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Notes to Accounts of Rama Phosphates Ltd.

Mar 31, 2018

Notes to the Financial Statements for the year ended March 31, 2018

The sensitivity analysis have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

The sensitivity analysis presented above may not be representative of the actual change in the projected benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

Furthermore, in presenting the above sensitivity analysis, the present value of the projected benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same method as applied in calculating the projected benefit obligation as recognised in the balance sheet.

There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years. Characteristics of defined benefit plan

The Company has a defined benefit gratuity plan in India (funded). The company''s defined benefit gratuity plan is a final salary plan for employees, which requires contributions to be made to a separately administered fund.The fund is managed by a trust which is governed by the Board of Trustees. The Board of Trustees are responsible for the administration of the plan assets and for the definition of the investment strategy

Risks associated with defined benefit plan

Gratuity is a defined benefit plan and company is exposed to the Following Risks:

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.

Characteristics of defined benefit plans

During the year, the company has changed the benefit scheme in line with Payment of Gratuity Act, 1972 by increasing monetary ceiling from 10 lakhs to 20 lakhs. Change in liability (if any) due to this scheme change is recognised as past service cost.

A separate trust fund is created to manage the Gratuity plan and the contributions towards the trust fund is done as guided by rule 103 of Income Tax Rules, 1962.

33 SEGMENT REPORTING :

Segment Information

(Rs In Lacs)

Particulars

Fertilizer &

Oil

Unallocable

Total

Chemicals

Segment Revenue

29,564.66

7,940.47

195.76

37,700.89

33,800.49

4,407.38

363.04

38,570.91

Segment Results

2,069.60

118.67

13.45

2,201.72

2,889.07

(307.15)

10.83

2,592.75

Interest and financial cost for the year

(719.16)

(51.81)

(3.48)

(774.45)

(745.07)

(68.37)

(18.45)

(831.89)

Net Corporate Office Expenses

-

-

(879.60)

(879.60)

-

-

(954.74)

(954.74)

Profit / (Loss) as per Statement of Profit & Loss

1,350.44

66.86

(869.63)

547.67

2,144.00

(375.52)

(962.36)

806.12

Segment Asset

25,374.97

1,917.40

624.16

27,916.53

28,154.80

1,175.27

776.65

30,106.72

(Rs In Lacs)

Particulars

Fertilizer &

Oil

Unallocable

Total

Chemicals

Segment Liabilities

10,164.55

2,545.99

1,791.39

14,501.93

13,297.62

1,988.78

1,796.81

17,083.21

Cost incurred during the year to acquire segment assets

312.49

0.15

3.68

316.32

195.42

0.00

9.02

204.44

Segment Depreciation

284.42

17.88

20.79

323.09

290. 64

22.10

25.54

338.28

Non-cash Expenses other then Depreciation

-

-

-

-

(Previous year figures are in italics)

34 CONTINGENT LIABILITY AND COMMITMENTS

a

Contingent Liabilities not provided for

For the year

For the year

ended 31.03.2018

ended 31.03.2017

i Royalty on rock phosphates.

116.09

116.09

ii Contingent liability due to reduction in brought forward losses on account of

931.57

931.57

completed assessments having a bearing on current taxable income.

iii Custom duty, Excise duty, Demurrage, Sales tax, Entry Tax and others.

416.84

468.06

iv Wages.

71.85

56.88

v Right to Recompense under Corporate Debt Restructure to lenders.

648.34

764.00

b

Claims against the company not acknowledged as debt

i Electricity duty.

43.38

43.38

ii Railway Claim.

195.18

195.18

c

Guarantees

Amount of Letters of Credit and Bank Guarantee issued by banks.

92.63

98.13

d

Commitments

Estimated Amount of Capital Contracts Pending to be executed (Net of Advances).

47.83

-

35 Related party disclosure

(i)

List of Related Parties as required by Ind AS-24 "Related Party Disclosures" are given below:

(a)

Parent

Silver Eagle Inc - From 10-11-2016

NRI Investor Inc - Upto 09-1 1-2016

(b)

Key management personnel and their relatives

Mr D. J.Ramsinghani (Chairman & Managing Director)

MrH. D. Ramsinghani (Vice Chairman & Jt Managing Director) (From 01.06.2017)

Mr J. K. Parakh (Chief Financial Officer)

Mr Kiran Jain (Company Secretary)

(c)

Non Executive/Independent Directors

Mr. Deonath Singh

Mrs. Nilanjana H. Ramsinghani

Mr. K. Raghuraman

Mr. A. K. Thakur

Mr. N. R. Joshi (from 19-05-2016)

Mr. Sunil Kumar Vohra (from 08-09-2017) Nominee Director of Bank of India)

Mr. R. K. Shrivastava (upto 07-09-20 17) Nominee Director of Bank of India)

(d)

Where persons mentioned in (b) exercise significant influence

Rama Industries Limited

Rainbow Agri Industries Limited

Rama Petrochemicals Limited

Rama Capital & Fiscal Services Pvt. Ltd.

Rama Enterprises

Nova Gelicon Private Limited

(Rs In Lacs)

(ii) Transactions with related parties

Type of related party

Description of the nature of transactions

Volume of Transactions during 2017-18

Volume of Transactions during 2016-17

Balance as on 31.03.2018 Receivable/ (Payable)

Balance as on 31.03.2017 Receivable/ (Payable)

Balance as on 01.04.2016 Receivable/ (Payable)

(a)

Parent

NRI Investors INC

Dividend paid

-

76.35

-

-

-

Silver Eagle INC

Dividend paid

100.50

0.00

-

-

-

(b)

Key management personnel and their relatives

Mr. D. J. Ramsinghani

Remuneration*

74.86

76.99

-

-

-

Mr. H. D. Ramsinghani

Remuneration*

80.00

-

-

-

-

Mr. J. K. Parakh

Remuneration*

38.49

30.41

-

-

-

Mr. Kiran Jain

Remuneration*

10.11

6.84

-

-

-

Mr. H. D. Ramsinghani

Sitting Fees Paid

0.15

0.50

-

-

-

(c)

Non Executive/Independent Directors

Mr. Deonath Singh

Sitting fees

0.60

0.65

-

-

-

Mrs. Nilanjana H. Ramsinghani

Sitting fees

0.20

0.15

-

-

-

Mr. K. Raghuraman

Sitting fees

0.55

0.60

-

-

-

Mr. A. K. Thakur

Sitting fees

0.45

0.45

-

-

-

Mr. N. R. Joshi

Sitting fees

0.05

-

-

-

-

Bank of India

Sitting fees

0.05

-

-

-

-

(d)

Where persons mentioned in (b) exercise significant influence

i)

Reimbursement of expenses received

Rainbow Agri Industries Ltd.

