii) Others 683.88 791.03
Total 753.36 836.90
Sub-classification of trade receivables
Secured, considered good 95.25 122.15
Trade receivables which has a significant increase in credit risk 19.04 3.13
Trade receivables - credit impaired 28.08 15.90
1,012.06 1,080.16
Total 753.36 836.90
No trade or other receivables are due from directors or other officers of the company either severally or jointly with any other
person. Nor any trade receivables due from firms or private companies respectively in which any director is a partner, a director or a
member.
Provision amounting to Rs. 19.04 (March 31, 2019 : Rs 3.13) is already taken in books for trade receivables which has a significant
increase in credit risk.
For terms and conditions relating to related party receivables, refer note 35.
Trade receivables are non-interest bearing and are generally on terms of 30 to 90 days.
161
8 Loans
(a) Non-current loans

As at As at
March 31, 2020 March 31, 2019
Unsecured, considered good
At amortized cost
Loans to employees 2.80 2.93
Security deposits* 8.70 9.16
Loans to related parties (note 35) 221.00 -
Total 232.50 12.09
(b) Current loans

As at As at
March 31, 2020 March 31, 2019
At amortized cost
Loans to related parties (note 35) 80.00 7.50
Total 84.27 12.54
*Includes lease deposits given to directors of Rs. 0.18 (March 31, 2019 Rs. 0.53). The maximum amount due from directors during
the year amounted to Rs. 0.18 (March 31, 2019 Rs. 0.53). This also includes deposits given to various other parties for rent,
utilities etc. Refer note 35.
Loans are various kinds of non-derivative financial assets which generate fixed interest income for the Company. The tenure of
such loans has different time range based on employee's eligibility.
No loans are due from directors or Key Managerial Personnel of the Company either severally or jointly with any other person or
from private companies or firms in which any director is a partner, a director or a member respectively.
For terms and conditions relating to loans given to related parties, refer note 33(a).
9 Financial assets
(a) Other non current assets
As at As at
March 31, 2020 March 31, 2019
Bank deposits with maturity of more than 12 months 0.05 0.05
Total 0.05 0.05
Above bank deposits are pledged as margin money.
162
(b) Other current assets
As at As at
March 31, 2020 March 31, 2019
Derivative instruments at fair value through OCI
Cash flow hedges
Foreign exchange forward contracts 1.99 33.41
Derivative instruments at fair value through profit or loss

Derivative not designated as hedges
At amortized cost
Export incentive receivable 24.48 26.38
Interest accrued on bank deposits and others* 7.78 1.08
Unbilled revenue (Contract assets)^ 61.74 383.09
Others** 18.50 -
Total 116.92 449.88
Financial assets at fair value through other comprehensive income reflect the change in fair value of foreign exchange forward
contracts, designated as cash flow hedges to hedge highly probable forecast sales and purchases in various foreign currencies.
* Includes Rs 6.14 (March 31, 2019: Rs. 0.17) pertaining to loan given to related parties (Refer note 35)
Ûnbilled revenue is disclosed net of impairment allowance of Rs. 8.75 (March 31, 2019: Rs. 10.12) for contract assets.
** Includes Rs. 14.05 (March 31, 2019: Nil) recoverable from group companies.
10 Income taxes
The major components of income tax expense for the year ended March 31, 2020 and March 31, 2019 are:
Statement of profit and loss
Current tax
Discontinued operations 17.88 67.65
Deferred tax
Discontinued operations 20.01 (8.65)
Income tax expense reported in the Statement of profit and loss 111.65 168.26
163
Other comprehensive income

Deferred tax related to items recognised in other
comprehensive income during the year
Net gain or loss on revaluation of cash flow hedge (0.78) (11.14)
Net gain or loss on remeasurements of defined benefit plans (2.50) 0.16
Deferred tax credited in other comprehensive income (3.28) (10.98)
Reconciliation of tax expense and accounting profit multiplied by India's domestic tax rate for March 31, 2020 and March 31, 2019
Accounting profit before tax (before exceptional items) for continuing operations 250.04 318.13
Accounting profit before tax (before exceptional items) for discontinued operations 90.49 173.22
At India's statutory income tax rate (as per Income Tax Act, 1961) of 25.17% 85.71 171.70
(March 31, 2019: 34.944%)
- Dividend income (3.73) (4.19)
- Weighted deduction on research and development expenses - (2.44)
- Deferred Tax asset written down due to rate change* 36.35 -
- Others (includes adjustment for fair valuation of investments and (6.68) 3.19
other permanent differences)
Effective tax 111.65 168.26
Income tax expense reported in the Statement of profit and loss for 73.76 109.26
continuing operations
Income tax expense reported in the Statement of profit and loss for 37.89 59.00
discontinued operations
Total income tax expense reported in the Statement of profit and loss 111.65 168.26
Deferred tax
Deferred tax relates to the following :
Accelerated depreciation for tax purposes (16.28) 8.70
Employee benefit obligations 0.76 (1.87)
Provision for doubtful debts and liquidated damages 30.22 (13.42)
Fair value gains on investment classified as fair value through profit and loss 3.20 (14.11)
Temporary differences in accounting treatment as required by Income tax standards (0.01) 15.12
Items allowed on payment basis / temporary disallowances (0.60) (3.06)
Others (5.04) 3.10
Deferred tax expense/ (income) in the Statement of profit and loss 12.25 (5.54)
Deferred tax expense reported in the Statement of profit and loss for 12.25 3.11
continuing operations
Deferred tax expense/(income) reported in the Statement of profit and loss for 20.01 (8.65)
discontinued operations
164
Balance sheet
Particulars As at As at
March 31, 2020 March 31, 2019
Accelerated depreciation for tax purposes (45.44) (61.72)
Revaluation of cash flow hedges (0.01) (0.79)
Employee benefit obligations 13.02 11.28
Provision for doubtful debts and liquidated damages 76.59 106.81
Items allowed on payment basis / temporary disallowances 5.75 5.15
Fair value gains on investment classified as fair value through profit and loss (14.40) (11.20)
Temporary differences in accounting treatment as required by Income tax standards 2.01 2.00
Others (includes impact on account of temporary differences on accretion of 2.86 (2.18)
interest on investments)
Net deferred tax assets 40.38 49.35
Reconciliation of deferred tax assets (net)

March 31, 2020 March 31, 2019
Opening balance as at April 1 49.35 104.17
Tax income during the period recognised in profit or loss (12.25) 5.54
Tax expense during the period recognised in other comprehensive income 3.28 10.98
Reclassified as a part of disposal group - (71.34)
Closing balance as at March 31 40.38 49.35
*The Company has computed the tax expense of the current financial period as per the tax regime announced under section 115BAA of
the Income-tax Act, 1961. Accordingly, (a) the current and deferred tax expense for the year ended March 31, 2020, has been
determined at the rate of 25.17% and (b) the deferred tax assets as at April 1, 2019, have been written down considering the enacted rate
of 25.17%.
The Company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off income tax assets and liabilities and
the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority.
The Company has not recognised deferred tax asset on impairment losses.
During the year, the Company has paid dividends to its shareholders. This has resulted in payment of Dividend Distribution Tax (DDT) to
the taxation authorities. The Company believes that DDT represents additional payment to taxation authority on behalf of the
shareholders. Hence, DDT paid is charged to equity.
11. Other assets
(a) Other non-current assets

As at As at
March 31, 2020 March 31, 2019

Advance to suppliers 0.28 4.59
Capital advance 2.50 1.91
Advance to related parties (note 35) 0.72 1.00
Balances with government authorities 57.40 87.42
Prepayments 0.78 36.64
Total 61.68 131.56
165
As at As at
March 31, 2020 March 31, 2019

Advance to employees 3.58 4.67
Advance to related parties (note 35) 32.73 10.52
Prepaid employee benefits (note 34) 3.52 7.30
Others* 6.87 9.19
Total 247.21 308.59
*Others includes interest on tax refunds, other recovery of expenses, etc

There were no advances due by directors or officers of the Company or any of them severally or jointly with any other persons or
amounts due by firms or private companies respectively in which such director is a partner or a member.
For terms and conditions relating to loans given to related parties, refer note 35.
12 Inventories (Valued at lower of cost and net realizable value)
As at As at
March 31, 2020 March 31, 2019
Raw materials, components and bought-outs** 126.18 115.37

Work-in-progress 90.65 87.00
Finished goods 26.94 17.42
Stores and spares 2.72 1.76
Traded goods 8.52 8.89
Total 255.01 230.44
**includes goods in transit Rs. 2.90 (March 31, 2019 Rs. 1.61)
For the year ended March 31, 2020 Rs. 2.77 (March 31, 2019 Rs. 5.10) was recognised (net of reversals) as an expense for inventories
carried at net realisable value. These were recognised as expense during the year and included in cost of raw materials and components
consumed in the Statement of profit and loss.
13 (a) Cash and cash equivalents
As at As at
March 31, 2020 March 31, 2019
Balances with banks

- in current accounts 34.90 65.12
- in deposits with original maturity of less than three months* 51.10 24.75
Cheques, drafts on hand 0.48 2.69
Cash on hand 0.36 0.32
Total 86.84 92.88
Short-term deposits are made for varying periods ranging between one day and three months, depending on the immediate cash
requirements of the Company, and earn interest at the respective short-term deposit rates.
There are no repatriation restrictions with regard to cash and cash equivalents as at the end of the reporting period and previous periods.
166
13 (b) Other bank balances
As at As at
March 31, 2020 March 31, 2019
Deposits with original maturity of more than 3 months but less than 12 months* 140.67 24.90
Unpaid dividend account (restricted) 0.97 0.98
Total 141.64 25.88
*Includes deposits placed with banks amounting to Rs. 10.85 (March 31, 2019: Nil) against grant received.
13 (c) Changes in liabilities arising from financing activities
Particulars Borrowings Unpaid dividend Lease obligation
As on April 1, 2018 116.49 0.81 -
Cash flow 37.14 - -
Reclassified as part of disposal group (113.63) - -
Other - 0.17 -
As on March 31, 2019 40.00 0.98 -
Cash flow 32.38 - -
New leases - - 7.12
Other - (0.01) -
As on March 31, 2020 72.38 0.97 7.12
14 Share capital
As at As at
March 31, 2020 March 31, 2019
Authorized shares (Nos)
37,50,00,000 (March 31, 2019: 37,50,00,000) equity shares of Rs. 2/- each 75.00 75.00
75.00 75.00
Issued, subscribed and fully paid share capital (Nos)
11,91,56,300 (March 31, 2019: 11,91,56,300) equity shares of Rs. 2/- each 23.83 23.83
Total issued, subscribed and fully paid-up share capital 23.83 23.83
167
(a) Reconciliation of the shares outstanding at the beginning and at the end of the year
No. of shares Rs.
Equity share of Rs. 2 each issued, subscribed and fully paid
As at April 1, 2018 119,156,300 23.83
Changes during the year - -
As at March 31, 2019 119,156,300 23.83
As at March 31, 2020 119,156,300 23.83
(b) Terms/ rights attached to equity shares
The Company has one class of equity shares having a par value of Rs. 2 per share. Each shareholder is eligible for one vote per share
held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General
Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the
remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.
(c) Equity share capital held by holding company
As at As at
March 31, 2020 March 31, 2019
Holding company
RDA Holding and Trading Private Limited, India 12.87 12.87
6,43,28,500 (March 31, 2019: 6,43,28,500) equity

shares of Rs. 2/- each fully paid
(d) Details of equity shares held by shareholders holding more than 5% of the aggregate shares in the Company
As at As at
March 31, 2020 March 31, 2019
RDA Holding and Trading Private Limited, India
% 53.99 53.99
No. of shares 64,328,500 64,328,500
ARA Trusteeship Company Private Limited, India
% 7.99 7.99
No. of shares 9,520,805 9,520,805
(e) The Company has several trusts (73 nos) set up for welfare of employees and ESOP named Thermax Employee ESOP and Welfare
Trust. Such trusts together hold 65,41,440 (March 31, 2019: 65,41,440) equity shares representing 5.49% (March 31, 2019:
5.49%) of equity share in the Company.
168
15 (a) Other equity
As at As at
March 31, 2020 March 31, 2019
Reserves and surplus
Capital redemption reserve 50.34 50.34

Securities premium 61.13 61.13
Capital reserve 1.92 1.92
General reserve 429.14 429.14
Retained earnings
Opening balance 2,166.68 1,975.29
Add: Profit for the year (including discontinued operations) 213.99 275.24
Less: Final Dividend paid (83.41) (71.49)
Less: Tax on final dividend (15.22) (12.64)
Less: Interim Dividend paid (83.41) -
Less: Tax on interim dividend (17.15) -
Movement during the year 14.80 191.11
Items of other comprehensive income recognised
directly in retained earnings:
Re-measurement (loss)/gain on defined benefit plans, net of tax Rs.2.50 (10.38) 0.28
(March 31, 2019 Rs. 0.16)
Net surplus in the Statement of profit and loss 2,171.10 2,166.68
Total Reserves and Surplus 2,713.63 2,709.21
Other Reserves
Cash flow hedge reserve

Opening balance 2.81 23.91
Add: Movement during the year (net) (3.56) (32.24)
Less: Tax on Movement during the year 0.78 11.14
Closing balance 0.03 2.81
Total 2,713.66 2,712.02
Capital redemption reserve

Pertains to reserve created towards redemption of debentures and can be utilised in accordance with the provisions of the Act.
Securities premium
Securities premium is used to record the premium on issue of shares. The reserve can be utilised in accordance with the provisions of the
Act.
Capital reserve
Pertains to reserves arising on amalgamations in the past which is required to be maintained as per statute and cannot be distributed to
the shareholders.
169
General reserve
Represents amounts transferred from retained earning in earlier years as per the requirements of the erstwhile Companies Act 1956.

This reserve comprises the effective portion of the cumulative net change in the fair value of the cash flow hedge instruments related to
hedged transactions that have not yet occurred.
15 (b) Distribution made and proposed
March 31, 2020 March 31, 2019

Cash dividend on equity shares declared and paid:
Final dividend for the year 2018-19: Rs. 7 per share (2017-18: Rs. 6 per share) 83.41 71.49
Dividend Distribution Tax on the above 15.22 12.64
Interim dividend for the year 2019-20: Rs. 7 per share 83.41 -
Dividend Distribution Tax on the above 17.15 -
199.19 84.13
Proposed dividend on equity shares are subject to approval at the annual general meeting and are not recognised as a liability (including
Dividend Distribution Tax thereon) as at the reporting date.
Proposed dividend on equity shares:
Proposed dividend for the year 2018-19: Rs. 7 per share - 83.41
Dividend Distribution Tax on the above - 17.15
Total - 100.56
The Company has taken a set off of Rs. 1.93 (March 31, 2019 Rs 2.05) for Dividend Distribution Tax paid by one of the subsidiary of the
Company.
16 Trade payables
(a) Non current trade payables
As at As at
March 31, 2020 March 31, 2019
Trade payables :
ii) Others 34.52 24.45
Total 45.58 31.78
There are no non-current outstanding dues of micro and small enterprises.
(b) Current trade payables

As at As at
March 31, 2020 March 31, 2019
Total outstanding dues of micro and small enterprises (note 16 (c)) 108.78 69.05
Total outstanding dues of creditors other than micro and small enterprises
ii) Others 438.48 709.46
Total 602.59 798.94
For terms and conditions with related parties, refer note 35.
Trade payables are non-interest bearing and are generally on terms of 30 to 90 days.
170
(c) Details of dues to micro and small enterprises as defined under the Micro, Small and Medium Enterprises Development
(MSMED) Act, 2006
March 31, 2020 March 31, 2019
The principal amount and the interest due thereon remaining unpaid to
any supplier as at the end of each accounting year
- Principal amount outstanding (whether due or not) to micro and small 108.52 68.93
enterprises*
- Interest due thereon 0.26 0.12
The amount of interest paid by the Company in terms of section 16 of 0.21 0.19
the MSMED Act, 2006 along with the amounts of the payment made to
the supplier beyond the appointed day during each accounting year
The amount of payment made to the supplier beyond the appointed day 70.55 59.50
during the year
The amount of interest due and payable for the period of delay in 0.55 0.45
making payment (which have been paid but beyond the appointed day
during the year) but without adding the interest specified under the
MSMED Act, 2006
The amount of interest accrued and remaining unpaid at the end of each 0.81 0.57
accounting year
The amount of further interest remaining due and payable even in the 0.38 0.02
succeeding years, until such date when the interest dues as above are
actually paid to the small enterprise for the purpose of disallowance as a
deductible expenditure under section 23 of the MSMED Act 2006
* Excludes payable related to discontinued operations Rs. 100.01 as at March 31, 2019
17 Financial liabilities
(a) Other non current liabilities
As at As at
March 31, 2020 March 31, 2019
Trade deposits 1.11 1.11

Lease obligation 6.04 -
Total 7.15 1.11
171
(b) Other current liabilities

As at As at
March 31, 2020 March 31, 2019

Cash flow hedges
At amortized cost
Current maturities of lease obligation 1.08 -
Employee related payables 38.49 38.39
Payables for PPE and intangible assets 5.81 9.39
Book overdraft 3.41 22.19
Unpaid dividend 0.97 0.98
Other payables * 3.21 2.79
Total 72.62 95.80
* includes dealer deposits, security deposits, etc.
18 Provisions
(a) Non-current provisions
As at As at
March 31, 2020 March 31, 2019
Provision for warranties 3.90 1.04
Provision for decommissioning liability 7.23 6.45
Total 11.13 7.49
(b) Current provisions

As at As at
March 31, 2020 March 31, 2019
Provision for employee benefits

Provision for leave encashment 40.37 35.85
40.37 35.85
Other provisions
Provision for onerous contracts 12.65 2.58
48.25 35.28
Total 88.62 71.13
172
Provision for decommissioning liability

A provision has been recognised for decommissioning costs associated with the property taken on lease by the Company. The
Company is committed to restore the site as a result of the conclusion of manufacturing activities. The timing of cash outflows in
respect of such provision cannot be reasonably determined.
Provision for warranties
Warranty costs are provided based on a technical estimate of the costs required to be incurred for repairs, replacements, material
costs, servicing cost and past experience in respect of such costs. It is expected that this expenditure will be incurred over the
contracted warranty period ranging up to 2 years. If warranty claim costs vary by 10% from management's estimate, the warranty
provisions would be an estimated Rs. 3.95 higher or lower (March 31, 2019 Rs. 3.37)
A provision for expected loss on construction contracts is recognised when it is probable that the contracts costs will exceed total
contract revenue. For all other contracts, provision is made when the unavoidable costs of meeting the obligation under the
contract exceed the estimated economic benefits. The timing of cash outflows in respect of such provision is over the contract
period.
Movement in provisions
Provision for Provision for Provision for

onerous warranties decommissioning
contracts liability
As at April 1, 2019
Balance at the beginning 2.58 33.74 6.45
Additional provision recognised 10.90 24.02 -
Unused amounts reversed - (15.04) -
Unwinding of discount - 2.30 0.78
Utilised during the year (0.83) (5.52) -
As at March 31, 2020 12.65 39.50 7.23
Details of provisions :
Current 12.65 35.60 -
Non-Current - 3.90 7.23
Total 12.65 39.50 7.23
173
19 Other liabilities
(a) Other non-current liabilities
As at As at
March 31, 2020 March 31, 2019
Customer advances (Contract liability) 8.43 18.22
Total 8.43 18.22
As at As at
March 31, 2020 March 31, 2019
Unearned revenue (Contract liability) 271.75 188.89
Customer advances (Contract liability)
(i) Related Parties (note 35) 2.95 3.79
(ii) Others 461.28 546.87
Statutory dues and other liabilities* 18.07 9.95
Total 754.05 749.50
* mainly includes tax deducted at source, GST, provident fund, ESIC, government grant received for a research project etc.
20 Borrowings
Current borrowings
As at As at
March 31, 2020 March 31, 2019
Secured loans from banks 31.38 40.00

Unsecured loans from banks 41.00 -
Total 72.38 40.00
Secured loans pertains to bills discounted by suppliers amounting to Rs. 31.38 (March 31, 2019: Rs. 40) that are payable by the Company
within 60 to 190 days from the invoice date.
These loans are secured by hypothecation of present and future stock of all inventories, stores and spares not related to plant and
machinery, book debts and other moveable assets.
Unsecured loans pertains to packing credit of Rs. 41 (March 31, 2019: Rs. Nil) carries an interest rate of 4.5% to 4.65% due for repayment
within 90-149 days from date of disbursement or expected shipment date whichever is earlier.
21 Revenue from operations

(a) Revenue from contracts with customers
March 31, 2020 March 31, 2019
Revenue from projects and products 2,810.22 3,164.95
Revenue from services 387.01 323.47
Total revenue from contracts with customers 3,197.23 3,488.42
174
(b) Other operating revenue
March 31, 2020 March 31, 2019
Export incentives 23.96 35.69

Sale of Scrap 8.26 9.45
Commission income 2.46 3.17
Exchange fluctuation gain/(loss) (net)* (19.66) 1.52
Royalty income 2.83 2.85
17.85 52.68
* Includes mark to market loss on forward contracts not subjected to hedge accounting Rs.4.34 (March 31, 2019: gain Rs. 5.07)
Total revenue from operations 3,215.08 3,541.10
(c) Disclosure pursuant to Ind AS 115: Revenue from Contracts with Customers
i) Revenue by category of contracts:
March 31, 2020 March 31, 2019
Over a period of time basis 1,716.81 1,990.01
At a point-in-time basis 1,480.42 1,498.41
Revenue by geographical market:
March 31, 2020 March 31, 2019
Within India 2,438.23 2,427.05
Outside India 759.00 1,061.37
Revenue by segment :
March 31, 2020
Energy Environment Chemical Total
Revenue from contracts with customers
External Revenue 2,142.57 717.12 392.71 3,252.39
Inter segment 3.93 46.25 4.99 55.16
Total revenue from contracts with customers 2,138.64 670.86 387.72 3,197.23
Other operating income 8.51 4.86 4.48 17.85
Total revenue from operations 2,147.15 675.72 392.21 3,215.08
175
March 31, 2019

External Revenue 2,354.46 824.37 378.78 3,557.61
Inter segment 0.54 62.86 5.79 69.19
ii) Contract balances:

The following table provides information about contract balances from contracts with customers as at the reporting date:
March 31, 2020 March 31, 2019
Trade receivables (note 7) 845.49 897.45

Unbilled revenue (Contract asset) (note 9(b)) 61.74 383.09
Unearned revenue (Contract liability) (note 19(b)) 271.75 188.89
Customer advances (Contract liability) (note 19) 472.66 568.88
Contract assets primarily relate to the Company’s rights to consideration for work completed but not billed at the reporting date from
projects and customised contracts. The Contract assets are transferred to Trade receivables on completion of milestones and its related
invoicing.
The contract liabilities relate to unearned revenue and customer advances where performance obligations are yet to be fulfilled as per
the contracts. The fulfilment of the performance obligations will extinguish these liabilities and revenue will be recognised, with no
impact on the Company’s cash positions on specific projects.
iii) Revenue recognised in the reporting period that was included in the contract liabilities balance at the beginning of the year:
March 31, 2020 March 31, 2019

Unearned revenue^ 106.12 118.99
Customer advance# 315.91 238.04
Êxcludes Rs 25.51 pertaining to discontinued operations for the period ended March 31, 2019
# Excludes Rs 386.74 pertaining to discontinued operations for the period ended March 31, 2019
iv) Changes in unbilled revenue and unearned revenue for the year:
The explanation of the significant changes in the unbilled and unearned balances during the reporting period is presented in the table
below
March 31, 2020 March 31, 2019
Opening unbilled revenue (refer note 9(b)) 383.09 461.85
Opening unearned revenue (refer note 19(b)) 188.89 194.20 234.84 227.01
- Transfer of contract assets to receivable from opening unbilled revenue (374.72) (409.53)
- Increase in revenue as a result of changes in the measure of progress from 106.12 144.50
the opening unearned revenue
- Transfer of contract assets to receivables (1,747.69) (2,592.47)
- Increase in revenue as a result of changes in the measure of progress 1,610.69 3,427.24
- Others* 1.39 (19.87)
- Reclassified as part of disposal group - (404.21) (582.68) (32.81)
Closing unbilled revenue (refer note 9(b)) 61.74 383.09
Closing unearned revenue (refer note 19(b)) 271.75 (210.01) 188.89 194.20
* includes adjustments on account of onerous contracts, impairment allowance for the year etc.
176
v) Performance obligations
Performance obligation in a project or a group of projects which are contracted at or near same time with the same or related parties and
negotiated simultaneously, are combined for the purpose of evaluation. The Company has estimated that multiple commitments
pertaining to engineering procurement and commissioning of such projects is a single performance obligation which is spread over
different accounting periods.
Performance obligation for products are evaluated on standalone basis, recognised at a point in time. Generally, performance obligations
for such contracts have an original expected duration of one year or less.
There are no major contracts with customers which have significant financing component included within them and therefore there is no
difference between the timing of satisfaction of performance obligation vis a vis the timing of the payment.
Remaining performance obligations:
The following table includes revenue expected to be recognised in the future related to performance obligations that are unsatisfied (or
partially unsatisfied) at the reporting date.
The Company applies practical expedient included in para 121 of Ind AS 115 and does not disclose information about its remaining
performance obligations for contracts that have an original expected duration of one year or less.
March 31, 2020 March 31, 2019
Amount of revenue yet to be recognised for contracts in progress 2,046.56 1,573.87
The Company expects that a significant portion of the remaining performance obligation will be completed in next 1 to 2 years.
vi) Reconciliation between revenue recognised in Statement of profit and loss and contract price
There is no significant variation between revenue recognised in Statement of profit and loss and contract price except price variation
claims, which are considered to be part of contract price.
22 Other income
March 31, 2020 March 31, 2019
Interest income from financial assets carried at amortized cost

Loan to subsidiary 13.53 0.34
Bank deposits 4.84 0.93
Interest income from financial assets at fair value through profit and loss
Loan to subsidiary (preference shares) 4.21 6.19
Other interest income 5.95 8.10
Dividend income from investments designated at fair value through profit and loss 5.50 2.00
Dividend income from equity investments carried at cost 9.33 10.00
Fair value gain on financial instrument at fair value through profit and loss (net) 39.13 71.97
Liabilities no longer required written back 5.84 7.86
Miscellaneous income^^ 16.07 15.41
Total 104.40 122.80
^Încludes rent income of Rs 3.01 (March 31, 2019; Rs 0.76); refer note 32 B (c)(i)
177
23 Cost of raw material and components consumed
March 31, 2020 March 31, 2019
Inventories at the beginning of the year 115.37 92.02

Add: Purchases 1,771.35 2,140.94
1,886.72 2,232.96
Inventories at the end of the year (126.18) (115.37)
1,760.54 2,117.59
Less: capitalised during the year (refer note 4 (d)) (0.16) (5.86)
Total 1,760.38 2,111.73
24 (Increase) in inventories of finished goods, work-in-progress and traded goods
March 31, 2020 March 31, 2019
Inventories at the beginning of the year

113.31 96.42
Less: inventories at the end of the year

126.11 113.31
Total (12.80) (16.89)
25 Employee benefits expense

March 31, 2020 March 31, 2019

Contribution to provident and other funds 26.55 24.74
Gratuity expense (note 34) 6.61 4.82
Staff welfare expenses 24.22 22.89
431.04 394.90
Total 430.94 393.34
178
26 Finance costs
March 31, 2020 March 31, 2019
Interest expense 2.15 3.73

Total 5.23 5.26
27 Depreciation and amortization expense
March 31, 2020 March 31, 2019
Depreciation of property, plant and equipment (note 4 (a)) 51.30 52.05

Depreciation of right-of-use assets (note 4 (b)) 1.90 -
Amortization of intangible assets (note 4 (c)) 9.41 11.43
Less: expense related to discontinued operations - (13.35)
Total 62.61 50.13
28 (a) Other expenses

March 31, 2020 March 31, 2019
Consumption of stores and spare parts 42.94 46.17

Power and fuel 30.40 32.42
Freight and forwarding charges (net) 56.55 60.59
Site expenses and contract labour charges 306.87 284.89
Drawing, design and technical service charges 9.50 9.19
Sales commission 14.60 18.15
Advertisement and sales promotion 11.21 4.98
Rent (note 32 B (ii)) 10.42 11.70
Rates and taxes 12.13 5.97
Insurance 4.53 3.91
Repairs and maintenance:
Plant and machinery 16.99 13.95
Buildings 3.90 4.93
Others 27.39 22.12
Travelling and conveyance 52.17 55.79
Legal and professional fees (includes payment to auditor; refer note 28 (b)) 55.38 45.85
Director sitting fees 0.44 0.50
Provision for impairment allowance of financial assets (net) 0.77 27.08
Warranty expenses (net) 18.89 11.02
Loss on sale/ discard of assets (net) 1.56 1.03
CSR expenditure (note 28 (c)) 7.47 7.60
Miscellaneous expenses (includes printing, communication, postage, security expense, etc.) 23.97 16.93
724.29 693.00
Total 723.55 691.02
179
(b) Payment to auditors
March 31, 2020 March 31, 2019

As auditor
Audit and limited review fee 1.26 1.33
In other capacity
Taxation matters - -
Other services 0.14 0.12
Reimbursement of expenses 0.07 0.08
Total 1.47 1.53
(c) Corporate Social Responsibility (CSR)
March 31, 2020 March 31, 2019
Gross amount required to be spent by the Company during the year 7.46 7.48
Total 7.46 7.48
Amount spent during the year
In Cash Yet to spent in cash Total
During the year ended March 31, 2020

a. Construction/ acquisition of any asset - - -
b. On purposes other than (a) above^ 7.47 - 7.47
7.47 - 7.47
During the year ended March 31, 2019

a. Construction/ acquisition of any asset - - -
b. On purposes other than (a) above^ 7.60 - 7.60
7.60 - 7.60
^The amount is contributed to Thermax Foundation, India . Refer note 35.
29 Discontinued Operation
As part of organisational restructuring the Board of Directors and Shareholders of the Company, approved the transfer of Boiler &
Heater (B&H) business of Thermax Limited to Thermax Babcock & Wilcox Energy Solutions Private Limited (TBWES), a wholly owned
subsidiary on a going concern basis through slump sale. The B&H business was transferred to TBWES w.e.f. October 01, 2019.
Accordingly, the results of B&H business were classified as discontinued operations in the standalone financial statements in accordance
with Ind AS 105 upto the date of such transfer. The financial parameters in respect of discontinued operations are stated below:
180
a) Financial performance and cash flow information
September 30, 2019^ March 31, 2019
Revenue including other income (excluding sales made to continuing 949.56 1,648.00
operations Rs. 139.88 (March 31, 2019 Rs. 312.46)
Expenses* 859.07 1,474.78
Profit before income tax 90.49 173.22
Income Tax 37.89 59.00
Profit after income tax 52.60 114.22
Other comprehensive income (2.44) (7.57)
Total comprehensive income 50.16 106.65
Net cash flow from operating activities (60.50) 72.37

Net cash flow from investing activities (1.53) (12.90)
Net cash flow from financing activities (68.65) 38.64
Net cash generated from discontinued operation (130.68) 98.11
^ Upto the date of slump sale

* The Company had continued to charge depreciation on asset held as part of disposal, as these were proposed to be transferred to
wholly owned subsidiary.
b) The carrying amount of assets and liabilities are as follows:
As at
March 31, 2019
Assets
Property, plant and equipment 82.50
Capital work-in-progress 1.11
Intangible assets 1.00
Trade receivables 420.89
Loans 3.61
Inventories 237.38
Cash and bank balances* 100.06
Other financial assets 667.35
Other assets 123.43
Deferred Tax 71.34
Total assets 1,708.67
Liabilities
Borrowings 113.63
Trade payables 464.18
Provisions 56.11
Other financial liabilities 26.68
Other liabilities 917.41
Total liabilities 1,578.01
Net Assets/ (liabilities) 130.66
*Includes balances with restricted usage Rs. 26.53 as at March 31, 2019
Refer note 32 A(e ) for contingent liabilities pertaining to discontinued operations
181
30 Earnings per share

March 31, 2020 March 31, 2019
Net profit after tax attributable to the Equity shareholders

Continuing Operations 161.39 161.02
Discontinued Operations 52.60 114.22
Total 213.99 275.24
Weighted average number of Equity shares of Rs.2/- each 119,156,300 119,156,300

Basic and diluted Earning per share (Rs.)
Continuing Operations 13.54 13.51
Discontinued Operations 4.41 9.59
Total 17.95 23.10
31 Components of Other Comprehensive Income (OCI)

The disaggregation of changes to OCI by each type of reserve in equity is shown below:
Cash flow Retained Earnings Total

hedge reserve
Foreign exchange forward contracts (4.39) - (4.39)

Reclassified to Statement of profit or loss (Net) 1.61 - 1.61
Re-measurement gains on defined benefit plans - (10.38) (10.38)
Total (2.78) (10.38) (13.16)
Cash flow Retained Earnings Total

hedge reserve
Foreign exchange forward contracts (40.05) - (40.05)
Reclassified to Statement of profit or loss (Net) 18.95 - 18.95
Re-measurement gains on defined benefit plans - 0.28 0.28
Total (21.10) 0.28 (20.82)
32 Contingent liabilities and commitments

A Contingent liabilities
a) Taxes *
March 31, 2020 March 31, 2019
Excise, Customs Duty and Service tax 158.97 1,402.68

Sales tax 61.38 63.59
Income tax demands disputed in appellate proceedings 24.36 104.05
References/appeals preferred by the Income tax department in respect 9.87 41.19
of which, should the ultimate decision be unfavourable to the Company
Others 0.10 0.10
* Excluding of interest and penalty thereon
182
b) Guarantees on behalf of subsidiaries
March 31, 2020 March 31, 2019
Counter corporate guarantees issued to banks (Also refer note 33) 418.48 39.29
Indemnity bonds, letter of support/comfort and corporate guarantees 2074.39 253.86
(Also refer note 33)
The Company has issued various guarantees for performance, deposits, tender money, advances, etc. The management
has considered the probability for outflow of the same to be remote and accordingly no amount has been disclosed here.
c) Others
March 31, 2020 March 31, 2019

Liability for export obligations 6.60 78.82
Claims against the Company not acknowledged as debt 3.33 3.02
The timing and amount of the cash flow which will arise from these matters, will be determined by the relevant authorities
on settlement of the cases or on receipt of claims from customers.
d) There are certain law suits, disputes, warranty claims, etc., including commercial matters that arises from time to time in
the ordinary course of business for which amounts are not quantifiable by the management. However, based on
management's assessment under Ind AS 37 "Provisions, Contingent Liabilities and Contingent Assets", that the claims
against the Company are not tenable/ probability of final outcome against the Company is low and therefore not disclosed
as contingent liability.
e) There are certain cases that are not a part of contingent liability disclosed above, which pertains to the discontinued
operation. Such cases have been transferred along with the discontinued operation as per indemnification agreement.
March 31, 2020

