Mar 31, 2015
1. Previous Period
Previous period figures have been regrouped and/or rearranged.
2. Amount in the financial statements are presented in Rupees
thousands, except as otherwise stated
3. The Operations at the Textile Processing Machinery Division at
Baroda have been suspended. The unit has been given on lease. In
pursuance of the approval obtained from the shareholders in the Annual
General Meeting held on 12.10.2012, the Company after scrutiny of the
offers received for sale of undertaking of the textile machinery
division at Baroda has entered in to an MOU with a leading machinery
manufacturer for sale of Textile Machinery Division.
4.The Company is continuing its endeavors foray into the consent of
the Industrial Estate development as well as redevelopment of real
estate projects. The company is taking necessary steps including
securing the approval from various authorities for commencement of real
estate development.
5 Although the net worth of the company has been fully eroded due to
losses incurred, the net worth of the company is being effectively
improved by infusion of promoter from time to time. Certain surplus
capital assets and the suspended unit at Baroda have been sold/or in
the process of being sold, the proceeds of the same have been utilized
for clearance of residual liabilities with a initiative to make the
company totally debt free and liability free. The total liabilities and
majority of the current liabilities have been settled. The Promoters
are endearing to clear the balance liabilities by taking adequate
necessary steps. The Company is hopeful with the proposal to enter into
new areas of operations without fructify in the ensuing years. The
foray in to new areas of operations is expected to generate adequate
additional profits which would wipe out the existing losses.
6.In view of the positive developments as above and special
circumstances, the accounts of the company are continued to be prepared
on going concern basis and consequently no adjustment have made to the
carrying values of modification/classification of Balance sheet
account.
7. Disclosure under Micro, Small and Medium Enterprises Development
Act, 2006 (MSMED)
The management has not yet identified enterprises which have provided
goods & services to the Company and which qualify under the definition
of medium &small enterprises. as defined under micro,small and medium
enterprises Development Act.2006.
8. Segment Reporting
The Company is mainly engaged in the business of manufacturing of
Textile Processing Machineries. All other activities of the Company
revolve around the main business, and as such, there are no separate
reportable segments as required in Accounting standard 17(AS-17)on
Segment Reporting"notified by the Companies(Accounting
Standards)Rule,2006.
9. Related Party Disclosures
As per Accounting Standard (AS-18) on "Related Party Disclosure"
notified by the companies(Accounting Standards)Rules,2006,the
disclosure of transaction with the related parties are given below:
a) List of Related Parties with whom transactions have taken place and
relationship:
Name of Related Party Relationship
i) Venkatramana Food Specialities Ltd. Associate Company
ii) Mr. Gordhanlal Phalore Key Management Personnel
Note: Related party relationship is as identified by the Company and
relied upon by the Auditors.
b) Transactions during the period with related parties :
10. Deferred Taxation
In accordance with Accounting Standard 22 (AS-22) on "Accounting for
Tax on Income"notified by the companies(Accounting Standards)Rules,
2006,deferred tax assets are constituting mainly of carried forward
losses and disallowance of expenses. Deferred Tax Liabilities are
constituting mainly of excess depreciation & expenditure claimed in tax
computation The Company has substantial unabsorbed depreciation and
carry forward losses under the income tax Act 1961. However ,the
availability of sufficient future taxable income against which such
depreciation and losses can be set off cannot be stated to be virtually
certain. Hence deferred tax asset has not been recognised.
11. Contingent Liabilities
a) The Income Tax Demands of earlier years have been nullified /
set-aside by the various orders of the Appellate Authorities. The
Company is confident in securing complete relief. Hence the Board is of
the opinion that there is no liability, contingent or otherwise, in
respect of the above.
b) In respect of export obligations, the Company has been advised that
the export obligation can be set-off against exports executed by the
Company in respect of other products in earlier years. Necessary
application have already been filed with the appropriate authorities
under the applicable Foreign Trade Regulations. The Board is advised
that there would be no liability, contingent or otherwise, in respect
of the above transaction.
