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Notes to Accounts of Salona Cotspin Ltd.

Mar 31, 2015

1. Specified details on each class of shares for a period of five years immediately preceding the date as at Balance Sheet is prepared

a Aggregate Number and class of Shares allotted for contract without payment being received in cash.

There were no shares allotted for contract without payment being received in cash during the reporting period nor in the preceding five years

b Aggregate number and Class of shares allotted as fully paid by way of bonus shares (Fully paid-up)

No bonus shares were allotted during the reporting period nor in the preceding five years.

c Aggregate number and Class of shares bought back

No shares were bought back during the reporting period nor in the preceding five years.

2. Rights, Preferences and restrictions attaching to each class of shares including restrictions on distribution of dividends and repayments of capital:

The Company has only one class of share namely equity shares having a par value of Rs.10 each. Each shareholder is eligible for one vote for every share held. The dividend approved by the shareholders in any annual general meeting and in case of any interim dividend declared, is payable to the equity shareholders in proportion to their holding. The equity shareholders are eligible to receive the remaining assets of the Company on the occurrence of an event, requiring repayment of capital, in proportion to their shareholding.

3. Terms of any securities convertible into Equity/Preference Shares issued along with earliest date of conversion in descending order starting from earliest such date:

There are no securities convertible into equity or preference shares

4. Shares reserved for issue under option and Contract/ Commitments for the sale of shares / disinvestment including terms and amounts:

There are no shares reserved under any option

5.Term Loans from Banks

Nature of Security and Details of Guarantee

a The above facilities are secured on first charge on the specific fixed assets acquired besides a charge on all other fixed assets

b All the above facilities pursuant to an agreement rank pari passu amongst the bankers and the company.

c Managing Director and Joint Managing Director have furnished their personal guarantee to bankers for the loans so availed and the guarantee is for the amount outstanding to the said bankers.

d The details of security listed above also covers for current maturities of long term debts for the above term loans.

6. Nature of Security and terms of guarantee

a The above facilities are secured by way of hypothecation and / or pledge of stocks in trade, besides a first charge on its fixed assets

b All the above facilities are pursuant to an agreement rank Pari passu amongst the bankers and the company has created an equitable mortgage by deposit of the title deeds for the credit facilities availed. The equitable mortgage is registered with the Registrar of Assurances, while a charge is registered with the Registrar of Companies.

c. Managing Director and Joint Managing Director have furnished their personal guarantee to bankers for the loans so availed and the guarantee is for the amount outstanding to the said bankers.

7. Contingent Liabilities:

As at 31st As at 31st

No Particu|ars March March 2015 Rs. 2014 Rs. a) Claims against the Company not acknowledged as Debt 11,90,000 11,90,000

b) Claims against the Company acknowledged as Debt The company is liable to pay electricity tax on own generation which is disputed in a writ petition before Madras High Court which had granted a stay against such levy. 29,22,358 12,23,019

The company has contested the claim by TANGECO which has demanded interest in respect of delayed payment of infrastruture development charges for the creation of common facility for connectivity access in respect of wind electric generators

c) Guarantees given to customs department against import of capital goods - 44,42,354

d) Other money for which the Company is contingently liable - -

8.DEPRECIATION NOTE

Effective from 1st April 2014, the Company has charged depreciation with reference to the estimated useful life of fixed assets prescribed by the Schedule II of the Companies Act 2013 or based on management's assessment of useful life based on technical advice in case if useful life is lower than what is prescribed under Schedule II. On account of the above, depreciation for the year ended 31st March 2015 is higher by Rs.8.63 Lakhs which has been considered as a current year charge in the Profit and Loss account with the consequential effect on deferred tax.

9. In the opinion of the Board of Directors,:

the assets other than fixed assets and non-current investments, do have a value on realization in the ordinary course of business, at least equal to the amount at which they are stated. no amounts are required to be transferred to Investor Education & Protection Fund

10.Previous year figures have been reworked grouped

and regrouped to conform to the current year classification to make it comparable.

11. DISCLOSURES PURSUANT TO ACCOUNTING STANDARD-18 RELATED PARTY DISCLOSURES

1 In terms of the Accounting Standard 18 requiring disclosure of related parties, the following persons have been identified as Related Parties:

i) Key Management Personnel:

Shyamlal Agarwala Managing Director

Manoj Kumar Jhajharia Joint Managing Director

Pramod Kumar Jhajharia Chief Executive

ii) Associates:

Shristi Cotspinn Private Limited Sri Sadhyaa Exports Private Limited


Mar 31, 2014

I. ADDITIONAL INFORMATION TO BALANCE SHEET A Contingent Liabilities:

As at 31st March As at 31st March Partlculars 2014 Rs. 2013 Rs.