Excise, Customs Duty and Service tax 1,245.67
Sales tax 3.37
Liability for export obligations 65.29
B Capital and other commitments

a) Liability in respect of partly paid shares Rs. 0.09 (March 31, 2019 Rs.0.09)
` b) Estimated amount of contracts remaining to be executed on capital account (net of advances) and not provided for is
Rs. 26.84 (March 31, 2019 Rs. 18.64). This excludes Rs 2.00 pertaining to discontinued operations as on March 31, 2019
c) Lease commitments
i. Operating lease: Company as lessor
The Company has leased certain parts of its surplus office and buildings. The tenure of such lease agreements ranges
from 1 to 5 years. All leases include a clause to enable upward revision of the rental charge on an annual basis
according to prevailing market conditions. For nature of assets refer note 4(a)
March 31, 2020 March 31, 2019
Lease received for the year * 3.01 0.76
* Lease received excludes Rs.0.20 (March 31, 2019: 1.49) pertaining to discontinued operations
183
ii. Where the Company is lessee

The Company has taken land, office buildings, factory sheds, guest house, warehouse, vehicles, printers and other
office equipments on lease for a tenure of 1 to 99 years. The Company’s obligations under its leases are secured by
the lessor’s title to the leased assets. Generally, the Company is restricted from assigning and subleasing the leased
assets. There are no variable lease payments and residual value guarantees for these leases. The leases are
renewable on mutually agreeable terms. At the expiry of the lease term, either party has an option to terminate the
agreement or extend the term by giving notice in writing. The Company also has certain leases of machinery with
lease terms of 12 months or less and leases of office equipment with low value. The Company applies the ‘short-term
lease’ and ‘lease of low-value assets’ recognition exemptions for these leases.
Refer note 2.2 in significant accounting policies relating to adoption of Ind AS 116
Carrying amounts of lease liabilities and the movements during the year.
March 31, 2020
As at 1 April, 2019 8.10

Additions -
Accretion of interest -
Payments made 0.98
As at 31 March 2020 7.12
Current portion 1.08

Non-current portion 6.04
Total* 7.12
* Pertains to offices taken on lease

Details of amounts recognised in statement of profit and loss
March 31, 2020
Depreciation expense of right-of-use assets 1.90

Interest expense on lease liabilities -
Expense relating to short-term leases (included in other expenses and 12.58
staff welfare expenses)
Expense relating to leases of low-value assets (included in other expenses) 0.97
Total amount recognised in statement of profit or loss* 15.45
* Excludes Rs. 8.53 pertaining to discontinued operations
(This page has been intentionally left blank.)
184
iii. Details of lease payments where Company is lessee (disclosure pursuant to erstwhile Ind AS 17):
(a) Amounts payable under Operating lease
March 31, 2019
Lease payments for the year 11.7
March 31, 2019
Future minimum lease rental payables under non-cancellable operating leases are as follows:*
Within one year 0.86
After one year but not more than five years 0.26
More than five years -
*Future minimum lease rental payables under non-cancellable operating leases for the year ended March 31, 2019
excludes Rs. Nil pertaining to discontinued operations
33 Disclosure required under Section 186(4) of Companies Act, 2013

a) Loans to related parties includes loan given to a subsidiary. The particulars of which are disclosed below as required by Sec 186(4)
of Companies Act, 2013.
Name of the Rate of interest Due date and Purpose March 31, March 31,
party (p.a.) amount payable 2020 2019
Amount Amount
Thermax Nil Not Applicable, the loan The loan has been granted - 7.50
Engineering (March 31, has been repaid by to the subsidiary for
Construction 2019: 10.05%) subsidiary working capital
Company Limited requirements.
Thermax SBI Base rate The principal amount The loan has been granted 301.00 -
Babcock & plus 1%, shall be repaid within a to the subsidiary for
Wilcox Energy currently 9.45% period one year, subject funding for business
Solutions Private (March 31, to mutual extension. The acquisitions,working capital
Limited 2019: Nil) interest is payable on a requirements etc.
quarterly basis by the
15th day of the next
month.
First Energy SBI Base rate The loan shall be repaid The loan has been granted 3.62 -
Private Limited* plus 1%, within a period of one to the subsidiary for
currently 9.45% year working capital
(March 31, requirements.
2019: Nil)
*Loan amounting to Rs. 3.62 has been written off in the books
185
b) The Company has issued guarantees on behalf of subsidiaries to banks. Details as below
Name of the party March 31, 2020 March 31, 2019

Foreign Amount Foreign Amount
currency currency
(million) (million)
Thermax Instrumentation Limited - 12.88 - 18.37

Thermax Instrumentation Limited USD 1.3 9.83 USD 2.65 18.32
Thermax Onsite Energy Solutions Limited - 4.23 - 2.60
Thermax Babcock & Wilcox Energy Solutions Private Limited - 391.54 - -
Total 418.48 39.29
Purpose : Bank guarantees issued favouring end customers on behalf of the subsidiaries
c) The Company has issued indemnity bonds, letter of support/comfort and corporate guarantees, counter corporate guarantees on
behalf of subsidiaries. Details are given below:
Name of the party March 31, 2020 March 31, 2019

Foreign Amount Foreign Amount
currency currency
(million) (million)
Thermax Instrumentation Limited 42.00 30.00

Thermax Engineering Construction Company Limited 69.00 90.00
Thermax Babcock & Wilcox Energy Solutions Private Limited 1,615.00 -
Thermax Cooling Solutions Limited 35.00 -
Thermax Engineering Singapore Pte. Ltd. USD 10 75.65 -
Danstoker A/S USD 7.2 54.47 -
Thermax (Zhejiang) Cooling & Heating Engineering USD 6 45.39 USD 6 41.49
Company Ltd.
PT Thermax International Indonesia USD 11.4 86.24 USD 6.4 44.26
Rifox-Hans Richter GmbH Spezialarmaturen EUR 0.45 3.75 EUR 0.45 3.49
Thermax Denmark ApS EUR 5.75 47.89 EUR 5.75 44.62
Total 2,074.39 253.86
The above guarantees have been issued for the purpose of various banking facilities for the subsidiaries.
34 Gratuity
The Company operates a defined benefit plan viz. gratuity for its employees. Under the gratuity plan, every employee who has
completed at least specified years of service gets a gratuity on departure at 15 days (minimum) of the last drawn salary for each
completed year of service. The scheme is funded with an insurance Company in the form of qualifying insurance policy. The fund has
formed a trust and it is governed by the Board of Trustees.
The fund is subject to risks such as asset volatility, changes in assets yields and asset liability mismatch risk. In managing the plan assets,
Board of Trustees reviews and manages these risks associated with the funded plan. Each year, the Board of Trustees reviews the level of
funding in the gratuity plan. Such a review includes asset-liability matching strategy and investment risk management policy (which
includes contributing to plans that invest in risk-averse markets). The Board of Trustees aim to keep annual contributions relatively
stable at a level such that no plan deficits (based on valuation performed) will arise.
186
I Changes in the net benefit obligation and fair value of plan assets are as follows :
Particulars Present value Fair value Net amount

of obligation of plan assets
April 1, 2018 83.80 (93.55) (9.75)
Current service cost 8.26 - 8.26
Interest expense/(income) 6.00 (7.17) (1.17)
Total amount recognised in Profit or Loss* 14.26 (7.17) 7.09
Experience adjustments (0.47) - (0.47)
Actuarial loss from change in financial assumptions 0.05 - 0.05
Return on plan assets (income) - (0.02) (0.02)
Total amount recognised in Other Comprehensive (Income) / Loss* (0.42) (0.02) (0.44)
Employer contributions - (4.20) (4.20)
Benefits paid (10.80) 10.80 -
Reclassified as part of disposal group (27.93) 27.93 -
March 31, 2019 58.91 (66.21) (7.30)
Total amount recognised in Profit or Loss 14.21 (7.60) 6.61
Experience adjustments 4.67 - 4.67
Demographic adjustments (1.29) - (1.29)
Return on plan assets (income) - 0.91 0.91
Total amount recognised in Other Comprehensive (Income) / Loss* 11.97 0.91 12.88
Benefits paid (11.75) 11.75 -
Reclassified as a part of disposal group (1.90) 1.90 -
March 31, 2020 71.44 (74.96) (3.52)
*Includes Rs. 2.27 in Profit or Loss and Rs.0.14 in Other Comprehensive Income pertaining to discontinued operations. As the
liability at the year end is computed on consolidated basis, combined disclosure for continuing and discontinued operations has
been presented.
II The net liability disclosed above relates to funded plans are as follows :
Present value of funded obligation 71.44 58.91
Fair value of plan assets (74.96) (66.21)
Surplus of funded plan (3.52) (7.30)
187
III Significant assumptions
The principal actuarial assumptions were as follows :
Discount rate 6.04% 7.64%

Salary growth rate 7.00% 7.00%
Normal retirement age 60 years 60 years
Mortality table Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2012-14) Ultimate (2012-14) Ultimate
Employee turnover 5% to 10% 5% to 10%
IV Sensitivity analysis
The sensitivity of defined obligation to changes in the weighted principal assumptions is:
Assumption Impact on defined benefit obligation

March 31, 2020 March 31, 2019
Discount rate
1.00% increase Decrease by 5.08 Decrease by 5.01
1.00% decrease Increase by 5.76 Increase by 5.65
Future salary increase
1.00% increase Increase by 5.26 Increase by 5.20
1.00% decrease Decrease by 4.73 Decrease by 4.70
Attrition rate
1.00% increase Increase by 0.52 Increase by 0.15
1.00% decrease Decrease by 0.58 Decrease by 0.18
The above sensitivity analysis is based on a change in assumption while holding all other assumptions constant. In practice, this is
unlikely to occur and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined
benefit obligation to significant actuarial assumptions the same method (present value of defined benefit obligation calculated
with the Projected Unit Credit Method at the end of the reporting period) has been applied as when calculating the defined
benefit liability recognised in the balance sheet.
The method and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous periods.
The following are the expected cash flows to the defined benefit plan in future years:
Within next 12 months 11.19 10.46

Between 2-5 years 27.67 37.57
Next 5 years 23.31 29.37
The average duration of the defined benefit plan obligation at the end of the reporting period is 9 years (March 31, 2019: 9 years)
V The major categories of plan assets are as follows:
Investments with Insurer (LIC of India) 100.00% 100.00%
188
35 Related party disclosures

A Subsidiaries
Unless otherwise stated, the subsidiaries have share capital consisting solely of equity shares that are held directly or indirectly
by the Company, and the proportion of ownership interests held equals the voting rights held by the Company. The country of
incorporation or registration is also their principal place of business.
Sr. Name of the entity Place of business/ Ownership interest

No. Country of March 31, March 31,
incorporation 2020 2019
1 Thermax Onsite Energy Solutions Limited India 100% 100%

2 Thermax Instrumentation Limited India 100% 100%
3 Thermax Engineering Construction Company Limited India 100% 100%
4 Thermax Sustainable Energy Solutions Limited India 100% 100%
5 Thermax International Limited Mauritius 100% 100%
6 Thermax Europe Ltd. United Kingdom 100% 100%
7 Thermax Inc.* U.S.A. 100% 100%
8 Thermax do Brasil Energia-e Equipamentos Ltda. Brazil 100% 100%
9 Thermax (Zhejiang) Cooling & Heating Engineering Company Ltd. China 100% 100%
10 Thermax Netherlands B.V. Netherlands 100% 100%
11 Thermax Denmark ApS* Denmark 100% 100%
12 Danstoker A/S* Denmark 100% 100%
13 Ejendomsanp artsselskabet Industrivej Nord 13* Denmark 100% 100%
14 Boilerworks A/S* Denmark 100% 100%
15 Boilerworks Properties ApS Industrivej* Denmark 100% 100%
16 Danstoker Poland S.p.Z.o.o. * Poland 100% 100%
17 Rifox-Hans Richter GmbH Spezialarmaturen Germany 100% 100%
18 Thermax SDN. BHD Malaysia 100% 100%
19 Thermax Engineering Singapore Pte. Ltd. Singapore 100% 100%
20 PT Thermax International* Indonesia 100% 100%
21 Thermax Hong Kong Limited Hong Kong 100% 100%
22 Thermax Senegal S.A.R.L.* Senegal 100% 100%
23 First Energy Private Limited India 76% 76%
24 Thermax Energy and Environment Philippines Corporation * Philippines 100% 100%
25 Thermax Energy & Environment Lanka (Private) Limited * Sri Lanka 100% 100%
26 Thermax Nigeria Limited* Nigeria 100% 100%
27 Thermax Babcock & Wilcox Energy Solutions Private Limited India 100% 100%
28 Thermax Cooling Solutions Limited India 100% 100%
29 Thermax Engineering Construction FZE * Nigeria 100% 100%
30 Thermax International Tanzania Limited# Tanzania 100% NA
31 Thermax (Thailand) Limited## Thailand 100% NA
32 Thermax Employee ESOP and Welfare Trust** India - -
* Held indirectly
# Incorporated on December 7, 2019
## Incorporated on March 9, 2020
** The Company has all ESOP trust and Employee Welfare Trusts set up for the welfare of the employees. Pursuant to the
arrangement between the Trusts and the Company, the Company has determined that it has power to direct the relevant
activities of the trust while being exposed to variable returns from its involvement with these entities.
189
B Holding Company
Sr. Name of the entity Place of business/ Ownership interest

incorporation 2020 2019
1 RDA Holdings Private Limited India 53.99% 53.99%
C Individuals having significant influence over the Company by reason of voting power and their relatives:
1 Mrs. Meher Pudumjee - Chairperson
2 Mrs. Anu Aga - Relative of Chairperson / Director
3 Mr. Pheroz Pudumjee - Director
4 Mr. Zahaan Pudumjee - Relative of Chairperson / Director
D Key Management Personnel:

1 Mr. M S Unnikrishnan - Managing Director and Chief Executive Officer
2 Dr Valentin A. H. von Massow - Independent Director
3 Dr Jairam Varadaraj - Independent Director
4 Mr. Nawshir Mirza - Independent Director
5 Mr. Harsh Mariwala - Independent Director
6 Mr. Sashishekhar Balakrishna (Ravi) Pandit - Independent Director
7 Mrs. Rajani Kesari-Independent Director
8 Mr. Amitabha Mukhopadhyay - Chief Financial Officer (Resigned on May 31, 2019)
9 Mr. Rajendran Arunachalam - Chief Financial Officer (w.e.f June 1, 2019)
10 Mr. Kedar Phadke - Company Secretary
E Enterprises with whom transactions have taken place during the year, over which control is exercised by individuals listed
in ‘C’ and 'D' above:
1 Thermax Foundation, India
2 ARA Trusteeship Company Private Limited, India
3 Marico Limited, India
4 Elgi Ultra Industries Limited, India
5 Elgi Equipments Limited, India
6 The Akanksha Foundation, India
7 Festo India Private Limited, India
190
F Transactions with related parties for the year ended March 31, 2020:
Enterprises over which

control is exercised by Key Management
Individuals having Personnel and
Individuals having
Subsidiaries Significant influence Significant influence Total
over the company over the company
and Key Management mentioned in D
Personnel
Continuing Discontinued Continuing Discontinued Continuing Discontinued Continuing Discontinued
operations operations operations operations operations operations operations operations
a. Transactions during the year
Revenue from contracts with customers 214.39 9.04 0.68 - - - 215.07 9.04
Commission income 0.22 - - - - - 0.22 -
Miscellaneous income 9.94 0.39 - - - - 9.94 0.39
Interest income 13.53 - - - - - 13.53 -
Dividend income 9.33 - - - - - 9.33 -
Recovery of expenses 23.36 0.37 - - - - 23.36 0.37
Purchase of raw material and components 81.93 12.28 0.35 - - - 82.28 12.28
Site expenses and contract labour charges 58.78 1.56 - - - - 58.78 1.56
Reimbursement of expenses^ 11.01 1.05 - - - - 11.01 1.05
Rendering of support services 3.11 - - - - - 3.11 -
Other expenses 1.61 0.03 0.01 - - - 1.62 0.03
Remuneration to Key Management Personnel* - - - - 6.93 - 6.93 -
Donation - - 7.47 - - - 7.47 -
Purchase of property, plant and equipment 0.86 - - - - - 0.86 -
Investment in equity shares 7.09 - - - - - 7.09 -
Redemption in Preference shares 10.00 - - - - - (10.00) -
Loans given 304.62 - - - - - 304.62 -
Loan Recovered# 9.30 - - - - 9.30 -
Director's sitting fees - - - - 0.44 - 0.44 -
Commission paid - - - - 3.72 - 3.72 -
Rent paid 0.63 - - - 0.51 - 1.13 -
Consideration received towards sale of 350.74 - - - - - 350.74 -
B&H business
* Does not include gratuity and leave encashment since the same is calculated for all employees of the company as a whole.
^ Includes free of cost supplies of Rs. Nil ( March 31, 2019: 4.61)
# Includes Rs. 1.8 (March 31, 2019: Nil) on account of loan recovered from Thermax Sustainable Energy Solutions Limited which was
written off in the books in previous periods.
Note: Dividend paid to RDA Holdings Private Limited, India is Rs. 90.06 and to Employee welfare and ESOP trusts Rs 9.16, including
interim dividend for the year 2019-20
Transactions carried out in the capacity of agent with TBWES:
Description Total
Revenue from contracts with customers 178.29

Purchase of raw material and components 47.76
(March 31, 2019: Nil)

Receivables and Payables arising in the capacity of agent with TBWES have been presented on a net basis in the financial statements
191
Enterprises over
which control is Key Management
exercised by Personnel and
Individuals having
Individuals having Significant influence
Subsidiaries Significant influence over the company Total
over the company mentioned in D
and Key Management
Personnel
b. Balances as at reporting date
Trade receivables^ 69.48 ** - 69.48
Interest accrued 6.14 - - 6.14
Advances given 33.45 - - 33.45
Loans given (including security deposit)* 304.62 - 0.53 305.15
Other Assets 14.40 - - 14.40
Trade payables 66.38 0.02 - 66.39
Advances received 2.95 - - 2.95
Guarantee /letter of comfort given on 2,492.87 - - 2,492.87
behalf of subsidiaries
^ Before impairment provision Rs. 2.67 (March 31, 2019: Nil)
* Before impairment provision Rs. 3.62 (March 31, 2019: Nil)
G Transactions with related parties for the year ended March 31, 2019:
Enterprises over
Individuals having
Subsidiaries Joint Ventures Significant influence over the company Total
and Key Management
Personnel
Continuing Discontinued Continuing Discontinued Continuing Discontinued Continuing Discontinued Continuing Discontinued
operations operations operations operations operations operations operations operations operations operations
Revenue from contracts with customers 149.23 1.11 - - 1.07 - - - 150.30 1.11
Commission income 0.21 - - - - - - - 0.21 -
Miscelleneous income 0.77 0.95 - 0.36 - - - - 0.77 1.31
Interest income 0.34 - - - - - - - 0.34 -
Dividend income 10.00 - - - - - - - 10.00 -
Recovery of expenses 10.31 3.21 - - - - - - 10.31 3.21
Purchase of raw material and components 0.91 5.77 15.16 - - - - - 16.07 5.77
Site expenses and contract labour charges 23.44 15.66 - - - - - - 23.44 15.66
Reimbursement of expenses^ 10.34 6.21 - - - - - - 10.34 6.21
Rendering of support services 2.43 - - - - - - - 2.43 -
Remuneration to key management personnel* - - - - - - 6.17 - 6.17 -
Donation - - - - 7.60 - - - 7.60 -
Purchase of property, plant and equipment - 0.28 - - - - - - - 0.28
Investment in Equity shares 138.60 - - - - - - - 138.60 -
Investment in Preference shares 52.70 - - - - - - - 52.70 -
Loan given 6.00 - - - - - - - 6.00 -
Director's sitting fees - - - - - - 0.50 - 0.50 -
Commission paid - - - - - - 3.46 - 3.46 -
Rent paid 0.63 - - - - - 0.44 - 1.07 -
* Does not include gratuity and leave encashment since the same is calculated for all employees of the company as a whole.
Încludes free of cost supplies of Rs. 4.61.
Note: Dividend paid to RDA Holdings Private Limited, India is Rs. 38.60 and to Employee welfare and ESOP trusts Rs 3.92
192
Enterprises over
Individuals having
Subsidiaries Joint Ventures Significant influence over the company Total
and Key Management
Personnel
Continuing Discontinued Continuing Discontinued Continuing Discontinued Continuing Discontinued Continuing Discontinued
operations operations operations operations operations operations operations operations operations operations
b. Balances as at reporting date
Trade receivables 45.80 4.09 - - 0.07 - - - 45.87 4.09
Interest accrued 0.17 - - - - - - - 0.17 -
Advances given 11.52 2.66 - - - - - - 11.52 2.66
Loans given (including security deposit) 7.50 - - - - - 0.53 - 8.03 -
Trade payables 27.76 5.93 - - - - - - 27.76 5.93
Advances received 3.79 - - - - - - - 3.79 -
Guarantee /letter of comfort given on behalf 293.15 - - - - - - - 293.15 -
of subsidiaries and joint ventures
H Related party transactions include transactions pertaining to the following parties with whom the transactions are considered to
be individually significant (percentage of the transactions being 10% or more of the total of transactions given in note 'F' and 'G'
above
Transactions during the year

Thermax Inc., U.S.A. 91.20 93.02
Thermax Europe Limited., U.K 32.10 25.43
Thermax Onsite Energy Solutions Limited, India 28.47 11.91
Thermax Babcock & Wilcox Energy Solutions Private Limited, India 35.41 0.63
PT Thermax International, Indonesia 33.71 13.15
Commission income
Thermax Engineering Construction Company Limited, India 0.13 0.12
Thermax Instrumentation Limited, India 0.09 0.08
Miscellaneous income
Interest income
Thermax Babcock & Wilcox Energy Solutions Private Limited, India 13.25 -
Dividend income
Thermax Engineering Construction Company Limited, India - 10.00
Thermax Onsite Energy Solutions Limited, India 9.33 -
Recovery of expenses
193
Purchase of raw material and components

Thermax Cooling Solutions Limited, India 2.54 15.16
Site expenses and contract labour charges

Reimbursement of expenses
Thermax SDN BHD, Malaysia 1.82 2.92
Rendering of support services

Thermax Energy and Environment Philippines Corporation 3.11 2.43
Other expenses:
Thermax SDN BHD, Malaysia 1.32 -
Remuneration to Key Management Personnel, excluding commission

Mr. M. S. Unnikrishnan 4.00 3.63
Mr. Amitabha Mukhopadhyay 1.26 2.23
Mr. Rajendran Arunachalam 1.27 -
Donation
Thermax Foundation, India 7.47 7.60
Purchase of property, plant and equipment

Thermax Babcock & Wilcox Energy Solutions Private Ltd., India 0.86 -
Investment in equity shares

Thermax Babcock & Wilcox Energy Solutions Private Ltd., India - 50.34
Thermax Engineering Singapore Pte. Ltd., Singapore - 37.35
Thermax Netherlands B.V. - 43.66
Thermax (Zhejiang) Cooling & Heating Engineering Company Ltd. 7.09 -
(Redemption)/Investment in Preference share

Thermax Babcock & Wilcox Energy Solutions Private Ltd., India - 52.70
Thermax Instrumentation Limited, India (10.00) -
Loans given
Thermax Babcock & Wilcox Energy Solutions Private Ltd., India 301.00 -
194
Loans recovered
Thermax Engineering Construction Company Limited, India 7.50 -
Thermax Sustainable Energy Solutions Limited 1.80 -
Directors sitting fees

Mrs. Meher Pudumjee 0.06 0.07
Mr. Pheroz Pudumjee 0.08 0.09
Dr Valentin A. H. von Massow 0.06 0.07
Dr Jairam Varadaraj 0.07 0.08
Mr. Nawshir Mirza 0.06 0.06
Mr. Ravi Pandit 0.06 0.02
Commission paid
Dr Valentin A. H. von Massow 0.37 0.30
Dr Jairam Varadaraj 0.20 0.15
Mr. Harsh Mariwala 0.25 0.20
Mr Ravi Pandit 0.15 0.15
Mrs. Rajani Kesari 0.15 0.06
M. S. Unnikrishnan 1.60 1.60
Rent paid
Mrs. Anu Aga 0.24 0.18
Balances as at year end

Trade receivables
Interest accrued
Advances given
Loans given (including security deposit)

195
Other Assets:
Trade payables
Advances received
Thermax Onsite Energy Solutions Limited, India 2.40 1.16
Guarantee/ Letter of comfort given on behalf of subsidiaries* 2,492.87 293.15
* For details of guarantee/ letter of comfort given on behalf on subsidiaries, refer note 33
J Loans and advances in the nature of loans given to subsidiaries and firms/ Companies in which directors are interested:
Thermax Engineering Construction Company Limited, India

Balance outstanding - 7.50
Maximum amount outstanding during the year 7.50 7.50
Thermax Babcock & Wilcox Energy Solutions Private Limited, India

Balance outstanding 301.00 -
Maximum amount outstanding during the year 301.00 -
First Energy Private Limited, India

Balance outstanding 3.62 -
Maximum amount outstanding during the year 3.62 -
K Terms and conditions of related party transactions

The sales to and purchases from related parties are assessed to be at arm’s length transactions by the management. Outstanding
balances at the year-end are unsecured and interest free and settlement occurs in cash. Refer note 33(a) for terms and conditions
for loans to related parties.
For the year ended March 31, 2020, the Company has recorded an impairment of receivables amounting to Rs. 2.67 and
impairment of loan amounting to Rs. 3.62 relating to amounts owed by related parties (March 31, 2019: Rs. Nil). This assessment
is undertaken each financial year through examining the financial position of the related party and the market in which the related
party operates. All outstanding balances are unsecured and repayable in cash.
36 Segment information
In accordance with para 4 of Ind AS 108 "Operating Segments", the Company has disclosed segment information in the consolidated
financial statements.
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37 Fair value measurements

a) Category of financial instruments and valuation techniques
i) Financial assets
Details of financial assets carried at amortised cost
As at As at
March 31, 2020 March 31, 2019
Trade receivables 845.49 897.45
Loans 316.77 24.63
Other financial assets 112.55 410.60
Cash and cash equivalents 86.84 92.88
Bank balances other than cash and cash equivalents (includes deposits 141.64 25.88
with maturity of more than 3 months but less than 12 months)
Total 1,503.29 1,451.44
Current assets 1,178.61 1,378.75
Non-current assets 324.68 72.69
Total 1,503.29 1,451.44
The management has assessed that the carrying amounts of the above financial instruments approximate their fair values.
Details of financial assets carried at fair value through profit and loss
As at As at
March 31, 2020 March 31, 2019
Investments 756.13 766.85
Total 756.13 766.85
Current assets 637.14 656.92

Total 756.13 766.85
The fair values of the quoted shares and mutual funds are based on price quotations at the reporting date.
Details of derivative assets

As at As at
March 31, 2020 March 31, 2019
Derivative instruments
Cash flow hedges
Total 4.42 39.33
Non-current assets - -
Total 4.42 39.33
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(ii) Financial liabilities

Details of financial liabilities carried at amortised cost
As at As at
March 31, 2020 March 31, 2019
Borrowings 72.38 40.00

Trade payable 648.17 830.72
Other liabilities 21.63 36.46
Total 780.67 945.57
Current liabilities 727.94 912.68

Non current liabilities 52.73 32.89
Total 780.67 945.57
Details of derivative liabilities

As at As at
March 31, 2020 March 31, 2019
Cash flow hedges
Total 19.65 22.06

Non-current liabilities - -
Total 19.65 22.06
The Company enters into derivative financial instruments with banks. Foreign exchange forward contracts are valued using
valuation techniques, which employs the use of market observable inputs which captures credit quality of counterparties,
foreign exchange spot and forward rates, yield curves of the respective currencies and currency basis spreads between the
respective currencies. The company has a practice to settle all derivative contracts on or before its maturity using the sanctioned
finance limits with banks, thereby eliminating both counterparty and the Company's own non-performance risk. The changes in
counterparty credit risk had no material effect on the hedge effectiveness assessment for derivatives designated in hedge
relationships and other financial instruments recognised at fair value.
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b) Fair value hierarchy

The following table provides the fair value measurement hierarchy of the Company's assets and liabilities.
Quantitative disclosures fair value measurement hierarchy for assets as at March 31, 2020
Date of valuation Level 1 Level 2 Level 3 *
Financial assets
Investments
Equity instruments March 31, 2020 0.08 - -
Preference shares March 31, 2020 - - 59.86
Mutual funds March 31, 2020 - 696.19 -
Derivative financial assets March 31, 2020 - 4.42 -
Derivative financial liabilities March 31, 2020 - 19.65 -
Quantitative disclosures fair value measurement hierarchy for assets as at March 31, 2019
Date of valuation Level 1 Level 2 Level 3 *
Financial assets
Investments
Equity instruments March 31, 2019 0.18 - -
Preference shares March 31, 2019 - - 65.65
Mutual funds March 31, 2019 - 701.02 -
Derivative financial assets March 31, 2019 - 39.33 -
Derivative financial liabilities March 31, 2019 - 22.06 -
There has been no transfer between Level 1 and Level 2 during the year and during the previous year.
Valuation of financial assets in Level 3 has been done based on discounting of future cash flows. There are no changes from
previous year.
* The movement in Level 3 is on account of Redemption of Preference shares and Interest accretion.
38 (a) Financial risk management

The Company's principal financial liabilities, other than derivatives, comprise trade and other payables and borrowings. The main
purpose of these financial liabilities is to finance the Company's operations. The Company's principal financial assets include loans,
trade and other receivables and cash and cash equivalents that derive directly from its operations. The Company also holds FVTPL
investments and enters into derivative transactions.
Risk is inherent in the Company’s activities but it is managed through a process of on going identification, measurement and monitoring,
subject to risk limits and other controls. This process of risk management is critical to the Company’s continuing profitability and each
individual within the Company is accountable for the risk exposures relating to his or her responsibilities. The Company is exposed to
market risk, credit risk and liquidity risk.
The Company’s Board of Directors is ultimately responsible for the overall risk management approach and for approving the risk
strategies and principles. No significant changes were made in the risk management objectives and policies during the years ended
March 31, 2020 and March 31, 2019. The management of the Company reviews and agrees policies for managing each of these risks
which are summarised below:
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I Market risk
Market risk is the risk that the value of an asset will fluctuate as a result of changes in market variables such as interest rates,
foreign exchange rates and equity prices, whether those changes are caused by factors specific to the individual investment or its
issuer or factors affecting all investments traded in the market.
Market risk is managed on the basis of pre-determined asset allocations across various asset categories, diversification of assets
in terms of geographical distribution and industry concentration, a continuous appraisal of market conditions and trends and
management’s estimate of long and short term changes in fair value.
a Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes
in market interest rates. The Company is not currently exposed significantly to such risk.
b Foreign currency risk
Foreign exchange risk arises when future commercial transactions and relevant assets and liabilities are denominated in a
currency that is not the Company’s functional currency. Foreign exchange risk is the risk that the value of a financial
instrument will fluctuate due to changes in foreign exchange rates.
Foreign exchange risk is managed on the basis of limits determined by management and a continuous assessment of
current and expected exchange rate movements and entering into derivative contracts (foreign currency forward
contracts) that hedge the maximum period of exposure of underlying transactions (i.e. highly probable forecast sales and
purchases).
When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives
to match the terms of the hedged exposure. For hedges of forecast transactions the derivatives cover the period of
exposure from the point the cash flows of the transactions are forecasted up to the point of settlement of the resulting
receivable or payable that is denominated in the foreign currency.
Foreign currency sensitivity
The following table demonstrates the sensitivity to a reasonably possible change in USD, SEK and EUR exchange rates,
with all other variables held constant. The impact on the Company's profit before tax is due to changes in the fair value of
monetary assets and liabilities including foreign currency derivatives not designated as cash flow hedge and foreign
currency derivatives with underlying foreign currency monetary assets/liabilities designated as cash flow hedge. The
impact on the Company's pre-tax equity is due to changes in the fair value of forward exchange contracts designated as
cash flow hedges.
Impact on profit before tax Impact on other components
of equity
March 31, 2020 March 31, 2019 March 31, 2020 March 31, 2019
USD Sensitivity
INR/ USD - Increase by 1% (1.44) 0.01 (1.11) (1.25)
INR/ USD - Decrease by 1% 1.44 (0.01) 1.11 1.25
SEK Sensitivity
INR/ SEK - Increase by 1% 0.15 0.02 0.09 0.14
INR/ SEK - Decrease by 1% (0.15) (0.02) (0.09) (0.14)
EURO Sensitivity
INR/ EUR - Increase by 1% (0.35) (0.07) (0.01) (0.18)
NR/ EUR - Decrease by 1% 0.35 0.07 0.01 0.18
Favourable impact shown as positive and adverse impact as negative.

The exposure to other foreign currencies is not significant to the Company's financial statements.
200
c Price risk
The Company's equity securities are susceptible to market price risk arising from uncertainties about future values of the
investment securities. These securities are unquoted. The Company manages the equity price risk through diversification
and by placing limits on individual and total equity instruments. Reports on the equity portfolio are submitted to the
Company's senior management on a regular basis. The Company's Board of Directors reviews and approves all equity
investment decisions. The Company is not currently exposed significantly to such risk.
II Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a
financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables and contract assets)
and from its financing activities, including deposits with banks, foreign exchange transactions and other financial instruments.
Trade receivables
Customer credit risk is managed by each business unit subject to the Company's established policy, procedures and control
relating to customer credit risk management. An impairment analysis is performed at each reporting date on an individual basis
for major clients. In addition, a large number of minor receivables are grouped into homogenous group and assessed for
impairment collectively. The calculation is based on losses as per historical data. The maximum exposure to credit risk at the
reporting date is the carrying value of each class of financial assets disclosed in notes 7 and 9(b) above. The charge of impairment
to Statement of profit and loss is disclosed in note 28(a) above. The Company evaluates the concentration of risk with respect to
trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent
markets.
Financial instruments and bank deposits
Credit risk from balances with banks, mutual funds, loans and other financial assets are managed by the Company's treasury
department in accordance with the Company's policy. Investments of surplus funds are made only with approved counterparties
having a good market reputation and within credit limits assigned to each counterparty. The limits are set to minimise the
concentration of risks and therefore mitigate financial loss through counterparty's potential failure to make payments.
The Company’s maximum exposure to credit risk for bank balances and deposits as at March 31, 2020 and March 31, 2019 is the
carrying amounts as disclosed in Note 9(a) and 13, maximum exposure relating to financial guarantees is disclosed in note 33 and
financial derivative instruments in notes 9(b) and 17(b) to the financial statements.
III Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding
through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. Due
to the dynamic nature of the underlying businesses, company treasury maintains flexibility in funding by maintaining availability
under committed credit lines.
The management monitors rolling forecasts of the Company's liquidity position (comprising the undrawn borrowing facilities
below) and cash and cash equivalents on the basis of expected cash flows. This is generally carried out at operating segments level
in the Company in accordance with practice and limits set by the Company. In addition, the Company's liquidity management
policy involves projecting future cash flows and considering the level of liquid assets necessary to meet these and monitoring
balance sheet liquidity ratios against internal requirements.
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(i) Maturities of financial liabilities

The tables below summarises the Company's financial liabilities into relevant maturity profile based on contractual
undiscounted payments :
March 31, 2020 < 1 year 1 to 3 years > 3 years
Non- derivative
Borrowings 72.38 - -
Trade Payables 602.59 45.58 -
Other financial liabilities
Unpaid dividend 0.97 - -
Lease obligation 1.08 2.25 3.79
Other payables 50.92 1.11 -
Derivatives (net settled)
Foreign exchange forward contracts 19.65 - -
March 31, 2019 < 1 year 1 to 3 years > 3 years
Non- derivative
Borrowings 40.00 - -
Trade Payables 798.94 31.78 -
Unpaid dividend 0.98 - -
Other payables 72.76 1.11 -
Foreign exchange forward contracts 22.06 - -
38 (b) Hedging activities and derivatives

Cash flow hedges
Foreign currency risk
Foreign exchange forward contracts measured at fair value through OCI are designated as hedging instruments in cash flow hedges
of forecast sales in USD, EUR, SEK and forecast purchases in USD, SEK, JPY. These forecast transactions are highly probable, and
cover the Company's expected future sales and future purchases based on the orders received.
While the Company also enters into other foreign exchange forward contracts with the intention to reduce the foreign exchange risk of
expected sales and purchases, these other contracts are not designated in hedge relationships and are measured at fair value
through profit or loss.
The foreign exchange forward contract balances vary with the level of expected foreign currency sales and purchases and changes in
foreign exchange forward rates.