Sale of Finished Goods

-

7.45

-

-

-

Rama Petrochemicals Ltd.

Purchase of Goods

69.21

36.09

-

-

-

Nova Gelicon Pvt. Ltd.

Interest on Term Loan secured

0.84

0.78

-

-

-

Rama Capital & Fiscal Services Pvt. Ltd.

Interest on Loan and Advances

27.47

27.47

-

-

-

Rama Capital & Fiscal Services Pvt. Ltd.

Amount written off

27.47

27.47

-

-

-

Nova Gelicon Pvt. Ltd.

ICD taken during the period

-

15.00

-

-

-

Rainbow Agri Industries Ltd.

ICD taken during the period

150.00

-

-

-

-

Nova Gelicon Pvt. Ltd.

ICD repaid during the year

15.00

-

-

-

-

Rainbow Agri Industries Ltd.

ICD repaid during the year

750.00

-

-

-

-

Rainbow Denim Limited

ICD reed back

15.00

-

-

-

-

Nova Gelicon Pvt. Ltd.

Interest on ICD''s

1.43

0.94

-

-

-

Rainbow Denim Limited

Interest on ICD''s

10.01

-

-

-

-

Rainbow Agri Industries Ltd.

Interest on ICD''s

5.47

-

-

-

-

Rainbow Agri Industries Ltd.

Payment to Related Party

-

2,016.58

-

-

-

(? In Lacs)

Type of related party

Description of the nature of transactions

Volume of Transactions during 2017-18

Volume of Transactions during 2016-17

Balance as on 31.03.2018 Receivable/ (Payable)

Balance as on 31.03.2017 Receivable/ (Payable)

Balance as on 01.04.2016 Receivable/ (Payable)

Rama Industries Ltd.

Payment to Related Party

246.95

37.55

-

-

-

Rama Petrochemicals Ltd.

Payment to Related Party

47.00

48.19

-

-

-

Rama Enterprises

Payment to Related Party

140.91

-

-

-

-

Rainbow Agri Industries Ltd.

Receipt from Related Parties

-

1,685.00

-

-

-

Rama Enterprises

Receipt from Related Parties

20.00

-

-

-

-

Rama Industries Ltd.

Receipt from Related Parties

-

15.00

-

-

-

Rama Industries Ltd.

Trade Payable

-

-

-

246.95

22.55

Rama Petrochemicals Ltd.

Trade Payable

-

-

10.76

-

-

Rama Petrochemicals Ltd.

Advance to Supplier

-

-

-

11.45

-

Rama Petrochemicals Ltd.

Investments

-

-

12.26

12.26

12.26

Mr. J. K. Parakh

Loans and Advances receivable

18.00

24.00

24.00

Rama Capital & Fiscal Services Pvt. Ltd .#

Loans and Advances receivable

305.27

305.27

305.27

Rama Capital & Fiscal Services Pvt. Ltd.

Provision for doubtful debts

-

-

(305.27)

(305.27)

(305.27)

Nova Gelicon Pvt. Ltd.

Term Loans payable

-

-

8.65

8.65

8.65

Nova Gelicon Pvt. Ltd.

Interest Payable

-

-

3.61

1.73

-

Nova Gelicon Pvt. Ltd.

ICD''s Payable

-

-

-

15.00

-

Rainbow Agri Industries Ltd.

ICD''s Payable

-

-

175.00

-

-

Rama Enterprises

Advance for asset acquisition

120.91

-

-

-

-

11)

Gaurantee given on our behalf

Mr. D. J. Ramsinghani

Gaurantee

Transaction is of non monetary consideration

111)

Security

Rama Capital & Fiscal Services Pvt. Ltd.

Security

Transaction is of non monetary consideration

* Excludes provision for compensated leave and gratuity for key managerial personnel as separate actuarial valuation is not available. Terms and conditions of transaction with related parties

The sale to related parties are made on terms equivalent to those that prevail in arm''s length transactions. Outstanding balances at the year end are unsecured and settlement occurs in cash. Transactions relating to dividend were on the same terms and conditions that applied to other shareholders.

# ? 305.27 Lacs (Previous year ? 305.27 Lacs) due from a company against which provision has already been made in earlier years. To comply with the provisional of the Companies Act, 2013, during the year company has provided interest on this loan and since the principle is doubtful of recovery, the interest receivable is written off.

b)

36 FINANCIAL INSTRUMENTS-FAIR VALUE AND RISK MANAGEMENT

(Rs In Lacs)

a) Accounting classification

The carrying value of financial instruments by categories are as follows:

Particulars

31.03.2018

31.03.2017

01.04.2016

FVTOCI Amortised

FVTOCI Amortised

FVTOCI Amortised

cost

cost

cost

Financial Assets

Investments in equity instruments

11.14 0.24

10.77 0.24

28.83 0.24

Investments in Government Securities

5.72

5.72

2.60

Loans

34.73

38.66

31.10

Trade receivable

5,642.67

7,423.34

7,791.37

Cash and cash equivalents

16.51

25.10

55.62

Other bank balances

510.77

423.15

475.93

Other financial assets

7,972.07

11,466.66

11,142.02

Total

11.14 14,182.71

10.77 19,382.87

28.83 19,498.88

Financial Liabilities

Borrowings

4,673.28

5,092.76

5,341.61

Trade payables

7,481.32

9,196.40

8,685.06

Other financial liabilities

833.84

1,022.09

882.82

Total

12,988.44

15,311.25

14,909.49

Fair value hierarchy and Method of valuation

The following table shows fair value measurement hierarchy. Except for these financial instruments, the Company considers that the carrying value amount recognised in the financial statements approximate their fair value largely due to the short term maturities of these instruments.

