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Notes to Accounts of Windsor Machines Ltd.

Mar 31, 2016

Notes:

1. As the licensing capacity has been dispensed with by the Government of India, only the installed capacity and production have been given.

2. The Company manufactures various kinds of plastic processing machines on make to order therefore Installed capacity is not applicable.

* Excluding Leave Encashment provision as the separate figures are not available with the company.

Note 36 Employees Benefits (Disclosure as per As 15 revised)

The disclosure required under Accounting Standard 15 “Employees Benefits” notified in the companies (Accounting

Standards) Rules 2006 are given below:

a) Provident Fund - Defined Contribution Plan:

Contributions to the Provident Fund are made to Provident Fund Organization and all employees are entitled to Provident Fund benefits. Amount debited to the statement of profit and loss is Rs. 160.69 Lacs during the year (Rs. 151.90 Lacs during previous year).

b) Gratuity & Leave Encashment- Defined Contribution Plan:

i. The Company has various schemes of retirement benefits, viz. Superannuation, Gratuity and Leave Encashment. Such liabilities of Vatva & Chhatral Works are administered by separate trusts formed for this purpose through the Group schemes of Life Insurance Corporation of India. The liability for the Gratuity and Leave Encashment is determined on the basis of an independent actuarial valuation done at the year-end. The actuarial valuation method used for measuring the liability is the Projected Unit Credit method. The obligation are measured as the present value of estimated future cash flows discounted at rates reflecting the prevailing market yields of Indian Government securities as at the Balance Sheet date for the estimated term of the obligations. The estimates of future salary increases considered takes into account the inflation, seniority, promotion and other relevant factors.

Note 3 : The company has contracted with Life Insurance Corporation of India (LIC) to manage gratuity liability of the company. The Company makes the required contribution to LIC based on computation of current service cost, expected earnings and actuarial assumptions etc. The Company has not made any other investment for defined benefit plan.

Note 4 The deferred tax asset (net), calculated in accordance with the Accounting Standard AS - 22 Rs. Accounting for Taxes on Income issued by the Institute of Chartered Accountants of India, for the year ended March 31, 2016 amounted to Rs. 589.61 lacs.

Deferred tax income of Rs. 37.78 Lacs is adjusted against the opening reserve of earlier years.

Note 5 Leasing arrangements are in respect of commercial premises (including furniture and fittings therein wherever applicable taken on leave and license basis). The aggregate lease rentals of Rs. 82.99 Lacs (Previous year Rs. 74.35 Lacs) are charged as Rent and shown under Note of “Other Expenses”. These leasing arrangements are cancellable (except one detail of the same areas under). Terms of lease range between 11 months and 5 years generally, and are usually renewable by mutual consent at mutually agreed terms and conditions.

Note 6 Operating Lease

Note 7 Corporate Social Responsibilities:

Gross Amount required to be spent during the year is Rs. 32.46 Lacs (P.Y. Rs. 35.15 lacs) and amount spend during the year is Rs. 32.50 Lacs (P.Y. Rs. 35.25 Lacs).

Note 8 Previous year’s figures have been regrouped / rearranged wherever considered necessary.


Mar 31, 2015

1. For the A.Y 1994-95, 1995-96 & 1998-99 and for the Block Assessment relating to A.Y 1988-89 to 1997-98 the income tax department has fled an appeal in the High Court. In all the above matters, the order of CIT (Appeal) and Tribunal were passed in favour of the company. The amount of claim by the department is of Rs 746.20 Lacs and interest as applicable thereon.

2. For the Assessment year 2011-12, the Assessing Officer disallowed the carried forward unabsorbed depreciation of Rs. 1989.10 Lacs for AY 1997-98 to AY 2000-01 and added Rs 2004.31 Lacs by treating one time loan settlement under BIFR proceeding as income. The Company has fled an appeal before the Commissioner of Income Tax (Appeals) and also fled application for rectification. The amount of contingent liability involved is Rs 1357.35 Lacs and interest as applicable thereon.

3. The Company has fled a Miscellaneous Application (M.A.) before the Board for Industrial and Financial Reconstruction ("BIFR")-New Delhi for granting tax reliefs/concessions under the Income Tax Act, 1961 as per the Sanctioned Scheme of BIFR. At the hearing which took place on 23.01.2014, the Hon'ble BIFR was pleased to allow the M.A. and directed the Directorate of Income Tax (Recovery) [DIT(R)] to provide the reliefs and concessions to the Company as per the Sanctioned Scheme. However as the Bench constitution at BIFR has changed, the final outcome of the hearing is pending. The amount of contingent liability involved is Rs 641.74 Lacs and interest as applicable thereon.

