Mar 31, 2018
1. CORPORATE INFORMATION
The Company is a Public Company domiciled in India and incorporated Company incorporated on 10.06.1992 The Company is engaged in the manufacture and sale of extensive range of Heat Exchangers such as Shell & Tube Type, Finned Tube Type and Air Cooled Heat Exchangers, Pressure Vessels, Air-conditioning and Refrigeration equipments and Turnkey HVAC Projects in India & marketing of equipments even outside India. All these products are supplied to leading Industrial Sections like Power Projects, Refineries, Fertilizers, Cements, Petrochemicals, Pharmaceuticals, Textile and Chemical Industries.
a. Terms/rights attached to equity shares
The Company has only one class of shares i.e. equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends, if any, in Indian rupees. The dividend, if proposed, by the Board of Directors is subject to the approval of the share holders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
Note :
Working Capital facilities from Bank of Baroda is secured by way of hypothecation of raw-materials, stores and spares, work-in-progress of finished goods and book debts of the company both present and future and first charge on company''s plant & machinery, other movable assets of the company as well as secured by mortgage of companies factory land and building situated at Plot no. 805, 806, 807, and 810 at Rakanpur, Tal. Kalol, Dist. Gandhinagar and secured by equitable mortgage of plot no 811 of the company situated at village Rakanpur Taluka Kalol Dist Gandhinagar as collateral security and is also personally guaranteed by the Promoters of the company.
Consequent to introduction of Goods and Service Tax (GST) with effect from 1st July'' 2017, Central Excise, Value Added tax (VAT) etc; have been subsumed in to GST. IN accordance with Indian Accounting Standard-18 on Revenue and Schedule III of the Companies Act, 2013, unlike excise duty levies like GST,VAT etc; are not part of revenue. Accordingly, the figures for the year ended on 31st March,2018 is not strictly relateable to previous year.
Capital Commitments
Estimated amount of contracts remaining to be executed on capital account [net of advances] and not provided for Rs. NIL Lacs (P.Y Rs.NIL)
2. SEGMENT INFORMATION
Primary Segment - Business Segment
The Company''s operation predominantly comprise of only one segment .In view of the same, separate segmental information is not required to be disclosed as per the requirement of Indian Accounting Standard 108 Operating Segment Secondary Segment - Geographical Segment
The analysis of geographical segment is based on the geographical location of the customers. The geographical segments considered for disclosure are as follows:
Sales within India include sales to customers located within India. Sales outside India include sales to customers located outside India.
3. In the opinion of the Board of Directors, the current assets, loans and advances are approximately of the value stated, if realized in the ordinary course of business. The provisions for depreciation and all known and ascertained liabilities are adequate and not in excess of the amounts reasonably necessary.
4. Balances of Unsecured Loan, Trade Receivable and Payables & loans and advances are subject to confirmation from respective parties.
5. Corporate Social Responsibility
(a) Gross amount required to be spent by the company during the year Rs.21,94,975/- (Previous year Rs.18,66,555/-)
6. EMPLOYEE BENEFIT OBLIGATION
As per Indian Accounting Standard (Ind AS) 19 "Employee Benefits", the disclosures of Employee benefits as defined in the Accounting Standard are given below :
(i) Defined Contribution Plan: Employee benefits in the form of Provident Fund are considered as defined contribution plan and the contributions to Employees Provident Fund Organization established under The Employees Provident Fund and Miscellaneous Provisions Act 1952 and Employees State Insurance Act, 1948, respectively, are charged to the profit and loss account of the year when the contributions to the respective funds are due.
(ii) Defined Benefit Plan: Retirement benefits in the form of Gratuity are considered as defined benefit obligation and are provided for on the basis of third party actuarial valuation, using the projected unit credit method, as at the date of the Balance Sheet. Every Employee who has completed five years or more of service is entitled to Gratuity on terms not less favorable than the provisions of The Payment of Gratuity Act, 1972.
(iii) Following are the risks associated with the plan:
Interest rate risk:
A fall in the discount rate which is linked to the G.Sec. Rate will increase the present value of the liability requiring higher provision. A fall in the discount rate generally increases the mark to market value of the assets depending on the duration of asset.
Salary Risk:
The present value of the defined benefit plan liability is calculated by reference to the future salaries of members. As such, an increase in the salary of the members more than assumed level will increase the plan''s liability.
Investment Risk:
The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. If the return on plan asset is below this rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balanced mix of investments in government securities, and other debt instruments.
Asset Liability Matching Risk:
The plan faces the ALM risk as to the matching cash flow. Since the plan is invested in lines of Rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.
Mortality risk:
Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not have any longevity risk.