Assets Liabilities Assets Liabilities
Fair Value of Foreign exchange forward contracts 4.42 (19.65) 39.33 (22.06)
designated as hedging instruments
The terms of the foreign currency forward contracts match the terms of the expected highly probable forecast transactions. As a result,
no hedge ineffectiveness arise requiring recognition through profit or loss. Notional amounts are as mentioned below.
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Cash flow hedge

Foreign exchange forward contracts 318.46 (35.39) 488.86 (256.12)
Derivatives not designated as hedges
All the derivative contracts mature within the next 12 months.
The cash flow hedges of the expected future sales and purchases were assessed to be highly effective and following net unrealised gain /
(loss) with a deferred tax asset/ (liability) relating to the hedging instruments, is included in OCI.

Expected Expected Expected Expected
future sales future purchases future sales future purchases
Unrealised gain/ (loss) (9.55) 11.96 13.32 (11.42)

Deferred tax asset/ (liability) 2.40 (3.01) (4.65) 3.99
(7.14) 8.95 8.66 (7.43)
The amounts retained in OCI at March 31, 2020 are expected to mature and affect the statement of profit and loss during the year
ended March 31, 2021.
Reclassifications to profit or loss during the year gains or losses included in OCI are shown in Note 31.
39 Capital Management
The Company’s objective for capital management is to maximise shareholder value, safeguard business continuity and support the
growth of the Company. The Company determines the capital requirement based on annual operating plans and long- term and other
strategic investment plans. The funding requirements are met through equity and operating cash flows generated. No changes were
made in the objectives, policies or processes during the years ended March 31, 2020 and March 31, 2019. Capital represents equity
attributable to equity holders of the Parent Company.
March 31, 2020 March 31, 2019

Trade payables 648.17 830.72
Less: Cash and cash equivalents(includes deposits with maturity of (228.48) (118.76)
more than 3 months but less than 12 months)
Net debt 495.48 774.15
Equity 2,737.49 2,735.85
Capital and net debt 3,232.97 3,510.00
Gearing ratio 1 : 6.52 1 : 4.53
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40 Exceptional Item
March 31, 2020 March 31, 2019
Impairment in subsidiaries *
Thermax (Zhejiang) Cooling and Heating Engineering Co Ltd. 7.09 15.42
Thermax Netherlands B.V. - 126.38
First Energy Private Limited - Equity shares 4.18 0.76
First Energy Private Limited - Preference shares - 11.93
First Energy Private Limited - Loan 3.62 -
Thermax Cooling Solutions Limited - 5.20
Reversal of Impairment in subsidiaries
Thermax Babcock & Wilcox Energy Solutions Private Limited # - (111.84)
14.89 47.85
* Considering the current market scenario and performance of certain subsidiaries, the Company has accounted for impairment on
certain investments in subsidiaries.
# Subsequent to the acquisition of TBWES, as part of organisational restructuring the Board of Directors of the Company at its meeting
held on February 8, 2019, subject to share holders approval, had approved the transfer of Boilers & Heaters (B&H) division of the
Company to TBWES on a going concern basis through slump sale. The consideration for the transaction was at book value of B&H
division. In view of the expected business synergies, available order book and current and expected performance of B&H business,
management had assessed the carrying value of Investments in TBWES in financial statements and have accordingly reversed the
earlier impairment loss of Rs 111.84 (disclosed as exceptional item) in the previous year.
41 Impact of COVID-19
World Health Organisation (WHO) declared outbreak of Coronavirus Disease (COVID-19) a global pandemic on March 11, 2020.
Consequent to this, Government of India declared a national lockdown on March 24, 2020 and which has been extended from time to
time . The Coronavirus is significantly impacting on business operation of the companies, by way of interruption in production, supply
chain disruption, unavailability of personnel, closure / lock down of production facilities etc. The Company is monitoring the situation
closely and operations are being resumed in a phased manner considering directives from the Government. The Company has evaluated
its liquidity position and recoverability and carrying values of trade receivables, contract balances and inventories as at March 21, 2020
and has concluded that no material adjustments are required at this stage.
Partner
Place : Pune
Place: Pune
Date: June 18, 2020
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INDEPENDENT AUDITOR'S REPORT
To the Members of Thermax Limited
Report on the Audit of the Consolidated Ind AS Financial Statements
Opinion
We have audited the accompanying consolidated Ind AS financial statements of Thermax Limited (hereinafter referred to as
“the Holding Company”), its subsidiaries (the Holding Company and its subsidiaries together referred to as “the Group”)
comprising of the consolidated Balance sheet as at March 31, 2020, the consolidated Statement of Profit and Loss, including
other comprehensive income, the consolidated Cash Flow Statement and the consolidated Statement of Changes in Equity for
the year then ended, and notes to the consolidated Ind AS financial statements, including a summary of significant accounting
policies and other explanatory information (hereinafter referred to as “the consolidated Ind AS financial statements”).
In our opinion and to the best of our information and according to the explanations given to us and based on the consideration
of reports of other auditors on separate financial statements and on the other financial information of the subsidiaries, the
aforesaid consolidated Ind AS financial statements give the information required by the Companies Act, 2013, as amended
(“the Act”) in the manner so required and give a true and fair view in conformity with the accounting principles generally
accepted in India, of the consolidated state of affairs of the Group as at March 31, 2020, their consolidated profit including
other comprehensive income, their consolidated cash flows and the consolidated statement of changes in equity for the year
ended on that date.
Basis for Opinion
We conducted our audit of the consolidated Ind AS financial statements in accordance with the Standards on Auditing (SAs), as
specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the ‘Auditor’s
Responsibilities for the Audit of the Consolidated Ind AS Financial Statements’ section of our report. We are independent of
the Group in accordance with the ‘Code of Ethics’ issued by the Institute of Chartered Accountants of India together with the
ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules
thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of
Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion
on the consolidated Ind AS financial statements.
Emphasis of Matters
(a) We draw attention to note 31(A)(a) of the consolidated Ind AS financial statements relating to the demand orders on the
Group for Rs. 1,385.47 crores (including penalty of Rs. 331.88 crores and excluding interest not presently quantified) by
the Commissioner of Central Excise, Pune. The Holding Company has filed an appeal against the said orders.
(b) We draw attention to note 43 of the accompanying consolidated Ind AS financial statements which describes the
management's evaluation of impact of uncertainties related to COVID-19 and its consequential effects on the carrying
value of its intangible assets, trade receivables, contract balances and inventories as at March 31, 2020 and the
operations of the Group.
Our opinion is not qualified in respect of the above matters.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the
consolidated Ind AS financial statements for the financial year ended March 31, 2020. These matters were addressed in the
context of our audit of the consolidated Ind AS financial statements as a whole, and in forming our opinion thereon, and we do
205
not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter
is provided in that context.
We have determined the matters described below to be the key audit matters to be communicated in our report. We have
fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the consolidated Ind AS financial
statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of
procedures designed to respond to our assessment of the risks of material misstatement of the consolidated Ind AS financial
statements. The results of audit procedures performed by us and by other auditors of components not audited by us, as
reported by them in their audit reports furnished to us by the management, including those procedures performed to address
the matters below, provide the basis for our audit opinion on the accompanying consolidated Ind AS financial statements.
Revenue recognition for Engineering, Procurement and Construction contracts
(as described in note 21(c) of the consolidated Ind AS financial statements)
The Holding Company’s significant portion of business is Our audit procedures included the following:
undertaken through Engineering, Procurement and • We understood the Holding Company’s policies and
Construction (EPC) contracts. Revenue from these processes, control mechanisms and methods in
contracts is recognized over a period of time in accordance relation to the revenue recognition for these contracts
with the requirements of Ind AS 115, Revenue from and evaluated the design and operating effectiveness
Contracts with Customers. Due to the nature of the of the financial controls from the above through our
contracts, revenue is accounted over a period of time test of control procedures.
(using input method) which requires identification of • We ev a l u a t e d m a n a g e m e n t ’ s e s t i m a t e s a n d
performance obligations, significant judgement with assumptions for a selected (risk-based method)
regards to determining contract costs incurred to date sample contracts and inspected the underlying
compared to estimated total contract costs, the documents which form the basis of revenue
Company’s rights to receive payments for performance recognition under the input method. We evaluated the
completed till date, changes in scope and consequential management’s process to recognize revenue over a
revised contract price and recognition of the liability for period of time, total cost estimates, status of the
loss making contracts/ onerous obligations. Revenues and projects and re-calculated the arithmetical accuracy of
profits for the year under audit, may deviate significantly the same.
on account of change in such judgements and estimates. • Amongst others, for a sample of contracts, we
Revenue from such contracts amounted to Rs. 2,590.29 performed the following procedures:
crores. • Provision for liquidated damages: Our procedures
involved discussions with management and project
teams to understand the status of the project and on-
going discussions with the customers in terms of
likelihood of imposing any contractual penalties and
analyzed the above through inspection of the relevant
documents and correspondences.
• Adequacy of contingency provisions: We understood
the management’s estimate and rationale for provision
movement during the year. We analyzed the
movement throughout the life of the contract, and
discussed progress to date with individual project
206
teams to determine whether the remaining

contingency was sufficient to cover residual risks on
the project.
• Assessment of costs-to-complete: We performed
analytical procedures on balance cost estimation,
tested the historical accuracy of previous forecasts
and discussed variances with project teams. We tested
that the costs incurred were accrued at year end and
also tested the assumptions for balance costs-to-
complete.
• We understood the management’s assessment of the
impact due to the lockdown and other restrictions
caused by COVID-19 in relation to the above.
• We performed analytical procedures and checked
exceptions for contracts with low or negative margins,
loss making contracts, contracts with significant
changes in cost estimates, probable penalties due to
delay in contract execution and significant overdue net
receivable positions for contracts with marginal or no
movement to determine the level of provisioning
required.
• We read and assessed the presentation and disclosure
of such EPC contracts in the consolidated Ind AS
financial statements.
Impairment of financial and contract assets:

(as described in note 7 and note 9(b) of the consolidated Ind AS financial statements)
The Holding Company’s accounting with respect to Our audit procedures performed included the following:
Impairment of financial assets and contract assets is • We evaluated the management’s key data sources and
covered through Expected Credit Losses (ECL) method assumptions used in the ECL model to determine
under Ind AS 109 and is expected to reflect the general impairment allowance including any updates to such
pattern of deterioration or improvement in the credit assumptions due to COVID-19.
quality of financial instruments. Impairment of financial • We understood the management’s basis to consider
assets is a key audit matter for the Holding Company as it the associated risks for identifying homogeneous
has devised a model to recognize impairment through ECL group of receivables.
method using individual receivables or homogeneous • We evaluated the process followed by the Holding
group of receivables with similar credit risk characteristics. Company for determination of credit risk and the
The calculation of the impairment allowance under ECL resultant basis for classification of receivables into
method is highly judgmental as it requires management to various stages.
make significant assumptions on customer payment • For a sample of receivables, we tested the ageing of the
behavior and other relevant risk characteristics when receivables considered for the calculation of
assessing the Group’s statistics of historical information impairment allowance.
207
and estimating the level and timing of expected future cash • We assessed the completeness of financial assets
flows. The timing of future cash flows may also vary to included in the ECL calculations as of the reporting
some extent due to COVID-19. As at the March 31, 2020, date.
the Holding Company recorded an impairment allowance • We considered the consistency of various inputs and
of Rs 286.68 crores for its receivables and unbilled assumptions used by the Company's management to
revenue. determine impairment provisions.
We assessed the adequacy of the related disclosures in the
notes to consolidated Ind AS financial statements.
Impairment of Goodwill
(as described in note 4(d) of the consolidated Ind AS financial statements)
The auditors of Thermax Denmark ApS, a step-down The procedures performed by the auditor of Thermax
subsidiary of the Holding Company has reported Danstoker A/s, as reported by them, includes the following:
Impairment of goodwill as a Key Audit Matter. • Examined the impairment analysis prepared by
The consolidated balance sheet includes Rs 32.28 crores of management, which was performed in accordance
goodwill as on March 31, 2020 pertaining to Thermax with the discounted cash flow model, and assessed the
Danstoker A/s, a step-down subsidiary of the Holding assumptions considered by management.
Company. The assessment of impairment requires • Assessed whether the calculation model is relevant
management to make significant estimates concerning the and assessed the discount factor and growth rate
estimated future cash flows and associated discount rates levels.
and growth rates based on management’s view of future • Examined procedures for the budget preparation and
business prospects. compared budgets with the Group Company’s future
plans. The expected net cash flows are based on
The impairment test model based on estimates prevailing
budgets for the next five years and a terminal value.
at the reporting date includes sensitivity testing of key
assumptions, including revenue growth, operating margin • Performed a retrospective review of management's
and discount rate. ability to provide accurate budget.
• Tested the mathematical accuracy of the impairment
The annual impairment testing is considered a significant
test
accounting judgement and estimate in note 3(2)(ii) and
• Performed sensitivity analysis around the key
related disclosures in note 4(d) to the consolidated Ind AS
assumptions used in the models.
financial statements and therefore is considered as a key
As part of our procedures, we have
audit matter
• Discussed with the Holding Company management
about the basis of impairment test and understood the
business outlook amidst the COVID-19 pandemic.
• R e - p e r f o r m e d a r i t h m e t i c a l a c c u ra c y o f t h e
impairment test and confirmed working with
subsidiary auditor.
• Assessed the adequacy of disclosure notes in the
consolidated Ind AS financial statements, including the
disclosures on the sensitivity of assumptions used.
208
Recoverability of Deferred taxes

(as described in note 10 of the consolidated Ind AS financial statements)
Thermax Babcock and Wilcock Energy Solutions Private As part of our audit, following procedures were performed
Limited (TBWES), a subsidiary of the Holding Company has by us:
a net Deferred Tax Asset (“DTA”) of Rs. 83.06 crores from • Evaluated the design and implementation of controls
unused tax losses. Ind AS 12 states that a DTA shall be relating to the assessment of the future profitability of
recognised for the carry forward of unused tax losses and TBWES;
unused tax credits to the extent that it is probable that • Performed sensitivity analysis on management’s
future taxable profit will be available against which the assumptions used in the forecast model by using our
unused tax losses and unused tax credits can be utilised. industry knowledge in which the Company operates;
The assessment of utilization of accumulated tax losses • In evaluating management’s judgements, we have
against future taxable income involves significant considered, amongst other things, historical levels of
estimates and therefore considered as a key audit matter. taxable profits, the historical accuracy of forecasts,
and the growth forecasts used by TBWES;
• Tested the mathematical accuracy of the deferred tax
calculation;
• Used the knowledge and experience of tax specialists
to assist in assessing the assumptions and judgements
made by TBWES; and
• Evaluated the adequacy of the Groups’s disclosures
setting out the basis of the deferred tax balance and
the level of estimation involved.
Contingent liability relating to Tax matters in one of the foreign subsidiary

(as described in note 31(A) of the consolidated Ind AS financial statements)
The Group companies generally receives tax related As reported by the auditors of the subsidiary, following
notifications during the year. Accordingly, one of the Group procedures were performed:
company has received a tax notification adjustment for tax • Inspected the tax notices received from the tax
recovery and penalties in relation to review of earlier fiscal administration.
years amounting to Rs. 28.55 crores. • Received and inspected the subsidiary’s response to
The auditor has identified the tax notification adjustment the tax administration drafted with the assistance of
as a key audit matter as it requires significant judgement in its tax expert.
determining the likely outcome of the legal case. • Involved their internal tax specialists to perform an
independent review about the sustainability of the
underlying matters.
As part of our procedures, we have discussed with the
Group management regarding assumptions and estimates
made and assessed the adequacy of the disclosures in the
consolidated Ind AS financial statements.
We have determined that there are no other key audit matters to communicate in our report.
209
Information Other than the Financial Statements and Auditor’s Report Thereon
The Holding Company’s Board of Directors is responsible for the other information. The other information comprises the
information included in the Chairman’s statement, Managing Director’s statement, Business Responsibility Report and
Director’s Report including annexure to the Director’s Report of the Annual Report of the Group, but does not include the
consolidated Ind AS financial statements and our auditor’s report thereon.
Our opinion on the consolidated Ind AS financial statements does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the consolidated Ind AS financial statements, our responsibility is to read the other information
and, in doing so, consider whether such other information is materially inconsistent with the consolidated Ind AS financial
statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we
have performed, we conclude that there is a material misstatement of this other information, we are required to report that
fact. We have nothing to report in this regard.
Responsibilities of Management for the Consolidated Ind AS Financial Statements
The Holding Company’s Board of Directors is responsible for the preparation and presentation of these consolidated Ind AS
financial statements in terms of the requirements of the Act that give a true and fair view of the consolidated financial position,
consolidated financial performance including other comprehensive income, consolidated cash flows and consolidated
statement of changes in equity of the Group in accordance with the accounting principles generally accepted in India, including
the Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with the Companies (Indian Accounting
Standards) Rules, 2015, as amended. The respective Board of Directors of the companies included in the Group are responsible
for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of
the Group and for preventing and detecting frauds and other irregularities; selection and application of appropriate
accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and presentation of the consolidated Ind AS financial
statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have
been used for the purpose of preparation of the consolidated Ind AS financial statements by the Directors of the Holding
Company, as aforesaid.
In preparing the consolidated Ind AS financial statements, the respective Board of Directors of the companies included in the
Group are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern basis of accounting unless management either intends to liquidate the
Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance of the companies included in the Group are also responsible for overseeing the financial
reporting process of the Group.
Auditor’s Responsibilities for the Audit of the Consolidated Ind AS Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated Ind AS financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will
always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these consolidated Ind AS financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism
throughout the audit. We also:
210
Ÿ Identify and assess the risks of material misstatement of the consolidated Ind AS financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting
from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
Ÿ Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion
on whether the Holding Company has adequate internal financial controls with reference to financial statements in
place and the operating effectiveness of such controls.
Ÿ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management.
Ÿ Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt
on the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are
required to draw attention in our auditor’s report to the related disclosures in the consolidated Ind AS financial
statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to
cease to continue as a going concern.
Ÿ Evaluate the overall presentation, structure and content of the consolidated Ind AS financial statements, including the
disclosures, and whether the consolidated Ind AS financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.
Ÿ Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities
within the Group of which we are the independent auditors and whose financial information we have audited, to
express an opinion on the consolidated Ind AS financial statements. We are responsible for the direction, supervision
and performance of the audit of the financial statements of such entities included in the consolidated Ind AS financial
statements of which we are the independent auditors. For the other entities included in the consolidated Ind AS
financial statements, which have been audited by other auditors, such other auditors remain responsible for the
direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit
opinion.
We communicate with those charged with governance of the Holding Company and such other entities included in the
consolidated Ind AS financial statements of which we are the independent auditors regarding, among other matters, the
planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that
we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to
bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the consolidated Ind AS financial statements for the financial year ended March 31, 2020 and are
therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the
public interest benefits of such communication.
211
Other Matters
(a) We did not audit the financial statements and other financial information, in respect of 23 subsidiaries, 2 branches of a
subsidiary and various trusts, whose Ind AS financial statements include total assets of Rs. 836.07 crores as at March 31,
2020, and total revenues of Rs. 683.67 crores and net cash inflows of Rs. 10.23 crores for the year ended on that date.
These Ind AS financial statements and other financial information have been audited by other auditors, whose financial
statements, other financial information and auditor’s reports have been furnished to us by the management. Our opinion
on the consolidated Ind AS financial statements, in so far as it relates to the amounts and disclosures included in respect
of these subsidiaries, branches of a subsidiary and trusts, and our report in terms of sub-section (3) of section 143 of the
Act, in so far as it relates to the aforesaid subsidiaries, branches of a subsidiary and trusts, is based solely on the reports of
such other auditors.
(b) Our opinion above on the consolidated Ind AS financial statements, and our report on Other Legal and Regulatory
Requirements below, is not modified in respect of the above matters with respect to our reliance on the work done and
the reports of the other auditors.
Report on Other Legal and Regulatory Requirements
As required by Section 143(3) of the Act, based on our audit and on the consideration of report of the other auditors on separate
financial statements and the other financial information of subsidiaries, as noted in the ‘Other Matters’ paragraph we report, to
the extent applicable, that:
(a) We/the other auditors whose report we have relied upon, have sought and obtained all the information and
explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the
aforesaid consolidated Ind AS financial statements;
(b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidation of
the financial statements have been kept so far as it appears from our examination of those books and reports of the
other auditors;
(c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss including the Statement of Other
Comprehensive Income, the Consolidated Cash Flow Statement and Consolidated Statement of Changes in Equity
dealt with by this Report are in agreement with the books of account maintained for the purpose of preparation of
the consolidated Ind AS financial statements;
(d) In our opinion, the aforesaid consolidated Ind AS financial statements comply with the Accounting Standards
specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as
amended;
(e) The matter related to demand orders against the Holding Company described in ‘Emphasis of Matters’ paragraph
above, in our opinion, may have an adverse effect on the functioning of the Group;
(f) On the basis of the written representations received from the directors of the Holding Company as on March 31,
2020 taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditors
who are appointed under section 139 of the Act, of its subsidiary companies, none of the directors of the Group’s
companies incorporated in India, is disqualified as on March 31, 2020 from being appointed as a director in terms of
Section 164 (2) of the Act;
(g) With respect to the adequacy and the operating effectiveness of the internal financial controls over financial
reporting with reference to these consolidated Ind AS financial statements of the Holding Company and its
subsidiaries incorporated in India, refer to our separate report in “Annexure 1” to this Report;
(h) In our opinion and based on the consideration of reports of other statutory auditors of the subsidiaries, the
managerial remuneration for the year ended March 31, 2020 has been paid/ provided by the Holding Company and
its subsidiaries incorporated in India to their directors in accordance with the provisions of section 197 read with
Schedule V to the Act;
(i) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and
according to the explanations given to us and based on the consideration of the report of the other auditors on
212
separate financial statements as also the other financial information of the subsidiaries, as noted in the ‘Other
Matters’ paragraph:
i. The consolidated Ind AS financial statements disclose the impact of pending litigations on its consolidated
financial position of the Group – refer note 31(A) to the consolidated Ind AS financial statements;
ii. Provision has been made in the consolidated Ind AS financial statements, as required under the applicable
law or accounting standards, for material foreseeable losses, if any, on long-term contracts including
derivative contracts – refer note 18(b) to the consolidated Ind AS financial statements; and
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and
Protection Fund by the Holding Company and its subsidiaries incorporated in India during the year ended
March 31, 2020.


Partner
UDIN: 20501160AAAABN5511

Date: June 18, 2020
213
Annexure 1 as referred to in paragraph 2(g) under the heading ‘Report on Other Legal and Regulatory Requirements’ of our
report of even date
Report on the Internal Financial Controls under clause (i) of sub-section 3 of section 143 of the Companies Act, 2013 (“the
Act”)
In conjunction with our audit of the consolidated Ind AS financial statements of Thermax Limited as of and for the year ended
March 31, 2020, we have audited the internal financial controls over financial reporting of Thermax Limited (hereinafter
referred to as the “Holding Company”) and its subsidiaries, which are companies incorporated in India, as of that date.
Management’s Responsibility for Internal Financial Controls
The respective Board of Directors of the Holding Company and its subsidiaries, which are companies incorporated in India, are
responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting
criteria established by the Holding Company considering the essential components of internal control stated in the Guidance
Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the Institute of
Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of
adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its
business, including adherence to the respective company’s policies, the safeguarding of its assets, the prevention and detection
of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial
information, as required under the Act.
Auditor’s Responsibility
Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting with reference
to these consolidated Ind AS financial statements based on our audit. We conducted our audit in accordance with the Guidance
Note and the Standards on Auditing, both, issued by ICAI, and deemed to be prescribed under section 143(10) of the Act, to the
extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with
ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial
controls over financial reporting with reference to these consolidated Ind AS financial statements were established and
maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls over
financial reporting with reference to these consolidated Ind AS financial statements and their operating effectiveness. Our
audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls
over financial reporting with reference to these consolidated Ind AS financial statements, assessing the risk that a material
weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed
risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms of their
reports referred to in the ‘Other Matters’ paragraph below, is sufficient and appropriate to provide a basis for our audit opinion
on the internal financial controls over financial reporting with reference to these consolidated Ind AS financial statements.
Meaning of Internal Financial Controls Over Financial Reporting with reference to these Consolidated Ind AS Financial
Statements
A company's internal financial control over financial reporting with reference to these consolidated Ind AS financial
statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A
company's internal financial control over financial reporting with reference to these consolidated Ind AS financial statements
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and
fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions
are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of
214
management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of
unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting With Reference to these Consolidated Ind AS
Financial Statements
Because of the inherent limitations of internal financial controls over financial reporting with reference to these consolidated
Ind AS financial statements, including the possibility of collusion or improper management override of controls, material
misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial
controls over financial reporting with reference to these consolidated Ind AS financial statements to future periods are subject
to the risk that the internal financial control over financial reporting with reference to these Ind AS consolidated financial
statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
Opinion
In our opinion, the Holding Company and its subsidiaries, which are companies incorporated in India, have, maintained in all
material respects, adequate internal financial controls over financial reporting with reference to these consolidated Ind AS
financial statements and such internal financial controls over financial reporting with reference to these consolidated Ind AS
financial statements were operating effectively as at March 31, 2020, based on the internal control over financial reporting
criteria established by the Holding Company considering the essential components of internal control stated in the Guidance
Note issued by the ICAI.
Other Matter
Our report under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial controls
over financial reporting with reference to these consolidated Ind AS financial statements of the Holding Company, insofar as it
relates to 2 subsidiaries, which are companies incorporated in India, is based on the corresponding reports of the auditors of
such subsidiaries incorporated in India.


Partner
UDIN: 20501160AAAABN5511

Date: June 18, 2020
215
Consolidated Balance Sheet as at March 31, 2020
Particulars Note No. As at As at

March 31, 2020 March 31, 2019
Assets
I. Non-current assets
Property, plant and equipment 4 (a) 1,055.09 1,254.98
Capital work-in-progress 4 (a) 55.26 40.12
Right-of-use assets 4 (b) 169.67 -
Goodwill 4 (c) 35.31 33.07
Other intangible assets 4 (c) 22.91 23.81
Intangible assets under development 4 (c) 0.74 -
Financial assets:
(a) Investments 5 59.13 54.28
(b) Trade receivables 7 (a) 92.13 60.40
(c) Loans 8 (a) 18.20 19.33
(d) Finance lease receivables 32 58.89 47.52
(e) Other assets 9 (a) 38.93 54.45
Deferred tax assets (net) 10 155.36 221.92
Other assets 11 (a) 87.38 159.65
Total non-current assets 1,978.61 2,062.82
II. Current assets
Inventories 12 454.56 508.62
Financial assets:
(a) Investments 6 816.07 775.06
(b) Trade receivables 7 (b) 1,386.33 1,378.13
(c) Cash and cash equivalents 13 (a) 254.04 308.23
(d) Bank balances other than (c) above 13 (b) 222.06 60.83
(e) Loans 8 (b) 5.94 7.13
(f) Finance lease receivables 32 9.29 5.63
(g) Other assets 9 (b) 431.21 1,221.91
Other assets 11 (b) 394.45 466.35
Total current assets 3,977.28 4,737.12
Total assets 5,955.89 6,799.94
Equity and liabilities
III. Equity
Equity share capital 14 22.52 22.52
Other equity 15 (a) 3,005.38 2,991.77
Total equity 3,027.90 3,014.29
IV. Non-current liabilities
(a) Borrowings 16 (a) 33.39 35.07
(b) Trade payables 17 (a) 39.73 28.76
(c) Other liabilities 18 (a) 17.86 6.10
Provisions 19 (a) 20.97 16.06
Deferred tax liabilities (net) 10 4.41 9.90
Other liabilities 20 (a) 24.79 35.95
Total non-current liabilities 141.15 131.84
V. Current liabilities
(a) Borrowings 16 (b) 178.15 185.00
(b) Trade payables 17 (b)
Total outstanding dues of micro and small enterprises 183.75 173.10
Total outstanding dues of creditors other than micro and small enterprises 776.49 1,197.55
(c) Other liabilities 18 (b) 148.12 148.17
Other liabilities 20 (b) 1,319.64 1,793.87
Provisions 19 (b) 169.35 143.27
Income tax liabilities (net) 11.34 12.85
Total current liabilities 2,786.84 3,653.81
Total equity and liabilities 5,955.89 6,799.94
ICAI Firm Reg No. 324982E/E300003 Meher Pudumjee M. S. Unnikrishnan
Partner
Place: Pune
Date: June 18, 2020
216
Consolidated statement of profit and loss for the year ended March 31, 2020
Particulars Note No. Year Ended Year Ended
March 31, 2020 March 31, 2019
Income
Revenue from operations 21 5,731.31 5,973.17
Other income 22 100.00 149.88
Total Income (I) 5,831.31 6,123.05
Expenses
Cost of raw materials and components consumed 23 2,996.14 3,239.69
Purchase of traded goods 104.12 115.09
(Increase) in inventories of finished goods, work-in-progress and traded goods 24 (14.57) (18.12)
Employee benefits expense 25 799.02 767.45
Finance cost 26 15.02 14.32
Depreciation and amortisation expense 27 116.63 92.02
Other expenses 28 1,440.42 1,411.62
Total expenses (II) 5,456.78 5,622.07
Profit before exceptional items, share of loss of joint ventures 374.53 500.98
and tax (III) = (I-II)
Share of loss on joint ventures (IV) 37 - (1.07)
Profit before exceptional items and tax (V) = (III-IV) 374.53 499.91
Exceptional items (VI) 42 - (89.54)
Profit before tax (VII) = (V-VI) 374.53 410.37
Tax expense 10
Deferred tax 66.05 (109.06)
Total tax expense (VIII) 162.08 84.94
Profit for the year (IX) = (VII-VIII) 212.45 325.43
Other comprehensive income (OCI)
A. Items that will be reclassified subsequently to profit or loss 30
i) Share of OCI [cash flow hedge (net of tax)] of joint ventures - (0.53)
Net loss on cash flow hedges (10.92) (32.65)
(8.17) (22.03)
ii) Exchange differences on translating of foreign operations 11.44 0.46
11.44 0.46
3.27 (21.57)
B. Items that will not be reclassified subsequently to profit or loss 30
Re-measurement (loss) of defined benefit plan (14.98) (0.20)
(12.05) (0.15)
Net other comprehensive income for the year (net of tax) (8.78) (21.72)
Total comprehensive income for the year 203.67 303.71
Profit for the year
Attributable to :
Equity holders of the parent 212.45 325.43
Non-controlling interest - -
Other comprehensive income for the year
Attributable to :
Equity holders of the parent (8.78) (21.72)
Total comprehensive income for the year
Attributable to :
Equity holders of the parent 203.67 303.71
Earning per equity share [Nominal value per share Rs.2/- 29
(March 31, 2019: Rs.2/-)]
Basic and Diluted 18.87 28.90
Partner
Place : Pune
Date : June 18, 2020 Place: Pune
Date: June 18, 2020
217
Consolidated statement of Changes in Equity for the year March 31, 2020
A Equity Share Capital
Particulars Note No March 31, 2020 March 31, 2019
Balance at the beginning of the year 14 22.52 22.52

Changes in equity shares capital during the year 14 - -
Balance at the end of the year 14 22.52 22.52
B Other Equity
Reserves and surplus Other Reserves
Capital Foreign Cash flow Total

Particulars General Capital Retained Securities
redemption currency hedge Other
reserve reserve earnings premium
reserve translation reserve equity
reserve
As at April 1, 2018 435.31 17.82 50.34 2,087.26 57.28 18.87 25.34 2,692.22
Profit for the year - - - 325.43 - - - 325.43

Other Comprehensive Income (net) - - - (0.15) - 0.46 (22.03) (21.72)
Arising on account of - 77.30 - - - - - 77.30
acquisition (note 36)
Dividends paid - - - (67.57) - - - (67.57)
Dividend distribution tax paid - - - (13.89) - - - (13.89)
As at March 31, 2019 435.31 95.12 50.34 2,331.08 57.28 19.33 3.31 2,991.77
Profit for the year - - - 212.45 - - - 212.45

Other Comprehensive Income (net) - - - (12.05) - 11.44 (8.17) (8.78)
Redemption of preference shares - - 10.00 (10.00) - - - -
Dividends paid - - - (157.66) - - - (157.66)
Dividend distribution tax paid - - - (32.40) - - - (32.40)
As at March 31, 2020 435.31 95.12 60.34 2,331.42 57.28 30.77 (4.86) 3,005.38
Partner
Place : Pune
Place: Pune
Date: June 18, 2020
218
Consolidated statement of Cash flow for the year ended March 31, 2020

March 31, 2020 March 31, 2019
A) Cash flows from operating activities

Profit before tax (after exceptional item and share of joint ventures) 374.53 410.37
Share of loss on joint ventures - (1.07)
Profit before tax (before exceptional items and share of 374.53 411.44
loss of joint ventures)
Adjustments to reconcile profit before tax to net cash flows

Depreciation on property, plant and equipment and 27 103.58 78.31
right-of-use assets
Amortization of intangible assets 27 13.05 13.71
Provision for impairment allowance of financial assets (net) 28 (2.00) 39.50
Provision for impairment of PPE, intangible assets and goodwill 42 - 89.54
Interest expense 26 8.61 9.70
Bad debts/ advances written off 28 42.93 11.50
Unwinding of discount on provisions 26 6.41 4.62
Unrealized foreign exchange gain (22.36) (11.16)
Interest income 22 (20.40) (16.71)
Dividend income 22 (5.51) (4.59)
Liabilities no longer required written back 22 (11.10) (28.81)
Fair value gain on financial instrument at fair value 22 (47.24) (77.51)
through profit and loss (net)
(Gain)/ Loss on sale / discard of assets (net) 28 (5.49) 0.55
Working capital adjustments