12. Licensed and Installed Capacity
The Company is Small Scale Industrial undertaking engaged in
manufacturing of various types of Textile/Chemical/Food processing
machinery produced as per the specification, hence the
Licensed/Installed Capacities can not be quantified.
13. i) Balance of Trade Receivables and Trade Payables including
advance to suppliers are subject to confirmation.
ii) Except stated otherwise, in the opinion of the Management, the
Short-term Loans and Advances, Other Non-current Assets are
approximately of the value stated, if realized in the ordinary course
of business. Provision for all known liabilities are adequate and
neither in excess or nor in short of the amount reasonably necessary.
Mar 31, 2014
1.1 Previous Ptriod
Previous perioed figures have been regrouped and/or rearranged. The
results for the current period are of 12 months whereas the results for
the previous period were for 9months, hence the figures relating to
previous period are not comparable with the current period.
1.2 Amount in the financial statements are presented in Rupees
thousands, except as otherwise stated
2.1 The Operations at the Textile Processing Machinery Division at
Baroda have been suspended. The unit has been given on lease. In
pursuance of the approval obtained from the shareholders in the Annaual
General Meeting held on 12.10.2012, the Company after scrutiny of the
offers received for sale of undertaking of the textile machinety
division at Batoda has entered in to an MOU with a leading machinery
manufacturer for sale of Textile Machinery Division.
2.2 The Company is continuing its endeavots foray into the consent of
the Industrial Estate development as well as redevelopment of real
estate projects. The company is taking necessary steps including
securing the approval from various authorities for commencement of real
estate development.
2.3 Although the net worth of the company has been fully eroded due to
losses incurred, the net worth of the company is being effectively
improved by infusion of promoter from time to time. Certain surplus
capital assets and the suspended unit at Baroda have been sokUor in the
process of being sold, the proceeds of the same have been be utilized
for clearance of residual liabilities with a initiative to make the
company totally debt free and liability free. The total liabilities and
majority of the current liabilities have been settled. The Promoters
are endearing to dear the balance liabilities by taking adequate
necessary steps. The Company is hopeful with the proposal to enter
intonewareasofoperationswithoutfructifyintheensuingyears. The foray
intonew areas of operations is expected to generate adequate additional
profits which would wipeout the existing losses.
In view of the positive developments as above and special
circumstances, the accounts of the company are continued to be prepared
on going concern basis and consequently no adjustment have made to the
carrying values of modification/dassification of Balance sheet account.
2.4 Disclosure under Micro, Small and Medium Enterprises Development
Act, 2006 (MSMED)
The management has not yet identified enterprises which have provided
goods & services to the Company and which qualify under the definition
of medium &small enterprises, as defined under micro,small and medium
enterprises Development Act.2006.
2.5 Segment Reporting
The Company is mainly engaged in the business of manufacturing of
Textile Processing Machineries. All other activities of the Company
revolve around the main business, and as such, there are no separate
reportable segments as required in Accounting standard 17(AS-17)on
Segement Reporting''notified by the CompaniesjAccounting
Standards)Rule,2006.
2.6 Related Party Disclosures
As per Accounting Standard (AS-18) on ''Related Party Disclosure''
notified by the companies(Accounting StandardsjRules,2006,the
disclosure of transaction with the related parties are given below:
a) List of Related Parties with whom transactions have taken place
and relationship:
Name of Related Party Relationship
i) Venkatramana Food Specialities Ltd. Associate Company
iii) Mr. Gordhanlal Phalore Key Management Personnel
Note: Related party relationship is as identified by the Company and
relied upon by the Auditors.
b) Transactions during the period with related parties:
2.7 Deferred Taxation
In accordance with Accounting Standard22 (AS-22) on ''Accounting for Tax
on Income''notified by the companies(Accounting Standards)Rules,
2006,deferred tax assets are constituting mainly of carried forward
losses and disallowance of expenses. Deferred Tax Liabilities are
constituting mainly of excess depriciation & expenditure claimed in tax
computation The Company has substantial unabsorbred depreciation and
carry forward losses under the income tax Act 1961 .How ever ,the
availability of sufficient future taxable income against which such
depreciation and losses can be set off cannot be stated to be
virtualycertain.Hence deferred tax asset has not been recognised.