Concentration Risk:
Plan is having a concentration risk as all the assets are invested with the insurance company and a default will wipe out all the assets. Although probability of this is very less as insurance companies have to follow regulatory guidelines.
Notes to the Reconciliations of figures reported under IGAAP and IND-AS as at & for the financial year ended on 31st March,2017 (end of last period presented as per IGAAP) and as at 1st April,2016 (Date of Transition):
(a) (i) Assets / liabilities which do not meet the definition of financial asset / financial liability have been reclassified to other asset / liability.
(ii) The Company has re-classified Fixed Deposit Investment from cash and cash equivalents to other bank balances.
(b) Excise Duty
Under the previous GAAP, revenue from sale of products was presented exclusive of excise duty. Under Ind AS, revenue from sale of goods is presented inclusive of excise duty. The excise duty paid is presented on the face of statement of profit and loss as part of expenses. The excise duty on closing stocks of finished goods also reclassified/regrouped from Other expenses.
(c) Deferred Tax
IGAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. IND AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. The application of IND AS 12 approach has resulted in recognition of deferred tax on new temporary differences which was not required under IGAAP. In addition, the various transitional adjustments lead to temporary differences. Deferred tax adjustments are recognized in correlation to the underlying transaction in retained earnings."
(d) Actuarial gain/(loss) on Defined Benefit plans for Employee Benefits:
"Under Ind AS, the change in defined benefit liability is split into changes arising out of service and interest cost and changes arising out of re measurements. Changes due to service and interest cost are to be recognized in Profit and Loss account and the changes arising out of re-measurements are to be recognized directly in Other Comprehensive Income (OCI)."
(e) Proposed Dividend:
Under the Previous GAPP, dividends proposed by the board of directors after the balance sheet date but before the approval of the financial statements were considered as adjusting events. Accordingly, provision for proposed dividend was recognized as liability. Under Ind AS, such dividends are recognized when the same is approved by the shareholders in the General Meeting.
(f) Under IGAAP, Foreign exchange rate difference was treated as Finance cost and now under IND AS the same has been reclassified to Other Expenses.
(g) Under IGAAP, the amount of loss on sale of fixed assets shown under the head extraordinary item. In IND AS the same has been reclassified and shown under the head Other Expenses.
(h) Re-measurement of defined benefit plan in accordance with IND AS 19 Employee Benefits and under IND AS, the actuarial gains and losses form part of re-measurement of the net defined liability/asset which is recognized in other comprehensive Income.
7. APPROVAL OF FINANCIAL STATEMENT
The financial statements were approved for issue by the board of directors on 26th May, 2018. As per our report of even date attached.
Mar 31, 2016
1. SEGMENT INFORMATION
Primary Segment - Business Segment
The Company''s operation predominantly comprise of only one segment .In view of the same, separate segmental information is not required to be disclosed as per the requirement of Accounting Standard 17.
Secondary Segment - Geographical Segment
The analysis of geographical segment is based on the geographical location of the customers. The geographical segments considered for disclosure are as follows:
Sales within India include sales to customers located within India.
Sales outside India include sales to customers located outside India.
Information pertaining to Secondary Segment
Gross revenue from operations as per Geographical Locations
2. In the opinion of the Board of Directors, the current assets, loans and advances are approximately of the value stated, if realized in the ordinary course of business. The provisions for depreciation and all known and ascertained liabilities are adequate and not in excess of the amounts reasonably necessary.
3. Balances of Unsecured Loan, Trade Receivable and Payables & loans and advances are subject to confirmation from respective parties.
4. Corporate Social Responsibility
(a) Gross amount required to be spent by the company during the year Rs. 17,17,000/-
(b) Amount spent during the year on:
5. EMPLOYEE BENEFIT OBLIGATION
As per Accounting Standard 15 "Employee Benefits", the disclosures of Employee benefits as defined in the Accounting Standard are given below :
Defined Contribution Plan:
Contribution to Defined Contribution Plan, recognized as expense for the year is as under :
The company has taken defined benefit plan i.e. Employee Group Gratuity Scheme from the Life Insurance Corporation (LIC) of India which provides Gratuity linked to the final salaries and is funded in a manner such that the contribution are set at a level that is expected to be sufficient to pay the benefits falling due in the same period. It is not practicable to determine the present value of the Company''s obligation or the related current service cost as the LIC compute its obligation on its own basis that differ materially from the basis used in the Company''s financial statements i.e. the company recognized / charged only the amount paid to the LIC as a contribution towards Gratuity Scheme.
The expense recognized in the statement of Profit & Loss, which is equal to the contribution due / paid for the year.