(Increase) / decrease in trade receivables (44.56) (130.28)
(Increase) / decrease in inventories 54.06 (140.13)
(Increase) / decrease in other financial assets 769.14 (654.01)
(Increase) / decrease in other assets 105.19 (37.23)
Increase / (decrease) in trade payables (398.33) 329.32
Increase / (decrease) in other liabilities (485.39) 226.75
Increase / (decrease) in provisions 9.60 (77.08)
Increase / (decrease) in other financial liabilities 12.12 34.15
Cash generated from operations 456.84 71.58
Direct taxes paid (net of refunds received) (131.26) (187.00)
Net cash inflow from/(used in) operating activities 325.58 (115.42)
B) Cash flows from /(used in) investing activities

Purchase of property, plant and equipment, right-of-use (48.00) (154.65)
assets and intangible assets (net of disposal)
Investment in joint ventures - (103.04)
(Investment) / proceeds in fixed deposits (net) (145.72) (43.32)
Sale/ (purchase) of other investments (net) 1.38 546.53
Interest and dividend received 23.83 20.00
Net cash flows (used in)/from investing activities (168.51) 265.52
219
Consolidated statement of Cash flow for the year ended March 31, 2020

March 31, 2020 March 31, 2019
C) Cash flows from/ (used in) financing activities

(Repayment) / proceeds of borrowings (net) (31.04) 25.62
Interest paid (8.52) (9.70)
Dividend paid and tax thereon (190.06) (81.29)
Payment of lease liability (2.83) -
Net cash flows (used in) financing activities (232.45) (65.37)
Net increase / (decrease) in cash and cash equivalents (75.38) 84.73
Cash and cash equivalents at the beginning of the year 245.89 160.70
Adjustment on account of acquisition (related to opening balance) 17.05 -
Exchange differences on translation of foreign operations 11.44 0.46
Reconciliation of cash and cash equivalents as per the cash flow statement:
Note No. March 31, 2020 March 31, 2019
Cash and cash equivalents 13 (a) 254.04 308.23

Cash and cash equivalents arising on account of acquisition - (17.05)
Bank overdraft (47.37) (31.40)
Book overdraft 18 (b) (7.67) (13.89)
Balances as per Cash flow statement 199.00 245.89
Partner
Place : Pune
Place: Pune
Date: June 18, 2020
220
Notes to the consolidated financial statements for the year ended March 31, 2020
1. Corporate information
Thermax Limited (‘the Holding Company' 'or the Company') and its subsidiaries (together referred to as ‘the Group’) and
(joint ventures) offers solutions to energy, environment and chemical sectors. The Group's portfolio includes boilers and
heaters, absorption chillers/ heat pumps, power plants, solar equipment, air pollution control equipment/system, water
and waste recycle plant, ion exchange resins and performance chemicals and related services.
The Holding Company is a public limited company incorporated and domiciled in India. It is listed on the BSE Limited (BSE)
and National Stock Exchange Limited (NSE) in India. The address of its registered office is D-13, MIDC Industrial Area,
R.D. Aga Road, Chinchwad, Pune- 411019, India. The Board of Directors have authorized to issue these financial
statements on June 18, 2020. The CIN of the Company is L29299PN1980PLC022787.
2. Significant accounting policies
2.1. Basis of preparation, measurement and consolidation
(a) Basis of preparation
These consolidated financial statements have been prepared in accordance with the Indian Accounting Standards
(Ind AS), notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time)
and presentation requirements of Division II of Schedule III to the Companies Act, 2013 (the Act) (as amended) as
applicable.
The preparation of the consolidated financial statements requires the use of certain critical accounting
judgements, estimates and assumptions. It also requires the management to exercise judgment in the process of
applying the Group’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas
where assumptions and estimates are significant to the consolidated financial statements are disclosed in note 3.
The accounting policies adopted for preparation and presentation of these consolidated financial statements have
been consistently applied except for changes resulting from amendments to Ind AS issued by the Ministry of
Corporate Affairs, effective for financial years beginning on or after April 1, 2019 as disclosed in note 2.2.
(b) Basis of measurement
The consolidated financial statements have been prepared on the accrual and going concern basis under historical
cost convention except the following:
• Derivative financial instruments;
• Certain financial assets and liabilities measured at fair value (refer accounting policy regarding financial
instruments); and
• Defined benefit plans whereby the plan assets are measured at fair value.
(c) Basis of consolidation
The consolidated financial statements comprise the financial statements of the Holding Company and its
subsidiaries as at March 31, 2020. Control is achieved when the Group is exposed, or has rights, to variable returns
from its involvement with the investee and has the ability to affect those returns through its power over the
investee. Specifically, the Group controls an investee if and only if the Group has:
• Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of
the investee);
• Exposure, or rights, to variable returns from its involvement with the investee, and
• The ability to use its power over the investee to affect its returns.
Generally, there is a presumption that a majority of voting rights result in control. To support this presumption and
when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all
relevant facts and circumstances in assessing whether it has power over an investee, including:
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• The contractual arrangement with the other vote holders of the investee;
• Rights arising from other contractual arrangements;
• The Group's voting rights and potential voting rights; and
• The size of the group's holding of voting rights relative to the size and dispersion of the holdings of the other
voting rights holders.
The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are
changes to one or more of the three elements of control. Consolidation of an entity begins when the Group obtains
control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income
and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial
statements from the date the Group gains control until the date the Group ceases to control the subsidiary.
Consolidated financial statements are prepared using uniform accounting policies for like transactions and other
events in similar circumstances. If a member of the group uses accounting policies other than those adopted in the
consolidated financial statements for like transactions and events in similar circumstances, appropriate
adjustments are made to that group member's financial statements in preparing the consolidated financial
statements to ensure conformity with the group's accounting policies.
The financial statements of all entities used for the purpose of consolidation are drawn up to the same reporting
date as that of the Holding Company, i.e., year ended March 31, 2020.
Consolidation procedure
(a) Combine like items of assets, liabilities, equity, income, expenses and cash flows of the parent with those of its
subsidiaries. For this purpose, income and expenses of the subsidiary are based on the amounts of the assets
and liabilities recognized in the consolidated financial statements at the acquisition date.
(b) Offset (eliminate) the carrying amount of the parent's investment in each subsidiary and the parent's portion
of equity of each subsidiary. The accounting policy regarding business combinations and goodwill explains
how to account for any related goodwill.
(c) Eliminate in full, intragroup assets and liabilities, equity, income, expenses and cash flows relating to
transactions between entities of the group (profits or losses resulting from intragroup transactions that are
recognized in assets, such as inventory and property, plant and equipment, are eliminated in full). Intragroup
losses may indicate an impairment that requires recognition in the consolidated financial statements. Ind AS
12 ‘Income Taxes’ applies to temporary differences that arise from the elimination of profits and losses
resulting from intragroup transactions.
Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity holders of the
parent of the Group and to the non-controlling interests. All intragroup assets and liabilities, equity, income,
expenses and cash flows relating to transactions between members of the Group are eliminated in full on
consolidation.
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity
transaction. If the Group loses control over a subsidiary, it:
• Derecognizes the assets (including goodwill) and liabilities of the subsidiary;
• Derecognizes the carrying amount of any non-controlling interests;
• Derecognizes the cumulative translation differences recorded in equity;
• Recognizes the fair value of the consideration received;
• Recognizes the fair value of any investment retained;
• Recognizes any surplus or deficit in profit or loss; and
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• Reclassifies the parent's share of components previously recognized in OCI to profit or loss or retained
earnings, as appropriate, as would be required if the Group had directly disposed of the related assets or
liabilities.
2.2. Changes in accounting policies and disclosures
2.2.1 Ind AS 116 - Leases
The Group has adopted Ind AS 116 w.e.f. April 1, 2019. The nature and effect of the changes as a result of adoption
of this new accounting standard are described below.
Ind AS 116 was issued on March 30, 2019 and supersedes Ind AS 17 on Leases. Ind AS 116 introduces significant
changes to lessee accounting by removing the distinction between operating and finance lease and requiring the
recognition of a right-of-use asset and a lease liability at commencement for all leases, except for short-term leases
and leases of low value assets. In contrast to lessee accounting, the requirements for lessor accounting have
remained largely unchanged.
a. Impact of the new definition of a lease
The Group used the practical expedient available in the transition to Ind AS 116 so as not to reassess whether a
contract is or contains a lease, therefore, the lease definition set out in Ind AS 17 remained applicable to leases
contracted or modified prior to April 1, 2019. The Group applied the lease definition and related guidance
described in Ind AS 116 to all lease agreements entered or modified on or after April 1, 2019.
b. Impact on Lessee Accounting
(i) Former Operating Leases
Ind AS 116 changes how the Group accounts for leases previously classified as operating leases under Ind AS
17, which were off balance sheet.
Applying Ind AS 116, for all leases, the Group:
(a) Recognises right-of-use assets and lease liabilities in the consolidated financial statements of financial
position, initially measured at the present value of the future lease payments;
(b) Recognises depreciation of right-of-use assets and interest on lease liabilities in consolidated
statements of profit and loss;
(c) Separates the total amount of cash paid into a principal portion (presented within financing activities)
and interest (presented within financing activities) in the consolidated financial statements of cash
flows.
Under Ind AS 116, right-of-use assets are tested for impairment in accordance with Ind AS 36.
For short-term leases (lease term of 12 months or less) and leases of low-value assets (such as laptop,
printers, personal computers, small items of office furniture and telephones), the Group has opted to
recognise a lease expense on a straight-line basis as permitted by Ind AS 116. This expense is presented
within ‘other expenses’ in consolidated statements of profit and loss.
(ii) Former finance leases
The main differences between Ind AS 116 and Ind AS 17 with respect to contracts formerly classified
as finance leases is the measurement of the residual value guarantees provided by the lessee to the
lessor. Ind AS 116 requires that the Group recognises as part of its lease liability only the amount expected
to be payable under a residual value guarantee, rather than the maximum amount guaranteed as
required by Ind AS 17. This change did not have a material effect on the Groups’s consolidated financial
statements.
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c. Financial impact of the initial application of Ind AS 116

On transition to Ind AS 116, the Group has elected to adopt modified retrospective approach. Consequently, the
Group recorded the lease liability at the value of future lease payment and right of use of asset at an amount equal
to the lease liability, adjusted by the amount of any prepaid or accrued lease payments relating to that lease
recognized in the balance sheet immediately before the date of initial application. Under this approach, there were
no material adjustments required to the retained earnings at April 1, 2019.
On transition, the adoption of the new standard resulted in recognition of 'Right of Use' asset and Lease obligation
of Rs. 181.5 crores and Rs. 16.3 crores respectively.
The following is the summary of practical expedients elected on initial application:
1. Applied the exemption not to recognize right-of-use assets and liabilities for leases with less than 12 months
of lease term on the date of initial application
2. Excluded the initial direct costs from the measurement of the right-of-use asset at the date of initial
application
2.2.2. Others
Several other amendments and interpretations apply for the first time for the year ended March 31, 2020, but do
not have an impact on the consolidated financial statements of the Group. The Group has not early adopted any
standards or amendments that have been issued but are not yet effective.
2.3 Summary of significant accounting policies
a. Business combinations and goodwill
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as
the aggregate of the consideration transferred measured at acquisition date fair value and the amount of any non-
controlling interests in the acquiree. For each business combination, the Group elects whether to measure the non-
controlling interests in the acquiree at fair value or at the proportionate share of the acquiree's identifiable net
assets. Acquisition related costs are expensed as incurred.
At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognized at their
acquisition date fair values. For this purpose, the liabilities assumed include contingent liabilities representing
present obligation and they are measured at their acquisition fair values irrespective of the fact that outflow of
resources embodying economic benefits is not probable. However, the following assets and liabilities acquired in a
business combination are measured at the basis indicated below:
• Deferred tax assets or liabilities, and the assets or liabilities related to employee benefit arrangements are
recognized and measured in accordance with Ind AS 12 ‘Income Taxes’ and Ind AS 19 ‘Employee Benefits’,
respectively.
• Reacquired rights are measured at a value determined on the basis of the remaining contractual term of the
related contract. Such valuation does not consider potential renewal of the reacquired right.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate
classification and designation in accordance with the contractual terms, economic circumstances and pertinent
conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by the
acquiree.
If the business combination is achieved in stages, any previously held equity interest is re-measured at its
acquisition date fair value and any resulting gain or loss is recognized in profit or loss or OCI, as appropriate.
Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the
amount recognized for non-controlling interests, and any previous interest held, over the net identifiable assets
acquired and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate
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consideration transferred, the Group re-assesses whether it has correctly identified all of the assets acquired and
all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognized at the
acquisition date. If the reassessment still results in an excess of the fair value of net assets acquired over the
aggregate consideration transferred, then the gain is recognized in OCI and accumulated in equity as capital
reserve. However, if there is no clear evidence of bargain purchase, the entity recognizes the gain directly in equity
as capital reserve, without routing the same through OCI.
After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of
impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of
the Group's cash-generating units that are expected to benefit from the combination, irrespective of whether
other assets or liabilities of the acquiree are assigned to those units.
A cash generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently
when there is an indication that the unit may be impaired. If the recoverable amount of the cash generating unit is
less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill
allocated to the unit and then to the other assets of the unit, pro-rata, based on the carrying amount of each asset in
the unit. Any impairment loss for goodwill is recognized in profit or loss. An impairment loss recognized for goodwill
is not reversed in subsequent periods.
b. Investment in joint ventures
A joint venture is a type of joint arrangement whereby the parties that have joint control of the arrangement have
rights to the net assets of the joint venture. Joint control is the contractually agreed sharing of control of an
arrangement, which exists only when decisions about the relevant activities require unanimous consent of the
parties sharing control.
The considerations made in determining joint control are similar to those necessary to determine control over the
subsidiaries.
The Group’s investments in its joint ventures are accounted for using the equity method. Under the equity method,
the investment in a joint venture is initially recognized at cost. The carrying amount of the investment is adjusted to
recognize changes in the Group’s share of net assets of the joint venture since the acquisition date. Goodwill
relating to the joint venture is included in the carrying amount of the investment and is not tested for impairment
individually.
The Consolidated Statement of profit and loss reflects the Group’s share of the results of operations of its joint
ventures. Any change in OCI of those investees is presented as part of the Group’s OCI. Unrealised gains and losses
resulting from transactions between the Group and a joint venture are eliminated to the extent of the interest in
the joint venture.
The aggregate of the Group’s share of profit or loss of a joint venture is shown on the face of the Consolidated
The financial statements of the joint ventures are prepared for the same reporting period as the Group.
After application of the equity method, the Group determines whether it is necessary to recognize an impairment
loss on its investment in its joint ventures. At each reporting date, the Group determines whether there is objective
evidence that the investment in the joint ventures is impaired. If there is such evidence, the Group calculates
the amount of impairment as the difference between the recoverable amount of the joint ventures and its
carrying value, and then recognizes the loss as ‘Share of loss of joint ventures’ in the Consolidated Statement of
profit or loss.
c. Current and non-current classification
All assets and liabilities have been classified as current and non-current as per the Group's normal operating cycle
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and other criteria set out in the Schedule III to the Act. Based on the nature of products and services and the time
between the acquisition of assets for processing and their realisation in cash and cash equivalents, the Group has
ascertained its operating cycle as 12 months for the purpose of current and non-current classification of assets and
liabilities. Deferred tax assets and liabilities are classified as non-current assets and liabilities.
d. Foreign currencies
The Group’s consolidated financial statements are prepared in INR, which is also the functional currency of the
Company. For each entity, the Group determines the functional currency and items included in the financial
statements of each entity are measured using that functional currency. The Group uses the direct method of
consolidation and on disposal of a foreign operation, the gain or loss that is reclassified to profit or loss reflects the
amount that arises from using this method.
Transactions and balances
Transactions in foreign currencies are initially recorded at the functional currency spot rates at the date the
transaction first qualifies for recognition. Monetary assets and liabilities denominated in foreign currencies are
translated at the functional currency spot rates of exchange at the reporting date. Exchange differences arising on
settlement or translation of monetary items are recognized in the Consolidated Statement of profit and loss.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the
exchange rates at the dates of the initial transactions.
Group companies
On consolidation, the assets and liabilities of foreign operations are translated into INR at the rate of exchange
prevailing at the reporting date and their statements of profit or loss are translated at exchange rates prevailing at
the dates of the transactions. For practical reasons, the group uses an average rate to translate income and expense
items, if the average rate approximates the exchange rates at the dates of the transactions. The exchange
differences arising on translation for consolidation are recognized in OCI. On disposal of a foreign operation, the
component of OCI relating to that particular foreign operation is recognized in profit or loss.
Any goodwill arising in the acquisition/ business combination of a foreign operation and any fair value adjustments
to the carrying amounts of assets and liabilities arising on the acquisition are treated as assets and liabilities of the
foreign operation and translated at the spot rate of exchange at the reporting date.
e. Fair value measurement
The Group measures financial instruments, such as, derivatives at fair value at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date. The fair value measurement is based on the presumption
that the transaction to sell the asset or transfer the liability takes place either:
• in the principal market for the asset or liability, or
• in the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market must be accessible by the Group. The fair value of an asset or a
liability is measured using the assumptions that market participants would use when pricing the asset or liability,
assuming that market participants act in their economic best interest.
A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate
economic benefits by using the asset in its highest and best use or by selling it to another market participant that
would use the asset in its highest and best use.
The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are
available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of
unobservable inputs.
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All assets and liabilities for which fair value is measured or disclosed in the consolidated financial statements are
categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to
the fair value measurement as a whole:
• Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities
measurement is directly or indirectly observable
measurement is unobservable
For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on the basis of
the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained
above.
This note summarizes accounting policy for fair value. Other fair value related disclosures are given in the relevant
notes.
• Disclosures for significant judgements, estimates and assumptions (note 3)
• Quantitative disclosures of fair value measurement hierarchy (note 39)
• Financial instruments (including those carried at amortized cost) (note 39)
For assets and liabilities that are recognised in the financial statements on a recurring basis, the Group determines
whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the
lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.
f. Property, Plant and Equipment
Property, Plant and Equipment (PPE) and capital work in progress are stated at cost of acquisition or construction
net of accumulated depreciation and impairment loss, if any. All significant costs relating to the acquisition and
installation of PPE are capitalised. Subsequent costs/replacement costs are included in the asset’s carrying amount
or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated
with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the
replaced part is derecognised. All other repairs and maintenance are charged to the Consolidated Statement of
profit and loss during the financial year in which they are incurred.
The Group identifies and determines cost of each component/ part of the asset separately, if the component/ part
has a cost which is significant to the total cost of the asset and has useful life that is materially different from that of
the remaining asset.
Depreciation on PPE is calculated on a straight line basis using the rates arrived at based on the useful lives
estimated by the management. The identified components are depreciated separately over their useful lives; the
remaining components are depreciated over the life of the principal asset.
The management has estimated, supported by independent assessment by professionals, the useful lives of certain
classes of assets. The following useful lives are adopted by the management:
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Asset category Group's estimate of Useful life as prescribed

useful life (years) under Schedule II (years)
Factory buildings 28 to 30 30
Other buildings 58 60
Plant and equipment 5 to 25 15 to 20
Roads 5 to 30 5 to 10
Office equipment 15 15
Furniture and fixtures 15 10
Computers and data processing units 4 to 6 3 to 6
Vehicles 7 to 10 8
The residual values, useful lives and methods of depreciation of PPE are reviewed on a regular basis and changes in
estimates, when relevant, are accounted for on a prospective basis.
g. Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets
acquired in a business combination is their fair value at the date of acquisition. Following initial recognition,
intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses.
Internally generated intangibles, excluding capitalized development costs, are not capitalized and the related
expenditure is reflected in the Consolidated Statement of profit and loss in the period in which the expenditure is
incurred.
Intangible assets with finite lives are amortized over the useful economic life and assessed for impairment
whenever there is an indication that the intangible asset may be impaired. The amortization period and the
amortization method for an intangible asset with a finite useful life are reviewed at least at the end of each
reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic
benefits embodied in the asset are considered to modify the amortization period or method, as appropriate, and
are treated as changes in accounting estimates. The amortization expense on intangible assets with finite lives is
recognized in the Consolidated Statement of profit and loss unless such expenditure forms part of carrying value of
another asset.
Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net
disposal proceeds and the carrying amount of the asset and are recognized in the Consolidated Statement of profit
and loss when the asset is derecognized.
Research and development costs
Research costs are expensed as incurred. Development expenditure incurred on an individual project is recognized
as an intangible asset when the Group can demonstrate all the following:
l The technical feasibility of completing the intangible asset so that it will be available for use or sale
l Its intention to complete the asset
l Its ability to use or sell the asset
l How the asset will generate future economic benefits
l The availability of adequate resources to complete the development and to use or sell the asset
l The ability to measure reliably the expenditure attributable to the intangible asset during development.
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Following the initial recognition of the development expenditure as an asset, the cost model is applied requiring the
asset to be carried at cost less any accumulated amortization and accumulated impairment losses, if any.
Amortization of the asset begins when development is complete and the asset is available for use. It is amortized on
a straight line basis over the period of expected future benefit from the related project, i.e., the estimated useful life
subject to a maximum of ten years. Amortization is recognized in the Statement of profit and loss unless such
expenditure forms part of carrying value of another asset. During the period of development, the asset is tested for
impairment annually.
A summary of amortization rates applied to the Group's intangible assets are as below:
Asset category Life (years)

Technical know-how 3 to 6
Computer software 3 to 5
h. Inventories
Raw materials, components, stores and spares are valued at lower of cost and estimated net realizable value. Cost
includes cost of purchase and other costs incurred in bringing the inventories to their present location and
condition. Cost is determined on a weighted average basis.
Finished goods and work in progress are valued at lower of cost and net realizable value. Cost includes direct
materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost is
determined on a weighted average basis.
Traded goods are valued at lower of cost and net realizable value. Cost includes cost of purchase and other costs
incurred in bringing the inventories to their present location and condition. Cost is determined on a weighted
average basis.
Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of
completion and estimated costs necessary to make the sale. Write down of inventories are calculated based on an
analysis of foreseeable changes in demand, technology, market conditions and ageing of inventories.
i. Revenue recognition
i. Revenue from Contracts with customers
Revenue from contracts with customers is recognized when control of the goods or services are transferred to the
customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for
those goods or services. Revenue is recognized when it has approval and commitment from both parties, the rights
of the parties are identified, payment terms are identified, the contract has commercial substance and
collectability of consideration is probable. The Group has concluded that it is the principal in all of its revenue
arrangements since it is the primary obligor in all the revenue arrangements as it has pricing latitude and is also
exposed to inventory and credit risks. The Group collects goods and services tax on behalf of the government and,
therefore, it is not an economic benefit flowing to the Group. Hence, it is excluded from revenue.
The disclosures of significant accounting judgements, estimates and assumptions relating to revenue from
contracts with customers are provided in note 3.
The Group has following streams of revenue:
• Revenue from Engineering, Procurement and Construction contracts
Engineering, Procurement and Construction (EPC) contracts are contracts (or a group of contracts secured
together) specifically negotiated for the construction of an asset which refers to any project for construction
of plants and systems, involving designing, engineering, fabrication, supply, erection (or supervision thereof),
commissioning, guaranteeing performance thereof etc., execution of which is spread over different
accounting periods. The Group identifies distinct performance obligations in each contract. For most of the
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project contracts, the customer contracts with the Group to provide a significant service of integrating a
complex set of tasks and components into a single project or capability. Hence, the entire contract is
accounted for as one performance obligation.
The Group may promise to provide distinct goods or services within a contract, in which case the Group
separates the contract into more than one performance obligation. If a contract is separated into more than
one performance obligation, the Group allocates the total transaction price to each performance obligation
in an amount based on the estimated relative standalone selling prices of the promised goods or services
underlying each performance obligation. The Group uses the expected cost plus a margin approach to
estimate the standalone selling price of each performance obligation in case of contracts with more than one
distinct performance obligations.
The Group assesses for the timing of revenue recognition in case of each distinct performance obligation. The
Group first assesses whether the revenue can be recognized over a period of time if any of the following
criteria is met:
(a) The customer simultaneously consumes the benefits as the Group performs, or
(b) The customer controls the work-in-progress, or
(c) The Group’s performance does not create an asset with alternative use to the Group and the Group
has right to payment for performance completed till date
The Group recognizes revenue over time as it performs because of continuous transfer of control to the
customers. For all project contracts, this continuous transfer of control to the customer is supported by the
fact that the customers typically control the work in process as evidenced either by contractual termination
clauses or by the rights of the Group to payment for work performed to date plus a reasonable profit to
deliver products or services that do not have an alternative use.
The Group uses cost-based measure of progress (or input method) for contracts because it best depicts the
transfer of control to the customer which occurs as it incurs costs on contracts. Under the cost-based
measure of progress, the extent of progress towards completion is measured based on the ratio of costs
incurred to date to the total estimated costs at completion of the performance obligation. Revenues,
including estimated profits, are recorded proportionally as costs are incurred.
The Group estimates variable consideration amount which it expects to be entitled under the contract and
includes it in the transaction price to the extent it is highly probable that a significant reversal of cumulative
revenue recognized will not occur and when the uncertainty associated with it is subsequently resolved. The
estimates of variable consideration and determination of whether to include estimated amounts in the
transaction price are based largely on an assessment of the anticipated performance and all information
(historical, current and forecasted) that is reasonably available.
Costs associated with bidding for contracts are charged to the Consolidated Statement of profit and loss
when they are incurred. Costs that relate directly to a contract and are incurred in securing the contract are
included as part of the contract costs if they can be separately identified and measured reliably and it is
probable that the contract will be obtained.
Contract modification, when approved by both the parties to the contract, are considered as modification, if it
creates new or changes the existing enforceable rights and obligations. Most of the contract modifications
are not distinct from the existing contract due to the significant integration service provided under the
contract prior to modifications and are therefore, accounted for as part of the existing contract. The effect of
a contract modification is recognized as an adjustment to revenue on a cumulative catch-up basis.
When it becomes probable that the total contract costs will exceed the total contract revenue, the Group
recognizes the expected losses from onerous contract as an expense immediately.
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Penalties for any delay or improper execution of a contract are recognized as a deduction from revenue. In
the balance sheet, such provisions are presented on net basis of the contract receivables.
• Revenue from Sale of goods
If the criteria for revenue under over-a-period of time as mentioned above are not met, the Group recognizes
revenue at a point-in-time. The point-in-time is determined when the control of the goods or services is transferred
which is generally determined based on when the significant risks and rewards of ownership are transferred to the
customer. Apart from this, the Group also considers its present right to payment, the legal title to the goods, the
physical possession and the customer acceptance in determining the point in time where control has been
transferred. The Group provides for warranty provision for general repairs up to 18 – 24 months on its products
sold, in line with the industry practice. A liability is recognized at the time the product is sold. The Group does not
provide any extended warranties.
• Revenue from Sale of services
Revenue in respect of operation and maintenance contract, awarded on a standalone basis or included in long term
contracts and identified as a separate performance obligation, is recognized on a time proportion basis under the
contracts.
Contract balances
Contract assets: A contract asset is the right to consideration in exchange for goods or services transferred to the
customer. If the Group performs by transferring goods or services to a customer before the customer pays
consideration or before payment is due, a contract asset is recognised for the earned consideration and are
transferred to trade receivables on completion of milestones and its related invoicing. Contract assets are
recorded in balance sheet as unbilled revenue.
Trade receivables: A receivable represents the Group’s right to an amount of consideration that is unconditional
(i.e., only the passage of time is required before payment of the consideration is due). Also refer note 2.3(j) below.
Contract liabilities: A contract liability is the obligation to transfer goods or services to a customer for which the
Group has received consideration (or an amount of consideration is due) from the customer. If a customer pays
consideration before the Group transfers goods or services to the customer, a contract liability is recognised when
the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue
when the Group satisfies the performance obligation. Contract liabilities are recorded in balance sheet as
unearned revenue and customer advances as the case may be.
ii. Interest income
For all debt instruments measured at amortized cost, interest income is recorded using the effective interest rate
(EIR). EIR is the rate that exactly discounts the estimated future cash payments or receipts over the expected life of
the financial instrument or a shorter period, where appropriate, to the gross carrying amount of the financial asset
or to the amortized cost of a financial liability. Interest income is included in finance income in the Consolidated
iii. Dividend
Revenue is recognized when the Group’s right to receive the payment is established.
iv. Rental income
Rental income from operating leases (net of any incentives given to the lessee) is recognised on a straight-line basis
over the lease term.
j. Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity.
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Financial assets
All financial assets are recognized initially at fair value plus, in the case of financial assets not recorded at fair value
through Profit and Loss, transactions costs that are attributable to the acquisition of the financial asset. For all
subsequent measurements financial assets are classified in following categories by the Group:
i. Debt instruments at amortized cost
A 'debt instrument' is measured at the amortized cost if both the following conditions are met:
(a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash
flows, and
(b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal
and interest (SPPI) on the principal amount outstanding.
After initial measurement, such financial assets are subsequently measured at amortized cost using the effective
interest rate (EIR) method. Amortized cost is calculated by taking into account any discount or premium on
acquisition and fees or costs that are an integral part of EIR. The EIR amortization is included in finance
costs/income in the Consolidated Statement of profit and loss. The losses arising from impairment are recognized
in the Consolidated Statement of profit and loss.
ii. Debt instrument at FVTPL
FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the criteria for
categorization as at amortized cost or as FVTOCI is classified as FVTPL.
Debt instruments included within the FVTPL category are measured at fair value with all changes recognized in the
Consolidated Statement of profit and loss.
iii. Equity investments
All equity investments in scope of Ind AS 109 are measured at fair value. Equity instruments which are held for
trading are classified as at FVTPL. For all other equity instruments, the Group may make an irrevocable election to
present in other comprehensive income subsequent changes in the fair value. The Group makes such election on an
instrument-by-instrument basis. The classification is made on initial recognition and is irrevocable.
If the Group decides to classify an equity instrument at FVTOCI, then all fair value changes on the instrument,
excluding dividends, are recognized in the OCI. There is no recycling of the amounts from OCI to the Consolidated
Statement of profit and loss, even on the sale of the investment. However, the Group may transfer the cumulative
gain or loss within equity.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is
primarily derecognized when:
• The rights to receive cash flows from the asset have expired, or
• The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay
the received cash flows in full without material delay to a third party under a "pass-through" arrangement;
and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group
has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred
control of the asset.
Impairment of financial assets
In accordance with Ind AS 109, the Group applies Expected Credit Loss (ECL) model for measurement and
recognition of impairment loss and credit risk exposure on the financial assets that are debt instruments measured
at amortized costs e.g. loans, deposits, trade receivables, contractual receivables and bank balances. The Group
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follows 'simplified approach' for recognition of impairment allowance. The application of simplified approach does
not require the Group to track changes in credit risk. Rather, it recognizes impairment allowance based on lifetime
ECLs at each reporting date, right from its initial recognition.
For recognition of impairment loss on other financial assets and risk exposure, the Group determines that whether
there has been a significant increase in the credit risk since initial recognition. If credit risk has not increased
significantly, 12-month ECL is used to provide for impairment loss. However, if credit risk has increased
significantly, lifetime ECL is used. If, in a subsequent period, credit quality of the instrument improves such that
there is no longer a significant increase in credit risk since initial recognition, then the entity reverts to recognizing
impairment allowance based on 12-month ECL. The Group considers current and anticipated future economic
conditions relating to industries the Group deals with and the countries where it operates.
ECL impairment allowance (or reversal) recognized during the period is recognized as income/expense in the
Consolidated Statement of profit and loss under the head 'other expenses' in the Consolidated Statement of profit
and loss. ECL is presented as an allowance, i.e. as an integral part of the measurement of those assets in the balance
sheet. The allowance reduces the net carrying amount. Until the asset meets write-off criteria, the Group does not
reduce impairment allowance from the gross carrying amount.
Financial liabilities are classified, at initial recognition, as financial liabilities at FVTPL, loans and borrowings,
payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. All financial
liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of directly
attributable transaction costs. The Group's financial liabilities include trade and other payables, loans and
borrowings including bank overdrafts, financial guarantee contracts and derivative financial instruments.
Subsequent measurement of financial liabilities depends on their classification as fair value through profit and loss
or at amortized cost.
All changes in fair value of financial liabilities classified as FVTPL is recognized in the Consolidated Statement of
profit and loss. Amortised cost category is applicable to loans and borrowings, trade and other payables. After
initial recognition the financial liabilities are measured at amortised cost using the EIR method. Gains and losses are
recognized in profit and loss when the liabilities are derecognized as well as through the EIR amortization process.
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or cost that are
integral part on EIR. The EIR amortization is included as finance cost in the Consolidated Statement of profit and
loss.
Derecognition
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires
when an existing financial liability is replaced by another from the same lender on substantially different terms, or
the terms of an existing liability are substantially modified, such an exchange or modification is treated as
derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying
amounts is recognized in the Consolidated Statement of profit and loss.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a
currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis,
to realize the assets and settle the liabilities simultaneously.
k. Derivative financial instruments and hedge accounting
Initial recognition and subsequent measurement
The Group uses derivative financial instruments, such as forward currency contracts and interest rate swaps, to
hedge its foreign currency risks and interest rate risks respectively. Such derivative financial instruments are
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initially recognized at fair value on the date on which a derivative contract is entered into and are subsequently re-
measured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial
liabilities when the fair value is negative.
Any gains or losses arising from changes in the fair value of derivatives are taken directly to the Consolidated
Statement of profit and loss, except for the effective portion of cash flow hedges, which is recognized in OCI and
later reclassified to profit or loss when the hedge item affects profit or loss or treated as basis adjustment if a
hedged forecast transaction subsequently results in the recognition of a non-financial asset or non-financial
liability.
For the purpose of hedge accounting, hedges are classified as:
• Fair value hedges when hedging the exposure to changes in the fair value of a recognized asset or liability or
an unrecognized firm commitment
• Cash flow hedges when hedging the exposure to variability in cash flows that is either attributable to a
particular risk associated with a recognized asset or liability or a highly probable forecast transaction or the
foreign currency risk in an unrecognized firm commitment
At the inception of a hedge relationship, the Group formally designates and documents the hedge relationship to
which the Group wishes to apply hedge accounting and the risk management objective and strategy for
undertaking the hedge. The documentation includes the Group's risk management objective and strategy for
undertaking hedge, the hedging / economic relationship, the hedged item or transaction, the nature of the risk
being hedged and how the entity will assess the effectiveness of changes in the hedging instrument's fair value in
offsetting the exposure to changes in the hedged item's fair value or cash flows attributable to the hedged risk. Such
hedges are expected to be highly effective in achieving offsetting changes in fair value or cash flows and are
assessed on an ongoing basis to determine that they actually have been highly effective throughout the financial
reporting periods for which they were designated.
Hedges that meet the strict criteria for hedge accounting are accounted for, as described below:
(i) Fair value hedges
The change in the fair value of the hedged item attributable to the risk hedged is recorded as part of the carrying
value of the hedged item and is also recognized in the Consolidated Statement of profit and loss as finance costs.
The Group has not undertaken Fair value hedges.
(ii) Cash flow hedges
The effective portion of the gain or loss on the hedging instrument is recognized in OCI in the cash flow hedge
reserve, while any ineffective portion is recognized immediately in the Consolidated Statement of profit and loss.
The Group uses forward currency contracts as hedges of its exposure to foreign currency risk in forecast
transactions and firm commitments. The ineffective portion relating to foreign currency contracts is recognized in
consolidated statement of profit and loss.
Amounts recognized in OCI are transferred to the Consolidated Statement of profit and loss when the hedged
transaction affects profit or loss, such as when the hedged financial income or financial expense is recognized or
when a forecast sale occurs. When the hedged item is the cost of a non-financial asset or non-financial liability, the
amounts recognized in OCI are transferred to the initial carrying amount of the non-financial asset or liability. If the
hedging instrument expires or is sold, terminated or exercised without replacement or rollover (as part of the
hedging strategy), or if its designation as a hedge is revoked, or when the hedge no longer meets the criteria for
hedge accounting, any cumulative gain or loss previously recognized in OCI remains separately in equity until the
forecast transaction occurs or the foreign currency firm commitment is met.
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l. Share held by ESOP and Welfare trusts