a) Claims against the Company not acknowledged as Debt 1,190,000 1,190,000

b) Claims against the Company acknowledged as Debt

The company is liable to pay electricity tax on own generation which is disputed in

a writ petition before Madras High Court which had granted a stayagainst such levy. 1,223,019 1,223,019

The company has contested a claim by an employee who has claimed compensation for injury; the company has filed an appeal in the High Court of Madras against the order of the District Labour Court ordering to pay compensation. The company has

deposited a sum with the Court pursuant to its orders Rs. - 147,564

c) Guarantees given to customs department against 4,442,354 4,442,354 import of capital goods

d) Other money for which the Company is contingently liable -


Mar 31, 2013

1. ADDITIONAL INFORMATION TO BALANCE SHEET CONTINGENT LIABILITIES & COMMITMENTS :

A CONTINGENT LIABILITIES:

As at 31st March As at 31st March 2013 Rs. 2012 Rs.

a) Claims against the Company acknowledged as Debt 1,190,000 1,190,000

b) Claims against the Company acknowledged as Debt

The company is liable to pay electricity tax on own generation 1,223,019 433,591 which is disputed in a writ petition before Madras High Court which had granted a stay against such levy.

The company has contested a claim by an employee who has 147,564 claimed compensation for injury the company has filed an appeal in the High Courert of Madras against the order of the District

c) Guarantees given to customs department against 4,442,354 4,442,354 import of capital goods

d) Other money for which the Company is contingently liable : Appeals have been filed by the Company for the Tax Assessment Year 2010-11 before the Appelate Commissioner. However the company is advised that there is no tax impact as regrds this appeal and hence no provision is made in its books.

2 The amount remitted during the year in foreign currencies on account of dividends with a specific mention of the total number of non-resident shareholders, the total number of shares held by them on which the dividends were t due and the year to which the dividends related;


Mar 31, 2012

I) Rights, Preferences and restrictions attaching to each class of shares including restrictions on distribution of dividends and repayments of capital:

The Company has one only class of equity shares having a par value of Rs.10 each. Each shareholder is eligible for one vote for every share held. The dividend approved by the shareholders in any annual general meeting and in case of an interim dividend dividend is payable to the equity shareholders in proportion to their holding.In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company in proportion to their shareholding.

ii) Terms of any securities convertible into Equity/Preference Shares issued alongwith earliest date of conversion in descending order starting from earliest such date:

There are no securities convertible into equity or preference shares

iii) Shares reserved for issue under option and Contract/ Commitments for the sale of shares /disinvestment including terms and amounts:

There are no shares reserved under any option

Nature of Security and details of guarantee

a The above facilities are secured on first charge on the specific fixed asets acquired besides a charge on all other fixed assets b All the above facilities pursuant to an agreement rank pari passu amongst the bankers and the company, c An equitable mortgage by deposit of the title deeds for the credit facilities availed, besides secured by mortgage of the personal property of the Joint Managing Director d Managing Director and three other directors have furnished their personal guarantee to bankers for the loans so availed, e The details of security listed above also covers current maturities of long term debts for the above term loans

(ii) Nature of Security and terms of guarantee

a The above facilities are secured by way of hypothecation and / or pledge of stocks in trade, besides a first charge on its fixed assets, b All the above facilities are persuant to an agreement rank pari passu amongst the bankers and the company has created an equitable mortgage by deposit of the title deeds for the credit facilities availed. The equitable mortgage is listed with the Registrar or Assurances, while a charge is registered with the Registrar of Companies, c The Loans are further secured by mortgage of the personal property of the Joint Managing Director, d Managing Director and three other directors have furnished their personal guarantee to bankers for the Loans so availed.

Nature of Security and details of guarantee

a The above facilities are secured on first charge on the specific fixed asets acquired besides a charge on all other fixed assets b All the above facilities pursuant to an agreement rank pari passu amongst the bankers and the company, c An equitable mortgage by deposit of the title deeds for the credit facilities availed, besides secured by mortgage of the personal property of the Joint Managing Director, d Managing Director and three other directors have furnished their personal guarantee to bankers for the loans so availed, e The details of security listed above also covers current maturities of long term debts for the above term loans

Nature of Security and details of guarantee

a The above facilities are secured on first charge on the specific fixed asets acquired besides a charge on all other fixed assets b Ail the above facilities pursuant to an agreement rank pari passu amongst the bankers and the company, c An equitable mortgage by deposit of the title deeds for the credit facilities availed, besides secured by mortgage of the personal property of the Joint Managing Director d Managing Director and three other directors have furnished their personal guarantee to bankers for the loans so availed, e The details of security listed above also covers current maturities of long term debts for the above term loans

A Contingent Liabilities:

Current Year Previous Year As at 31st As at 31st No Particulars March 2012 March 2011 Rs. Rs.