31.03.2018

31.03.2017

01.04.2016

Level 1

Level 1

Level 1

Investments in equity instruments

11 14

1077

2883

Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments that have quoted price. The fair value of equity instruments which are traded in the stock exchanges is valued using the closing price as at the reporting period.

c) Risk management framework

The Company''s principal financial liabilities include borrowing, trade and other payables. The Company''s principal financial assets include loans, trade receivable, cash and cash equivalents and others. The Company also holds FVTOCI investments. The Company is exposed to credit risk, liquidity risk and market risk. The Company''s senior managment oversees the management of these risks. The Company''s senior management provides assurance that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identifed, measured and managed in accordance with the Company''s policies and risk objectives.

d) Financial Risk Management

The Company has exposure to the following risks arising from financial instruments: i) Credit Risk ii) Liquidity Risk iii) Market Risk

i) Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers, investment in inter corporate deposit and loans given.

The carrying amount of following financial assets represents the maximum credit exposure:

Trade receivables

Trade receivables are consisting of a large number of customers. The Company has credit evaluation policy, procedures and control for each customers and based on the evaluation credit limit of each customer is defined. Outstanding customer receivables are regularly monitored.

As per simplified approach, the Company makes provision of expected credit losses on trade receivables as per the Company''s policy to mitigate the risk of default payments and makes appropriate provision at each reporting date wherever outstanding is for longer period and involves higher risk.

Other financial assets

Credit risk from balances with banks, loans, investments is managed by Company''s finance department. Investments of surplus funds are made only with approved counterparties. No impairment on such investment has been recognised as on the reporting date.

ii) Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure as far as possible that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed condition, without incurring unacceptable losses or risking damage to the Company''s reputation.

The Management monitors rolling forecasts of the Company''s liquidity position on the basis of expected cash flows.The Company''s objective is to maintain a balance between continuity of funding and flexibility through the use of surplus funds, bank loans and inter-corporate loans.

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. (? In Lacs)

March 31, 2018 Financial liabilities

Carrying amount

Contractual cash flows Total Within 1 year More than 5 years

Borrowings Trade payables Other Financial Liabilities Total

March 31, 2017 Financial liabilities

4,673.28 7,481.32 833.84

4,673.28 7,481.32 833.84

7,481.32 833.84

4,673.28

12,988.44

12,988.44

8,315.16

4,673.28

Carrying amount

Contractual cash flows Total Within 1 year More than 5 years

Borrowings Trade payables Other Financial Liabilities Total

April 01, 2016 Financial liabilities

5,092.76 9,196.40 1,022.09

5,092.76 9,196.40 1,022.09

9,196.40 1,022.09

5,092.76

15,311.25

15,311.25

10,218.49

5,092.76

Carrying amount

Contractual cash flows Total Within 1 year More than 5 years

Borrowings Trade payables Other Financial Liabilities Total

5,341.61 8,685.06 882.82

5,341.61 8,685.06 882.82

8,685.06 882.82

5,341.61

14,909.49

14,909.49

9,567.88

5,341.61

iii) Market Risk

Market risk is the risk that changes in market prices such as foreign exchange rates, interest rates and commodity prices which will affect the Company''s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market exposures within acceptable parameters, while optimising the return.

Currency risk

Foreign currency risk is the risk of impact related to fair value or future cash flows of an exposure in foreign currency, which fluctuate due to changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchanges rates relates primarily to import of raw materials. When a derivative is entered for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure.

The Company evaluates exchange rate exposure arising from foreign currency transactions. The Company follows established risk management policies and standard operating procedures.

Amount in USD

Particulars

As at 31.03.2018

As at 31.03.2017

As at 01.04.2016

Trade and other payables

3,693,722

6,717,141

4,071,119

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''s exposure to the risk of changes in market interest rates relates primarily to the Company''s short-term borrowing. The Company constantly monitors the credit markets and rebalances its financing strategies to achieve an optimal maturity profile and financing cost. Since all the borrowings are on floating rate, no significant risk of change in interest rate.

The Company does not account for any fixed rate financial assets and liabilities at fair value through profit or loss. Therefore, a change in interest rate at the reporting date would not affect profit or loss.

Commodity price risk

Commodity price risk for the Company is mainly related to fluctuations of raw materials prices linked to various external factors, which can affect the production cost of the Company. Company actively manages inventory and in many cases sale prices are linked to major raw material prices. To manage this risk, the Company enters into long-term supply agreement for Raw Material, identifying new sources etc. Additionally, processes and policies related to such risks are reviewed and managed by senior management on continuous basis.

37 CAPITAL MANAGEMENT

The Company manages its capital to ensure that it will be able to continue as going conercn while maximising the return to stakeholders through the optimisation of the debt and equity balance. The capital structure of the Company consists of net debt and the total equity of the Company. For this purpose, net debt is defined as total borrowings less cash and cash equivalents.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The funding requirments are met through short-term/long-term borrowings. The Company monitors the capital structure on the basis of total debt to equity ratio and maturity profile of the overall debt portfolio of the Company.

The Company''s net debt to equity ratio is as follows: (Rs. In Lacs)

31.03.2018

31.03.2017

01.04.2016

Borrowing

4,685.34

5,149.01

5,412.64

Cash & cash equivalents

(16.51)

(25.10)

(55.62)

Net Debt

4,668.83

5,123.91

5,357.02

Total equity Debt/Equity ratio

13,414.60 0.35

13,023.51 0.39

12,387.75 0.43

38 Earnings per share - EPS is calculated by dividing the profit / (loss) attributable to the equity share holders by weighted average number of equity shares outstanding during the year.