The Group has created ESOP Trust and Welfare trusts for providing share-based payment to/welfare of its
employees and various other employee benefit trusts for providing other employee benefits such as loans at
concessional rates for various purposes, collectively referred to as Employee Benefit Trusts. Own equity
instruments are recognized at cost and deducted from equity.
m. Cash and cash equivalents
Cash and cash equivalent in the balance sheet comprise cash at banks and on hand and short-term deposits with an
original maturity of three months or less, which are subject to an insignificant risk of changes in value. For the
purpose of the Consolidated Statement of cash flows, cash and cash equivalents consist of cash and short-term
deposits, as defined above, net of outstanding bank overdrafts as they are considered an integral part of the
Group's cash management.
n. Government Grants
Government grants are recognized where there is reasonable assurance that the grant will be received and all
attached conditions will be complied with. When the grant relates to an expense item, it is recognized as income on
a systematic basis over the periods that the related costs, for which it is intended to compensate, are expensed.
When the grant relates to an asset, it is recognized as income in proportion to the depreciation charged over the
expected useful life of the related asset. The Group accounts for export incentives for export of goods if the
entitlements can be estimated with reasonable accuracy and conditions precedent to claims are fulfilled.
o. Share capital
Equity shares issued to shareholders are classified as equity. Incremental costs directly attributable to the issue of
new equity shares are recognized as a deduction from equity, net of any related income tax effects.
p. Income tax
Current tax
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation
authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively
enacted, at the reporting date in the tax jurisdictions where the Group operates and generates taxable income.
Current income tax relating to items recognized outside profit or loss is recognized either in OCI or in equity.
Current tax items are recognized in correlation to the underlying transaction either in OCI or directly in equity.
Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable
tax regulations are subject to interpretation and establishes provisions where appropriate.
Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and
liabilities and their carrying amounts for financial reporting purposes at the reporting date.
Deferred tax assets are recognized for all deductible temporary differences, the carry forward of unused tax
credits and any unused tax losses. Deferred tax assets are recognized to the extent that it is probable that taxable
profit will be available against which the deductible temporary differences, and the carry forward of unused tax
credits and unused tax losses can be utilized.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no
longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be
utilised. Unrecognized deferred tax assets are re-assessed at each reporting date and are recognized to the extent
that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the
asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively
enacted at the reporting date.
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Deferred tax relating to items recognized outside profit or loss is recognized outside profit or loss (either in OCI or
in equity). Deferred tax items are recognized in correlation to the underlying transaction either in OCI or directly in
equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax
assets against current tax liabilities and the deferred taxes relate to the same taxable entity (or each tax group of
entities when applicable) and the same taxation authority.
The Group determines whether to consider each uncertain tax treatment separately or together with one or more
other uncertain tax treatments and uses the approach that better predicts the resolution of the uncertainty.
The Group applies significant judgement in identifying uncertainties over income tax treatments.
q. Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily
takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the
asset. All other borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest
and other costs that an entity incurs in connection with the borrowing of funds. Borrowing cost also includes
exchange differences to the extent regarded as an adjustment to the borrowing costs.
r. Leases
Group as a lessee
The Group lease asset classes primarily consist of leases for land, office buildings, guest house and other office
equipment. The Group assesses whether a contract contains a lease, at inception of a contract. A contract is, or
contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in
exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset,
the Group assesses whether: (1) the contract involves the use of an identified asset (2) the Group has substantially
all of the economic benefits from use of the asset through the period of the lease and (3) the Group has the right to
direct the use of the asset.
At the date of commencement of the lease, the Group recognizes a right-of-use assets and a corresponding lease
liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less
(short-term leases) and low value leases. For these short-term and low value leases, the Group recognizes the lease
payments as an operating expense on a straight-line basis over the term of the lease.
Certain lease arrangements include the options to extend or terminate the lease before the end of the lease term.
Right-of-use assets and lease liability includes these options when it is reasonably certain that they will be
exercised.
The right-of-use assets are initially recognized at cost, which comprises the initial amount of the lease liability
adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct costs
less any lease incentives. They are subsequently measured at cost less accumulated depreciation and impairment
losses.
Right-of-use assets are depreciated from the commencement date on a straight-line basis over the shorter of the
lease term and useful life of the underlying asset. Right of use assets are evaluated for recoverability whenever
events or changes in circumstances indicate that their carrying amounts may not be recoverable. For the purpose of
impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and the value-in-use) is
determined on an individual asset basis unless the asset does not generate cash flows that are largely independent
of those from other assets. In such cases, the recoverable amount is determined for the Cash Generating Unit
(CGU) to which the asset belongs.
The lease liability is initially measured at present value of the future lease payments. The lease payments include
fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, and
amounts expected to be paid under residual value guarantees.
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Lease liability and right-of-use assets have been separately presented in the Consolidated Balance Sheet and lease
payments have been classified as financing cash flows.
For a contracts that contain a lease component and one or more additional lease or non-lease components, the
Group allocates the consideration in the contract to each lease component on the basis of the relative stand-alone
price of the lease component and the aggregate stand-alone price of the non-lease components.
Group as a lessor
Leases in which the Group does not transfer substantially all the risks and rewards of ownership of an asset are
classified as operating leases. Rental income from operating lease is recognized on a straight-line basis over the
term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to
the carrying amount of the leased asset and recognized over the lease term on the same basis as rental income.
Leases are classified as finance leases when substantially all of the risks and rewards of ownership transfer from the
Group to the lessee. Amounts due from lessees under finance leases are recorded as receivables at the Group's net
investment in the leases. Finance lease income is allocated to accounting periods so as to reflect a constant periodic
rate of return on the net investment outstanding in respect of the lease.
Revenue from sale of utilities is recognised at the point in time when control of the asset is transferred to the
customer, generally on supply of the utilities. Revenue from the sale of goods is measured at the fair value of the
consideration received or receivable, net of returns and allowances, trade discounts and volume rebates.
s. Impairment of non-financial assets
The Group assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any
indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset's
recoverable amount. An asset's recoverable amount is the higher of an asset's or Cash Generating Unit's (CGU) fair
value less costs of disposal and its value in use. Recoverable amount is determined for an individual asset, unless the
asset does not generate cash inflows that are largely independent of those from other assets or groups of assets.
When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired
and is written down to its recoverable amount.
In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to the
asset. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such
transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by
valuation multiples, quoted share prices for publicly traded companies or other available fair value indicators.
The Group bases its impairment calculation on detailed budgets and forecast calculations, which are prepared
separately for each of the Group's CGUs to which the individual assets are allocated. These budgets and forecast
calculations generally cover a period of five years. For longer periods, a long-term growth rate is calculated and
applied to project future cash flows after the fifth year. To estimate cash flow projections beyond periods covered
by the most recent budgets/forecasts, the Group extrapolates cash flow projections in the budget using a steady or
declining growth rate for subsequent periods, unless an increasing rate can be justified. In any case, this growth rate
does not exceed the long-term average growth rate for the products, industries, or country or countries in which
the entity operates, or for the market in which the asset is used. Impairment losses including impairment on
inventory are recognized in the Consolidated Statement of profit or loss.
For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is an
indication that previously recognized impairment losses no longer exist or have decreased. If such indication exists,
the Group estimates the asset's or CGU's recoverable amount. A previously recognized impairment loss is reversed
only if there has been a change in the assumptions used to determine the asset's recoverable amount since the last
impairment loss was recognized. The reversal is limited so that the carrying amount of the asset does not exceed its
recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no
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impairment loss been recognized for the asset in prior years. Such reversal is recognized in the Consolidated
Statement of profit and loss unless the asset is carried at a revalued amount, in which case, the reversal is treated as
a revaluation increase.
Goodwill is tested for impairment annually as at the year-end and when circumstances indicate that the carrying
value may be impaired.
Impairment is determined for goodwill by assessing the recoverable amount of each CGU (or group of CGUs) to
which the goodwill relates. When the recoverable amount of the CGU is less than its carrying amount, an
impairment loss is recognized. Impairment losses relating to goodwill cannot be reversed in future periods.
t. Provisions
Provisions are recognized when the Group has a present obligation (legal or constructive) as a result of a past event,
it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation
and a reliable estimate can be made of the amount of the obligation. When the Group expects some or all of a
provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognized as a
separate asset, but only when the reimbursement is virtually certain. The expense relating to a provision is
presented in the Consolidated Statement of profit and loss net of any reimbursement.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that
reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision
due to the passage of time is recognized as a finance cost.
Warranty provisions
Provisions for warranty-related costs are recognized when the product is sold or service provided to the customer.
Initial recognition is based on historical experience. The initial estimate of warranty related costs is revised
annually.
A provision for onerous contracts is recognized when the expected benefits to be derived by the Group from a
contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is
measured at the present value of the expected net cost of continuing with the contract. Before a provision is
established, the Group recognizes any impairment loss on the assets associated with that contract.
Decommissioning liability
The Group records a provision for decommissioning costs of its manufacturing facilities. Decommissioning costs
are provided at the present value of expected costs to settle the obligation using estimated cash flows and are
recognized as part of the cost of the particular asset. The unwinding of the discount is expensed as incurred and
recognized in the Consolidated Statement of profit and loss as finance cost. The estimated future costs of
decommissioning are reviewed annually and adjusted as appropriate. Changes in the estimated future costs or in
the discount rate applied are added to or deducted from the cost of the asset.
u. Retirement and other employee benefits
Retirement benefit in the form of provident fund is a defined contribution scheme. The Group has no obligation,
other than the contribution payable to the provident fund. The Group recognizes contribution payable to the
provident fund scheme as an expense, when an employee renders the related service. If the contribution payable to
the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit
payable to the scheme is recognized as a liability after deducting the contribution already paid. If the contribution
already paid exceeds the contribution due for services received before the balance sheet date, then excess is
recognized as an asset to the extent that the pre-payment will lead to, for example, a reduction in future payment or
a cash refund.
The Company and some of its Indian subsidiaries operate a defined benefit gratuity plan, which requires
contributions to be made to a separately administered fund.
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The cost of providing benefits under the defined benefit plan is determined using the projected unit credit method.
Remeasurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts
included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts
included in net interest on the net defined benefit liability), are recognized immediately in the balance sheet with a
corresponding debit or credit to retained earnings through OCI in the period in which they occur. Remeasurements
are not reclassified to the Consolidated Statement of profit and loss in subsequent periods.
Past service costs are recognized in the Consolidated Statement of profit and loss on the earlier of:
Ø The date of the plan amendment or curtailment, and
Ø The date that the Group recognizes related restructuring costs
Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. The Group
recognizes the following changes in the net defined benefit obligation as an expense in the Consolidated Statement
of profit and loss:
• Service costs comprising current service costs, past-service costs, gains and losses on curtailments and non-
routine settlements; and
• Net interest expense or income
Accumulated leave, which is expected to be utilized within the next 12 months, is treated as short-term employee
benefit. The Group measures the expected cost of such absences as the additional amount that it expects to pay as a
result of the unused entitlement that has accumulated at the reporting date.
The Group treats accumulated leave expected to be carried forward beyond twelve months, as long-term
employee benefit for measurement purposes. Such long-term compensated absences are provided for based on
the actuarial valuation using the projected unit credit method at the year-end. The Group presents the leave as a
current liability in the balance sheet as it does not have an unconditional right to defer its settlement for 12 months
after the reporting date.
v. Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief
operating decision maker.
The Board of Directors of the Company has identified the Managing Director and Chief Executive Officer as the
chief operating decision maker of the Group.
w. Contingent liability
A disclosure for a contingent liability is made where there is a possible obligation that arises from past events and
the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future
events not wholly within the control of the Group or a present obligation that arises from the past events where it is
either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the
amount cannot be made.
x. Earnings Per Share (EPS)
The Group presents the basic and diluted EPS data for its equity shares. Basic EPS is computed by dividing the net
profit for the year attributable to the equity shareholders of the Parent by the weighted average number of equity
shares outstanding during the year. Diluted EPS is computed by adjusting the net profit for the year attributable to
the equity shareholders and the weighted average number of equity shares considered for deriving basic EPS for
the effects of all the equity shares that could have been issued upon conversion of all dilutive potential equity
shares (which includes the various stock options granted to employees).
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y. Dividends
Dividend to equity shareholders is recognized as a liability in the period in which the dividends are approved by the
equity shareholders. Interim dividends that are declared by the Board of Directors without the need for equity
shareholders' approvals are recognized as a liability and deducted from shareholders' equity in the year in which
the dividends are declared by the Board of directors.
3. Significant accounting judgments, estimates and assumptions
The preparation of the Group's consolidated financial statements requires management to make judgments, estimates
and assumptions that affect the reported amounts of revenue, expenses, assets and liabilities, and the accompanying
disclosures and including the disclosure of contingent liabilities as at the reporting date. However, uncertainty about
these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of
assets or liabilities affected in future periods.
3.1 Judgements
In the process of applying the Group's accounting policies, management has made the following judgments, which
have the most significant effect on the amounts recognized in the consolidated financial statements:
i. Revenue from contracts with customers
A significant portion of the Group’s business relates to EPC contracts which is accounted using cost-based
input method, recognizing revenue as the performance on the contract progresses. This requires
management to make judgement with respect to identifying contracts for which revenue need to be
recognised over a period of time, depending upon when the customer consumes the benefit, when the control
is passed to customer, whether the asset created has an alternative use and whether the Group has right to
payment for performance completed till date, either contractually or legally. The input method requires
management to make significant judgments of the extent of progress towards completion including
accounting of multiple contracts which need to be combined and considered as a single contract.
ii. Consolidation
Structured Entities
The Company has an ESOP trust and various Employee Welfare Trusts for the welfare of its employees.
Determination of the Group’s control over these trusts for the purpose of consolidation requires judgement
on the part of the Management of the Group.
The ESOP trust and various Employee Welfare Trusts, being separate legal entities, are not considered for the
purpose of consolidation in the standalone financial statements. However, these trusts have been
consolidated in the consolidated financial statements under Ind AS 110.
iii. Arrangements in the nature of lease
The Group has entered into certain arrangements with its customers where the Group will supply
heat/steam by installing the boiler/heater at the customers’ premises. The Group has determined, based on
an evaluation of the terms and conditions of the arrangements, that fulfillment of these arrangement is
dependent on the use of specific assets and the arrangement conveys to customers a right to use these
specific assets. Accordingly, the Group has determined that these arrangements qualify as arrangements in
the form of lease as per Ind AS 116. The Group has also determined, based on evaluation of terms and
conditions of these arrangements, such as the contract term constituting a major part of the economic life of
the specific assets and the fair value of the asset, that it has transferred the significant risks and rewards in
these assets to the customers and therefore these embedded lease arrangements have been classified as
finance leases. The separation of lease and non-lease elements in these arrangements have been made at
relative fair value of these elements, requiring Management judgment.
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iv. Contingencies relating to tax and legal matters

The Group has received various orders and notices from tax authorities in respect of direct taxes and indirect
taxes. The outcome of these matters may have a material effect on the financial position, results of operations
or cash flows. Management regularly analyzes current information about these matters and provides
provisions for probable losses including the estimate of legal expense to resolve such matters. In making the
decision regarding the need for loss provisions, management considers the degree of probability of an
unfavorable outcome and the ability to make a sufficiently reliable estimate of the amount of loss. The filing of
a suit or formal assertion of a claim against the Group or the disclosure of any such suit or assertions, does not
automatically indicate that a provision of a loss may be appropriate.
v. Segment reporting
Ind AS 108 ‘Operating Segments’ requires Management to determine the reportable segments for the
purpose of disclosure in consolidated financial statements based on the internal reporting reviewed by Chief
Operating Decision Maker (CODM) to assess performance and allocate resources. The Standard also
requires Management to make judgments with respect to aggregation of certain operating segments into
one or more reportable segment.
Operating segments used to present segment information are identified based on the internal reports used
and reviewed by the Managing Director and Chief Executive Officer to assess performance and allocate
resources. The management has determined that some of the segments exhibit similar economic
characteristics and meet other aggregation criteria and accordingly aggregated into three reportable
segments i.e. energy, environment and chemical.
vi. Segregation of lease and non-lease components of the consideration
The Group allocates the transaction price to each performance obligation on a relative stand-alone selling
price basis by determining the stand-alone selling price at contract inception of the distinct good or service
underlying each performance obligation in the contract and allocates the transaction price in proportion to
those stand-alone selling prices. Since the consideration is inclusive of the lease component, the stand-alone
selling price is not directly observable. Hence, the Group estimates the standalone selling price by
considering all the information (including market conditions, entity-specific factors and information about
the customer or class of customer) that is reasonably available to the Group.
3.2 Estimates and assumptions
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date,
that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within
the next financial year, are described below. The Group based its assumptions and estimates on parameters
available when the consolidated financial statements were prepared. Existing circumstances and assumptions
about future developments, however, may change due to market changes or circumstances arising that are beyond
the control of the Group. Such changes are reflected in the assumptions when they occur.
Estimation of uncertainties relating to the global health pandemic from Corona virus Disease (COVID 19):
The Group has considered the possible effects that may result from the pandemic relating to COVID-19 on the
carrying amounts of its assets such as investments, loans, receivables, unbilled revenues, inventories, goodwill and
intangible assets. In developing the assumptions relating to the possible future uncertainties in the global
economic conditions because of this pandemic, the Group, as at the date of approval of these financial statements
has used internal and external sources of information including credit reports and related information, economic
forecasts and consensus estimates from market sources on the expected future performance of the Group. The
Group has performed sensitivity analysis on the assumptions used and based on current estimates expects the
carrying amount of these assets will be recovered. The impact of COVID-19 on the Group's financial statements
may differ from that estimated as at the date of approval of these consolidated financial statements.
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i. EPC contracts:
• Provisions for liquidated damages claims (LDs): The Group provides for LD claims to the extent that it is
highly probable that a significant reversal in the amount of cumulative revenue recognized will not occur
when the uncertainty associated with the variable consideration is subsequently resolved. This requires an
estimate of the amount of LDs payable under a claim which involves a number of management judgments and
assumptions regarding the amounts to be recognized.
• Project cost to complete estimates: At each reporting date, the Group is required to estimate costs to
complete on fixed-price contracts. Estimating costs to complete on such contracts requires the Group to
make estimates of future costs to be incurred, based on work to be performed beyond the reporting date.
This estimate will impact revenues, cost of sales, work-in-progress, billings in excess of costs, estimated
earnings and accrued contract expenses.
• Recognition of contract variations: The Group recognises revenues and margins from contract variations
where it is considered probable that they will be awarded by the customer and this requires management to
assess the likelihood of such an award being made by reference to customer communications and other
forms of documentary evidence.
• Provision for onerous contracts: The Group provides for future losses on EPC contracts where it is
considered highly probable that the contract costs are likely to exceed revenues in future years. Estimating
these future losses involves a number of assumptions about the achievement of contract performance
targets and the likely levels of future cost escalation over time. Refer note 19(b) for details for provision for
onerous contract.
The Group has evaluated the impact of COVID – 19 resulting from (i) the possibility of constraints to render
services which may require revision of estimations of costs to complete the contract because of additional efforts;
(ii) onerous obligations; (iii) penalties relating to breaches of service level agreements, and (iv) termination or
deferment of contracts by customers. The Group has concluded that the impact of COVID – 19 is not material
based on these estimates. Due to the nature of the pandemic, the Group will continue to monitor developments to
identify significant uncertainties relating to revenue in the subsequent periods.
ii. Impairment of non-financial assets
Impairment exists when the carrying value of an asset or cash generating unit (CGU) exceeds its recoverable
amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of
disposal calculation is based on available data from binding sales transactions, conducted at arm’s length, for
similar assets or observable market prices less incremental costs for disposing of the asset. The value in use
calculation is based on a Discounted Cash Flow (DCF) model. The cash flows are derived from the budget for
the next five years as approved by the Management and do not include restructuring activities that the Group
is not yet committed to or significant future investments that will enhance the asset’s performance of the
CGU being tested. The recoverable amount is sensitive to the discount rate used for the DCF model as well as
the expected future cash-inflows and the terminal growth rate used.
iii. Defined benefit plans - gratuity
The cost of the defined benefit gratuity plan and the present value of the gratuity obligation are determined
using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from
actual developments in the future. These include the determination of the discount rate, future salary
increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a
defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed
at each reporting date. The parameter which is most subjected to change is the discount rate. In determining
242
the appropriate discount rate for plans operated in India, the management considers the interest rates of
government bonds in currencies consistent with the currencies of the post-employment benefit obligation.
The mortality rate is based on Indian Assured Lives Mortality (2012-14) Ultimate. Those mortality tables
tend to change only at interval in response to demographic changes. Future salary increases are based on
expected future inflation rates. Further details about gratuity obligations are given in note 33.
iv. Fair value measurement of unquoted financial instruments
When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be
measured based on quoted prices in active markets, their fair value is measured using valuation techniques
including the DCF model. The inputs to these models are taken from observable markets where possible, but
where this is not feasible, a degree of assumption is required in establishing fair values. Judgments include
considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these
factors could affect the reported fair value of financial instruments. Refer note 39 for further disclosures.
v. Warranty provision
The Group generally offers warranty for its various products. Warranty costs are provided based on a
technical estimate of the costs required to be incurred for repairs, replacements, material costs, servicing
cost and past experience in respect of warranty costs. Management estimates the related provision for
future warranty claims based on historical warranty claim information, as well as recent trends that might
suggest that past cost information may differ from future claims. The assumptions made in current period are
consistent with those in the prior year. Factors that could impact the estimated claim information include the
success of the Group’s productivity and quality initiatives. Warranty provisions are discounted using a pre-
tax discount rate which reflects current market assessments of time value of money and risks specific to the
liability. Refer note 19 for further details.
vi. Impairment of financial assets
The impairment provisions for financial assets are based on assumptions about risk of default, expected loss
rates and timing of cash flows. The Group uses judgment in making these assumptions and selecting the
inputs to the impairment calculation, based on the Group’s past history, existing market conditions including
those related to the COVID-19 pandemic as well as forward looking estimates at the end of each reporting
period.
As a practical expedient, the Group uses a provision matrix to determine ECL impairment allowance on
portfolio of its trade receivables. The provision matrix is based on its historically observed default rates over
the expected life of the trade receivables and is adjusted for forward-looking estimates. At every reporting
date, the historical observed default rates are updated and changes in the forward-looking estimates are
analysed. On that basis, the Group estimates a default rate of total revenue for trade receivables and contract
revenue for contract assets. The Group follows provisioning norms based on ageing of receivables to
estimate the impairment allowance under ECL. For retention receivables, the Group additionally categorizes
the receivables due from Public Sector Undertakings (PSUs) and Non-PSUs and follows a wider aged bucket
provisioning norms as the performance guarantee tests require certain time period after the supplies are
completed. Refer note 7 and 9(b) for details of impairment allowance recognized at the reporting date.
vii. Useful lives of property, plant and equipment and intangible assets
The Group determines, based on independent technical assessment, the estimated useful lives of its
property, plant and equipment and intangible assets for calculating depreciation and amortisation. This
estimate is determined after considering the expected usage of the asset or physical wear and tear.
Management reviews the residual value and useful lives annually and future depreciation and amortisation
charge would be adjusted where the management believes the useful lives differ from previous estimates.
Refer note 2.3(f) and 2.3(g) above for further details.
243
viii. Deferred taxes

At each balance sheet date, the Group assesses whether the realization of future tax benefits is sufficiently
probable to recognize deferred tax assets. This assessment requires the use of significant estimates with
respect to assessment of future taxable income. The recorded amount of total deferred tax assets could
change if estimates of projected future taxable income or if changes in current tax regulations are enacted for
any of the tax jurisdictions in which the Group operates. Refer note 10 for further information on potential
tax benefits for which no deferred tax asset is recognized.
244
4 (a) Property, Plant and Equipment
Particulars Freehold Leasehold Buildings Plant and Office

Computer Furniture Vehicles
Capital work
Total
land land equipment equipment and fixtures in progress
Gross carrying amount as at April 1, 2018* 7.36 84.98 531.07 675.94 42.48 50.85 37.63 12.47 1,442.78 103.37
Additions - 3.64 94.50 88.06 5.51 6.40 5.74 2.84 206.69 143.44
Adjustment on account of acquisition - 43.18 179.52 87.13 1.05 0.10 0.19 0.16 311.33 -
Disposals/Transfers/Adjustments - - (0.01) (13.64) (1.79) (2.54) (1.88) (1.46) (21.32) (206.69)
Exchange differences - (1.69) (0.43) (1.19) (0.07) 0.11 (0.13) 0.08 (3.32) -
Gross carrying amount as at March 31, 2019 7.36 130.11 804.65 836.30 47.18 54.92 41.55 14.09 1,936.16 40.12
Additions - - 11.40 27.53 2.39 7.62 2.47 5.47 56.88 72.02
Disposals/Transfers/Adjustments - (130.11) (40.33) (64.01) (5.24) (2.39) (3.74) (2.09) (247.91) (56.88)
Exchange differences - - 3.70 2.57 0.39 (0.02) 0.03 0.01 6.68 -
Gross carrying amount as at March 31, 2020 7.36 - 779.42 802.39 44.72 60.13 40.31 17.48 1,751.81 55.26
Accumulated depreciation and impairment - 5.18 122.28 396.53 23.62 44.87 22.12 7.46 622.06 -
as at April 1, 2018*
Charge for the year - 1.10 23.27 46.89 3.08 1.98 1.25 0.74 78.31 -
Impairment - - - 1.76 0.03 0.07 0.15 - 2.01 -
Disposals/Transfers/Adjustments - - - (11.43) (1.29) (2.54) (1.68) (1.42) (18.36) -
Exchange differences - (0.09) (0.96) (1.68) 0.61 (0.53) 0.11 (0.30) (2.84) -
Accumulated depreciation and impairment - 6.19 144.59 432.07 26.05 43.85 21.95 6.48 681.18 -
as at March 31, 2019
Charge for the year - - 26.97 61.44 2.89 3.71 2.55 1.80 99.36 -
Disposals/Transfers/Adjustments - (6.19) (19.04) (51.05) (4.53) (2.26) (3.23) (1.74) (88.04) -
Exchange differences - - 1.40 2.50 0.33 (0.01) (0.01) 0.01 4.22 -
Closing accumulated depreciation and - - 153.92 444.96 24.74 45.29 21.26 6.55 696.72 -
impairment as at March 31, 2020
Net Block as at March 31, 2020 7.36 - 625.50 357.43 19.98 14.84 19.05 10.93 1,055.09 55.26
Net Block as at March 31, 2019 7.36 123.92 660.06 404.23 21.13 11.07 19.60 7.61 1,254.98 40.12
*The Group had elected to continue with the carrying value of property, plant and equipment as recognised in the financial statements as
per previous GAAP and had regarded those values as the deemed cost on the date of transition (i.e. April 1, 2015). The Group has disclosed
the gross cost and accumulated depreciation above, for information purpose only.
Capital work in progress majorly includes expenditure towards extension of manufacturing facilities.
The Group has given certain part of its office building / equipment on lease, the aggregate value of which can not be determined but would
not be significant. (note 32 (i)(b)).
For assets given as collateral as security, refer note 16.
Capitalisation of expenses
During the year, the Group has capitalized the following expenses of revenue nature to the cost of fixed assets (property, plant and
equipment/ intangible assets). Consequently, expenses disclosed under the respective notes are net of amounts capitalized by the
Group.

Raw material and components 0.16 5.86
Others 0.74 1.98
Total 1.00 9.40
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4 (b) Right-of-use assets
Particulars Land Building Vehicle Total
Gross carrying amount as at April 1, 2018 - - - -

Additions - - - -
Disposals/Transfers/Adjustments - - - -
Exchange differences - - - -
Gross carrying amount as at March 31, 2019 - - - -
Additions 40.45 14.01 2.29 56.75
Disposals/Transfers/Adjustments 124.78 - - 124.78
Exchange differences (1.81) 0.38 0.14 (1.29)
Gross carrying amount as at March 31, 2020 163.42 14.39 2.43 180.24
Accumulated depreciation and impairment - - - -
as at April 1, 2018
Charge for the year - - - -
Disposals/Transfers/Adjustments - - - -
Exchange differences - - - -
Accumulated depreciation and impairment - - - -
as at March 31, 2019
Charge for the year 1.69 2.03 0.50 4.22
Disposals/Transfers/Adjustments 6.19 - - 6.19
Exchange differences 0.06 0.07 0.03 0.16
Closing accumulated depreciation and 7.94 2.10 0.53 10.57
Net Block as at March 31, 2020 155.48 12.29 1.90 169.67
Net Block as at March 31, 2019 - - - -
The Group has taken certain assets on lease which has been accounted in accordance with Ind AS 116-Leases under
right-of-use assets. Refer note 32 for further disclosure on leases.
Details of assets held under finance lease as a lessee (vehicles, plant and equipments and office equipments) (disclosure
pursuant to erstwhile Ind AS 17):
Particulars March 31, 2019
Assets held under finance lease - cost 6.55

Assets held under finance lease - accumulated depreciation (0.99)
Net block 5.56
246
4 (c) Intangible assets and Goodwill
Computer Technical Intangible assets

Particulars Goodwill Total
Software know-how# under development
Gross carrying amount as at April 1, 2018* 61.57 80.06 156.86 298.49 -

Additions 4.79 3.17 - 7.96 7.96
Adjustment on account of acquisition 0.05 - - 0.05 -
Disposals/Transfers/Adjustments (0.38) - - (0.38) (7.96)
Exchange difference (0.05) 0.77 (6.71) (5.99) -
Gross carrying amount as at March 31, 2019 65.98 84.00 150.15 300.13 -
Additions 10.21 1.64 - 11.85 12.59
Disposals/Transfers/Adjustments (0.21) - - (0.21) (11.85)
Exchange difference 0.30 0.34 10.98 11.62 -
Gross carrying amount as at March 31, 2020 76.28 85.98 161.13 323.39 0.74
Accumulated amortisation as at April 1, 2018* 51.49 60.34 34.70 146.53 -
Charge for the year 6.02 7.69 - 13.71 -
Impairment 0.02 - 87.51 87.53 -
Disposals/Transfers/Adjustments (0.32) - - (0.32) -
Exchange difference 0.22 0.71 (5.13) (4.20) -
Accumulated amortisation as at March 31, 2019 57.43 68.74 117.08 243.25 -
Charge for the year 5.37 7.68 - 13.05 -
Disposals/Transfers/Adjustments (0.19) - - (0.19) -
Exchange difference 0.20 0.12 8.74 9.06 -
Closing accumulated amortisation and 62.81 76.54 125.82 265.17 -
Net Block as at March 31, 2020 13.47 9.44 35.31 58.22 0.74
Net Block as at March 31, 2019 8.55 15.26 33.07 56.88 -
Net Block March 31, 2020 March 31, 2019
Goodwill 35.31 33.07

Other intangible assets 22.91 23.81
*The Group had elected to continue with the carrying value of intangible assets and goodwill as recognised in the financial statements as
per previous GAAP and had regarded those values as the deemed cost on the date of transition (i.e. April 1, 2015). The Group has
disclosed the gross cost and accumulated amortisation above, for information purpose only.
# Includes internally developed assets of net block Rs. 6.33 (March 31, 2019 : Rs. 11.23)
4(d) Impairment tests for goodwill

Goodwill acquired through business combinations has been considered for impairment testing.
Danstoker A/S 32.28 30.04
Others 3.03 3.03
35.31 33.07
The Group performed its annual impairment test for years ended March 31, 2020 and March 31, 2019 at the respective year-end.
247
Danstoker A/S
The recoverable value of Danstoker A/S (CGU) as at March 31, 2020, has been determined based on value in use calculation using
cash flow projections from financial budgets approved by management covering a five-year period.
The pre-tax discount rate applied to cash flow projections for impairment testing during the current year is 7.52% p.a. (March 31,
2019: 7.52% p.a.) and cash flows beyond the 5-year period have been extrapolated using a 2% p.a. growth rate (March 31, 2019:
2% p.a.) which is based on long-term industry average growth rate for the CGU. As a result of this analysis, the management
concluded that the recoverable value of CGU exceeds the carrying value of CGU (including goodwill). Hence, management has
not recognised any impairment charge during the current year against goodwill.
Key assumptions used and sensitivity impact
The calculation of value in use is most sensitive to the following assumptions:
1 Sales Growth rate
2 Discount rate
Sales growth rate - Sales growth rate has been considered at an average annual growth rate over the five-year forecast period;
based on past performance and management's expectations of market development. Prices included in revenue forecasts include
long-term inflation forecasts. The Management has considered an average sales growth rate of 4.9% p.a. over the forecast period.
A decline of 20% in the average sales growth rate will result in impairment charge for goodwill.
Discount rate - Discount rate represents the current market assessment of the risks specific to Danstoker A/S, taking into
consideration the time value of money and individual risks of the underlying assets that have not been incorporated in the cash
flow estimates. The discount rate calculation is based on the specific circumstances of the Group and Danstoker A/S and is
derived from its weighted average cost of capital (WACC). The WACC takes into account both debt and equity. The cost of equity
is derived from the expected return on investment by the Group's investors. The cost of debt is based on the interest-bearing
borrowings the Group is obliged to service. CGU specific risk is incorporated by applying individual beta factors. The beta factors
are evaluated annually based on publicly available market data. Adjustments to the discount rate are made to factor in the specific
amount and timing of the future taxes in order to reflect a pre-tax discount rate. A rise in discount rate to 9.52% p.a. will (i.e.
increase by 2%) result in impairment charges for goodwill.
The Management has considered and assessed reasonably possible changes including any possible impact of outbreak of
Coronavirus Disease (COVID-19) for other key assumptions and have not identified any instances that could cause the carrying
amount of CGU exceeds recoverable amount leading to an impairment that should be recognised.
248
5 Non-current investments
Face value Number of shares / units Amount

per share/
unit
2020 2019 2020 2019
Investments in equity instruments :
Investments at Fair Value through Profit and Loss
Quoted equity shares (fully paid up)
Metroglobal Limited Rs. 10 2 2 ** **
Sanghvi Movers Limited Rs. 2 16,453 16,453 0.08 0.18
Quoted equity shares (partly paid up)
Parasrampuria Synthetics Limited Rs. 10 125,000 125,000 ** **
(paid up Rs. 2.50 per share)
Unquoted equity shares (fully paid up)
Cosmos Co-operative Bank Limited Rs. 20 - 1,375 - **
GSL (India) Limited Rs. 10 17,539 17,539 ** **
Sicom Limited # Rs. 10 10,000 10,000 - -
Total investment in equity shares 0.08 0.18
Investment in preference shares:
Unquoted preference shares (fully paid up, redeemable)
Indian Food Fermentation Limited (18% cumulative)# Rs. 10 21,800 21,800 - -
Total investment in preference shares - -
Investments in Mutual Funds:
Unquoted
ABSL Fixed Term Plan Series OY (1218 Days) Direct Growth Rs. 10 20,000,000 20,000,000 23.85 21.88
Total investments in Mutual Funds 59.05 54.10
Total Non-Current Investments 59.13 54.28
Aggregate amount of quoted investments (Book value) 0.08 0.18
Aggregate amount of quoted investments (Market value) 0.08 0.18