a) Claims against the Company not acknowledged as Debt 1,190,000 1,190,000

b) Claims against the Company acknowledged as Debt

433 591 -

The company is liable to pay electricity tax on own generation which is disputed in a writ petition before Madras High Court which had granted a stay against such levy.

c) Guarantees 4,442,354 4,442,354

d) Other money for which the Company is contingently liable

B In the opinion of the Board of Directors, any of the assets other than fixed assets and non-current investments do not have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated, the fact that the Board is of that opinion, shall be stated 11 The amount remitted during the year in foreign currencies on account of dividends with a specific mention of the total number of non-resident shareholders, the total number of shares held by them on which the dividends were due and the year to which the dividends related;

ii) Defined benefit plans

The company has an unfunded defined benefit gratuity plan. Every employee who has qualified and completed five years or more of service gets a gratuity on separation equal to 15 days salary (last drawn salary) for each completed year of continuous service or part thereof in excess of six months, subject to a maximum laid down by law.

The company has undertaken an actuarial valuation in respect of gratuity liability and provides for it in its books of accounts; but does not contribute the amount to any fund or trust.


Mar 31, 2010

A) The above facilities are secured by way of hypothecation of Stocks in trade, besides a first charge on its fixed assets.

b) The above term loan credit facilities pursuant to RBI scheme have been rephased and deferred for a further period of two years.

c) All the above facilities pursuant to an agreement rank pari passu amongst the bankers and the company.

d) An equitable mortgage by deposit of the title deeds for the credit facilities availed, besides secured by mortgage of the personal property of the Managing Director.

e) Managing Director and three other directors have furnished their personal guarantee to Bankers for the loans so availed.

2. The Income Tax assessments have been completed upto the assessment year 2007-08; Income Tax assessment is pending for scrutiny from the Assessment Year 2008-09. Under the normal provisions of Income Tax Act, the company is not liable to Income Tax for the current year. However the company is liable to tax on book profits under the provisions of Minimum Alternate Tax (MAT) which has been provided for.

3. Gross Sales exclude Excise Duty, Sales Tax/VAT Surcharge and Cess collected thereon, as detailed below

4. Other Expenses includes Statutory Auditors Remuneration

5. During the year the company has recognised the gratuity payable to the managerial persons as at 31-03-2010 and has been fully provided for

* The remuneration paid represents the miniumum remuneration u/s 309(3) of the Companies Act 1956

6. Computation of Profits for the purpose of Commission to Managing Director

7. Information pursuant to Accounting Standard 15

8. Borrowing Cost capitalised during the year

9. The Company operates only on one segment which is the companys primary segment i.e. is

10. Recurring annual subscription to Textile Research Institutions South India Textile Research Association (SUTRA)

11. In terms of the Accounting Standard 18 requiring disclosure of related parties, the following persons has been identified as Related Parties :

12. Transcations with Related Parties : Nature of Transaction

13. In terms of the Accounting Standard 20 relating to

Earnings Per Share (EPS) the following information is furnished:

14. In terms of the Accounting Standard 22 working for Deferred Tax Asset has been recognized on account of prudence and the estimated realizability within a reasonable point of time

15. Net Deferred Tax Asset/Liability in respect of the year ending 31st March 2010 and earlier credited/debited to profit & loss account and Net Deferred Tax

16. Information Pursuant to Accounting Standard 29 Contingent assets are not recognised. Contingent Liabilities are disclosed by way of a note.

Provisions Contigencies & Opening Recognized Reversed Closing Other Liabilities Balance during the Year during t he Year Balance

Taxation 2,349,900 4,599,000 - 6,948,900

Fringe Benefit Taxation 338,200 - - 338,200

Dividends - 5,262,400 - 5262,400

Expenses (Bonus etc.) 466,720 716,200 466,720 716,200

Gratuity Provision to Employees920,190 259,180 - 1,179,370

Gratuity Provision to Directors - 767,308 - 767,308

4,075,010 11,604,088 466,720 15,212,378

17. Dues to Micro, Small & Medium Enterprises

The management has initiated the process of identifying enterprises which have provided goods and services to the Company and which qualify under the definition of micro and small enterprises, as defined under Micro, Small and Medium Enterprises Development Act,2006. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2010 has been made in the financial statements based on information received and available with the Company. The Company has not received any claim for interest from any supplier under the said Act The principal amount and the interest due thereon remaining unpaid to any supplier as at the end of each accounting year.

The amount of interest paid by the Company along with the amount of the payments made to the supplier beyond the appointed day during the period The amount of interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed day during the year) but without adding the interest specified under this Act.

The amount of interest accrued and remaining unpaid at the end of the period The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprise.

18. In the opinion of the Board of Directors :

All the current assets, loans and advances would realise the value stated in the normal course of business.

There are no amounts due to be transferred to Investor Protection & Education Fund

19. Figures for the previous year have been reclassified and regrouped wherever found necessary.

 
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