The Company has been advised that the outcome of the all the above cases will be in favour of the Company.

Note 29 Detailed quantitative information in respect of sales, capacities, production, stocks and consumption of raw materials and components:

Notes:

1. As the licensing capacity has been dispensed with by the Government of India, only the installed capacity and production have been given.

2. The Company manufactures various kinds of plastic processing machines on make to order therefore Installed capacity is not applicable.

Note 36 Employees Benefits (Disclosure as per As 15 revised)

The disclosure required under Accounting Standard 15 "Employees Benefits" notified in the companies (Accounting Standards) Rules 2006, are given below:

a) Provident Fund - Defined Contribution Plan :-

Contributions to the Provident Fund are made to Provident Fund Organization and all employees are entitled to Provident Fund benefits. Amount debited to the statement of Profit and loss is Rs 151.90 Lacs during the year (Rs 136.94 Lacs during previous year) .

b) Gratuity & Leave Encashment- Defined Contribution Plan :-

i. The Company has various schemes of retirement benefits, viz. Superannuation, Gratuity and Leave Encashment. Such liabilities of Vatva & Chhatral Works are administered by separate trusts formed for this purpose through the Group schemes of Life Insurance Corporation of India. The liability for the Gratuity and Leave Encashment is determined on the basis of an independent actuarial valuation done at the year-end. The actuarial valuation method used for measuring the liability is the Projected Unit Credit method. The obligation are measured as the present value of estimated future cash fows discounted at rates reflecting the prevailing market yields of Indian Government securities as at the Balance Sheet date for the estimated term of the obligations. The estimates of future salary increases considered takes into account the infation, seniority, promotion and other relevant factors.

Note 4. The company has contracted with Life Insurance Corporation of India (LIC) to manage gratuity liability of the company. The Company makes the required contribution to LIC based on computation of current service cost, expected earnings and actuarial assumptions etc. The Company has not made any other investment for defined benefit plan.

In case of leave encashment the company is having excess fund as on March 31,2015 amounting to Rs 119.55 Lacs and expected contribution for next 12 months is Rs 14.76 Lacs,

Note 5.

In respect of assets where the remaining useful life is Nil, the carrying amount as on 1st April, 2014, Rs 73.38 Lacs (net of Deferred TaxRs 37.78 Lacs), has been Adjusted against the Opening Balance of Retained Earnings as on that date. Impact of change in useful life as per Schedule II of the Companies Act 2013 depreciation for the year is higher byRs 166.94 Lacs.

Note 6. Derivatives :

The year end foreign currency exposures that have not been hedged by a derivative instruments or otherwise are as under :

Note 7. The deferred tax asset (net), calculated in accordance with the Accounting Standard AS – 22 'Accounting for Taxes on Income' issued by the Institute of Chartered Accountants of India, for the year ended March 31, 2015 amounted to Rs 351.26 Lacs.

Deferred tax income ofRs 37.78 Lacs is adjusted against the carrying value of assets where useful life is nil as on 01.04.2014.

Note 8. Leasing arrangements are in respect of commercial premises (including furniture and fittings therein wherever applicable taken on leave and license basis). The aggregate lease rentals of Rs 74.35 Lacs (Previous year Rs 73.26 Lacs) are charged as Rent and shown under Note of "Other Expenses". These leasing arrangements are cancellable (except one details of the same are as under). Terms of lease range between 11 months and 5 years generally, and are usually renewable by mutual consent at mutually agreed terms and conditions.

Note 9. Corporate Social Responsibility:

Gross Amount required to be spend during the year is Rs 35.15 Lacs and amount spend during the year is Rs 35.25 Lacs.

Note 10 Previous year's figures have been regrouped / rearranged wherever considered necessary.


Mar 31, 2014

1) NATURE OF BUSINESS :

Windsor Machines Limited (''the company'') is in business of manufacturing of plastic processing machinery, which includes pipe extrusion, blow flm extrusion and injection moulding machines. The company was incorporated on May 4,1963. The company is listed with Bombay Stock Exchange and National Stock Exchange. The registered office of the company is located at Thane (Mumbai).