For the purpose of calculating diluted earnings per share, the net profit / (loss) for the year attributable to equity shareholders and the weighted average number of shares outstanding during the year is adjusted for the effects of all dilutive potential equity shares, except when the results would be anti-dilutive.

Particulars

2017-18

2016-17

1

Profit after tax -? in Lacs

539.16

850.13

2

Weighted average number of shares outstanding during the year

17,693,213

17,693,213

3

Face value of shares - in ?

10

10

4

Basic / Diluted EPS - in ?

3.05

4.80

39

(i) The Board of Directors have recommended dividend of? 1.00 per fully paid up equity share of ?10/- each, aggregating Rs 213.30 Lacs, including Rs 36.37 Lacs dividend distribution tax for the financial year 2017-18, which is based on relevant share capital as on 31 st March, 2018. The actual dividend amount will be dependent on the relevant share capital outstanding as on the record date / book closure.

(ii) Previous year''s figures have been reclassified, wherever necessary, to conform current year''s presentation.

As per our report of even date attached

For and on behalf of the Board

For Khandelwal & Mehta LLP

J. K. Parakh

H. D. Ramsinghani

Chartered Accountants

Chief Financial Officer

Chairman and Managing Director

Firm''s Registration No. W100084

DIN : 00035416

S. L Khandelwal

Pritesh Jhaveri

D.N. Singh

(Partner)

Company Secretary

Independent Director

Membership No. 101388

DIN : 00021741

Place : Mumbai

Date: 26th May, 20 18


Mar 31, 2016

Notes to the Financial Statements for the year ended March 31, 2016

(ii) Vehicle loans of Rs, NIL (Previous year Rs, 4.56 Lacs) including current maturity from Bank are secured by way of Hypothecation of vehicles. Interest on the loans are payable @ 10.50% p.a. (Previous year 10.50% p.a.) as at year end. Loans are repayable in 36 monthly installments starting from February-2013.

(iii) Vehicle loan of Rs, 28.97 Lacs (Previous year Rs, 36.18 Lacs) including current maturity from Bank are secured by way of Hypothecation of vehicles. Interest on the loans are payable @ 11.32% p.a. (Previous year 11.32% p.a.) as at year end. Loans are repayable in 60 monthly installments starting from June-2015.

(iv) Term Loans of Rs, 30.04 Lacs (Previous year Rs, 32.41 Lacs) from others are secured by way of first pari-passu charge along with working capital and term loan from banks over movable and immovable properties situated at Pune. Said term loans are further secured by way of first pari-passu charge over immovable property situated at Indore Oil Division. The Interest on the loan is payable @ 9% p.a. (Previous year 9% p.a.) as at year end. The Loan is repayable in 36 quarterly installments starting from April-2009.

d Terms and Conditions of Borrowings

Working Capital facilities from Banks are secured against hypothecation of raw material, stock in process, finished goods, stores and spares, Books debts, Subsidy and first pari-passu charge along with Bank term lender over movable and immovable properties of fertiliser division situated at Indore, Udaipur and first pari-passu charges with other term lenders over movable and immovable properties situated at Pune. This is further secured by second charge alongwith term loan from bank, on pari-passu basis over movable and immovable properties of Oil division situated at Indore.

The above working capital facilities are further secured along with bank term lender by first pari-passu on Fixed Deposit Receipts of Rs, 112.71 Lacs (Previous year Rs, 105.29 Lacs) along with equitable mortgage of the property situated at Mumbai owned by another Company and guaranteed by personal guarantee of Promoter and Corporate guarantee by another Company. The working capital facility carries interest @ 14.95% p.a. on Rs, 3,235.31 Lacs (Previous year Interest @ 13.35% p.a. on Rs, 3,279.51 Lacs) @ 14.30% p.a. on Rs, 891.12 Lacs (Previous year Interest @ 14.50% p.a. on Rs, 887.70 Lacs), and @12.95% p.a. on Rs, 735.02 Lacs (Previous year Interest @ 13.50% p.a. on Rs, 1,008.97 Lacs).

Inter Corporate Deposits are bearing interest @ 18% p.a. on Rs, 70 Lacs, @ 12% p.a. on Rs, 300 Lacs and @ 9% p.a. on Rs, 12 Lacs.

1. Disclosure as required by Accounting Standard AS-18 on Related Parties. a Names of Related Parties and Related Party Relationship

i Enterprise that directly or indirectly through one or more intermediaries, control, or are controlled by, or under common control with the reporting enterprise.

NRI Investors Inc.

ii Associates and Joint ventures of the reporting enterprise and the investing party or venturer in respect of which the reporting enterprise is an associate or joint venture.

Nil

iii Individuals owning, directly or indirectly, an interest in the voting power of the reporting enterprise that gives them control or significant influence over the enterprise, and relatives of any such individual.

Nil

iv Key Managerial Person (KMP) and their Relatives with whom transactions have taken place during the year.

Mr. D.J. Ramsinghani - Chairman and Managing Director

Mr. H. D. Ramsinghani - Director

Mr. J. K. Parakh - Chief Financial Officer

Mr. Kiran P. Jain - Company Secretary

Mrs. N. H. Ramsinghani - Director

v Enterprises over which any person described in iii & iv above is able to exercise significant influence, and with whom transactions have taken place during the year.

Rama Industries Limited

Rama Capital & Fiscal Service Private Limited

Rama Petrochemicals Limited

Rainbow Agri Industries Limited

Nova Gelicon Private Limited

* Includes loan of Rs, 305.27 Lacs (Previous year Rs, 305.27 Lacs) due from a Company against which provision has already been made in earlier years. To comply with the provisional of the Companies Act-2013, during the year Company has provided interest on this loan and since the principle is doubtful of recovery, the interest receivable is written off.

a Identification of Segments

The Company has disclosed Business Segments as its primary segments. Reporting segments have been identified as Fertilizers & Chemicals and Oil, taking into account the nature of product, the different risk and returns, the organizational structure and the internal reporting system. The Company caters mainly to the need of domestic market. The direct export turnover is Nil during the year. As such there are no reportable geographical segments.