6. Previous year''s figures have been re-grouped/rearranged wherever necessary to make them comparable with current yearâs figures.
Mar 31, 2015
1. Capital Commitments & Contingent Liabilities not provided for:
a) Contingent Liabilities (Rs. in lacs)
Particulars As at 31/03/2015 As at 31/03/2014
Outstanding Bank Guarantees 3185.83 1671.48
Outstanding Foreign Bank
Guarantees US$ 24,48,814.67 US$ 70143.69
Outstanding Inland Letter
of Credit 34.42 75.98
Outstanding Foreign Letter
of Credit US$ 30,17,342.45 NIL
b) Capital Commitments
Estimated amount of contracts remaining to be executed on capital
account [net of advances] and not provided for Rs. NIL Lacs (P.Y Rs. 12.37
Lacs)
2. As per the information given to us, the Company has provided Rs. NIL
(P.Y. Rs. 2,59,700/-) as permanent diminution in value of Investment.
3. SEGMENT INFORMATION
Primary Segment - Business Segment
The Company's operation predominantly comprise of only one segment. In
view of the same,separate segmental information is not required to be
disclosed as per the requirement of Accounting Standard 17
Secondary Segment - Geographical Segment
The analysis of geographical segment is based on the geographical
location of the customers. The geographical segments considered for
disclosure are as follows:
Sales within India include sales to customers located within India.
Sales outside India include sales to customers located outside India.
Information pertaining to Secondary Segment
Gross revenue from operations as per Geographical Locations
4. In the opinion of the Board of Directors, the current assets, loans
and advances are approximately of the value stated, if realized in the
ordinary course of business. The provisions for depreciation and all
known and ascertained liabilities are adequate and not in excess of the
amounts reasonably necessary.
5. Balances of Unsecured Loan, Trade Receivable and Payables & loans
and advances are subject to confirmation from respective parties.
6. During the Current year, the Company has implemented Schedule II of
the Companies Act, 2013, effective from 1st April, 2014, and has
accordingly computed the depreciation based on revised useful life of
the of the fixed assets, prescribed by Schedule II of the act. The
Carrying Value of the fixed assets of Rs. 66.43 Lacs (net of deferred tax
credit of Rs. 31.91 Lacs) which have completed their useful life as on
1st April 2014 has been adjusted in the opening balance of retained
earnings as on 01-04-2014.
The company has taken defined benefit plan i.e. Employee Group Gratuity
Scheme from the Life Insurance Corporation (LIC) of India which
provides Gratuity linked to the final salaries and is funded in a
manner such that the contribution are set at a level that is expected
to be sufficient to pay the benefits falling due in the same period. It
is not practicable to determine the present value of the Company's
obligation or the related current service cost as the LIC compute its
obligation on its own basis that differ materially from the basis used
in the Company's financial statements i.e. the company recognized /
charged only the amount paid to the LIC as a contribution towards
Gratuity Scheme.
The expense recognized in the statement of Profit & Loss, which is
equal to the contribution due / paid for the year.
8. Previous year's figures have been re-grouped/rearranged wherever
necessary to make them comparable with current years figures.
Mar 31, 2014
1. CAPITAL COMMITMENTS & CONTINGENT LIABILITIES NOT PROVIDED FOR :
a) Contingent Liabilities
(Rs. in lacs)
As at 31/03/2014 As at 31/03/2013
Outstanding Bank Guarantees 1671.48 2245.25
Outstanding Foreign Bank Guarantees US$70143.69 US$ 36,2721.91
Outstanding Inland Letter of Credit 75.98 47.70
b) Capital Commitments
Estimated amount of contracts remaining to be executed on capital
account [net of advances] and not provided for Rs 1 2.37 Lacs (P.Y
Rs.NIL)
2. As per the information given to us, the Company has provided Rs.
259700 as diminution in value of Investment treating the same in
Permanent nature.
3. SEGMENT INFORMATION
Primary Segment - Business Segment
The Company''s operation predominantly comprise of only one segment. In
view of the same,separate segmental information is not required to be
disclosed as per the requirement of Accounting Standard 17.
Secondary Segment - Geographical Segment
The analysis of geographical segment is based on the geographical
location of the customers. The geographical segments considered for
disclosure are as follows:
Sales within India include sales to customers located within India.
Sales outside India include sales to customers located outside India.
4. In the opinion of the Board of Directors, the current assets, loans
and advances are approximately of the value stated, if realized in the
ordinary course of business. The provisions for depreciation and all
known and ascertained liabilities are adequate and not in excess of the
amounts reasonably necessary.
5. Balances of Unsecured Loan, Trade Receivable and Payables & loans
and advances are subject to confirmation from respective parties.