(Rs. in Lacs) As at March 31, 2014 2013

2) Contingent liabilities not provided for / commitments:

i. Claims against the Company not acknowledged as debts 63.90 291.41

2.1) Pursuant to BIFR order dated September 21, 2010, the unsecured liabilities as on cut of date March 31, 2009, including those under litigation/ appeal shall on crystalisaion after exercise of all the legal remedies available to the Company, shall be paid only 15% of the principal amount on interest free basis. All penal interest, interest, damages, penalties charged or chargeable on the same and balance of the principal amount shall be waived

ii. Disputed income tax liability

a) At High court Level - ( Refer Note 26.2) 746.20

b) At CIT (Appeals) Level - ( Refer Note 26.3) 1357.35

c) At BIFR Level - ( Refer Note 26.4) 141.33

2244.88 746.20

2.2) FortheA.Y 1994-95,1995-96 & 1998-99 and forthe BlockAssessment relating to A.Y 1988-89 to 1997-98 the income tax department has fled an appeal in the High Court. In all the above matters, the order of CIT (Appeal) and Tribunal were passed in favour of the company. The amount of claim by the department is ofRs. 746.20 Lacs and interest as applicable thereon.

2.3) For the Assessment year 2011-12, the Assessing officer disallowed the carried forward unabsorbed depreciation ofRs. 1989.10 Lacs for AY 1997-98 to AY 2000-01 and added Rs. 2004.31 Lacs by treating one time loan settlement under BIFR proceeding as income. The Company has fled an appeal before the Commissioner of Income Tax (Appeals) and also fled application for rectifcation. The amount of contigent liability involved is Rs. 1357.35 Lacs and interest as applicable thereon.

2.4) The Company has fled a Miscellaneous Application (M.A.) before the Board for Industrial and Financial Reconstruction ("BIFR")-New Delhi for granting tax reliefs/concessions under the Income Tax Act, 1961 as per the Sanctioned Scheme of BIFR. At the hearing which took place on 23.01.2014, , the Hon''ble BIFR was pleased to allow the M.A. and directed the Directorate of Income Tax (Recovery) [DIT(R)] to provide the reliefs and concessions to the Company as per the Sanctioned Scheme. However as the Bench constitution at BIFR has changed, the final outcome of the hearing is pending. The amount of contingent liability involved is Rs. 141.33 Lacs and interest as applicable thereon.

The Company has been advised that the outcome of the all the above cases will be in favor of the Company.

iii. Disputed excise & service tax liability 60.09 16.51

iv Guarantee given by the Company on behalf of a body corporate 18.00 120.00 to a financial institution. ( Refer Note 26.1 above)

v. In respect of bank guarantees 19.37 72.70

vi. In respect of claims of 7 workmen (previous year 8 workmen) at Unascertained Unascertained Vatva works whose services were terminated by the Company. The Company''s appeal is pending before Industrial Court / High Court. However company has agreed for 70 days retrenchment compensation in the court and same is also provided in the books.

Notes:

1. As the licensing capacity has been dispensed with by the Government of India, only the installed capacity and production have been given.

2. The Company manufactures various kinds of plastic processing machines on make to order therefore Installed capacity is not applicable.

3) Related Parties Disclosure as required by the Accounting Standard 18 "Related Party Disclosures": 33.1) Names of Related Parties & Nature of Relationship

Sr.No Name of Related Party Category of Related Party

1 Castle Equipments Pvt Ltd Holding Company

2 Wintech B.V Wholly Owned Subsidiary

3 Wintal Machines S.R.L Step down Wholly Owned Subsidiary

4 Wintech S.R.L Step down Subsidiary

5 Mr. K.C Gupte Key Management Personnel

6 Ghodbhunder Developers Pvt Ltd Enterprise over which Key Managerial Person or individual or relatives

7 Jayant M Thakur & Co. of such person exercise control / significant infuence.

Notes:

The segment revenue and total assets include the revenue and assets respectively, which are identifable with each segment and amounts allocated to the segments on a reasonable basis.