Additional Information:
As per requirement of Para 4 of Part II of Schedule VI to the Companies
Act 1956
2.8 a) The Income Tax Demands of the earlier years have been notified
by the various orders of the Appellate Authorities. However, in cases
relating to a demand or Rs. 10,018 lacs the Income Tax Department has
gone on second appeal. The Company is confident in securing complete
relief as it has been advised that the appeal filed by the Income Tax
department has no subtraction. Hence the Board is of the opinion that
there is no liability contingent or otherwise in respect of the above,
b) in respect of export obligations the Company has been advised that
the export obligation can be set-off against exports executed by the
Company in respect of other products in the earlier years. Necessary
application have - already been filed with the appropriate authorities
under the applicable Foreign Trade Regulations. The Board is advised
that there would be no liability contingent or otherwise in respect of
the above transactions.
2.9 Licensed and Installed Capacity
The Company is Small Scale Industrial undertaking engaged in
manufacturing of various types ofTextile/Chemical/Food processing
machinery produced as per the specification, hence the
Licensed/Installed Capacities can not be quantified.
2.10 i) Balance of Trade Receivables and Trade Payables including
advance to suppliers are subject to confirmation.
ii) Except stated otherwise, in the opinion of the Management, the
Short-term Loans and Advances, Other Non-current Assets are
approximately of the value stated, if realized in the ordinary course
of business. Provision for all known liabilities are adequate and
neither in excess or nor in short of the amount reasonably necessary.
Mar 31, 2013
1.1 Previous period
Previous period figures have been regrouped and/or rearranged. The
results for the current period are of 9 months whereas the results for
the previous period 30.06.2012 were for 15months, hence the figures
relating to previous period are not comparable with the current period.
1.2 Amount in the financial statements are presented in Rupees
thousands, except as otherwise stated
1.3 In pursuance of the in-principle approval obtained from Bombay
Stock Exchange in term of Clause 24(a) of the listing agreement for
allotment of 57,32,000 equity shares of Rs. 10/- each to promoters and
its associates in terms of the special resolution passed at the Annual
General Meeting held on 26th September 2007 and reconfirmed in the
Extra ordinary General Meeting held on 1st February 2011 and exemption
granted by Securities and Exchange Board of India (SEBI) vide its order
dtd. 11.8.2008. Necessary further formalities with regard to corporate
action are underprocess.
1.4 In pursuance of the approval obtained from the shareholders in the
Annual Genera! Meeting held on 12.10.2012, the Board has received
offers with advances in one case for sale of the Textile processing
unit at Baroda and the same is under review
1.5 The Company is continuing its endeavors foray into the consent of
the Industrial Estate development as well as redevelopment of real
estate projects. The company is taking necessary steps including
securing the approval from various authorities for commencement of real
estate development.
1.6 Although the net worth of the company has been fully eroded due to
losses incurred, tne net worth of the company is being effectively
improved by infusion of pronator funds from time to time. Certain
surplus capital assets and the suspended unit at Baroda have been
sold/or in the process of being sold, the proceeds of the tame would be
utilized for clearance of residual liabilities with a initiative to
make the company totally debt free and liability free. The total
liabilities and majority of the cjnent liabilities have been settled.
The Promoters are endearing to clear the balance liabilities by taking
adequate necessary steps. The Company is hopeful with the proposal to
enter into new areas of operations without fructify in the ensuing
years. The foray in to new areas of operations is expected to generate
adequate additional profits which would wipe out the existing losses.
In view of the positive developments as above and special
circumstances, the accounts of the company are continued to be prepared
on going concern basis and consequently no adjustment have made to the
carrying values of modification/ classification of Balance sheet
account.