Segment revenue, Segment results, Segment Assets and Segment Liabilities include the respective amounts identifiable to each of the segments as also amounts allocated on a reasonable basis to the respective segments.

(Previous year figures are in italics)

2. The disclosure required under Accounting Standard 15 “Employee Benefits” issued by Institute of Chartered Accountants of India

Refer note no. 6 & 10 a Details of Defined Benefit Plan

The following table sets out the funded status of the defined benefit schemes and the amount recognised in the financial statements.

b Defined Contribution Plans

The Company makes Provident Fund contributions to defined contribution plans for qualifying employees. Under the Scheme, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognized Rs, 78.35 Lacs (Previous Year Rs, 74.98 Lacs) in the Statement of Profit and Loss for the year ended 31st March, 2016 under Defined Contribution Plans. The Contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

3 Expenditure related to Corporate Social Responsibility as per Section 135 of the Companies Act, 2013 read with Schedule VII thereof - Rs, 4.86 lacs (Previous year Rs, Nil)

4. PREVIOUS YEAR FIGURES :

Previous year figures have been regrouped/rearranged, wherever necessary.


Mar 31, 2015

1 Disclosure as required by Accounting Standard AS-18 on Related Parties.

a Names of Related Parties and Related Party Relationship

i Enterprise that directly or indirectly through one or more intermediaries, control, or are controlled by, or under common control with the reporting enterprise.

NRI Investors Inc.

ii Associates and Joint ventures of the reporting enterprise and the investing party or venture in respect of which the reporting enterprise is an associate or joint venture.

Nil

iii Individuals owning, directly or indirectly, an interest in the voting power of the reporting enterprise that gives them control or significant influence over the enterprise, and relatives of any such individual.

Nil

iv Key Managerial Person (KMP) and their Relatives with whom transactions have taken place during the year.

D. J. Ramsinghani - Chairman and Managing Director

H. D. Ramsinghani - Director

J. K. Parakh - CFO

Pooja D. Ramsinghani - Relative of Director

Kiran P. Jain - Company Secretary

Nilanjana H. Ramsinghani - Director

v Enterprises over which any person described in iii & iv above is able to exercise significant influence, and with whom transactions have taken place during the year.

Rama Industries Limited

Rama Capital & Fiscals Service Private Limited

Rama Petrochemicals Limited

Rainbow Denim Limited

Rainbow Agri Industries Limited

Nova Gelicon Private Limited

2 SEGMENT REPORTING :

a Identification of Segments

The company has disclosed Business Segments as its primary segments. Reporting segments have been identified as Fertilizers & Chemicals and Oil, taking into account the nature of product, the different risk and returns, the organizational structure and the internal reporting system.

The company caters mainly to the need of domestic market. The direct export turnover is Nil during the year. As such there are no reportable geographical segments.

Segment revenue, Segment results, Segment Assets and Segment Liabilities include the respective amounts identifiable to each of the segments as also amounts allocated on a reasonable basis to the respective segments.

3 Pursuant to Section 135 of the Companies Act, 2013 and (Corporate Social Responsibility Policy) Rules, 2014, company has to spend CSR expenditure of Rs. 46.74 Lacs in the current financial year under review, but company could not spend money due to huge losses and also liquidity problem arised due to delay in release in subsidy receivable from Government. Gross amount required to be spent by the company during the year is Rs. 46.74 Lacs which remains unspent.

4 PREVIOUS YEAR FIGURES :

Previous year figures have been regrouped/rearranged, wherever necessary.


Mar 31, 2014

1 Details of the rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital.

Equity Shares

The Company has only one class of Equity shares having a par value of Rs. 10/-. Each holder of equity shares is entitled to one vote per share. Dividend is payable in the proportion to the Capital Paid up. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the 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.

2 Terms and Conditions of Borrowings

(i) Term Loan of Rs. 236.12 lacs (Previous year Rs. 299.08 lacs) including current maturity from bank is secured by Exclusive and specific charge on the assets acquired for new GSSP plant at Udaipur. The loan is further collaterally secured with first pari-passu charge along with working capital lender over movable and immovable property situated at Fertiliser division Indore, Udaipur and first pari-passu charges along with working capital and other term lenders over movable and immovable property situated at Pune. The said loan is further secured by second charge alongwith working capital lenders on pari-passu basis over movable and immovable property situated at Oil division Indore. The above loan is further secured along with working capital lenders by first pari-passu charge on FDR of Rs. 98.04 Lacs along with equitable mortgage of the property situated at Mumbai owned by another company and guaranteed by personal guarantee of a Director, Promoters and corporate guarantee by another company. The Interest on the loan is payable @13.95% p.a (Previous year 14.50% p.a.) as at the year end. The Loan is repayable in 24 quarterly installments starting from May-2012 (Read note no. 7 d).

(ii) Vehicle loans of Rs. 10.82 Lacs (Previous year Rs. 16.47 Lacs) including current maturity from Bank are secured by way of Hypothecation of vehicles. Interest on the loans are payable @ 10.50% p.a. (Previous year 10.50%) as at year end. Loans are repayable in 36 monthly installments starting from February-2013.

(iii) Term Loans of Rs. 252.38 lacs (Previous year Rs. 283.62 lacs) from others are secured by way of first pari-passu charge along with working capital and term loan lenders from bank over movable and immovable properties situated at Pune. Said term loans are further secured by way of first pari-passu charge over immovable property situated at Indore Oil Division. The Interest on the loan is payable @ 9% p.a. (Previous year 9%) as at year end. The Loan is repayable in 36 quarterly installments starting from April-2009.