4) Employees benefits (Disclosure as per As 15 revised)

The disclosure required under Accounting Standard 15 "Employees benefits" notifed in the companies (Accounting Standards) Rules 2006, are given below:

a) Provident Fund - Defined Contribution Plan :-

Contributions to the Provident Fund are made to Provident Fund Organization and all employees are entitled to Provident Fund benefits. Amount debited to the statement of profit and loss is Rs. 136.94 Lacs during the year (Rs. 118.05 Lacs during previous year).

b) Gratuity & Leave Encashment- Defined Contribution Plan :-

i. The Company has various schemes of retirement benefits, viz. Superannuation, Gratuity and Leave Encashment. Such liabilities of Vatva & Chhatral Works are administered by separate trusts formed for this purpose through the Group schemes of Life Insurance Corporation of India. The liability for the Gratuity and Leave Encashment is determined on the basis of an independent actuarial valuation done at the year-end. The actuarial valuation method used for measuring the liability is the Projected Unit Credit method. The obligation are measured as the present value of estimated future cash flows discounted at rates refecting the prevailing market yields of Indian Government securities as at the Balance Sheet date for the estimated term of the obligations. The estimates of future salary increases considered takes into account the infation, seniority, promotion and other relevant factors.

4.1) The company has contracted with Life Insurance Corporation of India (LIC) to manage gratuity liability of the company. The Company makes the required contribution to LIC based on computation of current service cost, expected earnings and actuarial assumptions etc. The Company has not made any other investment for Defined benefit plan.

4.2) Excess fund has not be recognised as Income and it will be adjusted against future liability.

4.3) As the company is having excess funding, it is not expecting to contribute any amount till March 31, 2014.

5) There are no amounts due to Micro, Small and Medium Enterprises as on 31st March 2014 (PY Rs. Nil). Micro, Small & Medium Enterprises have been identified by the management based on the information available with the company.

6) Leasing arrangements are in respect of commercial premises (including furniture and fttings therein wherever applicable taken on leave and license basis). The aggregate lease rentals of Rs. 73.26 Lacs (Previous yearRs. 73.31 Lacs) are charged as Rent and shown under Note of "Other Expenses". These leasing arrangements are cancellable (except one details of the same are as under). Terms of lease range between 11 months and 5 years generally, and are usually renewable by mutual consent at mutually agreed terms and conditions.

7) Previous year''s figures have been regrouped / rearranged wherever considered necessary.


Mar 31, 2013

1) NATURE OF BUSINESS :

Windsor Machines Limited (''the company'') is in business of manufacturing of plastic processing machinery, which includes pipe extrusion, blow film extrusion and injection moulding machines. The company was incorporated on May 4, 1963. The company is listed with Bombay Stock Exchange and National Stock Exchange. The registered office of the company is located at Thane (Mumbai).

As at March 31, Particulars 2013 2012

2) Contingent liabilities not provided for / commitments:

i. Claims against the Company not acknowledged as debts 291.41 291.41

ii. Disputed income tax liability 746.20 753.11

iii.Disputed excise liability 16.51 16.51

iv. Guarantee given by the Company on behalf of a body 120.00 120.00 corporate to a financial institution

v. In respect of bank guarantees 72.70 29.18

vi. In respect of claims of 8 workmen (previous year 31 Unascertained Unascertained

workmen) at Vatva works whose services were terminated by the Company. The Company''s appeal is pending before Industrial Court / High Court. However company has agreed for 70 days retrenchment compensation in the court and same is also provided in the books.

3) Detailed quantitative information in respect of sales, capacities, production, stocks and consumption of raw materials and components:

4) Employees Benefits (Disclosure as per As 15 revised)

The disclosure required under Accounting Standard 15 "Employees Benefits" notified in the companies (Accounting Standards) Rules 2006, are given below:

a) Provident Fund - Defined Contribution Plan :-

Contributions to the Provident Fund are made to Provident Fund Organization and all employees are entitled to Provident Fund benefits. Amount debited to the statement of profit and loss is Rs. 118.05 Lacs during the year (Rs. 111.38 Lacs during previous year) .

b) Gratuity & Leave Encashment- Defined Contribution Plan :-

The employees'' gratuity fund and leave encashment scheme of EMD (Vatva Works) & IMM (Chhatral works) managed by Life Insurance Corporation of India is a defined benefit Plan. The present value of obligation is determined based on actuarial valuation, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

5.1 The company has contracted with Life Insurance Corporation of India (LIC) to manage gratuity liability of the company. The Company makes the required contribution to LIC based on computation of current service cost, expected earnings and actuarial assumptions etc. The Company has not made any other investment for defined benefit plan.