6. EMPLOYEE BENEFIT OBLIGATION
As per Accounting Standard 15 "Employee Benefits", the disclosures of
Employee benefits as defined in the Accounting Standard are given
below:
Defined Contribution Plan :
Contribution to Defined Contribution Plan, recognized as expense for
the year is as under :
The company has taken defined benefit plan i.e. Employee Group Gratuity
Scheme from the Life Insurance Corporation (LIC) of India which
provides Gratuity linked to the final salaries and is funded in a
manner such that the contribution are set at a level that is expected
to be sufficient to pay the benefits falling due in the same period. It
is not practicable to determine the present value of the Company''s
obligation or the related current service cost as the LIC compute its
obligation on its own basis that differ materially from the basis used
in the Company''s financial statements i.e. the company recognized /
charged only the amount paid to the LIC as a contribution towards
Gratuity Scheme. The expense recognized in the statement of Profit &
Loss, which is equal to the contribution due / paid for the year.
Mar 31, 2013
1. CAPITAL COMMITMENTS & CONTINGENT LIABILITIES NOT PROVIDED FOR :
Contingent Liabilities
(Rs. in lacs)
As at
31/03/2013 As at
31/03/2012
Outstanding Bank Guarantees 2,245.25 2,088.76
Outstanding Foreign Bank
Guarantees US$ 362,721.91 NIL
Outstanding Inland Letter of Credit 47.70 262.73
Outstanding Income Tax Demand (Gross) Nil 45.69
2. As per the informations given by the management the Company has
only one reportable business segment. And hence segment wise
information is not given.
3. In the opinion of the Board of Directors, the current assets,
loans and advances are approximately of the value stated, if realized
in the ordinary course of business. The provisions for depreciation and
all known and ascertained liabilities are adequate and not in excess of
the amounts reasonably necessary.
4. Balances of Unsecured Loan, Trade Receivable and Payables & loans
and advances are subject to confirmation from respective parties.
5. EMPLOYEE BENEFIT OBLIGATION
As per Accounting Standard 15 "Employee Benefits", the disclosures of
Employee benefits as defined in the Accounting Standard are given below
:
Defined Contribution Plan:
Contribution to Defined Contribution Plan, recognized as expense for
the year is as under :
The company has taken defined benefit plan i.e. Employee Group Gratuity
Scheme from the Life Insurance Corporation (LIC) of India which
provides Gratuity linked to the final salaries and is funded in a
manner such that the contribution are set at a level that is expected
to be sufficient to pay the benefits falling due in the same period. It
is not practicable to determine the present value of the Company''s
obligation or the related current service cost as the LIC compute its
obligation on its own basis that differ materially from the basis used
in the Company''s financial statements i.e. the company recognized /
charged only the amount paid to the LIC as a contribution towards
Gratuity Scheme. The expense recognized in the statement of Profit &
Loss, which is equal to the contribution due / paid for the year.
6. MICRO, SMALL & MEDIUM ENTERPRISE
As per the Micro, Small & Medium Development Act, 2006 and to the
extent of the information available, amounts unpaid as at the year end
together with the interest paid / payable, is as follows:
7. Previous year''s figures have been re-grouped/rearranged wherever
necessary so as to confirm to current year''s grouping.
Mar 31, 2012
1) Capital Commitments & Contingent Liabilities not provided for:
a) Capital Commitments;
Estimated amount of Contracts remaining to be executed on Capital
Account (net of advances) & not provided for Rs . NIL/- (P. Y.
94,40,000/-)
b) Contingent Liabilities
(Rs in lacs)
As at 31/03/2012 As at 31/03/2011
Outstanding Bank Guarantees 2,088.76 1,411.56
Out standing Inland Letter of
Credit 262.73& 109486 US$ 157.83
Outstanding Income Tax Demand
(Gross) 45.69 106.77
2. As per the informations given by the management the Company has
only one reportable business segment. And hence segment wise
information is not given.
3. In the opinion of the Board of Directors, the current assets,
loans and advances are approximately of the value stated, if realized
in the ordinary course of business. The provisions for depreciation and
all known and ascertained liabilities are adequate and not in excess of
the amounts reasonably necessary.
4. Balances of Sundry debtors, Creditors and loans and advances are
subject to confirmation from respective parties.