3 Terms and Conditions of Borrowings

Working Capital facilities from Banks are secured against hypothecation of raw material, stock in process, finished goods, stores and spares, Books debts, Subsidy and first pari-passu charge along with Bank Term lender over movable and immovable properties of fertiliser division situated at Indore, Udaipur and first pari-passu charges with other Term lenders over movable and immovable properties situated at Pune. This is further secured by second charge alongwith bank Term loan lender, on pari-passu basis over movable and immovable properties of Oil division situated at Indore.

The above working capital facilities are further secured along with bank Term lender by first pari-passu on FDR of Rs. 98.04 lacs along with equitable mortgage of the property situated at Mumbai owned by another Company and guaranteed by personal guarantee of a Director, Promoters and Corporate guarantee by another company. The working capital facility carries interest @ 13.45% on Rs. 3,171.12 lacs (Previous year Interest @ 14.25% on Rs. 3,329.30 lacs) @ 14.50% on Rs. 869.46 lacs (Previous year Interest @ 13.45% on Rs. 860.25 lacs), and @15.50% on Rs. 236.29 lacs (Previous year Interest @ 15.75% on Rs. 741.15 lacs).

4 Inventories are valued as under :

1 Raw materials, Work in Process and Packing materials :

at cost on First in First out (FIFO) basis or net realizable value whichever is lower.

Raw material & Work in Process are not written down below cost if the finished product in which they will be incorporated are expected to be sold at or above cost.

2 Finished goods :

at cost or net realisable value whichever is lower. The cost is computed on weighted average method and includes cost of materials, cost of conversion and other costs incurred in acquiring the inventory and bringing them to their present location and condition.

3 Stores & spares :

at Cost on FIFO basis.

5 RELATED PARTY DISCLOSURE : a Names of Related Parties and Related Party Relationship

i Enterprise that directly or indirectly through one or more intermediaries, control, or are controlled by, or under common control with the reporting enterprise.

NRI Investors Inc.

ii Associates and Joint ventures of the reporting enterprise and the investing party or venturer in respect of which the reporting enterprise is an associate or joint venture.

Nil

iii Individuals owning, directly or indirectly, an interest in the voting power of the reporting enterprise that gives them control or significant influence over the enterprise, and relatives of any such individual.

Nil

iv Key Managerial Person (KMP) and their Relatives with whom transactions have taken place during the year.

D. J. Ramsinghani - Chairman and Managing Director

H. D. Ramsinghani - Director

J. K. Parakh - CFO & Company Secretary

Pooja D. Ramsinghani - Relative of Director

Nilanjana H. Ramsinghani - Relative of Director

v Enterprises over which any person described in iii & iv above is able to exercise significant influence, and with whom transactions have taken place during the year.

Rama Industries Limited

Rama Capital & Fiscals Service Private Limited

Rama Petrochemicals Limited

Rainbow Denim Limited

Rainbow Agri Industries Limited

Nova Gelicon Private Limited

6 SEGMENT REPORTING :

a Identification of Segments

The company has disclosed Business Segments as its primary segments. Reporting segments have been identified as Fertilizers & Chemicals and Oil, taking into account the nature of product, the different risk and returns, the organizational structure and the internal reporting system.

The company caters mainly to the need of domestic market. The direct export turnover is Nil during the year. As such there are no reportable geographical segments.

Segment revenue, Segment results, Segment Assets and Segment Liabilities include the respective amounts identifiable to each of the segments as also amounts allocated on a reasonable basis to the respective segments.

b The Company has recognised Rs. 70.18 Lacs (Previous Year Rs. 57.52 Lacs) in the Statement of Profit and Loss for the year ended 31st March, 2014 under Defined Contribution Plans.

As at As at 31st March, 31st March, 2014 2013 Rs.In Lacs Rs.In Lacs

7 CONTINGENT LIABILITY AND COMMITMENTS a Contingent Liabilities not provided for

i Royalty on rock phosphates 116.09 116.09 ii Contingent liability due to 806.39 602.78 reduction in brought forward losses on account of completed assessments having a bearing on current taxable income

iii Custom duty, Excise duty, Demurrage, 485.33 538.52 Sales tax and others iv Wages 12.85 100.55

v Right to Recompense under 764.00 - Corporate Debt Restructure to lenders b Claims against the company not acknowledged as debt

i Electricity duty 43.38 43.38 ii Railway Claim 127.18 101.85

c Guarantees

Amount of Letters of Credit and Bank 177.87 187.45 Guarantee issued by banks

d Commitments

Estimated Amount of Capital Contracts Pending to be executed (Net of Advances) 6.48 54.76

8 No amount is paid/payable by the Company under Section 441 A of the Companies Act, 1956 (cess on turnover) since the rules specifying the manner in which the cess shall be paid has not been notified yet by the Central Government.

9 PREVIOUS YEAR FIGURES :

Previous year figures have been regrouped/rearranged, wherever necessary.


Mar 31, 2013

1 SEGMENT REPORTING :

a Identifcation of Segments

The company has disclosed Business Segments as its primary segments. Reporting segments have been identifed as Fertilizers & Chemicals and Oil, taking into account the nature of product, the different risk and returns, the organizational structure and the internal reporting system.

The company caters mainly to the need of domestic market. The direct export turnover is Nil during the year. As such there are no reportable geographical segments.

Segment revenue, Segment results, Segment Assets and Segment Liabilities include the respective amounts identifable to each of the segments as also amounts allocated on a reasonable basis to the respective segments.