# Deemed cost is considered to be Nil as on April 1, 2015
Investments at fair value through profit or loss reflect investment in quoted and unquoted equity and debt securities. Refer note 39 for
determination of their fair values.
249
(All amounts are in Rupees Crores, except per share data and unless otherwise stated)
6 Current Investments
Face value Number of units Amount

Particulars per share March 31, March 31, March 31, March 31,
2020 2019 2020 2019
Investments in Mutual Funds :
Liquid/ Liquid Plus and Duration funds (Unquoted)
Aditya Birla Sun Life Money Manager Fund Growth- Regular Rs. 100 4,866,314 5,310,993 130.98 132.96
Aditya Birla Sun Life Money Market Fund-Growth-Direct Plan Rs. 100 - 2,465,622 - 62.06
Aditya Birla Sun Life Overnight Fund-Growth-Direct Plan Rs. 1,000 279,875 - 30.23 -
Aditya Birla Sun Life Liquid Fund - Direct - Growth Rs. 100 32,146 248,305 0.88 7.26
Axis Overnight Fund Direct Growth Rs. 1,000 238,487 - 25.17 -
DSP Liquidity Fund- Direct Plan - Weekly Dividend Rs. 1,000 - 50,028 - 5.01
DSP Liquidity Fund Direct Growth Rs. 1,000 33 47,741 0.01 12.77
DSP Overnight Fund - Direct Growth Rs. 1,000 486,536 - 52.00 -
DSP Overnight Fund - Regular Growth Rs. 1,000 531,025 - 56.68 -
HDFC Overnight Fund - Direct Plan - Growth Option Rs. 1,000 166,163 - 49.34 -
HDFC Overnight Fund - Regular Plan - Growth Rs. 1,000 33,846 - 10.00 -
HDFC Liquid Fund - Direct Plan- Growth Option Rs. 1,000 138 12,818 0.05 4.71
HDFC Liquid Fund - Direct Plan - Dividend Weekly Rs. 1,000 - 439,685 - 45.41
HDFC FMP 1167D January 2016 (1) - Direct - Growth - Series - 35 Rs. 10 - 25,000,000 - 32.06
ICICI Prudential Overnight Fund-Direct-Growth Rs. 100 2,906,181 - 31.31 -
ICICI Prudential Money Market Fund - Growth Rs. 100 4,673,316 5,026,877 129.69 130.11
ICICI Prudential Money Market Fund - Direct Plan- Growth Rs. 100 - 1,897,475 - 49.37
ICICI Prudential Money Market Fund - Direct Plan - Daily Dividend Rs. 100 - 2,665 - 0.03
ICICI Prudential Liquid Fund -Direct Plan- Growth Rs. 100 143,659 173,795 4.22 4.81
IDFC Overnight Fund Direct Plan-Growth Rs. 1,000 190,797 - 20.30 -
IDFC Overnight Fund Regular Plan-Growth Rs. 1,000 237,787 - 25.30 -
Kotak Overnight Fund Direct - Growth Rs. 1,000 159,800 - 17.03 -
Kotak Overnight Fund Growth (Regular Plan) Rs. 1,000 394,371 - 42.01 -
Kotak Liquid Fund - Direct Plan- Growth Rs. 1,000 6 23,431 ** 8.87
Kotak Liquid Regular Plan Daily Dividend Rs. 1,000 - 483 - 0.06
Kotak Money Market Scheme - Direct Plan- Growth Rs. 1,000 - 67,988 - 20.98
Kotak Liquid Direct Plan Weekly Dividend Rs. 1,000 - 453,390 - 45.64
L&T Liquid Fund - Direct Plan- Growth Rs. 1,000 51 11,977 0.01 3.06
L&T Liquid Fund - Direct Plan -Weekly Dividend Rs. 1,000 - 151,893 - 15.22
Nippon India Overnight Fund Rs. 100 752,587 - 8.07 -
Reliance Money Market Fund- Direct Growth Plan Growth Option Rs. 1,000 - 23,805 - 6.76
SBI Magnum Ultra Short Duration Fund Direct Growth Rs. 1,000 - 6,237 - 2.60
SBI Overnight Fund Direct Growth Rs. 1,000 113,427 - 36.91 -
SBI Liquid Fund - Regular Plan- Growth Rs. 1,000 - 29,212 - 8.52
SBI Liquid Fund - Direct Plan- Growth Rs. 1,000 2,132 44,776 0.66 13.11
SBI Liquid Fund Direct Weekly Dividend Rs. 1,000 - 145,549 - 15.45
Tata Liquid Fund Direct Plan - Growth Rs. 1,000 5,123 15,089 1.60 4.45
Tata Money Market Fund - Direct Growth Rs. 1,000 - 22,630 - 6.84
UTI Overnight Fund Direct Growth Rs. 1,000 36,700 - 10.03 -
UTI Liquid Cash Plan - Regular Growth Plan Rs. 1,000 396,606 412,558 128.40 125.83
UTI Liquid Cash Plan - Direct Growth Rs. 1,000 15,956 36,018 5.19 11.02
UTI Liquid Cash Plan- Direct Daily Dividend Plan Reinvestment Rs. 1,000 - 878 - 0.09
Total Investments in mutual funds 816.07 775.06
Aggregate amount of quoted investments and market value thereof - -
Investments at fair value through profit or loss reflect investment in unquoted equity and debt securities. Refer note 39 for determination of their fair
values.
250
7 Trade receivables
(a) Non-current trade receivables
As at As at
March 31, 2020 March 31, 2019
i) Related parties (note 35) - -
ii) Others 92.13 60.40
Total 92.13 60.40
Break-up for security details

Secured, considered good - -
Trade receivables which has a significant increase in credit risk - -
Trade receivables - credit impaired - -
111.36 92.93
Total 92.13 60.40
(b) Current trade receivables

As at As at
March 31, 2020 March 31, 2019
i) Related parties (note 35) ** 0.07
ii) Others 1,386.33 1,378.06
Total 1,386.33 1,378.13
Break-up for security details
Secured, considered good 261.63 208.36
Unsecured, considered good 1,471.63 1,494.11
Trade receivables which has a significant increase in credit risk 52.68 64.62
Trade receivables - credit impaired 33.90 31.45
1,819.84 1,798.54
Total 1,386.33 1,378.13
No trade or other receivables are due from directors or other officers of the Group either severally or jointly with any other person.
Nor any receivable from firms or private companies in which any director is a partner, a director or a member, respectively.
Provision amounting to Rs. 52.68 (March 31, 2019 : Rs. 56.76) is already taken in books for trade receivables which have a significant
increase in credit risk.
For terms and conditions relating to related party receivables, refer note 35.
Trade receivables are non-interest bearing and are generally on terms of 7 to 90 days.
251
8 Loans
(a) Non-current loans

As at As at
March 31, 2020 March 31, 2019
At amortized cost
Total 18.20 19.33
(b) Current loans

As at As at
March 31, 2020 March 31, 2019
At amortized cost
Total 5.94 7.13
*Includes lease deposits given to directors of Rs. 0.18 (March 31, 2019 : Rs. 0.53). The maximum amount due from directors during the
year amounted to Rs. 0.18 (March 31, 2019 Rs. 0.53), refer note 35. This also includes deposits given to various other parties for rent,
utilities etc.
Loans are various kinds of non-derivative financial assets which generate fixed interest income. The tenure of such loans have different
time range based on employee eligibility.
No loans are due from directors or key managerial persons of the Group either severally or jointly with any other person or from firms or
private companies in which any director is a partner, a director or a member, respectively.
9 Other financial assets

(a) Other non current financial assets
As at As at
March 31, 2020 March 31, 2019
Bank deposits with maturity of more than 12 months # 38.93 54.45
Total 38.93 54.45
# Includes bank deposits includes Rs. 0.05 (March 31, 2019 : Rs. 0.15) which are pledged as margin money.
# Includes deposits of Rs. 1.01 (March 31, 2019 : Nil), which are against a charge, are for a term less than 12 months and shall be renewed
on maturity as these are given against a borrowing.
252
As at As at
March 31, 2020 March 31, 2019
Cash flow hedges

At amortized cost
Export incentive receivable 69.05 49.82
Interest accrued on bank deposits and others 5.39 3.31
Unbilled revenue (contract assets)^ 347.30 1,120.89
Others 4.99 -
Total 431.21 1,221.91
Financial assets at fair value through other comprehensive income reflect the positive change in fair value of foreign exchange forward
contracts, designated as cash flow hedges to hedge highly probable forecast sales and purchases in various foreign currencies.
^ Unbilled revenue is disclosed net of impairment allowance of Rs. 17.46 (March 31, 2019: Rs. 19.26).
10 Income taxes
The major components of income tax expense for the year ended March 31, 2020 and March 31, 2019 are:
Particulars Year Ended Year Ended

March 31, 2020 March 31, 2019
Current tax
Current income tax 96.03 194.00
Deferred tax
Relating to origination and reversal of temporary differences 66.05 (109.06)
Income tax expense reported in the consolidated statement of 162.08 84.94

profit and loss
During the year, deferred tax assets amounting to Rs. Nil (March 31, 2019 : Rs. 94.13) has been accounted on the basis of assessment of
probability of deductibility of brought forward unabsorbed losses and depreciation of Thermax Babcock & Wilcox Energy Solutions
Private Limited (a wholly owned subsidiary) against future taxable profits.
253
Other comprehensive income

Deferred tax related to items recognised in other
comprehensive income during the year
Net loss on revaluation of Cash flow hedge (2.75) (11.15)
Net loss on remeasurements of defined benefit plans (2.93) (0.05)
Deferred tax credit in other comprehensive income (5.68) (11.20)
Reconciliation of tax expense and accounting profit multiplied by India's domestic tax rate for March 31, 2020 and March 31, 2019
Accounting profit before tax (before exceptional items) 374.53 499.91
Share of loss of joint ventures - (1.07)
Accounting profit before tax (before exceptional items and 374.53 500.98
share of loss of joint ventures)
At India's statutory income tax rate (as per Income Tax Act, 1961) of 94.27 175.06
25.17% (March 31, 2019: 34.944%)
Effects of income not subject to tax (1.19) (1.71)
Weighted deduction on research and development expenses - (2.44)
Deferred tax recognised on unabsorbed losses of earlier years - (94.13)
Unrecognized tax benefits on tax losses 4.47 6.90
Taxes paid / payable on repatriation of branch profits 2.57 1.45
Impact of change in statutory income tax rate# 62.11 -
Others (includes effect of non-deductible business expenses and tax rate difference). (0.15) (0.20)
Effective tax 162.08 84.94
Income tax expense reported in the consolidated statement of profit or loss 162.08 84.94
#The Holding Company and its Indian subsidiaries has computed the tax expense of the current financial year as per the tax regime
announced under section 115BAA of the Income-tax Act, 1961. Accordingly, (a) the current and deferred tax expense for the year ended
March 31, 2020, has been determined at the rate of 25.17% and (b) the deferred tax assets as at April 1, 2019, (on brought forward losses
and other items) have been written down considering the enacted rate of 25.17%.
Deferred tax

Impact of difference between tax depreciation and depreciation/amortisation
charged for financial reporting purposes (28.33) 48.66
Deferred tax utilized / (recognised) on unabsorbed losses of earlier year 40.15 (134.77)
Provision for doubtful debts, advances and liquidated damages 51.31 (14.51)
Employee benefit obligations 1.11 (1.43)
Fair value gains on investment classified as fair value through profit and loss 3.06 (14.20)
Temporary differences due to accounting treatment as required by Income tax standards 1.32 15.59
Items allowed on payment basis 2.69 (4.37)
Others* (5.26) (4.03)
Deferred tax expense 66.05 (109.06)
* Includes impact on account of deferred tax created on unrealized profit elimination from inventory etc.
254
Balance sheet
Particulars As at As at
March 31, 2020 March 31, 2019
Impact of difference between tax depreciation and depreciation/amortisation
charged for financial reporting purposes (86.23) (114.56)
Losses available for offsetting against future taxable income 94.62 134.77
Revaluation of cash flow hedges 1.69 (1.51)
Provision for doubtful debts, advances and liquidated damages 123.32 174.63
Items allowed on payment basis 8.40 11.09
Employee benefit obligations 17.41 15.59
Fair value gains on investments classified as fair value through profit and loss (14.40) (11.34)
Temporary differences in accounting treatment as required by Income tax standards 3.12 4.44
Others* 3.02 (1.09)
* Includes impact on account of deferred tax created on unrealized profit elimination from inventory etc.
Reconciliation of deferred tax assets (net)
March 31, 2020 March 31, 2019
Tax (expense)/ income during the period recognised in profit or loss (66.05) 109.06
Tax (expense)/ income during the period recognised in OCI 5.68 11.20
Currency translation effect (0.70) 0.05
Break up of gross deferred tax assets/liabilities

As at As at
March 31, 2020 March 31, 2019
Deferred tax assets 155.36 221.92

Deferred tax liabilities (4.41) (9.90)
The Group offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax
liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority.
The Group has tax losses of Rs. 132.33 (March 31, 2019: Rs. 105.42) that are available for offsetting against future taxable profits of
the companies in which the losses arose. Majority of these losses will expire over a period by end of March 31, 2028. Deferred tax assets
have not been recognised in respect of these losses as they may not be used to offset taxable profits elsewhere in the Group, they have
arisen in subsidiaries that have been loss-making for some time, and also does not meet the requirements of recognition of deferred tax
assets on unabsorbed losses as per Ind AS 12 on Income taxes. If the Group were able to recognise all unrecognised deferred tax assets,
the profit would increase by Rs. 33.25 (March 31, 2019: Rs. 26.69).
At March 31, 2020, there is deferred tax liability of Rs. 1.84 (March 31, 2019: Rs. 2.86) for taxes that would be payable on the unremitted
earnings of the Group's branches. The Group has determined that undistributed profits of its subsidiaries will not be distributed in the
foreseeable future.
During the year ended March 31, 2020 and March 31, 2019, the Holding Company has paid dividend to its shareholders. This has
resulted in payment of dividend distribution taxes (DDT) to the taxation authorities. The Group believes that DDT represents additional
payment to taxation authority on behalf of the shareholders. Hence DDT paid is charged to equity.
255
11. Other assets
(a) Other non-current assets

As at As at
March 31, 2020 March 31, 2019

Capital advance 2.50 2.78
Total 87.38 159.65
As at As at
March 31, 2020 March 31, 2019

Advance to employees 8.25 8.79
Prepaid employee benefits (note 33) 5.06 9.92
Others* 9.83 12.22
Total 394.45 466.35
*Others include interest due on tax refunds, other recoveries of expenses, etc.
There were no advances due by directors or officers of the Holding company or any of them severally or jointly with any other persons or
amounts due by firms or private companies respectively in which any director is a partner or a member.
12 Inventories (valued at lower of cost and net realisable value)
As at As at
March 31, 2020 March 31, 2019
Raw materials, components and bought-outs ** 276.27 345.73

Stores and spares 10.95 10.12
Total 454.56 508.62
**Includes goods in transit Rs. 6.61 (March 31, 2019 : Rs. 16.85)
For the year ended March 31, 2020 Rs. 12.05 (March 31, 2019 : Rs. 5.70) was recognised (net of reversals) as an expense for inventories
carried at net realisable value. These were recognised as an expense during the year and included in cost of raw materials and
components consumed in the Consolidated Statement of profit and loss.
Inventories amounting to Rs. 8.91 (March 31, 2019 Rs. Nil) has been hypothecated against borrowings.
256
13 (a) Cash and cash equivalents
As at As at
March 31, 2020 March 31, 2019
Balances with banks
- in current accounts 157.48 278.32
- in deposits with original maturity of less than three months 95.39 24.75
Cheques, drafts on hand 0.77 4.76
Cash on hand 0.40 0.40
Total 254.04 308.23
Short-term deposits are made for varying periods ranging between one day and three months, depending on the immediate cash
requirements of the Group, and earn interest at the respective short-term deposit rates.
Cash and cash equivalents include Rs. 12.87 (March 31, 2019 : Rs. 13.59) held by irrevocable trust controlled by the Group.
This includes bank balances of Rs. 8.86 (March 31, 2019 Rs. 17.61) at branches which can be used freely for business in those countries.
For any repatriation to India, these are subject to repatriation taxes as per the local laws of those countries.
There are repatriation restrictions for usage of Rs.Nil (March 31, 2019 : Rs. 26.53) of cash and cash equivalents as at the end of the
reporting year.
13 (b) Other bank balances
As at As at
March 31, 2020 March 31, 2019
Deposits with original maturity of more than 3 months but less than 12 months* 221.09 59.85
Unpaid dividend account (restricted) 0.97 0.98
Total 222.06 60.83
*includes deposits placed with bank amounting Rs. 10.85 (March 31, 2019 : Rs. Nil) against revenue grant received during current year.
13 (c) Changes in liabilities arising from financing activities
Particulars Borrowings Unpaid dividend Lease obligation
As on April 1, 2018 185.97 0.81 -
Cash flow (Net) 25.62 - -
Unrealized foreign exchange (gain)/ loss (2.73) - -
Other - 0.17 -
As on March 31, 2019 208.86 0.98
Cash flow (net) (31.04) - -
Unrealized foreign exchange (gain)/ loss 5.10 - -
Other* - (0.01) 14.21
As on March 31, 2020 182.92 0.97 14.21
*Lease obligation includes new lease.
257
14 Share capital
As at As at
March 31, 2020 March 31, 2019
Authorized shares
375,000,000 (March 31, 2019: 375,000,000) equity shares of Rs. 2/- each.. 75.00 75.00
75.00 75.00
Issued, subscribed and fully paid share capital
119,156,300 (March 31, 2019: 119,156,300) equity shares of Rs. 2/- each. 23.83 23.83
Less: 6,541,440 (March 31, 2019: 6,541,440) equity shares held by Trusts of Rs. 2/- each. (1.31) (1.31)
Total issued, subscribed and fully paid-up share capital 22.52 22.52
(a) Reconciliation of the shares outstanding at the beginning and at the end of the year
No. of shares Rs.
Equity share of Rs. 2 each issued, subscribed and fully paid
As at April 1, 2018 112,614,860 22.52
As at March 31, 2019 112,614,860 22.52
As at March 31, 2020 112,614,860 22.52
(b) Terms/ rights attached to equity shares
The Company has one class of equity shares having a par value of Rs. 2 per share. Each shareholder is eligible for one vote per share held.
The dividend proposed by the Board of Directors of the Holding Company is subject to the approval of the shareholders in the ensuing
Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the
remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.
(c) Equity share capital held by Ultimate Holding Company
As at As at
March 31, 2020 March 31, 2019
Ultimate Holding company

RDA Holding and Trading Private Limited, India 12.87 12.87
64,328,500 (March 31, 2019: 64,328,500) equity

shares of Rs. 2/- each fully paid
258
(d) Details of equity shares held by shareholders holding more than 5% of the aggregate shares in the Holding Company
As at As at
March 31, 2020 March 31, 2019
RDA Holding and Trading Private Limited, India

% 53.99 53.99
No. of shares 64,328,500 64,328,500
ARA Trusteeship Company Private Limited, India
% 7.99 7.99
No. of shares 9,520,805 9,520,805
As per records of the Company, including its register of shareholders/ members and other declarations received from shareholders
regarding beneficial interest, the above shareholding represents the legal ownerships of shares.
15 (a) Other equity
As at As at
March 31, 2020 March 31, 2019
Reserves and surplus

Add: Redemption of preference shares of a subsidiary 10.00 -
Securities premium 57.28 57.28
Capital reserve
Add : Arising on account of acquisitions (note 36) - 77.30
General reserve 435.31 435.31
Retained earnings
Opening balance 2,331.08 2,087.26
Add: Profit for the year 212.45 325.43
Less: Dividends paid 78.83 67.57
Less: Tax on dividend 16.20 13.89
Less: Interim Dividend paid 78.83 -
Less: Tax on interim dividend 16.20 -
Less: Adjustment on account of redemption of preference shares in a subsidiary 10.00 -
Movement during the year 12.39 243.97
259
Items of other comprehensive income recognised

directly in retained earnings:
Re-measurement loss on defined benefit plans, net of tax
Rs.2.93 (March 31, 2019 : Rs. 0.05) (12.05) (0.15)
Net surplus in the Statement of profit and loss 2,331.42 2,331.08
Total Reserves and Surplus 2,979.47 2,969.13
Other Reserves
Add: Movement during the year (net) (10.92) (32.65)
Less: Tax on above movement 2.75 11.15
Add: Share of hedge reserve of joint venture (net of tax) - (0.53)
Closing balance (4.86) 3.31
Foreign currency translation reserve

Add: Movement during the year (net) 11.44 0.46
Total 3,005.38 2,991.77
Pertains to reserve created towards redemption of debentures and can be utilised in accordance with the provisions of the Act.
Securities premium
Securities premium is used to record the premium on issue of shares. The reserve can be utilised in accordance with the provisions of the
Act.
Capital reserve
Opening balance pertains to reserves arising on amalgamations in the past and step up acquisition of joint venture. This reserve is
required to be maintained as per statute and cannot be distributed to the shareholders.
General reserve
Represents amounts transferred from retained earning in earlier years as per the requirements of the erstwhile Companies Act, 1956
and other countries' corporate laws.
This reserve comprises the effective portion of the cumulative net change in the fair value of the cash flow hedge instruments related to
hedged transactions that have not yet occurred.
Foreign currency translation reserve
The foreign currency translation reserve pertains to exchange differences on the translation of subsidiaries and branches having a
functional currency other than Indian Rupees.
260
15 (b) Distribution made and proposed
March 31, 2020 March 31, 2019

Cash dividend on equity shares declared and paid by Holding company:
Final dividend for the year ended 2018-2019: Rs. 7 per share
(2017-2018: Rs.6 per share) (gross of consolidation adjustments) 83.41 71.49
Interim dividend for the year ended 2019-2020: Rs 7 per share (2018-2019: Rs. Nil per share) 83.41 -
Dividend Distribution Tax on the above 32.37 12.64
199.19 84.13
Proposed dividends on equity shares are subject to approval at the Annual General Meeting and are not recognised as a liability
(including Dividend Distribution Tax thereon) as at the reporting date.
Proposed dividend of Holding Company on equity shares:

Proposed dividend for the year ended 2019-2020: Rs. Nil per share - 83.41
(2018-2019: Rs.7 per share)
Dividend Distribution Tax on the above - 17.15
Total - 100.56
16 Borrowings
(a) Non current borrowings
As at As at
March 31, 2020 March 31, 2019
At amortized cost
Term loans (from banks)
Secured loans 50.53 46.31
Term loans (other than banks)
Lease obligation (note 32 (iii)) - 4.91
Total non-current borrowings 52.14 55.26
Less: amount disclosed under the head “Other current financial liabilities” (note 18 (b))
- Current maturities of Term Loans (18.75) (19.07)
- Current maturities of finance lease obligation - (1.12)
Total 33.39 35.07
Secured loans from banks includes:

- Foreign currency loans from banks Rs. 38.41 (March 31,2019 : Rs. 46.31) are repayable on a quarterly / semi - annual / annual basis over
a period of seventeen years. Land and building with a carrying value of Rs. 27.67 (March 31, 2019 : Rs. 26.69) and letter of comfort from
Holding Company has been provided as collateral for these borrowings. These loans carry an annual interest rate of 1% - 5% p.a. (March
31, 2019 : 1% -5% p.a.)
- Indian rupee loan from bank Rs. 12.12 (March 31, 2019 : Rs. Nil) has been availed for 60 months and it is repayable in 48 monthly
instalments along with interest, from the date the moratorium period ends. The loan has a moratorium period of 12 months for
261
repayment of principal. The loan is secured by first charge on plant and equipment (finance lease receivable) and deposit amounting Rs.
1.01 (March 31, 2019 : Rs. Nil). This loan carries an effective interest rate ranging between 8.3% - 8.7% p.a. (March 31, 2019 : Nil).
Secured loans from others include:
- Outstanding loan of Rs. 1.61 (March 31, 2019 : Rs. 1.24) from mortgage credit institutions are repayable on monthly basis from April
2018 over a period of three years. The loan is secured by first charge on plant and machinery with a carrying value of Rs. 0.01 (March 31,
2019 : Rs. 2.64), present and future stock of inventories and stores and spares not related to plant and equipment, book debts and other
moveable assets. The loan carries an annual interest rate of 10.90 % - 11.00% p.a. (March 31, 2019 : 10.90% p.a.).
- Outstanding loan of Rs. Nil (March 31, 2019 : Rs. 2.80) from mortgage credit institutions was repayable on monthly basis from April
2015 over a period of five years. The loan was secured by first charge on plant and equipment and escrow of cash flow for the specific
project for which such facility has been availed. The loan carries an annual interest rate of Nil (March 31, 2019 : 9.90% - 11.10% p.a.).
(b) Current borrowings
As at As at
March 31, 2020 March 31, 2019
At amortized cost
Loans (from banks)
Unsecured loans 63.96 75.00
Total 178.15 185.00
Secured loans from banks includes working capital facilities viz. bank overdraft, cash credit and acceptances for bills discounted by
suppliers which are repayable in 60 to 120 days. Loans are secured by hypothecation of present and future stock of inventories, book
debts, other moveable assets, letter of comfort and corporate guarantee given by Holding Company . For one of the subsidiaries, plant
and equipment with a carrying value of Rs. 6.49 (March 31, 2019 : Rs. 8.14) has been provided as collateral for these borrowings.
Unsecured loan pertains to packing credit of Rs. 63.96 (March 31, 2019: Rs. 75) that carries an interest rate of 4.50% - 5.30% p.a.(March
31, 2019 : 5.5% p.a.) due for repayment within 280 days from date of disbursement or expected shipment date whichever is earlier.
17 Trade payables
(a) Non current trade payables
As at As at
March 31, 2020 March 31, 2019
Trade payables 39.73 28.76
Total 39.73 28.76
(b) Current trade payables

As at As at
March 31, 2020 March 31, 2019
Total outstanding dues of micro enterprises and small enterprises 183.75 173.10
Total outstanding dues of creditors other than micro enterprises and small enterprises
i) Related parties (note 35) 0.15 -
ii) Others 776.35 1,197.55
Total 960.24 1,370.65
Trade payables are non-interest bearing and are generally on terms of 7 to 90 days.
262
18 Financial liabilities
(a) Other non current liabilities
As at As at
March 31, 2020 March 31, 2019
Trade deposits 8.18 6.10

Lease obligation (note 32 (ii)) 9.68 -
Total 17.86 6.10
As at As at
March 31, 2020 March 31, 2019

Cash flow hedges
At amortized cost
Current maturities of long-term borrowings (note 16 (a)) 18.75 19.07
Current maturities of finance lease obligation (note 16 (a)) - 1.12
Lease obligation (note 32 (ii)) 4.53 -
Interest accrued but not due on loans 0.09 -
Payables for PPE and intangible assets 6.02 10.23
Unpaid dividend 0.97 0.98
Other payables * 6.57 6.42
Total 148.12 148.17
* includes dealer deposits, security deposits, etc.
263
19 Provisions
(a) Non-current provisions
As at As at
March 31, 2020 March 31, 2019

Provision for gratuity (note 33) 2.79 -
2.79 -
Other provisions
Provision for decommissioning liability 9.60 8.62
18.18 16.06
Total 20.07 16.06
(b) Current provisions

As at As at
March 31, 2020 March 31, 2019

Provision for gratuity (note 33) 0.45 0.59
Provision for leave encashment 72.33 65.17
72.78 65.76
Other provisions
Provision for onerous contracts 14.93 7.38
96.57 77.51
Total 169.35 143.27
Provision for decommissioning liability

A provision has been recognised for decommissioning costs associated with the property taken on lease by the Group. The Group is
committed to restore the site on conclusion of the manufacturing activities. The timing of cash outflows in respect of such provision
cannot be reasonably determined.
Provision for warranties
Warranty costs are provided based on a technical estimate of the costs required to be incurred for repairs, replacements, material costs,
servicing cost and past experience in respect of such costs. It is expected that this expenditure will be incurred over the contracted
warranty period ranging up to 2 years. If warranty claim costs vary by 10% from management's estimate, the warranty provisions would
be an estimated Rs. 9.02 higher or lower (March 31, 2019 : Rs. 7.76).
A provision for expected loss on contracts with customers is recognised when it is probable that the contracts costs will exceed total
contract revenue. For all other contracts, provision is made when the unavoidable costs of meeting the obligation under the contract
exceed the currently estimated economic benefits. The timing of cash outflows in respect of such provision is over the contract period.
264
Movement in provisions
Provision for Provision for Provision for
onerous warranties decommissioning
contracts liability
As at April 1, 2019 7.38 77.57 8.62
Additional provision recognised 12.23 62.76 -
Unused amounts reversed - (36.46) -
Unwinding of discount - 4.94 0.98
Utilised during the year (4.68) (18.59) -
As at March 31, 2020 14.93 90.22 9.60
Breakup of provisions:
Current 14.93 81.64 -
Non-current - 8.58 9.60
Total 14.93 90.22 9.60
20 Other liabilities
(a) Other non-current liabilities
As at As at
March 31, 2020 March 31, 2019
Contract Liabilities
Unearned revenue* 8.25 9.96
Customer advances 16.54 25.99
Total 24.79 35.95
*includes revenue remaining unearned for the portion attributable to maintenance of leased equipment constructed at customer
premises under finance lease arrangements.
As at As at
March 31, 2020 March 31, 2019
Contract liabilities
Unearned revenue 383.85 303.42
Customer advances 893.95 1,458.44
Statutory dues and other liabilities* 41.84 32.01
Total 1,319.64 1,793.87
*includes tax deducted at source, GST, ESIC, provident fund, government grant received for a research project etc.
265
21 Revenue from operations

(a) Revenue from contracts with customers:
March 31, 2020 March 31, 2019
Revenue from projects and products 4,906.80 5,113.70

Revenue from services 748.59 772.61
(b) Other operating income
March 31, 2020 March 31, 2019

Export incentives 60.49 57.68
Sale of scrap 18.28 16.63
Interest income from finance lease 8.27 7.04
Commission income 2.24 2.96
Exchange fluctuation gain / (loss) (net) * (16.94) (0.93)
Royalty income 3.51 3.48
Miscellaneous income 0.07 -
75.92 86.86
* Includes mark to market loss on forward contracts not subjected to hedge accounting Rs. 8.20 (March 31, 2019 : gain of Rs. 6.39)
Total revenue from operations (a+b) 5,731.31 5,973.17
(c) Disclosure pursuant to Ind AS 115: Revenue from Contract with Customers
i) By category of contracts
March 31, 2020 March 31, 2019

Over a period of time basis 3,694.86 3,930.67
At a point-in-time basis 1,960.53 1,955.64
Revenue by geographical market
March 31, 2020 March 31, 2019
Within India 3,762.23 3,337.12

Outside India 1,969.08 2,636.05
Total revenue from operations 5,731.31 5,973.17
266
Revenue by segment
March 31, 2020

External revenue 4,610.36 717.14 416.77 5,744.27
Inter segment (4.39) (79.50) (4.99) (88.88)
March 31, 2019


External revenue 4,721.37 824.37 410.28 5,956.02
Inter segment (1.09) (62.83) (5.79) (69.71)
ii) Contract balances

The following table provides information about contract balances from contracts with customers as at the reporting date:
March 31, 2020 March 31, 2019
Trade receivables (note 7) 1,478.46 1,438.53

Unbilled revenue (Contract asset) (note 9(b)) 347. 30 1,120.89
Unearned revenue (Contract liability) (note 20) 392.10 313.38
Customer advances (Contract liability) (note 20) 910.49 1,484.43
Contract assets primarily relate to the Group’s rights to consideration for work completed but not billed at the reporting date from
projects and customised contracts. Contract assets are transferred to Trade receivables on completion of milestones and related
invoicing.
The Contract liabilities relate to unearned revenue and customer advances where performance obligations are yet to be fulfilled as per
the contracts. The fulfilment of the performance obligations will extinguish these liabilities and revenue will be recognised, with no
impact on the Group’s cash positions on specific projects.
267
iii) Revenue recognised in the reporting year that was included in the contract liability balance at the beginning of the year
March 31, 2020 March 31, 2019
Unearned revenue 215.70 225.46
Customer advance 979.07 668.88
iv) Changes in unbilled revenue and unearned revenue for the year
The explanation of the significant changes in the contract asset and the contract liability balances during the reporting period is
presented in the table below
March 31, 2020 March 31, 2020
Opening unbilled revenue (note 9(b)) 1,120.89
Opening unearned revenue (note 20) 313.38 807.51