5.2 Excess fund has not be recognised as Income and it will be adjusted against future liability.

5.3 As the company is having excess funding, it is not expecting to contribute any amount till March 31, 2014.

6) The deferred tax asset (net), calculated in accordance with the Accounting Standard AS - 22 ''Accounting for Taxes on Income'' issued by the Institute of Chartered Accountants of India, for the year ended March 31, 2013 amounted to Rs. 1,414.15 lacs.

The company has filed a Miscellanous Application before BIFR/revisionapplication to Directorate of Income-Tax (DIT-Recovery), New Delhi for granting tax reliefs/concessions as per Sanctioned Scheme of BIFR. Hence, tax provision (including Deferred Tax and Minimum Alternate Tax), if any, shall be made at the time of disposal of such application by the BIFR.

7) Leasing arrangements are in respect of commercial premises (including furniture and fittings therein wherever applicable taken on leave and license basis). The aggregate lease rentals of Rs. 73.31 Lacs (Previous year Rs. 47.75 Lacs) are charged as Rent and shown under Note of ''Other Expenses''. These leasing arrangements are cancellable (except one details of the same are as under). T erms of lease range between 11 months and 5 years generally, and are usually renewable by mutual consent at mutually agreed terms and conditions.

8) Previous year''s figures have been regrouped / rearranged wherever considered necessary.


Mar 31, 2012

1) NATURE OF BUSINESS :

Windsor Machines Limited ('the company') is in business of manufacturing of plastic processing machinery, which includes pipe extrusion, blow film extrusion and injection moulding machines. The company was incorporated on May 4, 1963. The company is listed with Bombay Stock Exchange and National Stock Exchange. The registered office of the company is located at Thane (Mumbai).

2.1 The Company has only one class of equity share having a par value of Rs. 2/- each. Each shareholder is eligible for one vote per share held.

As per above mentioned BIFR order(s), the Company has reduced the face value of its equity shares from Rs. 10/- (Rupees Ten Only) each to Rs. 4/- (Rupees Four Only) each in previous year. Company has allotted 1,87,50,000 (One Crores Eighty Seven Lacs Fifty Thousand) equity shares of Rs.4/- (Rupees Four only) each, at par. As per Special Resolution passed at the Extra-Ordinary General Meeting of the members of the Company held on May 12, 2011, the Company has increased its authorised share capital up to Rs. 40 crores and subdivided entire equity share capital of face value of Rs. 4/- (Rupees Four Only) each into two equity shares of Rs. 2/- (Rupees Two Only) each. As per BIFR Order dated July 18, 2011, Company has further issued 13,60,0000 (Thirteen Lacs Sixty Thousand) equity shares of Rs. 2/- (Rupees Two Only) each, at par.

Equity shares after allotment are ranked pari passu in all respects with the then existing Equity Shares of the Company. Equity Shares after allotment are locked as specified in Regulation 78(1) of the SEBI (Issue of Capital and Disclosure Requirements Regulations, 2009) except to the extent and in the manner permitted there under.

3.1 The above loan from Yes Bank Limited is secured by Mortgage on all immovable properties situated at Vatva & Chhatral Unit and hypothecation of all the movable lying at Vatva & Chhatral Unit (save and except book debts) both present and future. The loan is repayable in total 11 equal Quarterly installments Commencing from April 2012. Floating interest Rate of 13.25% p.a (Base Rate 10.50 2.75% as on March 31, 2012 ) is applicable on the said loan. Renaissance Equipments Private Limited is the corporate guarantor for the same. Current Maturities is Rs. 727.27 lacs reflected under Other Current Liabilities.

3.2 Loan outstanding as on March 31, 2011 was of Renaissance Equipments Pvt Ltd. (related party) was secured by mortgage on all immovable properties and hypothecation of all the movables in favour of the Company (save and except book debts) both present and future. Fixed interest rate of 9% was applicable as on March 31, 2011 on the said loan. (Refer Note No. 32)

In terms of Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006, (MSMED Act) which came into force from October 02, 2006, certain disclosures are required to be made relating to Micro, Small and Medium Enterprises. On the basis of the information and records available with the company, the disclosure pursuant to the said Act is under :

4) Contingent liabilities not provided for / commitments:

i. Claims against the Company not acknowledged as debts 291.41 291.41

ii. Disputed income tax liability 753.11 753.11

iii. Disputed sales tax, excise & service tax liability 16.51 16.51

iv Guarantee given by the Company on behalf of a body corporate to a financial institution 120.00 120.00

v. In respect of bank guarantees 29.18 64.85

vi.In respect of claims of 31 workmen (previous Unascertained Unascertained year 33 workmen) at Vatva works whose services were terminated by the Company.