As at As at 31st March, 2013 31st March, 2012 In Lacs In Lacs

2 CONTINGENT LIABILITY AND COMMITMENTS a Contingent Liabilities not provided for

i Royalty & environment cess on rock phosphates. 116.09 522.60

ii Contingent liability due to reduction in brought forward losses on account of 602.78 602.78 completed assessments having a bearing on current taxable income.

iii Custom duty, Excise duty, Demurrage, Sales tax and others 538.52 1,140.88

iv Wages 100.55 93.97

b Claims against the company not acknowledged as debt

i Electricity duty 43.38 44.23

ii Railway Claim 101.85 73.08

c Guarantees

Amount of Letters of Credit and Bank Guarantee issued by banks. 187.45 418.73

d Commitments

Estimated Amount of Capital Contracts Pending to be executed 54.76 51.14

3 No amount is paid/payable by the Company under Section 441 A of the Companies Act, 1956 (cess on turnover) since the rules specifying the manner in which the cess shall be paid has not been notifed yet by the Central Government.

4 PREVIOUS YEAR FIGURES

Previous year fgures have been regrouped/rearranged, wherever necessary.


Mar 31, 2012

A Details of the rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital.

Equity Shares

The Company has only one class of Equity shares having a par value of Rs. 10/-. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the 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.

b Terms and Conditions of Borrowings

Term Loan from bank is secured by Exclusive and specific charge on the assets acquired under the loan for new GSSP plant at Udaipur. The loan is further collaterally secured with first pari passu charge along with capital lender over immovable property situated at Fertiliser division Indore, Udaipur and pari passu charges along with working capital and other term lenders over immovable property situated at Pune. The said loan is further secured by second charge on pari passu basis over immovable property situated at Oil division Indore. The above loan is further secured along with working capital lenders by first pari passu charge on FDR of Rs. 84.25 Lacs and pledging of 90,23,539 no. equity shares of Rs. 10/- each of the company along with equitable mortgage of the property situated at Mumbai owned by another company and guaranteed by personal guarantee of a Director. The Interest on the loan is payable @15% p.a. The Loan is repayable in 24 quarterly installments starting from May-2012 (Read note no. 7 b).

Term Loan from others are secured by way of first pari passu charge along with working capital bankers and term loan from bank over immovable properties situated at Pune plant. Said term loan are further secured by way of first pari passu charge over immovable property situated at Indore Oil Division. The Interest on the loan is payable @ 9% p.a. The Loan is repayable in 36 quarterly installments.

c Terms and Conditions of Borrowings

Working Capital facilities from Banks are secured against hypothecation of raw material, stock in process, finished goods, stores and spares, Book debts, Subsidy and first pari passu charge along with Bank term lender over immovable properties of fertiliser division situated at Indore, Udaipur and first pari passu charges with other term lenders over immovable properties situated at Pune. This is further secured by second charge pari passu basis over immovable properties of Oil division situated at Indore.

The above working capital facilities are further secured along with bank term lender by first pari passu on FDR of Rs. 84.25 lacs and pledging of 90,23,539 no. equity share of Rs. 10/- each of the company along with equitable mortgage of the property situated at Mumbai owned by another Company and guaranteed by personal guarantee of a Director. The working capital facilities carry interest @ 14.75% to 17% p.a.

d Inventories are valued as under :

1 Raw materials, Work in Process and Packing materials :

at cost on First in First out (FIFO) basis or net realizable value whichever is lower.

Raw material & Work in Process are not written down below cost if the finished product in which they will be incorporated are expected at or above cost.

2 Finished goods :

at cost or net realisable value whichever is lower. The cost is computed on weighted average method and includes cost of materials, cost of conversion and other costs incurred in acquiring the inventory and bringing them to their present location and condition.

3 Stores & spares :

at Cost on FIFO basis.

1 SEGMENT REPORTING : a Identification of Segments

The company has disclosed Business Segments as its primary segments. Reporting segments have been identified as Fertilizers & Chemicals and Oil, taking into account the nature of product, the different risk and returns, the organizational structure and the internal reporting system.

The company caters mainly to the need of domestic market. The direct export turnover is Nil during the year. As such there are no reportable geographical segments.

Segment revenue, Segment results, Segment Assets and Segment Liabilities include the respective amounts identifiable to each of the segments as also amounts allocated on a reasonable basis to the respective segments.

As at As at 31st March, 2012 31st March, 2011 Rs.In Lacs Rs.In Lacs

2 CONTINGENT LIABILITY AND COMMITMENTS

a Contingent Liabilities not provided for

i Amount of Letters of Credit and Bank Guarantee issued by banks. 418.73 505.48

ii Royalty & environment cess on rock phosphates. 522.60 522.60

iii Contingent liability due to reduction in brought forward losses on account of completed 602.78 112.90 assessments having a bearing on current taxable income.

iv Custom duty, Excise duty, Demurrage, Sales tax and others 1,140.88 1,248.98

v Wages 93.97 32.32

vi Electricity duty 44.23 94.23

vii Railway Claim 73.08 -

b Commitments

Estimated Amount of Capital Contracts Pending to be executed 51.14 525.55

3 PREVIOUS YEAR FIGURES

During the year ended 31-03-2012, the Revised Schedule VI notified under the Companies Act 1956, is applicable to the Company. The Company has reclassified and regrouped the Previous Year Figures to confirms to the current classification.


Mar 31, 2010

1 CONTINGENT LIABILITIES NOT PROVIDED FOR:

a) Amount of Letters of Credit and Bank Guarantee issued by banks Rs. 475.43 Lacs (Previous Period Rs. 21.32 Lacs)

b) Service tax demand raised by excise authorities and disputed by the company Rs. 2.26 Lacs (Previous Period Rs. 2.26 Lacs)

c) Royalty & Environment Cess on rock phosphate claimed by RSMML Rs. 522.60 Lacs (Previous Period Rs. 522.60 Lacs)

d) Amount to be paid to CWIP GSSP Creditor Rs.0.45lacs ( Previous period Rs. Nil)

e) CLAIMS NOT ACKNOWLEDGED AS DEBT

i) Custom Duty, Excise duty, Demurrage, Sales Tax and Others Rs. 1147.72 lacs ( Previous Period Rs 1147.72 Lacs)

ii) Wages Rs. 29.59 lacs (Previous Period Rs. 26.69 Lacs)

iii) Railway Claim Rs. 4.22 lacs (Previous Period Rs. 4.22 Lacs)

iv) Electricity duty Rs.117.1 Lacs (Previous Period Rs.57.37Lacs)

2 Honourable BIFR has sanctioned debt rehabilitation scheme submitted by operating agency (IDBI) in consulation with Company on 6th August 2009 in line with the financial package approved by CDR on 29th May 2008. Based on these sanction order the company has given following effects:

(i) The companys liability to banks & institutions have been restructured under modified corporate debt restructure package (CDR) w.e.f 1.4.2008 subject to fulfilment of certain terms and conditions. During the current period based on its own calculation, Company has provided interest as per CDR package.