1.7 Disclosure under Micro, Small and Medium Enterprises Development
Act, 2006 (MSMED)
The management has not yet identified enterprises which have provided
goods & services to the Company and which qualify under the definition
of medium Ssmall enterprises, as defined under micro, small and medium
enterprises DeveiopmentAct.2006.
1.8 Segment Reporting
The Company is mainly engaged in the business of manufacturing of
Textile Processing Machineries. All other activities of the Company
revolve around the main business, and as such, there are no separate
reportable segments as required in Accounting standard 17(AS-17)on
Segment Reporting"notified by the
Companies(AccountingStandards)Ru!e,2006
1.9 Related Party Disclosures
As perAccounting Standard (AS-18) on "Related Party Disclosure"
notified by the companies(Accounting Standards)Rules,2006,the
disclosure of transaction with the related parties are given below
a) List of Related Parties with whom transactions have taken place and
relationship: Name of Related Party Relation Ship
I) Venkataramana Food Specialities Ltd. Associate Company
ii) Mr. Gordhanlal Phalore Key Management Personnel
Note: Related party relationship is as identifed by the Company and
relied upon by the Auditors. b) Transactions during the year with
related parties :
1.10 Licensed and Installed Capacity
The Company is Small Scale Industrial undertaking engaged in
manufacturing of various types of Textile/Chemical/Food processing
machinery produced as per the specification, hence the
Licensed/Installed Capacities can not be quantified.
1.11 Balance of Trade Receivables and Trade Payables including
advance to suppliers are subject to confirmation ii) Except stated
otherwise, in the opinion of the Management, the Short- term Loans and
Advances, Other Non-current Assets are approximately of the value
stated, if realized in the ordinary course of business. Provision for
all known liabilities are adequate and neither in excess or nor in
short of the amountreasonably necessary.
Jun 30, 2012
1.1 Previous year
The financial statements for the year ended March 31, 2011 had been
prepared as per the then applicable, pre-revised Schedule VI to the
Companies Act, 1956. Consequent to the notification of Revised Schedule
VI under the Companies Act 1956, the financial statements for the year
ended 30 June, 2012 are prepared as per Revised Schedule VI.
Accordingly, the previous year figures have also been reclassified to
conform to this year's classification. The adoption of Revised Schedule
VI for previous year figures does not impact recognition and
measurement principles followed for preparation of financial
statements. Amount in Financial Statements are presented in Rupees
thousand, except as otherwise stated
The results are for fifteen months ended 30th June 2012 and hence
figures relating to previous period are not comparable
1.2 Further in. Special Resolution passed at the Annual General
Meeting held on 26* September, 2007 and reconfirmed at the Extra
Ordinary General Meeting held on 1* February, 2011 ii) the exemption
granted by the Securities and Exchange Board of India (SEBI), vide its
order dated 11 * August, 2008, the Company's application for "ln-
principle" approval for issue of 57,32,000 equity shares of Rs.10/-
each to the promoters and its associates. The Company has got the
"In-Principle" approval from Bombay Stock Exchange Ltd in terms of
clause 24(a) of the Listing Agreement as on 6th September, 2011 and
accordingly the Company has filed necessary forms with the Registrar of
Companies, Maharashtra, Mumbai for affecting the increase in the
Authorized Share Capital from Rs.10 crores to Rs. 20 crores in terms of
the Special Resolution passed in the Annual General Meeting held on
29th September, 2006. In further pursuance thereof.the Board in its
meeting on 5th September ,2012 has alloted 5732000 equity shares to
promoters and their associates. The residual formalities are in the
process of being compiled with.
1.3 The company has suspended the manufacturing operations of the
Textile Processing Machinery unit at baroda in view of continuing
losses and accordingly has also taken steps to effect cessation of the
workmen after complying with applicable labour regulations. All the
dues of the workmen/staff have been paid/settled.