- Transfer of contract assets to receivable from opening unbilled revenue (1056.63)
- Increase in revenue as a result of changes in the measure of progress 215.70
from the opening unearned revenue
- Transfer of contract assets to receivable (3,491.01)
- Increase in revenue as a result of changes in the measure of progress 3,479.16
- Others* 0.47 (852.31)
Closing unbilled revenue (note 9(b)) 347.30
Closing unearned revenue (note 20) 392.10 (44.80)
March 31, 2019 March 31, 2019
Opening unbilled revenue (note 9(b)) 539.13
Opening unearned revenue (note 20) 297.48 241.65
- Arising on account of acquisitions (37.09)
- Transfer of contract assets to receivable from opening unbilled revenue (487.20)
- Increase in revenue as a result of changes in the measure of progress 225.46
from the opening unearned revenue
- Transfer of contract assets to receivable (2,840.52)
- Increase in revenue as a result of changes in the measure of progress 3,725.67
- Others* (20.46) 565.86
Closing unbilled revenue (note 9(b)) 1,120.89
Closing unearned revenue (note 20) 313.38 807.51
268
v) Performance obligations
Performance obligation in a project or a group of projects which are contracted at or near same time with the same or related parties and
negotiated simultaneously, are combined for the purpose of evaluation. The Group has estimated that multiple commitments pertaining
to engineering, procurement and commissioning of such projects is a single performance obligation which is spread over different
accounting periods.
Performance obligation for products are evaluated on standalone basis, recognised at a point in time. Generally, performance
obligations for such contracts have an original expected duration of one year or less.
There are no major contracts with customers which have significant financing component included within them and therefore there is no
difference between the timing of satisfaction of performance obligation vis a vis the timing of the payment.
Remaining performance obligations
The following table includes revenue expected to be recognised in the future related to performance obligations that are unsatisfied (or
partially unsatisfied) at the reporting date.
The Group applies practical expedient included in para 121 of Ind AS 115 and does not disclose information about its remaining
performance obligations for contracts that have an original expected duration of one year or less.
March 31, 2020 March 31, 2019
Amount of revenue yet to be recognised for contracts in progress 3,103.66 3,300.07
The Group expects that a significant portion of the remaining performance obligation will be completed in the next 1 to 2 years.
For one of the subsidiaries, the Group has disclosed remaining performance obligation expected to be fulfilled in next 12 months.
However, the contracts with customers for supply of utilities are for a longer period.
22 Other income
March 31, 2020 March 31, 2019
Interest income from financial assets at amortised cost
Bank deposits 13.02 7.21
Other interest income 7.38 9.50
Dividend income from equity investments designated at fair value 5.51 4.59
through profit and loss
Liabilities no longer required written back 11.10 28.81
Fair value gain on financial instruments at fair value through profit and loss (net) 47.24 77.51
Miscellaneous income ^^ 15.75 22.26
Total 100.00 149.88
^^ Includes rent income of Rs. 1.07 (March 31, 2019: Rs. 1.84); refer note 32(i)(b).
23 Cost of raw material and components consumed
March 31, 2020 March 31, 2019

Inventories at the beginning of the year 345.73 223.71
Add: Purchases 2.926.84 3,367.57
3,272.57 3,591.28
Inventories at the end of the year (276.27) (345.73)
2,996.30 3,245.55
Less: capitalised during the year (note 4 (a)) (0.16) (5.86)
Total 2,996.14 3,239.69
269
24 (Increase) in inventories of finished goods, work-in-progress and traded goods
March 31, 2020 March 31, 2019
Inventories at the beginning of the year
152.77 134.65
Less: inventories at the end of the year
167.34 152.77
Total (14.57) (18.12)
25 Employee benefits expense
March 31, 2020 March 31, 2019

Contribution to provident and other funds 40.83 37.58
Gratuity expense (note 33) 8.63 7.15
Staff welfare expenses 35.11 35.87
799.12 769.01
Less: capitalised during the year (note 4(a)) (0.10) (1.56)
Total 799.02 767.45
26 Finance costs
March 31, 2020 March 31, 2019
Interest expense* 8.61 9.70
Total 15.02 14.32
* Includes accretion of interest on lease obligation Rs. 0.08 (March 31, 2019: Rs. Nil) (refer note 32(ii)).
270
27 Depreciation and amortisation expense
March 31, 2020 March 31, 2019

Depreciation / impairment on property, plant and equipment (note 4(a)) 99.36 78.31
Depreciation on right-of-use assets (note 4(b)) 4.22 -
Amortisation of intangible assets (note 4(c)) 13.05 13.71
Total 116.63 92.02
28 Other expenses
March 31, 2020 March 31, 2019
Consumption of stores and spare parts 85.02 84.21

Power and fuel 44.36 51.02
Freight and forwarding charges (net) 162.40 142.94
Site expenses and contract labour charges 616.35 643.41
Drawing, design and technical service charges 25.61 29.16
Sales commission 18.77 28.54
Advertisement and sales promotion 28.90 16.33
Rent 28.34 32.59
Rates and taxes 26.06 14.78
Insurance 10.12 11.21
Repairs and maintenance:
Plant and machinery 27.37 23.94
Buildings 7.00 7.91
Others 37.85 34.08
Travelling and conveyance 88.10 92.86
Legal and professional fees (includes payment to auditors) 83.24 69.07
Director sitting fees 0.74 0.50
Provision for impairment allowance of financial assets (net) (2.00) 39.50
Warranty expenses (net) 45.20 1.20
(Gain) / loss on sale/ discard of assets (net) (5.49) 0.55
CSR expenditure 8.26 8.33
Miscellaneous expenses (includes printing, communication, 62.03 69.97
security expense, etc.)
1,441.16 1,413.60
Less: capitalised during the year (note 4(a)) (0.74) (1.98)
Total 1440.42 1,411.62
271
29 Earnings Per Share
March 31, 2020 March 31, 2019
Net profit attributable to the Equity shareholders of the Parent Company 212.45 325.43
Weighted average number of Equity shares of Rs. 2/- each (number in crores) 11.26 11.26
Basic and diluted Earning per share 18.87 28.90
30 Components of Other Comprehensive Income (OCI)

The disaggregation of changes to OCI by each type of reserve and surplus in equity is shown below:
Particulars Cash flow Foreign Retained Total

hedge reserve Currency earnings
translation
reserve
Foreign currency translation differences - 11.44 - 11.44

Interest rate swap (1.68) - - (1.68)
Foreign exchange forward contracts (9.06) - - (9.06)
Reclassified to Statement of profit or loss (Net) 2.57 - - 2.57
Re-measurement gains (losses) on defined benefit plans - - (12.05) (12.05)
Total (8.17) 11.44 (12.05) (8.78)
Particulars Cash flow Foreign Retained Total

hedge reserve Currency earnings
translation
reserve
Foreign currency translation differences - 0.46 - 0.46

Interest rate swap 0.17 - - 0.17
Foreign exchange forward contracts (40.33) - - (40.33)
Reclassified to Statement of profit or loss (Net) 18.66 - - 18.66
Re-measurement gains (losses) on defined benefit plans - - (0.15) (0.15)
Share of OCI [cash flow hedge (net of tax)] of JV (0.53) - - (0.53)
Total (22.03) 0.46 (0.15) (21.72)
31 Contingent liabilities and commitments

A Contingent liabilities
a) During earlier years and in the current year, the Holding Company of the Group has received demand notices/show cause-
cum-demand notices from the Excise department covering period from June 2000 till June 2017 for Rs. 1,385.47 crores
(March 31, 2019: Rs.1,383.51) (including penalty but excluding interest and further penalty thereon).
These demands are of excise duty payable on inclusion of the cost of bought out items in the assessable value of certain
products manufactured by the Holding Company, though such duty paid bought out items were directly dispatched by the
manufacturers thereof to the ultimate customer, without being received in the Holding Company’s factory. The Holding
272
Company has filed an appeal against the said orders received before CESTAT, Mumbai. Based on independent legal advice,
the Holding Company is confident of the issue being ultimately decided in its favour and accordingly no provision has been
considered necessary. Pursuant to the business transfer of boiler and heater division, the liability has been transferred
from Holding Company to a wholly owned subsidiary.
b) Taxes *
March 31, 2020 March 31, 2019
Excise, Customs Duty and Service tax 26.55 30.49

Sales tax 75.17 73.46
Income tax demands disputed in appellate proceedings 67.69 125.30
References/appeals preferred by the Income tax department
in respect of which, should the ultimate decision be
unfavourable to the Group 9.87 44.15
Others 0.10 0.10
* Excluding interest and penalty thereon.
c) Guarantees
The Group has issued various guarantees for performance, deposits, tender money, advances etc. The Group has issued
various indemnity bonds, letter of support, corporate guarantees, etc. for working capital requirements purposes to banks
for wholly owned subsidiaries. The management has considered the probability for outflow of the same to be remote and
accordingly no amount has been disclosed here.
d) Others
March 31, 2020 March 31, 2019
Liability for export obligations 73.00 78.82

Claims against the Group not acknowledged as debt 3.33 3.02
The timing and amount of the cash flow which will arise from these matters, will be determined by the relevant authorities
on settlement of the cases or on receipt of claims from customers.
e) There are certain law suits, disputes, warranty claims, etc., including commercial matters that arise from time to time in the
ordinary course of business, the amounts involved in such matters are currently not quantifiable. However, based on
managements assessment under Ind AS 37 "Provisions, Contingent Liabilities and Contingent Assets" , that claims are not
tenable / probability of final outcome against the Group is low and therefore not disclosed as contingent liabilities.
f) The Group has received a claim for avoidance from the liquidator of former subsidiary Omnical Kessel-und Apparatebau
GmbH which is under bankruptcy. The management, based on best estimates, expects no impact for such claim on the
Group.
B) Capital and other commitments

a) Liability in respect of partly paid shares Rs. 0.09 (March 31, 2019 Rs. 0.09).
b) Estimated amount of contracts remaining to be executed on capital account (net of advances) and not provided for is Rs.
29.59 (March 31, 2019 Rs. 20.98).
c) For lease commitments, refer note 32.
273
32 Leasing arrangements
i) Where the Group is lessor
a) Amounts receivable under Finance lease -
The Group has entered into certain arrangements with its customers where the Group will supply heat/steam/treated water by
installing the boiler/heater/water treatment plant at the customers’ premises. The Group has determined, that fulfilment of
these arrangements is dependent on the use of a specific asset and the arrangement conveys a right to use these specific asset to
the customers. Accordingly, these arrangements qualify as arrangements in the form of lease as specified in Ind-AS 116. Based on
the evaluation of terms and conditions of these arrangements, such as the contract term constituting a major part of the economic
life of the specific assets, the fair value of the asset and that it has transferred the significant risks and rewards in these assets to
the customers , these lease arrangements have been classified as finance leases.
Gross Investment in lease Present value of minimum

lease payments
2020 2019 2020 2019
Within one year 18.03 13.42 9.29 5.63

After one year but not more than five years 61.98 50.02 39.36 33.43
More than five years 26.38 18.73 19.53 14.09
106.39 82.17 68.18 53.15
Less: Unearned finance income 38.21 29.02 - -
Present value of minimum lease payments receivable 68.18 53.15 68.18 53.15
Allowance for uncollectible lease payments - - - -
Current portion of finance lease receivables* 9.29 5.63

Non-current portion of finance lease receivables* 58.89 47.52
Estimated unguaranteed residual value of assets under finance lease - -

Contingent rent recognised as income during the year - -
Interest rate inherent in the lease per annum 10.87% - 17.03% 12.40% - 17.05%
*Lease receivables amounting to Rs 5.59 (March 31, 2019 Rs. 12.42) have been hypothecated against borrowings.
b) Operating lease
The Group has leased certain parts of its surplus office, buildings and equipment's. The tenure of such lease agreements ranges
from 1 to 5 years. All leases include a clause to enable upward revision of the rental charge on an annual basis according to
prevailing market conditions. For nature of assets, refer note 4 (a).
March 31, 2020 March 31, 2019
Lease rent received for the year 1.07 1.84
274
March 31, 2020 March 31, 2019

Future minimum lease rental receivables under non-cancellable
operating leases are as follows:
Within one year - -
After one year but not more than five years - -
More than five years - -
ii) Where the Group is lessee

The Group has taken office buildings, factory sheds, guest house, warehouse, vehicles, printers and other office equipments on
lease for a tenure of 1 to 5 years. The Group’s obligations under its leases are secured by the lessor’s title to the leased assets.
Generally, the Group is restricted from assigning and subleasing the leased assets. There are no variable lease payments and
residual value guarantees for these leases. The leases are renewable on mutually agreeable terms. At the expiry of the lease term,
either party has an option to terminate the agreement or extend the term by giving notice in writing.
The Group also has certain leases of machinery with lease terms of 12 months or less and leases of office equipment with low
value. The Group applies the ‘short-term lease’ and ‘lease of low-value assets’ recognition exemptions for these leases.
Refer note 2.2 in significant accounting policies relating to adoption of Ind AS 116
Carrying amounts of finance lease liabilities and the movements during the period.
March 31, 2020
As at 1 April, 2019 14.20

Additions (for new lease during the year) 2.76
Accretion of interest 0.08
Payments made (2.83)
As at 31 March 14.21
Current portion of finance lease payable 4.53

Non-current portion of finance lease payable 9.68
Total 14.21
Details of amounts recognised in Consolidated Statement of Profit and Loss
March 31, 2020
Depreciation expense of right-of-use assets 4.22

Interest expense on lease liabilities 0.08
Expense relating to short-term leases (included in other expenses and staff welfare expenses) 32.50
Expense relating to leases of low-value assets (included in other expenses) 2.48
Total amount recognised in Consolidated Statement of Profit or Loss 39.28
Refer note 40(a) III for maturities of finance lease liabilities.
275
(iii) Details of lease payments where group is lessee (disclosure pursuant to erstwhile Ind AS 17):
(a) Amounts payable under Finance lease
Minimum lease Present value of minimum

payments lease payments
Particulars March 31, March 31,
2019 2019
Within one year 1.12 1.12

After one year but not more than five years 3.94 3.79
More than five years - -
Total 5.06 4.91
(b) Amounts payable under Operating lease
March 31, 2019
Lease payments for the year 32.59
March 31, 2019
Future minimum lease rental payables under non-cancellable operating leases are as follows:
Within one year 2.94
After one year but not more than five years 2.62
More than five years 0.39
33 Gratuity
The Holding Company and its Indian subsidiaries operate a defined benefit plan viz. gratuity for its employees. Under the gratuity plan,
every employee who has completed at least specified years of service gets a gratuity on departure at 15 days (minimum) of the last drawn
salary for each completed year of service. The scheme is funded with an insurance company in the form of qualifying insurance policy.
The fund has formed a trust and it is governed by the Board of Trustees. Overseas subsidiaries do not operate any defined benefit plans
for employees.
The fund is subject to risks such as asset volatility, changes in asset yields and asset liability mismatch risk. In managing the plan assets,
Board of Trustees reviews and manages these risks associated with the funded plan. Each year, the Board of Trustees reviews the level of
funding in the gratuity plan. Such a review includes asset-liability matching strategy and investment risk management policy (which
includes contributing to plans that invest in risk-averse markets). The Board of Trustees aim to keep annual contributions relatively
stable at a level such that no plan deficits (based on valuation performed) will arise.
Total asset 5.06 9.92

Total liability (3.24) (0.59)
1.82 9.33
276
I Changes in the net benefit obligation and fair value of plan assets are as follows :
Particulars Present value Fair value Net

of obligation of plan assets amount
April 1, 2018 87.77 (98.16) (10.39)

Total amount recognised in Consolidated statement of Profit or Loss 14.72 (7.57) 7.15
Experience adjustments (0.56) - (0.56)

Asset ceiling adjustment 0.67 - 0.67
Return on plan assets expense - 0.09 0.09
Actuarial loss from change in demographic assumptions (0.03) - (0.03)
Total amount recognised in Other Comprehensive Income 0.11 0.09 0.20

Benefits paid (12.36) 12.36 -
Arising on account of acquisition 1.12 (1.99) (0.87)
March 31, 2019 91.36 (100.69) (9.33)

Total amount recognised in Consolidated Statement of Profit or Loss 16.55 (7.92) 8.63
Experience adjustments 4.46 - 4.46

Return on plan assets (income) - 0.84 0.84
Actuarial loss from change in demographic assumptions (1.29) - (1.29)
Total amount recognised in Other Comprehensive Income 14.14 0.84 14.98

Benefits paid (13.63) 13.63 -
March 31, 2020 108.42 (110.24) (1.82)
II The net liability disclosed above relates to funded plans which are as follows :

Present value of funded obligation 108.42 91.36
Fair value of plan assets (110.24) (100.69)
Surplus of funded plan (1.82) (9.33)
277
III Significant asumptions

The principal actuarial assumptions were as follows :
Discount rate 6.04% to 6.4% 7.64%
Salary growth rate 5 % to 7 % 5 % to 7 %
Normal retirement age 60 years 60 years
Indian Assured Indian Assured
Mortality table Lives Mortality Lives Mortality
(2012-14) Ultimate (2012-14) Ultimate
Employee turnover 5% to 14% 5% to 15%
IV Sensitivity analysis
The sensitivity of defined obligation to changes in the weighted principal assumptions is:
Assumption March 31, 2020 March 31, 2019

Impact of 1% Impact of 1% Impact of 1% Impact of 1%
increase decrease increase decrease
Discount rate Decrease by 6.52 Increase by 7.48 Decrease by 5.21 Increase by 5.87
Future salary increase Increase by 6.70 Decrease by 5.94 Increase by 5.39 Decrease by 4.88
Attrition Rate Increase by 0.54 Decrease by 0.69 Increase by 0.17 Decrease by 0.19
The above sensitivity analysis is based on a change in assumption while holding all other assumptions constant. In practice, this is
unlikely to occur and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined
benefit obligation to significant actuarial assumptions, the same method (present value of defined benefit obligation calculated
with the Projected Unit Credit Method at the end of the reporting year) has been applied as and when calculating the defined
benefit liability recognised in the balance sheet.
The method and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous years.
The following are the expected cash outflows to the defined benefit plan in future years:

Within next 12 months 17.45 10.94
Between 2-5 years 41.87 39.63
Next 5 years 40.01 31.11
The average duration of the defined benefit plan obligation at the end of the reporting year is 9 years (March 31, 2019: 9 years).
V The major categories of plan assets are as follows:

Investments with insurer (LIC of India) 100.00% 100.00%
278
34 Interests in other entities

Group information
A Subsidiaries
The consolidated financial statements of the Group includes subsidiaries listed in the table below. Unless otherwise stated, they
have share capital consisting solely of equity shares that are held directly by the Group, and the proportion of ownership interests
held equals the voting rights held by the Group. The country of incorporation or registration is also their principal place of
business.
Place of Ownership interest
Sr. business/ held by the group
Name of the Entity Principal activities
Incorporation 2020 2019
1 Thermax Onsite Energy Solutions Ltd India 100% 100% Supply of steam and heat on build, own and operate basis
2 Thermax Instrumentation Ltd. India 100% 100% Civil, Erection & Commissioning and Operation and Maintenance of power plants
3 Thermax Engineering Construction Company Ltd. India 100% 100% Installation of industrial machinery and equipment
4 Thermax Sustainable Energy Solutions Ltd. India 100% 100% Carbon Advisory Services
5 Thermax International Ltd. Mauritius 100% 100% Investment Company
6 Thermax Europe Ltd. United Kingdom 100% 100% Sale and service of vapour absorption chillers
7 Thermax Inc. USA 100% 100% Sale and service of vapour absorption chillers and sale of chemicals
8 Thermax do Brasil Energia e Equipamentos Ltda Brazil 100% 100% Rendering services including technical assistance
9 Thermax (Zhejiang) Cooling & Heating Engineering China 100% 100% Products and services in heating, cooling, waste heat recovery, captive power,
Company Ltd. water treatment and recycling, waste management and performance chemicals
10 Thermax Netherlands BV. Netherlands 100% 100% Investment Company
11 Thermax Denmark ApS Denmark 100% 100% Investment Company
12 Danstoker A/S Denmark 100% 100% Produces and sells boilers to the energy market
13 Ejendomsanp artsselskabet Industrivej Nord 13 Denmark 100% 100% Own and lease out property within Group
14 Boilerworks A/S Denmark 100% 100% Produces and supplies high-pressure boilers and components
15 Boilerworks Properties ApS Denmark 100% 100% Own and lease out the property within Group
16 Danstoker Poland Spółka Z Ograniczona Odpowiedzialnoscia Poland 100% 100% Produces and supplies high-pressure boilers and components
17 Rifox-Hans Richter GmbH Spezialarmaturen Germany 100% 100% Manufacturing steam trap systems
18 Thermax Sdn.Bhd Malaysia 100% 100% Turnkey solutions provider
19 Thermax Engineering Singapore Pte. Ltd. Singapore 100% 100% Investment Company
20 PT Thermax International Indonesia Indonesia 100% 100% Manufacturing of industrial products
21 Thermax Senegal S.A.R.L Senegal 100% 100% Plant management services
22 First Energy Private Limited India 76% 76% Alternative energy solution company
23 Thermax Energy & Environment Philippines Corporation Philippines 100% 100% "Marketing and sales of component partsof boilers"
24 Thermax Energy & Environment Lanka (Private) Limited Sri Lanka 100% 100% "Marketing and sales of component partsof boilers"
25 Thermax Nigeria Limited Nigeria 100% 100% "Marketing and sales of component partsof boilers"
26 Thermax Babcock & Wilcox Energy Solutions Pvt Ltd ## India 100% 100% Manufacture of steam or other vapour generating boilers and
hot water boilers other than central heating boilers
27 Thermax Cooling Solutions Limited (formerly known as India 100% 100% "Supply and erection commissioning of Air cooled condenser (ACC),
Thermax SPX Energy Technologies Ltd)^ Rotary air Pre-Heater (RAPH),electrostatic precipitator (ESP), Bag Houses"
28 Thermax Engineering Construction FZE Nigeria 100% 100% Operation and Maintenance
29 Thermax International Tanzania Limited^^ Tanzania 100% NA Supervision for project business, operation and maintenance services
and sales related support.
30 Thermax (Thailand) Limited^^^ Thailand 100% NA Trade and investment support office.
31 ESOP Trust and Employee Welfare Trusts** India 100% 100% Employee welfare
Thermax Hong Kong Ltd. (wholly owned subsidiary) has not been considered for consolidation as the same has become 'Dormant' during the year 2009-10.
The non-controlling interest held in First Energy Private Limited is not material to the Group. Hence, the disclosures required under Para 12 of Ind AS 112 Disclosure of Interests in other
entities are not considered necessary.
## On July 19, 2018, Thermax Babcock & Wilcox Energy Solutions Private Limited (TBWES) had become a wholly owned subsidiary of the Company. For detail, refer note 36 (A).
^ On February 25, 2019, Thermax Cooling Solutions Limited had become a wholly owned subsidiary of the Company. For detail, refer note 36 (B).
** The Group has ESOP trust and Employee Welfare Trusts for the welfare of the employees. Pursuant to the arrangement between the Trusts and the Holding Company, the Holding Company
has determined that it has power to direct the relevant activities of the trust while being exposed to variable returns from its involvement with these entities. As a result, these entities have
been consolidated in these financial statements.
^^ Date of incorporation December 7, 2019. There are no transaction during the year, hence not consolidated.
^^^ Date of incorporation March 9, 2020. There are no transaction during the year, hence not consolidated.
279
B Parent Entity
Sr. Place of business/ Ownership interest

No. Name of the entity Country of held by the group Type
incorporation March 31, March 31,
2020 2019
1 RDA Holdings Pvt Ltd India 53.99% 53.99% Ultimate Holding company
The above percentage of shareholding is before elimination of Trust's holding**.
35 Related party disclosures
A For details of Holding company and Joint ventures, refer note 34.
B Individuals having significant influence over the Group by reason of voting power, and their relatives
1 Mrs. Meher Pudumjee - Chairperson
2 Mrs. Anu Aga - (Retired on August 8, 2018)
3 Mr. Pheroz Pudumjee - Director
4 Mr. Zahaan Pudumjee - Relative of Chairperson / Director
C Key Management Personnel:
1 Mr. M S Unnikrishnan - Managing Director and Chief Executive Officer
2 Dr. Raghunath A. Mashelkar - Independent Director (Retired on August 8, 2018)
3 Dr. Valentin A. H. von Massow - Independent Director
4 Dr. Jairam Varadaraj - Independent Director
5 Mr. Nawshir Mirza - Independent Director
6 Mr. Harsh Mariwala - Independent Director
7 Mr. Sashishekhar Balakrishna (Ravi) Pandit - Independent Director
8 Mrs. Rajani Kesari - Independent Director
9 Mr. Rajendran Arunachalam - Chief Financial Officer w.e.f. June 1, 2019
10 Mr. Amitabha Mukhopadhyay (Resigned on May 31, 2019)
11 Mr. Kedar Phadke - Company Secretary
D Enterprises with whom transactions have taken place during the year, over which control is exercised by individuals listed in ‘B’
and 'C' above:
1 Thermax Foundation, India
2 ARA Trusteeship Company Private Limited, India
3 Marico Limited
4 Aster DM Healthcare Limited
5 Elgi Ultra Industries Limited
6 Elgi Equipments Limited
7 The Akanksha Foundation
8 Festo India Private Limited
280
E. Transactions with related parties:
Enterprises over
Joint
Particulars Individuals having Individuals having Total
Ventures
Significant influence Significant influence
and Key Management mentioned in B
Personnel and C above
March March March March March March March March

31, 2020 31, 2019 31, 2020 31, 2019 31, 2020 31, 2019 31, 2020 31, 2019
Sales of products and services - - 0.68 1.07 - - 0.68 1.07
Miscellaneous income - 0.36 - - - - - 0.36
Purchase of raw material and components - 15.16 0.35 - - - 0.35 15.16
Miscellaneous expense - - 0.01 - - - 0.01 -
Remuneration to key management personnel* - - - - 6.93 6.17 6.93 6.17
Donation - - 8.26 8.33 - - 8.26 8.33
Director's sitting fees - - - - 0.44 0.50 0.44 0.50
Commission paid - - - - 3.72 3.46 3.72 3.46
Rent paid - - - - 0.51 0.44 0.51 0.44
* Does not include gratuity and leave encashment since the same is calculated for all employees of the Group as a whole.
Dividend paid to RDA Holdings Pvt. Ltd., India is Rs. 90.06 (March 31, 2019: Rs. 38.60) including interim dividend for the
year 2019-20.
Enterprises over
Joint
Particulars Individuals having Individuals having Total
Ventures
Significant influence Significant influence
and Key Management mentioned in B
Personnel and C above
March March March March March March March March

31, 2020 31, 2019 31, 2020 31, 2019 31, 2020 31, 2019 31, 2020 31, 2019
b. Balances as at the year end
Trade receivables - - ** 0.07 - - ** 0.07
Security deposit - - - - 0.18 0.53 0.18 0.53
Trade payables and other liabilities - - 0.15 - - - 0.15 -
** represents amount less than a lakh rupees.
281
F Related party transactions include transactions pertaining to the following parties with whom the percentage of the transactions
are 10 % or more of the total of the above:
Transactions during the year

Sale of product and services
Marico Limited 0.55 0.85
Elgi Ultra Industries Limited 0.13 -
Aster DM Healthcare Limited - 0.21
Miscellaneous income
Thermax Cooling Solutions Limited (formerly known as - 0.36
Thermax SPX Energy Technologies Ltd)
Purchase of raw material and components

Elgi Equipments Limited 0.30 -
Festo India Private Limited 0.05 -
Thermax Cooling Solutions Limited (formerly known as - 15.16
Miscellaneous expense
The Akanksha Foundation 0.01 -
Remuneration to key management personnel

Mr. Rajendran Arunachalam 1.27 -
Mr. Amitabha Mukhopadhyay 1.26 2.23
Donation
Thermax Foundation, India 8.26 8.33
Directors sitting fees

Dr. Valentin A. H. von Massow 0.06 0.07
Dr. Jairam Varadaraj 0.07 0.08
Commission paid
Dr. Valentin A. H. von Massow 0.37 0.30
Dr. Jairam Varadaraj 0.20 0.15
282

Mr. Harsh Mariwala 0.25 0.20
Mrs. Rajani Kesari 0.15 0.06
Rent paid
Mrs. Anu Aga 0.24 0.18
Trade receivables
Marico Limited ** 0.07
Trade payables and other liabilities

Elgi Equipments Limited 0.03 -
Festo India Private Limited 0.02 -
Marico Limited 0.10 -
Security deposits
Mrs. Anu Aga - 0.35
** represents amount less than a lakh rupees.
G. Terms and conditions of related party transactions:

The sales to and purchases from related parties are assessed to be at arm’s length by the management. Outstanding balances at
the year-end are unsecured and interest free and settlement occurs in cash.
For the year ended March 31, 2020, the Group has not recorded any impairment of receivables relating to amounts owed by
related parties (March 31, 2019: Rs. Nil). This assessment is undertaken each financial year through examining the financial
position of the related party and the market in which the related party operates.
All outstanding balances are unsecured and repayable in cash.
36 Acquisition during the year ended on March 31, 2019.

(A) Acquisition of Thermax Babcock & Wilcox Energy Solutions Private Limited
I. Summary of acquisition
The Group completed the acquisition process for the equity shares held by Babcock and Wilcox India Holding Inc. (B&W) in
Thermax Babcock & Wilcox Energy Solutions Private Limited (TBWES) on July 19, 2018. Accordingly, TBWES has become a
wholly owned subsidiary of the Company. As part of acquisition, Thermax acquired the assets and production activities related to
boiler manufacturing. The acquisition related costs amounted to Rs. 0.87, which have been debited to the Consolidated statement
of profit and loss under legal and professional fees of last year.
283
The details of purchase consideration, identifiable assets acquired and liabilities assumed, computation of capital reserve and
other details of acquisition have been summarised below.
II. Details of acquisition

a) The details of purchase consideration, the net assets acquired and capital reserve are as follows:
Purchase consideration Amount

Cash paid 50.34
b) The net assets and liabilities recognised as a result of the acquisition are as follows:
Assets and Liabilities acquired Amount
Property, plant and equipment and intangible assets 311.32

Other current and non-current assets 138.15
Other current and non-current liabilities (134.43)
Net identifiable assets acquired 315.04
c) Calculation of Capital Reserve
Acquisition date fair value of previously held equity interest 187.47

Purchase consideration paid 50.34
Less: Net identifiable assets acquired (315.04)
Capital Reserve (77.23)
d) Revenue and profit contribution

The acquired business contributed revenues and profit to the group for the period March 31, 2019 as follows:
Revenue from operations of Rs. 36.50 and profit of Rs. 12.61 for the period July 19, 2018 to March 31, 2019.
If the acquisition had occurred on April 1, 2018, consolidated revenue and profit for the year ended March 31, 2019 would
have been higher by Rs. 11.67 and Rs. 0.09 respectively.
(B) Acquisition of Thermax Cooling Solutions Limited (formerly known as Thermax SPX Energy Technologies Ltd)
I. Summary of acquisition
The Group on February 25, 2019 entered into a share purchase agreement with Thermax Cooling Solutions Limited (TCSL), Mutares
Holding-24 AG and Balcke-Duerr GmbH to acquire the remaining 49% stake in TCSL at a consideration of 2 Euro. With effect from April
01, 2019, TCSL has become a wholly owned subsidiary of the Company. As a part of this, Thermax acquired the assets and supply &
erection commissioning activity of Air cooled condenser (ACC), Rotary air Pre-Heater (RAPH), electrostatic precipitator (ESP), Bag
houses. The acquisition related costs amounted to Rs. 0.04, which have been debited to the Consolidated statement of profit and loss
under legal and professional fees of last year.
The details of purchase consideration, identifiable assets acquired and liabilities assumed, computation of capital reserve and other
details of acquisition have been summarised below.
284
II. Details of acquisition

a) The details of purchase consideration, the net assets acquired and capital reserve are as follows:
Purchase consideration Amount

Cash payable (absolute amount) 2 EURO
b) The net assets and liabilities recognised as a result of the acquisition are as follows:
Assets and Liabilities acquired Amount
Property, plant and equipment 0.06

Other current and non-current assets 33.40
Other current and non-current liabilities (33.32)
Net identifiable assets acquired 0.14
c) Calculation of Capital Reserve
Acquisition date fair value of previously held equity interest 0.07

Purchase consideration payable* -
Less: Net identifiable assets acquired (0.14)
Capital Reserve (0.07)
* less than Rs. 1 lakh
d) Revenue and profit contribution

The control was transferred on March 31, 2019. If the acquisition had occurred on April 1, 2018, consolidated revenue and profit
for the year ended March 31, 2019 would have been higher and lower by Rs.53.28 and Rs. 0.92 respectively.
37 Interest in Joint Venture
The interest in Thermax Babcock & Wilcox Energy Solutions Pvt Ltd (TBWES) and Thermax Cooling Solutions Limited (TCSL) (formerly
known as Thermax SPX Energy Technologies Ltd) are accounted for using equity method of accounting upto their respective acquisition
(note 36).
The summarised financial information of the joint ventures, based on their Ind AS financial statements, and reconciliation with the
carrying amount of investment in consolidated financial statements are set out below:
Thermax Babcock & Wilcox Thermax Cooling

Summarised statement of Profit and Loss Energy Solutions Pvt Ltd Solutions Limited
April 1, 2018 to July 18, 2018 April 1, 2018 to March 31, 2019
Total income (including interest income Rs. 1.32) 17.60 69.56
Cost of raw materials and components consumed 4.30 64.48
Depreciation and amortisation expense 3.59 0.03
Finance costs 0.24 0.01
Employee benefits expense 3.43 2.95
Other expenses 5.85 3.97
Profit/ (loss) before tax 0.19 (1.88)
Tax Expense - -
Profit/ (loss) for the year 0.19 (1.88)
Other comprehensive income (1.04) -
Total comprehensive income (0.85) (1.88)
Group's share of profit/ (loss) (0.43) (0.96)
285
Reconciliation of share of loss of joint ventures
Particulars March 31, 2019
Group share of profit/ (loss) of joint ventures
Thermax Babcock & Wilcox Energy Solutions Pvt Ltd (0.43)
Thermax Cooling Solutions Limited (0.96)
Total (1.39)
Consolidation level adjustments* (0.21)
Share in Total comprehensive income (1.60)
Share in Other comprehensive income (0.53)
Share of profit/ (loss) of joint ventures (1.07)
* Includes elimination of unrealised profit/ (loss) on combination of contracts.