(ii) Pursuant to the provisions of Sec.100 of the Companies Act, 1956 and consent of members in the Annual General meeting of the Company held on 29th December 2004, the Hon’ble Bombay High Court vide its order dated 10.06.2005 has sanctioned the reduction of Paid up Equity Share capital of the Company from Rs. 13,89,25,660/- divided into 1,38,92,566 Equity Shares of Rs.10/- each to Rs. 5,55,70,260/- divided into 55,57,026 Equity Shares of Rs.10/- each by cancelling 60% of the existing Share Capital of the Company. Accordingly, Issued, Subscribed and Paid up Share capital of the Company stands reduced and consequent to this, accumulated losses have been reduced to the extent of Rs.8,33,55,400/-

(iii) 15% Non-Convertible Debentures aggregating to Rs.1500 lacs had been issued during the last quarter of 1999. In accordance with the consent letter dated 30th July 2008 received from the Debenture holders, the Company has redeemed the Debenture and surplus arising out of the redemption is transferred to Capital Reserve account.

(iv) 12% Optionally Convertible Cumulative Preference Shares amounting to Rs. 1000 Lacs had been issued during last quarter of 2000. In accordance with the consent letter dated 30th July 2008 received from the share holders, the right to redeem the share capital has been waived to the extent of Rs.940 Lacs. This amount has been transferred to Capital Reserve Account. The balance Share Capital has been redeemed during the past period and an equivalent amount has been transferred to Capital Redemption Reserve.

(v) Two of working capital lenders have approved one time settlement / compromise proposal for the outstanding loan. Accordingly, the payment is being made as per schedule specified in the approval letters. Surplus arising out of waiver of principal amount has been transferred to Capital Reserve Account in past .

(vi) During the period, the Company has also given effect to the settlement of debt due to some of the Term Lenders. Accordingly, the surplus arising from waiver of principle amount has been transferred to Capital Reserve Account and interest waived on such loan has been transferred to Profit & Loss Account.

3 In accordance with the provisions of Accounting Standard 22 (AS-22) issued by the Institute of Chartered Accountants of India pertaining to Accounting for Taxes on Income, the Company had recognised deferred tax income of Rs. 400 lacs, by crediting the Profit and Loss Account in the past years.Considering the past and current year’s performance and frequent changes in subsidy policies, no further adjustment is considered necessary.

4 The disclosure required under Accounting Standard 15 "Employee Benefits"

5 REPORTING OF SEGMENT WISE REVENUE, RESULT AND OTHER DETAILS

The company has disclosed Business Segments as its primary segments. Reporting segments have been identified as Fertilizer and Oil, taking into account the nature of product, the different risk and returns, the organizational structure and the internal reporting system

The company caters mainly to the need of domestic market. The direct export turnover is Nil during the period. As such there are no reportable geographical segments.

Segment revenue, Segment results, Segment Assets and Segment Liabilities include the respective amounts identifiable to each of the segments as also amounts allocated on a reasonable basis to the respective segments.

The expenses, which are not directly relatable to the business segments, are shown as unallocated costs.

6 The computation of net profit under Section 349 of the Companies Act, 1956, has not been given in view of the fact that no commmission is proposed to be paid.

7 In the absence of information from suppliers of their status being micro, small and medium enterprise, amount overdue and interest payable thereon, if any, cannot be quantified.

8 Related party disclosure under Accounting Standard -18

a) The list of the related parties as identified by the management are as under:

I) Enterprises over which Key Management Personnel, with their relatives, is able to exercise significant influence.

Blue Lagoon Investments Private Limited

Rama Enterprises

II) Enterprises over which the same individual, is able to exercise significant influence.

Rainbow Denim Limited

Rainbow Agri Industries Limited

Rama Petrochemicals Limited

Rama Industries Limited

Rama Capital and Fiscals Services Pvt.Limited

III) Key Management Personnel (KMP)

D J Ramsinghani, Chairman & Managing Director

H D Ramsinghani (Director)

IV) Relative of key management personnel

Pooja D Ramsinghani

Vashu J Ramsinghani

V) Enterprises over which any person described in III & IV is able exercise significant influence

R C Fertilisers Pvt Ltd

Rama Cylinders Pvt Ltd

(The figures of the previous period has been shown in the bracket)

9 Loans and advances referred to in note 14 (b) above includes an interest free loan of Rs. 665.52 Lacs ( Previous period Rs 665.52 Lacs) due from a sick company and its subsidiary against which provision has already been made in earlier years.

10 (a) Subsidy receivable is netted off from provision for doubtful subsidy receivable aggregating Rs.102.10Lacs
(b) Sales includes fertiliser subsidy of Rs.3003.37 Lacs (Previous period Rs.17856.50 Lacs)

11 Previous periods figures have been regrouped / rearranged, wherever necessary.

19 Curent period figures consists of 9 months and hence are not comparable with the previous period figures of 15 months.

- Includes 76,841 MT consumed for granulation (Previous Period 111,023 MT)

Figures in the brackets are for the previous Period (15 Months).

The details of the licensed Capacity has not been given as the Industries have been de-licensed.

- Includes 14,830 MT Captive consumption (Previous Period. 46,806 MT)

- Includes 9,823MT For Trading (Previous Period. 7948 MT)

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