The Company's appeal is pending before Industrial Court / High Court. However company has agreed for 45 days retrenchment compensation in the court and same is also provided in the books.

Notes:

1. As the licensing capacity has been dispensed with by the Government of India, only the installed capacity and production have been given.

2. The Company manufactures various kinds of plastic processing machines on make to order therefore Installed capacity is not applicable.

5) Employees Benefits (Disclosure as per As 15 revised)

The disclosure required under Accounting Standard 15 "Employees Benefits" notified in the companies (Accounting Standards) Rules 2006, are given below:

a) Provident Fund - Defined Contribution Plan :-

Contributions to the Provident Fund are made to Provident Fund Organization and all employees are entitled to Provident Fund benefits. Amount debited to Profit and Loss account Rs. 111.38 lacs during the year (Rs. 97.56 lacs during previous year).

b) Gratuity & Leave Encashment- Defined Contribution Plan :-

The employees' gratuity fund and leave encashment scheme of EMD (Vatva Works) & IMM (Chhatral works) managed by Life Insurance Corporation of India is a defined benefit Plan. The present value of obligation is determined based on actuarial valuation, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

6) The deferred tax asset (net), calculated in accordance with the Accounting Standard AS - 22 'Accounting for Taxes on Income' issued by the Institute of Chartered Accountants of India, for the year ended March 31, 2012 amounted to Rs. 1,814.93 lacs.

With improved performance of the Company, net deferred tax assets have also been accounted for in the current year.

The Company has made an application to Directorate of Income-Tax (Recovery), New Delhi on July 9, 2010 to confer the benefit to the Company in terms of order of BIFR dated September 21, 2010 and order of AAIFR dated February 2, 2012. However the above application has not been disposed off by the Directorate of Income-Tax (Recovery), New Delhi till the date of finalization of balance sheet . In the stated above application, the company has requested for set off and carry forward losses of earlier years and the same is taken into consideration for working tax liability/ Deferred Tax of the company. Necessary adjustment to the tax provision/ carry forward losses/ deprecation etc. shall be made at the time of outcome of the said application.

7) Leasing arrangements are in respect of commercial premises (including furniture and fittings therein wherever applicable taken on leave and license basis). The aggregate lease rentals of Rs. 47.75 Lacs (Previous year Rs. 34.49 Lacs) are charged as Rent and shown under Note of "Other Expenses". These leasing arrangements are cancellable and range between 11 months and 5 years generally, or longer, and are usually renewable by mutual consent at mutually agreed terms and conditions.

8) Impairment of Assets

In respect of Vatva, Chhatral and Thane works based upon a report of a registered approved valuer, the assets of these works are not impaired. This being a technical matter, the Board has relied upon the technical experts' report.

9) Previous year's figures have been regrouped / recast wherever considered necessary.


Mar 31, 2011

As at 31.03.11 As at 31.03.10 (Rs. in lacs) (Rs. in lacs)

1. Contingent liabilities not provided for/commitments:

i. Claims against the Company not acknowledged 291.41 291.41 as debts

ii. Disputed income tax liability 753.11 746.20

iii. Disputed sales tax, excises service tax liability 16.51 16.51

iv. Guarantee given by the Company on behalf of 120.00 120.00

a body corporate to a financial institution.

v. In respect of bank guarantees 64.85 50.96

2. In the hearing held on 29-06-2006, Board for Industrial and Financial Reconstruction (BIFR) had declared the Company as a sick industrial company based on its audited balance sheet as on 30-06-2003 u/s 3 (1) (o) of SICA (Act") and appointed ICICI Bank as the Operating Agency (OA) u/s 17 (3) of the Act with direction to prepare a viability study report and revival scheme for the company. After various hearings to accommodate the views of concerned parties on the Draft Rehabilitation Scheme circulated by BIFR, the BIFR sanctioned the Scheme on 21st September, 2010 which was communicated to the Company by their letter dated 25th October, 2010. The following are the principal and important directions in the Scheme :

a) Reduction in the share capital by 60% whereby the face value of equity share is reduced from Rs. 10/- each to Rs.4/- each.