1.4 In further pursuance thereof, the company has decided to hive off
the Textile Processing Manufacturing unit at Baroda after, securing the
necessary approvals from regulatory authorities and members in the
entering annual general meeting. In this interregnum, the company has
leased the unit.
The company is continuing to explore various new areas of operations
and one such area which has been identified for immediate entry is the
area of Industrial Estate Development and reality ventures. The company
is taking necessary steps ncluding securing the required approval for
commencement of business of reality development
1.5 Although the net worth of the Company has fully eroded due to
losses incurred, the net worth of the Company is being effectively
improved by infusion of promoter funds from time to time. Certain
surplus capital assets and the suspended unit at Baroda have been
sold/or in the process of being sold, the proceeds of the same would be
utilized for clearance of liabilities and making the Company totally
debt free and liability free. As a part of the restructuring the
exercise, the Company has already cleared all the secured loans and
also settled all the dues of the workmen and staff. The foray in to new
areas of operations is expected to generate adequate profit which would
wipe out the existing losses.
In view of the positive development as above and the special
circumstances, the accounts of the Company are continued to be prepared
on "going concern basis" and consequently no adjustment have made to
the carrying values on modification of Balance Sheet account.
1.6 Disclosure under Micro, Small and Medium Enterprises Development
Act, 2006 (MSMED)
The management has not yet identified enterprises which have provided
goods & services to the Company and which quality under the definition
of medium Ssmall enterprises, as defined under micro.small and medium
enterprises Development Act.2006.
1.7 Segment Reporting
The Company is mainly engaged in the business of manufacturing of
Textile Processing Machineries. All other activities of the Company
revolve around the main business, and as such, there are no separate
reportable segments as required in Accounting standard 17(AS-17)on
segement ReportingHnotified by the
Companies(AccountingStandards)Rule,2006.
1.8 Related Party Disclosures
As per Accounting Standerd (As-18) on "Related Party Disclosure"
notified by the companies(Accounting Standards)Rules,2006,the
disclosure of transaction with the related parties are given below:
a) List of Related Parties with whom transactions have taken place and
relationship: Name of Related Party Relation Ship
I) Venkataramana Food Specialities Ltd. Associate Company
ii) Satya SaiAgroiis Pvt Ltd Associate Company
iii) Mr. V.R. Balachandra Key Management Personnel
(Ceases to be Managing Director
(with effect from 30th April, 2012)
Mar 31, 2010
1. The previous year figures have been re-grouped, re-arranged and/or
re- classifed wherever necessary.
2. a) In the earlier year Company had received advance against share
application money amounting to Rs.57,320 thousands from promoters and
their associates. At the Annual General Meeting held on 26th
September,2007,the Company had passed a special Resolution for
allotment of 5,732,000 equity shares of Rs.10/- each at par to its
promoters and associates, ranking pari passu in all respects including
as to the devidend, with existing equity shares of the company.
Thereafter, the acquirers had made application for exemption from
complying with the provision of regulation 11(1) of Securities &
Exchange Board of India (Substantial Acquisition of Shares and
Takeover) Regulation, 1997 with regard to the proposed preferential
allotment of equity shares. The Security Exchange Board of India (SEBI)
has granted the said exemption to the acquirers vide its order dated
August 11,2008. Proposed transaction of issue & allotment of shares was
required to be completed within 30 days of the said order and file a
report with SEBI, in the manner specified in regulation 3(4) read with
3(5) of SEBI (Substantial Aquisition of Shares & Takeover) Regulations,
1997 confirming compliance including the conditions specified in the
order. The acquirers & the company could not complete the transaction
within 30 days due to pedency of other regulatory permissions.
The Company has filed an application with SEBI vide letter dated
October 17, 2008 for grant of extension for allotment of shares &
awaiting the approval from SEBI. The Company has also made an
application with Bombay Stock Exchange (BSE) for in principle approval.
b) The Company has increased its Authorised Share Capital from Rupees
Ten crores to Rupees Twenty crores vide special resolution dated
29.09.2006 which has also been filed with the authorities concerned.