5. EMPLOYEE BENEFIT OBLIGATION
As per Accounting Standard 15 "Employee Benefits", the disclosures
of Employee benefits as defined in the Accounting Standard are given
below :
Defined Contribution Plan:
Contribution to Defined Contribution Plan, recognized as expense for
the year is as under :
The company has taken defined benefit plan i.e. Employee Group Gratuity
Scheme from the Life Insurance Corporation (LIC) of India which
provides Gratuity linked to the final salaries and is funded in a
manner such that the contribution are set at a level that is expected
to be sufficient to pay the benefits falling due in the same period. It
is not practicable to determine the present value of the Company's
obligation or the related current service cost as the LIC compute its
obligation on its own basis that differ materially from the basis used
in the Company's financial statements i.e. the company recognized /
charged only the amount paid to the LIC as a contribution towards
Gratuity Scheme. The expense recognized in the statement of Profit &
Loss, which is equal to the contribution due / paid for the year.
6. Previous year's figures have been re-grouped/rearranged wherever
necessary so as to confirm to current year's grouping.
7. Information required in terms of Part IV of Schedule VI to the
Companies Act 1956 as compiled by the Company is attached.
Mar 31, 2010
1) Contingent Liabilities not provided for:
Estimated amount of Contracts remaining to be executed on Capital
Account (net of advances) & not provided for Rs. 898400/- (P. Y. NIL)..
(Rs in lacs)
As at 31/03/2010 As at 31/03/2009
Outstanding Bank Guarantees 1081.07 780.96
Out standing Foreign Letter of Credit
(73865 US $) NIL 37.41
Outstanding Income Tax Demand for
F. Y. 2006-07 36.62 NIL
2. RELATED PARTY INFORMATION
The company has transactions with following related parties
a) Associates Thermflow Engineers Pvt. Ltd.
b) Key Management Personal
1. Narayanbhai G.Patel
2. Narendrabhai G. Patel
3. D.C.Narumalani
4. Prakashbhai N. Patel
5. Sanjivkumar N. Patel
7. SECURED LOANS
Working Capital from BOB
Working Capital facilities from Bank of Baroda is secured by way of
hypothecation of raw-materials, stores and spares, work-in-progress of
finished goods and book debts of the company both present and future
and first charge on companys plant & machinery and factory land and
building situated at Plot no. 805, 806, 807, and 810 at Rakanpur, Tal.
Kalol, Dist. Gandhinagar and also equitable mortgage on plot no 811 as
collateral security and is also personally guaranteed by the Promoters
of the company.
3. In the opinion of the Board of Directors, the current assets, loans
and advances are approximately of the value stated, if ealized in the
ordinary course of business. The provisions for depreciation and all
known and ascertained liabilities are adequate and not in excess of the
amounts reasonably necessary.
4. Balances of Sundry debtors, Creditors and loans and advances are
subject to confirmation from respective parties.
5. Inventories of finished goods costing around Rs. 1.47 Lacs (P.Y Rs
1.45 lacs) are non-moving in nature. However, the management is of the
view that they are in good condition and are realizable in ordinary
course of business and therefore, no provision is considered necessary
in respect of the said non-moving inventories.
6. The recoveries in respect of certain receivables have become
sticky/disputed. However, the company has taken appropriate steps
including initiation of legal proceedings wherever required for the
purpose of recovery of such sticky book debts. Since the company is
fairly confident of successfully recovering majority of the said sticky
debts, the company has not considered it necessary for making any
provision for doubtful debts. The recoveries of certain sticky /
disputed receivables have become suspectable and in opinion of the
management they become doubtful. The management is of the opinion that
it is in the interest of the company to write off the same and also the
company has taken appropriate steps including initiation of legal
proceedings where ever required.
The company has taken defined benefit plan i.e. Employee Group Gratuity
Scheme from the Life Insurance Corporation (LIC) of India which
provides Gratuity linked to the final salaries and is funded in a
manner such that the contribution are set at a level that is expected
to be sufficient to pay the benefits falling due in the same period. It
is not practicable to determine the present value of the Companys
obligation or the related current service cost as the LIC compute its
obligation on its own basis that differ materially from the basis used
in the Companys financial statements i.e. the company recognized /
charged only the amount paid to the LIC as a contribution towards
Gratuity Scheme. The expense recognized in the statement of Profit &
Loss, which is equal to the contribution due / paid for the year.
in previous year, if any, relating to amount unpaid as at the balance
sheet date together with interest paid or payable as per the
requirement under the said Act have not been made. )
7. ADDITIONAL INFORMATION PURSUANT TO THE PROVISIONS OF PARAGRAPH 3
AND 4 OF PART II OF SCHEDULE VI TO THE COMPANIES ACT, 1956.
8. Previous years figures have been re-grouped/rearranged wherever
necessary so as to confirm to current years grouping.
9. Information required in terms of part IV of schedule VI to the
companies Act, 1956 is attached.