The disclosure is not applicable for the year ended March 31, 2020 as there are no joint ventures.
38 Segment reporting
The Group's portfolio includes boilers and heaters, absorption chillers/heat pumps, power plants, solar equipment, related services, air
pollution control equipment/system, water and waste recycle plant, ion exchange resins and performance chemicals and related
services. The CEO and Managing Director (CMD) of the Company, Mr. M.S. Unnikrishnan has been identified as the chief operating
decision maker (‘CODM’). Management has determined the operating segments based on the reports reviewed by the CMD; that are
used to make strategic decisions, allocation of resources and assessing the performance of the segments. The CMD evaluates the
segments based on their revenue and operating results.
The CODM evaluates performance based on the revenues and operating profit for the three segments- Energy, Environment and
Chemical. The composition of these segments is given below:
Segment Products Covered
a) Energy Boilers and heaters, Absorption Chillers/Heat Pumps, Power Plants, Solar equipment's and related services.
b) Environment Air Pollution Control equipment/systems, Water & Waste Recycle Plants and related services.
c) Chemical Ion Exchange Resins, Performance Chemicals, Water Treatment Chemicals, Oil Field Chemicals, Paper
Chemicals and Construction Chemicals.
Segment Revenue, Segment Results, Segment Assets and Segment Liabilities include the respective amounts identifiable to each of the
segments and amounts allocated on a reasonable basis.
Inter-segment transfer price is calculated as cost plus reasonable mark-up.
I Information about Business Segments:
Sr.No. Particulars March 31, 2020 March 31, 2019

i Segment Revenue
a. Energy 4,676.96 4,799.47
b. Environment 721.97 828.30
c. Chemical 421.26 415.11
Total 5,820.19 6,042.88
Less: Inter segment revenue 88.88 69.71
Income From operations 5,731.31 5,973.17
286
Sr.No. Particulars March 31, 2020 March 31, 2019
ii Depreciation and amortization

a. Energy 81.85 61.81
c. Chemical 15.68 16.07
d. Unallocated 13.19 7.87
116.63 92.02
iii Segment Results
Profit before tax and interest from each segment

a. Energy 249.25 321.77
c. Chemical 78.04 61.73
Total 365.36 440.22
Less : i) Interest 15.02 14.32

ii) Other unallocable expenditure net of unallocable (income) (24.19) (75.08)
iii) Share of loss of joint ventures (relating to Energy segment) - 1.07
iv) Exceptional items (relating to Energy segment) - 89.54
Total profit before tax 374.53 410.37
As at As at
March 31, 2020 March 31, 2019
iv Segment Assets
a. Energy 3,182.41 3,992.36

c. Chemical 391.15 364.70
d. Unallocated 1,922.55 1,945.37
Total Assets 5,955.89 6,799.94
v Segment Liabilities
a. Energy 2,194.86 3,113.26

c. Chemical 53.43 54.03
d. Unallocated 275.37 234.93
Total Liabilities 2,927.99 3,785.65
287
Reconciliations to amounts Consolidated in financial statements

Reconciliation of profit

Segment profit 365.36 440.22
Other income 100.00 149.88
Exceptional items - (89.54)
Finance cost (15.02) (14.32)
Other corporate costs* (75.81) (75.87)
Profit before tax 374.53 410.37

* Mainly includes employee cost, legal and professional expenses, depreciation on unallocable assets, etc.
Reconciliation of assets
Segment operating assets 4,033.34 4,854.57

Cash and bank balances 476.10 369.06
Income tax assets 132.94 98.52
Other unallocated assets (includes Defered Tax, etc.) 271.75 384.05
Total assets 5,955.89 6,799.94
Reconciliation of liabilities
Segment operating liabilities 2,652.62 3,550.72
Income tax liabilities 11.34 12.85
Other unallocable liabilities 52.49 2.01
Total liabilities 2,927.99 3,785.65
II Information about geographic segment :

Revenue from external customers
India 3,762.23 3,337.12
Outside India 1,969.08 2,636.05
Total 5,731.31 5,973.17
No individual customer contributed more than 10% of Group's total revenue for the year ended March 31, 2020. Revenue of Rs.
735.04 was derived from a single customer during year ended March 31, 2019.
288
Non-current asset

India 1,369.18 1,397.41
Outside India 186.79 207.51
Total 1,555.97 1,604.92
39 Fair value measurements

a) Category of financial instruments and valuation techniques
Details of financial assets carried at amortised cost
As at As at
March 31, 2020 March 31, 2019
Trade receivables 1,478.46 1,438.53

Loans 24.14 26.46
Finance lease receivables 68.18 53.15
Other assets 465.66 1,228.47
Cash and cash equivalents 254.04 308.23
Bank balances other than cash and cash equivalents 222.06 60.83
Total 2,512.54 3,115.67
Current assets 2,304.39 2,933.97

Total 2,512.54 3,115.67
Details of financial assets carried at fair value through profit and loss
As at As at
March 31, 2020 March 31, 2019
Total 875.20 829.34
Total 875.20 829.34
The fair values of the quoted shares are based on price quotations at the reporting date.
289
Details of derivative assets

As at As at
March 31, 2020 March 31, 2019
Cash flow hedges
Total 4.48 47.89

Non-current assets - -
Total 4.48 47.89
Details of financial liabilities carried at amortised cost

As at As at
March 31, 2020 March 31, 2019
Trade payables 999.97 1,399.41
Other liabilities 62.46 57.81
Total 1,341.26 1,743.88

Current liabilities 1,250.28 1,673.95
Non-current liabilities 90.98 69.93
Total 1,341.26 1,743.88

The Group enters into derivative financial instruments with banks. Foreign exchange forward contracts are valued using
valuation techniques, which employs the use of market observable inputs which captures credit quality of counterparties, foreign
exchange spot and forward rates, yield curves of the respective currencies and currency basis spreads between the respective
currencies. The Company has practice to settle all derivative contracts on or before its maturity using the sanctioned finance
limits with banks, thereby eliminating both counterparty and the Group's own non-performance risk. The changes in
counterparty credit risk had no material effect on the hedge effectiveness assessment for derivatives designated in hedge
relationships and other financial instruments recognised at fair value.
Details of derivative liabilities
As at As at
March 31, 2020 March 31, 2019
Cash flow hedges
Total 36.23 29.87
Non-current liabilities - -
Total 36.23 29.87
290
b) Fair value hierarchy

The following table provides the fair value measurement hierarchy of the Group's assets and liabilities.
Quantitative disclosures fair value measurement hierarchy for assets and liabilities as at March 31, 2020
Date of valuation Level 1 Level 2 Level 3 Total

Financial assets
Investments
Equity instruments March 31, 2020 0.08 - - 0.08
Mutual funds March 31, 2020 - 875.12 - 875.12
Derivative financial assets March 31, 2020 - 4.48 - 4.48
Derivative financial liabilities March 31, 2020 - 36.23 - 36.23
Quantitative disclosures fair value measurement hierarchy for assets and liabilities as at March 31, 2019
Date of valuation Level 1 Level 2 Level 3 Total
Financial assets
Investments
Equity instruments March 31, 2019 0.18 - - 0.18
Mutual funds March 31, 2019 - 829.16 - 829.16
Derivative financial assets March 31, 2019 - 47.89 - 47.89
Derivative financial liabilities March 31, 2019 - 29.87 - 29.87
There has been no transfer between level 1 and level 2 during the year and during the previous year.
The fair value of forward contracts is determined using observable inputs, such as currency exchange rates applied to notional
amounts stated in the applicable contracts.
40 (a) Financial risk management
The Group's principal financial liabilities, other than derivatives, comprise trade and other payables and loans and borrowings. The main
purpose of these financial liabilities is to finance the Group's operations. The Group's principal financial assets include loans, trade and
other receivables and cash and cash equivalents that derive directly from its operations. The Group also holds FVTPL investments and
enters into derivative transactions.
Risk is inherent in the Group’s activities but it is managed through a process of ongoing identification, measurement and monitoring,
subject to risk limits and other controls. This process of risk management is critical to the Group’s continuing profitability and each
individual within the Group is accountable for the risk exposures relating to his or her responsibilities. The Group is exposed to market
risk, credit risk and liquidity risk.
The Company’s Board of Directors is ultimately responsible for the overall risk management approach and for approving the risk
strategies and principles. No significant changes were made in the risk management objectives and policies during the years ended
March 31, 2020 and March 31, 2019. The management of the Company reviews and agrees policies for managing each of these risks
which are summarised below:
I Market risk
Market risk is the risk that the value of an asset will fluctuate as a result of changes in market variables such as interest rates,
foreign exchange rates, and equity prices, whether those changes are caused by factors specific to the individual investment or its
issuer or factors affecting all investments traded in the market.
Market risk is managed on the basis of pre-determined asset allocations across various asset categories, diversification of assets
in terms of geographical distribution and industry concentration, a continuous appraisal of market conditions and trends and
management’s estimate of long and short term changes in fair value.
291
a Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in market interest rates. The Group is not currently exposed significantly to such risk as most of the the borrowings
are on fixed interest terms.
b Foreign currency risk
Foreign exchange risk arises when future commercial transactions and relevant assets and liabilities are denominated in a
currency that is not the Group’s functional currency. Foreign exchange risk is the risk that the value of a financial
instrument will fluctuate due to changes in foreign exchange rates.
Foreign exchange risk is managed on the basis of limits determined by management and a continuous assessment of
current and expected exchange rate movements and entering into derivative contracts that hedge the maximum period of
exposure of underlying transactions (i.e. highly probable forecast sales and purchases).
When a derivative is entered into for the purpose of being a hedge, the Group negotiates the terms of those derivatives to
match the terms of the hedged exposure. For hedges of forecast transactions the derivatives cover the period of exposure
from the point the cash flows of the transactions are forecasted up to the point of settlement of the resulting receivable or
payable that is denominated in the foreign currency.
Foreign currency sensitivity
The following tables demonstrate the sensitivity to a reasonably possible change in USD, SEK and EUR exchange rates,
with all other variables held constant. The impact on the Group's profit before tax is due to changes in the fair value of
monetary assets and liabilities including foreign currency derivatives not designated as cash flow hedge and foreign
currency derivatives with underlying foreign currency monetary assets/liabilities designated as cash flow hedge. The
impact on the Group's pre-tax equity is due to changes in the fair value of forward exchange contracts designated as cash
flow hedges.
Impact on profit before tax Impact on other components of equity
March 31, 2020 March 31, 2019 March 31, 2020 March 31, 2019
USD Sensitivity
INR/ USD - Increase by 1% (1.21) 3.09 (0.14) (0.68)
INR/ USD - Decrease by 1% 1.21 (3.09) 0.14 0.68
SEK Sensitivity
INR/ SEK - Increase by 1% 0.35 0.10 0.09 0.14
INR/ SEK - Decrease by 1% (0.35) (0.10) (0.09) (0.14)
EUR Sensitivity
INR/ EUR - Increase by 1% 0.43 0.67 0.71 0.51
INR/ EUR - Decrease by 1% (0.43) (0.67) (0.71) (0.51)
Favourable impact shown as positive and adverse impact as negative.

The exposure to other foreign currencies is not significant to the Group's financial statements.
c Price risk
The Group's equity securities are susceptible to market price risk arising from uncertainties about future values of the
investment securities. These securities are unquoted. The Group manages the equity price risk through diversification and
by placing limits on individual and total equity instruments. Reports on the equity portfolio are submitted to the Group's
senior management on a regular basis. The Holding Company's Board of Directors reviews and approves all equity
investment decisions.
II Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a
financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables, lease assets and
292
contract assets) and from its financing activities, including deposits with banks, foreign exchange transactions and other financial
instruments.
Trade receivables / Contract assets / Lease receivable
Customer credit risk is managed by each business unit. An impairment analysis is performed at each reporting date on an
individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous group and
assessed for impairment collectively. The calculation is based on losses as per historical data. The maximum exposure to credit
risk at the reporting date is the carrying value of each class of financial assets disclosed in notes 7, 9(b) and 32 above. The charge of
impairment to Statement of profit and loss is disclosed in note 28 above. The Group evaluates the concentration of risk with
respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely
independent markets.
Financial instruments and Bank deposits
Credit risk from balances with banks, mutual funds, loans and other financial assets are managed by the Group's treasury
department in accordance with the Group's policy. Investments of surplus funds are made only with approved counterparties
having a good market reputation and within credit limits assigned to each counterparty. The limits are set to minimise the
concentration of risks and therefore mitigate financial loss through counterparty's potential failure to make payments.
The Group’s maximum exposure to credit risk for bank balances and deposits as at March 31, 2020 and March 31, 2019 is the
carrying amounts as disclosed in Note 9(a) and 13, maximum exposure relating to financial derivative instruments disclosed in
notes 9(b) and 18(b) to the financial statements.
III Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding
through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. Due
to the dynamic nature of the underlying businesses, company treasury maintains flexibility in funding by maintaining availability
under committed credit lines.
The management monitors rolling forecasts of the Group's liquidity position (comprising the undrawn borrowing facilities) and
cash and cash equivalents on the basis of expected cash flows. This is generally carried out at operating segments level in the
Group in accordance with practice and limits set by the Group. In addition, the Group's liquidity management policy involves
projecting future cash flows and considering the level of liquid assets necessary to meet these and monitoring balance sheet
liquidity ratios against internal requirements.
(i) Maturities of financial liabilities

The tables below summarises the Group's financial liabilities into relevant maturity profile based on contractual
undiscounted payments :
March 31, 2020 < 1 year 1 to 3 years > 3 years Total
Non- derivative
Borrowings
Loans 178.15 20.76 12.63 211.54
Trade Payables 960.24 39.73 - 999.97
Current maturities of long-tem borrowings 18.75 - - 18.75
Lease obligation 4.53 5.89 3.79 14.21
Unpaid dividend 0.97 - - 0.97
Other payables 87.55 1.10 7.08 95.73
Foreign exchange forward contracts 36.23 - - 36.23
293
March 31, 2019 < 1 year 1 to 3 years > 3 years Total

Non- derivative
Borrowings
Loans 185.00 24.59 10.48 220.07
Trade Payables 1,370.65 28.76 - 1,399.41
Current maturities of long-tem borrowings 19.07 - - 19.07
Unpaid dividend 0.98 - - 0.98
Other payables 98.25 5.77 0.33 104.35
Foreign exchange forward contracts 29.87 - - 29.87
40 (b) Hedging activities and derivatives

Cash flow hedges
Foreign currency risk
Foreign exchange forward contracts measured at fair value through OCI are designated as hedging instruments in cash flow hedges of
forecast sales in EUR, USD, SEK, and forecast purchases in USD, JPY and SEK . These forecast transactions are highly probable, and fully
cover the Group's expected future sales and future purchases based on the orders received.
While the Group also enters into other foreign exchange forward contracts with the intention to reduce the foreign exchange risk of
expected sales and purchases, these other contracts are not designated in hedge relationships and are measured at fair value through
profit or loss.
The foreign exchange forward contract balances vary with the level of expected foreign currency sales and purchases and changes in
foreign exchange forward rates.

Fair Value of Foreign exchange forward contracts 4.48 (34.75) 47.89 (28.18)
designated as hedging instruments
The terms of the foreign currency forward contracts match the terms of the expected highly probable forecast transactions. As a result,
no hedge ineffectiveness arise requiring recognition through profit or loss. Notional amounts are as mentioned below:

Cash flow hedge

Foreign exchange forward contracts 709.04 (40.99) 1,030.84 (298.26)
Derivatives not designated as hedges
All the derivative contracts expire in next 12 months.

The cash flow hedges of the expected future sales and purchases were assessed to be highly effective and following net unrealised gain /
(loss) with a deferred tax asset/ (liability) relating to the hedging instruments, is included in OCI.

Expected future Expected future Expected future Expected future
sales purchases sales purchases
Unrealised gain/ (loss) (12.76) 11.88 18.56 (16.17)
Deferred tax asset/ (liability) 3.21 (2.99) (6.58) 5.65
(9.55) 8.89 11.98 (10.52)
294
The amounts retained in OCI at March 31, 2020 are expected to mature and affect the statement of profit and loss during the year ended
March 31, 2021.
Reclassifications to profit or loss during the year gains or losses included in OCI are shown in Note 30.
Interest rate swap (cash flow hedge)
The Group manages its cash flow interest rate risk by using floating-to-fixed interest rate swaps. Under these swaps, the Group agrees
with other parties to exchange, at specified intervals (mainly quarterly), the difference between fixed contract rates and floating rate
interest amounts calculated by reference to the agreed notional principal amounts. Generally, the Group raises long-term borrowings at
floating rates and swaps them into fixed rates that are lower than those available if the Group borrowed at fixed rates directly.
The carrying value of interest rate swap at the end of the reporting year are as follows:

Interest rate swap - (1.48) - (1.69)
The nominal value of interest rate swap are:

Interest rate swap - (9.07) - (9.14)
41 Capital Management
The Group’s objective for capital management is to maximise shareholder value, safeguard business continuity and support the growth
of the Group. The Group determines the capital requirement based on annual operating plans and long-term and other strategic
investment plans. The funding requirements are met through equity and operating cash flows generated. No changes were made in the
objectives, policies or processes during the years ended March 31, 2020 and March 31, 2019. Capital represents equity attributable to
equity holders of the Parent Company.
March 31, 2020 March 31, 2019

Trade payables 999.97 1,399.41
Less: Cash and cash equivalents 254.04 308.23
Net debt 965.14 1,325.14
Equity 3,027.90 3,014.29
Capital and net debt 3,993.04 4,339.43
Gearing ratio 1 : 4.14 1 : 3.27
42. Exceptional Items

Particulars Note March 31, 2020 March 31, 2019
Impairment of Goodwill related to Thermax Netherlands B.V. group 4(c) - 87.51
Impairment of property, plant and equipment's and intangible 4 (a) & (c) - 2.03
assets of Thermax (Zhejiang) Cooling & Heating Engineering
Company Ltd.
43 Impact of COVID-19
World Health Organisation (WHO) declared outbreak of Coronavirus Disease (COVID-19) a global pandemic on March 11, 2020.
Consequent to this, Government of India declared a national lockdown on March 24, 2020 and which has been extended from time to
time. The Coronavirus is significantly impacting on business operation of the companies, by way of interruption in production, supply
chain disruption, unavailability of personnel, closure / lock down of production facilities etc. The Group is monitoring the situation
closely and operations are being resumed in a phased manner considering directives from the Government. The Group has evaluated its
liquidity position and recoverability and carrying values of its Intangible assets, trade receivables, Contract balances and inventories as
at March 31, 2020 and has concluded that no material adjustments are required at this stage.
295
44 Additional information required by Schedule III

Disclosure of additional information pertaining to the parent company, and its subsidiaries:
Net Assets (Total Share in Other Share in Total

Share in Profit and
Name of the Entity assets-total loss (PAT) Comprehensive Comprehensive
liabilities) Income Income
As a % of As a % of
As a % of As a % of consolidated consolidated
consolidated Amount consolidated Amount other Amount Total Amount
net assets Profit & Loss comprehensive comprehensive
Income Income
Parent Company
Thermax Limited 90.41% 2,737.54 100.73% 214.00 150.11% (13.18) 98.60% 200.82
Indian subsidiaries
Thermax Babcock & Wilcox Energy Solutions Private Limited 13.83% 418.80 0.29% 0.61 63.44% (5.57) (2.44%) (4.96)
Thermax Onsite Energy Solutions Limited 2.00% 60.62 5.95% 12.65 0.34% (0.03) 6.20% 12.62
Thermax Instrumentation Limited 1.44% 43.50 3.85% 8.17 (11.85%) 1.04 4.52% 9.21
Thermax Engineering Construction Co. Ltd. 1.31% 39.66 2.99% 6.35 (0.46%) 0.04 3.14% 6.39
Thermax Cooling Solutions Limited (formerly known as 0.16% 4.90 2.25% 4.79 0.23% (0.02) 2.34% 4.77
Thermax Sustainable Energy Solutions Limited (0.18%) (5.41) (0.74%) (1.58) - - (0.78%) (1.58)
First Energy Private Limited (0.61%) (18.35) (4.93%) (10.47) (1.25%) 0.11 (5.09%) (10.36)
Foreign subsidiaries -
Thermax Engineering Singapore Pte. Ltd. 4.80% 145.32 (0.48%) (1.01) - - (0.50%) (1.01)
PT Thermax International Indonesia 2.32% 70.16 (2.55%) (5.41) (0.23%) 0.02 (2.65%) (5.39)
Thermax Inc. 1.87% 56.54 1.85% 3.92 - - 1.92% 3.92
Thermax Europe Limited 1.84% 55.72 0.46% 0.98 - - 0.48% 0.98
Thermax Netherlands B.V. 1.26% 38.15 (0.26%) (0.55) - - (0.27%) (0.55)
Thermax Denmark ApS (Consol.) 1.17% 35.33 (11.66%) (24.78) 19.13% (1.68) (12.99%) (26.46)
Thermax International Limited 0.39% 11.79 0.37% 0.79 - - 0.39% 0.79
Thermax Energy and Environment Lanka (Pvt) Limited 0.21% 6.45 0.12% 0.25 - - 0.12% 0.25
Rifox-Hans Richter GmbH Spezialarmaturen 0.18% 5.60 0.56% 1.20 - - 0.59% 1.20
Thermax Energy & Environment Philippines Corporation 0.16% 4.81 0.04% 0.08 - - 0.04% 0.08
Thermax Engineering Construction FZE 0.16% 4.73 2.09% 4.44 - - 2.18% 4.44
Thermax (Zhejiang) Cooling & Heating Engineering Co. Ltd. 0.07% 2.16 (2.33%) (4.95) - - (2.43%) (4.95)
Thermax Sdn.Bhd 0.04% 1.35 0.06% 0.12 - - 0.06% 0.12
Thermax Nigeria Limited 0.03% 0.87 (0.01%) (0.02) - - (0.01%) (0.02)
Thermax Senegal S.A.R.L 0.02% 0.54 (0.59%) (1.25) - - (0.61%) (1.25)
Thermax do Brasil-Energia e Equipamentos Ltda. 0.01% 0.43 0.04% 0.08 - - 0.04% 0.08
Controlled Trusts
ESOP Trust and Employee Welfare Trusts 3.82% 115.78 5.62% 11.95 - - 5.87% 11.95
Consolidation Adjustments (26.72%) (809.07) (3.72%) (7.91) (119.48%) 10.49 1.27% 2.58
Total 100.00% 3,027.90 100.00% 212.45 100.00% (8.78) 100.00% 203.67
Thermax International Tanzania Limited has been incorporated on December 7, 2019. Hence, not included in above statement.
Thermax (Thailand) Limited has been incorporated on March 9, 2019. Hence, not included in above statement.
296
Disclosure of additional information pertaining to the parent company, and its subsidiaries: For the year ended March 31, 2019
Net Assets (Total assets- Share in Profit and Share in Other Share in Total
Name of the Entity Comprehensive Income Comprehensive Income
total liabilities) loss (PAT)
As a % of As a % of
As a % of As a % of consolidated consolidated
consolidated Amount consolidated Amount other Amount Total Amount
net assets Profit & Loss comprehensive comprehensive
Income Income
Parent Company
Thermax Limited 90.76% 2,735.90 84.58% 275.25 95.81% (20.81) 83.78% 254.44
Indian subsidiaries
Thermax Babcock & Wilcox Energy Solutions Private Limited* 14.06% 423.74 33.58% 109.29 5.11% (1.11) 35.62% 108.18
Thermax Onsite Energy Solutions Limited 1.97% 59.25 3.51% 11.41 - - 3.76% 11.41
Thermax Instrumentation Limited 1.14% 34.28 2.63% 8.57 1.29% (0.28) 2.73% 8.29
Thermax Engineering Construction Co. Ltd. 1.10% 33.27 0.10% 0.34 - - 0.11% 0.34
Thermax Cooling Solutions Limited (formerly known as 0.00% 0.14 - - - - - -
Thermax SPX Energy Technologies Ltd)^
Thermax Sustainable Energy Solutions Limited (0.13%) (3.83) 0.02% 0.08 - - 0.03% 0.08
First Energy Private Limited (0.27%) (8.00) (1.67%) (5.43) 0.09% (0.02) (1.79%) (5.45)
Foreign subsidiaries
Thermax Engineering Singapore Pte. Ltd. 4.79% 144.50 (0.05%) (0.17) - - (0.06%) (0.17)
PT Thermax International Indonesia 2.61% 78.76 (4.18%) (13.61) - - (4.48%) (13.61)
Thermax Inc. 1.59% 47.93 2.97% 9.65 - - 3.18% 9.65
Thermax Europe Limited 1.74% 52.54 1.50% 4.87 - - 1.60% 4.87
Thermax Netherlands B.V. 1.28% 38.64 (47.89%) (155.86) - - (51.32%) (155.86)
Thermax Denmark ApS (Consol.) 1.96% 58.94 (34.57%) (112.50) 1.86% (0.40) (37.18%) (112.90)
Thermax International Limited 0.34% 10.35 (0.04%) (0.13) - - (0.04%) (0.13)
Thermax Energy and Environment Lanka (Pvt) Limited 0.20% 6.11 0.10% 0.34 - - 0.11% 0.34
Rifox-Hans Richter GmbH Spezialarmaturen 0.13% 4.04 0.35% 1.13 - - 0.37% 1.13
Thermax Energy & Environment Philippines Corporation 0.14% 4.17 0.06% 0.21 - - 0.07% 0.21
Thermax (Zhejiang) Cooling & Heating Engineering Co. Ltd. (0.01%) (0.16) (2.95%) (9.61) - - (3.16%) (9.61)
Thermax Sdn.Bhd 0.04% 1.19 0.02% 0.06 - - 0.02% 0.06
Thermax Nigeria Limited 0.01% 0.16 (0.03%) (0.10) - - (0.03%) (0.10)
Thermax Senegal S.A.R.L 0.09% 2.69 (0.24%) (0.79) - - (0.26%) (0.79)
Thermax do Brasil-Energia e Equipamentos Ltda. 0.01% 0.44 0.02% 0.05 - - 0.02% 0.05
Controlled Trusts
ESOP Trust and Employee Welfare Trusts 3.44% 103.82 2.98% 9.69 - - 3.19% 9.69
Joint Ventures (investment as per the equity method)
Thermax Babcock & Wilcox Energy Solutions Private Limited* - - 0.04% 0.12 2.40% (0.52) (0.13%) (0.40)
Thermax Cooling Solutions Limited (formerly known as - - (0.29%) (0.96) - - (0.32%) (0.96)
Thermax SPX Energy Technologies Ltd)^
Consolidation Adjustments (27.02%) (814.58) 59.47% 193.53 (6.54%) 1.42 64.19% 194.95
Total 100% 3,014.29 100% 325.43 100% (21.72) 100% 303.71
* The entity became a subsidiary pursuant to acquisition of additional stake on July 19, 2018.
^ The entity became a subsidiary pursuant to acquisition of additional stake on February 25, 2019.
Partner
Place: Pune
Date: June 18, 2020
297
FORM AOC- I
Statement containing salient features of the financial statement of subsidiaries or associate companies or joint ventures
Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014.
Part "A" : Subsidiaries

Rs. in Crore
Exchange
Profit Provision Profit % of Rate as
Reporting Date of Capital Reserves Total Total Proposed Share Reporting on
Particulars Period acquisition Assets Liabilities Investments Turnover Before
Tax
for
Tax
after
Tax Dividend Holding Currency March 31st
2020
Thermax Sustainable Energy Solutions Ltd. 2019-20 4.75 (10.16) 0.27 5.68 - - 0.42 2.00 (1.58) - 100.00 INR
Thermax Engineering Construction Co. Ltd. 2019-20 4.50 35.16 52.70 13.04 - 30.82 7.34 0.99 6.35 - 100.00 INR
Thermax Instrumentation Ltd. 2019-20 9.00 34.50 129.76 86.26 2.01 178.74 12.78 4.61 8.17 - 100.00 INR
Thermax Onsite Energy Solutions Ltd. 2019-20 18.65 41.97 111.42 50.80 2.02 119.03 14.22 1.58 12.65 9.33 100.00 INR
First Energy Private Limited 2019-20 31-Aug-16 13.47 (31.82) 9.70 28.05 0.81 18.25 (10.47) - (10.47) - 76.00 INR
Thermax International Ltd. (Mauritius) 2019-20 26.01 (13.32) 12.78 0.09 6.30 - 0.81 0.02 0.79 - 100.00 USD 75.55
Thermax Europe Ltd. (U.K.) 2019-20 1.88 53.84 61.22 5.49 - 45.18 1.25 0.27 0.98 - 100.00 GBP 93.82
Thermax Inc. (U.S.A.) 2019-20 3.78 52.77 80.00 23.46 - 129.06 5.11 1.19 3.92 - 100.00 USD 75.55
Thermax do Brasil Energia e Equipamentos Ltda. 2019-20 1.58 (1.14) 0.45 0.01 - 0.22 0.08 - 0.08 - 100.00 Brazilian 14.52
(Brazil) Real
Thermax (Zhejiang) Cooling & Heating Engineering 2 019 111.76 (108.58) 9.02 5.84 - 3.34 (12.64) - (12.64) - 100.00 Yuan 10.67
Co. Ltd. (China)#
Thermax Denmark ApS. 2019-20 145.17 (112.56) 118.15 85.54 107.54 - (27.63) (0.21) (27.42) - 100.00 DKK 11.17
Thermax Netherlands BV. 2019-20 232.47 (163.40) 69.40 0.32 68.24 - (0.55) - (0.55) - 100.00 EUR 83.32
Danstoker A/S 2019-20 1-Oct-10 11.17 36.07 156.34 109.10 25.01 177.93 (9.70) (3.69) (6.01) - 100.00 DKK 11.17
Ejendomsanp-artsselskabet Industrivej Nord 13 2019-20 1-Oct-10 0.22 27.92 58.63 30.49 11.06 - 4.85 0.74 4.11 - 100.00 DKK 11.17
Boilerworks A/S 2019-20 0.56 (3.57) 37.30 40.31 - 122.98 (10.76) (2.32) (8.44) - 100.00 DKK 11.17
Boilerworks Properties ApS 2019-20 0.11 10.39 11.06 0.56 - - 2.11 0.42 1.69 - 100.00 DKK 11.17
Rifox-Hans Richter GmbH Spezialarmaturen 2019-20 1-Apr-12 5.97 (0.37) 11.74 6.13 - 26.89 1.20 - 1.20 - 100.00 EUR 83.32
Thermax SDN.BHD 2019-20 0.88 0.48 1.46 0.10 - 3.08 0.20 0.08 0.12 - 100.00 Malaysian 17.52
Ringet
Thermax Engineering Singapore Pte. Ltd 2019-20 173.65 (1.54) 174.75 2.64 150.82 - (1.01) - (1.01) - 100.00 USD 75.55
PT Thermax International Indonesia 2019-20 113.09 (42.94) 107.45 37.29 - 99.17 (5.41) - (5.41) - 100.00 Indonesian 0.0046
Rupiah
Thermax Senegal S.A.R.L# 2 019 1.35 (0.80) 1.40 0.84 - - (1.47) - (1.47) 0.96 100.00 Central 0.13
African
Franc
Thermax Energy and Environment Philippines 2019-20 7.28 (2.47) 5.61 0.80 - 3.54 0.12 0.04 0.08 - 100.00 PHP 1.49
Corporation
Thermax Nigeria Limited 2019-20 1.05 (0.18) 1.07 0.20 - 0.62 (0.09) (0.07) (0.02) - 100.00 NGN 0.21
Thermax Energy and Environment Lanka (pvt) Limited 2019-20 8-Aug-17 6.13 0.32 6.50 0.05 - 0.86 0.35 0.10 0.25 - 100.00 LKR 0.40
Thermax Babcock & Wilcox Energy Solutions Pvt Ltd 2019-20 628.22 (104.12) 1,923.12 1,399.01 164.29 911.60 17.84 41.65 (23.82) - 100.00 INR
Thermax Cooling Solutions Limited (formerly known as 2019-20 20.00 (15.10) 40.31 35.40 0.04 54.16 4.96 0.17 4.79 - 100.00 INR
Thermax Engineering Construction FZE 2019-20 - 4.73 8.56 3.83 - 5.99 4.44 - 4.44 - 100.00 USD 75.55
Danstoker Poland Spółka Z Ograniczona 2019-20 4-May-17 100.00 PLN 18.28
Odpowiedzialnoscia
Notes :
i) The reporting period of Thermax (Zhejiang) Cooling & Heating Engineering Co. Ltd. (China) and Thermax Senegal S.A.R.L is 2019,
A31whereas the same for all other subsidiaries is 2019-20
ii) The annual accounts of the above Subsidiary Companies are open for inspection by any investor at the Company's Corporate Office and
the Registered Office of the respective subsidiary companies.
iii) Thermax Hong Kong Ltd. has been registered for dormancy as per laws of Hong Kong hence not included in the above statement.
iv) Balance sheet figures of foreign subsidiaries are converted at an exchange rate prevailing on closing day of the financial year of the
subsidiary for the purpose of this statement
v) Statement of Profit and Loss figures of foreign subsidiaries are converted at an average exchange rate of the subsidiary for the purpose
of this statement
# For the year ended December 31, 2019
# Exchange rates as on December 31, 2019
vi) Thermax International Tanzania Limited has been incorporated on December 7, 2019. Hence, not included in above statement.
vii) Thermax (Thailand) Limited has been incorporated on March 9, 2019. Hence, not included in above statement.
298
Part "B" : Associates and Joint Ventures
Statement pursuant to section 129(3) of the companies Act 2013 related to Associate companies and joint ventures
Rs. in Crore
Particulars
1 Latest Audited Balance Sheet Date

2 Date of acquisition*
3 Shares of Joint Ventures held by the Company on the year end
i) Number
ii) Amount of Investment in Joint Venture
N.A.
iii) Extent of Holding %
4 Description of how there is significant influence
5 Reason why the joint venture is not consolidated
6 Net Worth attributable to shareholding as per latest Balance
Sheet
7 Profit/Loss for the year#
i) Considered in Consolidation
ii) Not considered in Consolidation
For and on behalf of the Board of Directors of Thermax Limited
Meher Pudumjee M. S. Unnikrishnan Rajendran Arunachalam Kedar Phadke

Chairperson Managing Director and CEO Executive Vice President Company Secretary
DIN: 00019581 DIN: 01460245 & Group Chief Financial Officer
Place: Pune
Date: June 18, 2020
299
This space is intentionally left blank
300
Corporate Office
Thermax House
14 Mumbai - Pune Road, Wakdewadi,
Pune - 411 003

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39th ANNUAL REPORT

The report is prepared in accordance Disclosure Requirements), Regulations,

Annual Report 2019-20 01

The year 2019-20 has been a test of survival for

We are embedding sustainability into and customers to achieve it. The

Thermax also recognises that

1 Thermax Group clocked a total

4 In the third quarter of FY2019-20,

7 Thermax completed the supply of its

Annual Report 2019-20 03

Annual Report 2019-20 05

compared to Rs. 2,636 crore in the

Against the backdrop of severe economic

Annual Report 2019-20 07

Annual Report 2019-20 09

Agro Processing Automobiles Cement Chemicals & Fertilisers Construction

Dairies Distilleries Food Metals Paper & Pulp

Pharmaceuticals Plywood Power Generation Refineries & Soft Beverages

Annual Report 2019-20 11

Heating Cooling Power Generation

ENVIRONMENT SEGMENT CHEMICAL SEGMENT

Enviro Water & Waste Solutions Chemical

Annual Report 2019-20 13

Strategy Planning Process

Scanning the global Developing strategies

Strategic Objectives Enablers

Annual Report 2019-20 15

INPUTS VALUE CREATION PROCESS

Enabling • Total Income (Rs. crore): 5,831

Corporate Administration MANUFACTURED CAPITAL

Annual Report 2019-20 17

The fast moving consumer goods expected to have a twin positive

Annual Report 2019-20 19

Thermax’s CFBC boiler clocks 674 days of uninterrupted

Annual Report 2019-20 21

The group reported a consolidated

2017-18 2018-19 2019-20

Annual Report 2019-20 23

Drivers shortage of water. Led by its expertise

The Chemical segment manufactures The company’s specialty chemicals serve

• Increase in demand for cartridge applications for specific contaminant removal

• Investments in petrochemical sector is leading to opportunities for MEG (Monoethylene

• Accent towards recycling of water in the wake of global water crisis

• Nurture key accounts for long-term business association and partnerships

Annual Report 2019-20 25

Annual Report 2019-20 27

Continued focus on agro-waste steam

Thermax Inc., a step-down subsidiary

More Power Through Solar

Annual Report 2019-20 29

Largest O&M Order of 90 MW

3. Reduce Dependence on Domestic Market Through Selective

Interest coverage 48.81 61.48 25.94 35.98

Net Profit Margin 4.9% 4.4% 3.6% 5.3%

Current Ratio 1.45 1.48 1.43 1.30

Return on Capital 9.3% 11.8% 13% 14%

Return on Net 5.9% 5.9% 7% 11%

Annual Report 2019-20 31

Surveillance audits for OHSAS The continued use of a mobile app on

Annual Report 2019-20 33