Accordingly Form No.5 shall be filed after receiving necessary
approvals from BSE & other Authorities, if any.
3. The Companys Net Worth is fully eroded due to losses incurred, as
a result of which the liabilities are far in excess of its assets.
Although the company has been incurring losses, the net worth of the
company has been effectively improved by infusion of promoters funds
in the form of capital as detailed above. As part of restructuring
exercise, the Company has cleared all the secured working capital loans
and therefore, the Company is confident of enhancing the performance
and wiping out existing losses. Hence, the accounts are prepared on
"Going Concem"basis.
4. The management is in the process of identifying the enterprises
which have provided goods & services to the Company & which qualify
under the definition of medium & small enterprises, as dedined under
Micor, Small & Medium Enterprises Development Act, 2006.
5. Balances of sundry Debtors, Loans and Advances and Creditors
including advance to suppliers are subject to confirmation.
6. In the opinion of management the Current Assets and Loans &
Advances are approximately of the value stated, if realised in the
ordinary course of business and the provisions for all known
liabilities are adequate and not in excess of the amount reasonably
necessary, unless stated otherwise.
7. Segment Reporting
The Company is mainly engaged in the business of manufacturing of
Textile Machineries. All other activities of the Company revolve around
the main business, and as such, there are no separate reportable
segments as required in Accounting Standard 17(AS-17) "Segement
Reporting" notified by the Companies (Accounting Standards) Rule, 2006.
8. Related Party Disclosures
As per Accounting Standerd 18(AS-18) on "Related Party Disclosure"
notified by the Companies (Accounting Standards) Rule, 2006, the
disclosure of transaction with the related parties are given below:
a) List of Related Parties with whom transactions have taken place and
relationship:
Name of Related Party Relationship
i) Venkataramana Food Specialities Ltd. Associate Company
ii) Satya Sai Agroils Pvt Ltd Associate Company
(upto 07/03/2010)
iii) Mr. V. R. Balachandra Key Management Personnel
Note: Related party relationship is as identifed by the Company
and relied upon by the Auditors.
9. Deferred Taxation
With reference to Accounting Standard 22 (AS-22) on "Accounting for Tax
on lncome"issued by the Institute of Chartered Accountants of India,
Deferred Tax Assets are constituting mainly of carried forward losses
and disallowance of expenses. Deferred Tax Liabilities are constituting
mainly of excess depreciation & expenditure claimed in tax computation.
The company has substantial unabsorbed depreciation and carry forward
losses under the income tax Act, 1961. However the availability of
sufficient future taxable income against which such depreciation and
losses can be set off cannot be stated to be virtualy certain.
Hence.deferred tax asset has not been recognised.
10. Contingent Liabilites
(Rs in Thousands)
2009-10 2008-09
a) Income Tax demands for earlier years
pending in appeal before
Appellate Authorities
(Net of advance tax) 10,018 8,714
b) Demands raised by Excise authority . 4,425 4,425
(Duty paid under
protest Rs. 1,084 thousands)
11. Retirement Benefits
The company has during the year adopted Accounting standard 15 (Revised
2005) regarding "Employee Benefits". The company has classified various
employee benefits as under.
A Defind contribution plans
a. Provident fund
b. State defined contribution plans
- Employers Contribution to Employees State Insurance
- Employers Contribution to Employees Pension Scheme 1995
The provident fund and the state defined contribution plan are operated
by the Regional Provident Fund Comissioner .Under the schemes.the
Company is required to contribute a specific percentage of payroll cost
to the reirement benefit schemes to fund the benifits. These Funds are
recognised by the income tax authorities.
The Company has recognised the following amounts in the profit and loss
Account for the year.
12. Licensed and Installed Capacity
The Company is Small Scale Industrial undertaking engaged in
manufacturing of various types of Textile/Chemical/Food processing
machinery produced as per the specification, hence the
Licensed/Installed Capacities can not be quantified.