b) 1,87,50,000 Equity shares of Rs. 4/- each aggregating to Rs. 750 lacs to be allotted at par to the Promoters / Co-promoters / strategic investors / SPVs / associates etc. after reduction in the Share Capital by 60% as per (a) above. This shall be subject to minimum lock in period of three years and passing of a special resolution as per SEBI guidelines. As directed in BIFR Scheme, the members have accorded their consent by special resolution to issue and allot such equity shares at duly convened EGM on 12th May, 2011. The said amount has been received and transferred to Share Suspense account pending final allotment.

c) Grant of concessions sought by the company from Central / State Governments, Tax Authorities, Company Law Board Authorities, Secured and Unsecured creditors etc., subject to approvals and/or compliance of prevailing Schemes/guidelines as applicable.

3. Brief particulars of the sanctioned scheme of rehabilitation in addition to the above are as below:

a) The Cut-off date (COD) is 31 -03-2009.

b) Funds to be brought in by promoters / co-promoters / Strategic Investor / SPVs / associates etc. for one time settlement of the dues of Financial Institutions / Banks and for meeting working capital requirements.

c) On the COD, the credit balances in the Capital Reserve Account and Share Premium Account shall be transferred to a new account called Restructuring Account and the balance in such Restructuring Account, without any further approvals or compliances, shall be adjusted and set off against debit balance of profit and loss account.

d) The Share Capital has been reduced by 60% and Authorised Share Capital of the company increased to 5,00,00,000 equity shares of Rs. 4/- each, aggregating to Rs. 20 Crores. At such EGM held as above, the authorized share capital was further increased to Rs. 40 Crores and it was decided to subdivide every equity share of Rs. 4/- each to 2 equity shares of Rs. 2/- each.

e) Certain specific unsecured liabilities (including those which are under litigation / appeal shall on crystallisation after exercise of all the legal remedies available to the company), shall be paid only 15% on the principal amount, on interest free basis.

The Board of Directors, in their meeting held on 30th March, 2011 duly adopted the scheme as sanctioned by the BIFR. Accounting entries are passed in the books of Accounts for the quarter ended 31st March, 2011 to give effect to the directions given by the BIFR in the Sanctioned Scheme.

In respect of proposed issue of equity shares of Rs. 27.20 lacs at par to Brescon Corporate Advisors Limited , as approved in EGM of 12th May, 2011, such issue shall be made after approval of modification to the scheme by BIFR/ AAIFR as the case may be, which are being sought.

The aggregate amount of following reliefs, concessions and write backs of Rs 6,914.12 lacs has been adjusted and set off against debit balance of profit & loss account, as directed in Sanctioned Scheme,:

Consequent to write back of loans/interest on account of settlement of dues of lenders under the Sanctioned Scheme, issue of further equity shares, profits of the Company in recent years and other factors, the net worth of the Company has turned positive during the year ended 31st March,2011. Accordingly, the company shall take due steps to apply to the BIFR for deregistration as a sick industrial company under the Sick Industrial Companies (Special Provisions) Act, 1985.

4. a) The Scheme of Rehabilitation (Scheme) as sanctioned by the BIFR and adopted by Board of Directors on 30th March, 2011 has stipulated specific interest rates to be charged by the Lenders on approved balances as on cut-off date i.e. 31 st March, 2009. Excess interest charged during 2009-10, is written back during 2010-11 amounting of Rs. 450.26 lacs shown as excess provisions written back in profit and loss account.

b) The scheme of Rehabilitation (Scheme) as sanctioned by the BIFR and adopted by Board of Directors on 30th March, 2011, has stipulated specific interest rates to be charged by the Lenders on loans outstanding. Excess interest charged during first three quarters of the current year are written back in the last quarter i.e. quarter ending 31st March, 2011.

5. The High Court has passed an order dated 6th September2010 confirming the Industrial Tribunal order dated 22nd September2005 except payment of interest on legal dues. Consequently the Company has settled such liabilities on 5th October2010 and the balance excess provision of Rs. 771.58 lacs has been written back during the year.

6. Depreciation provided for the period includes an additional charge on account of revaluation to the extent of Rs.0.73 lacs (previous year Rs.1.48 lacs) and a similar amount has been transferred to the depreciation in the profit and loss account from the revaluation reserve account.

7. Bad debts of Rs. 15.80 lacs written off during the year have been adjusted against provision for doubtful debts made in earlier years.

Notes :

1 As the licensing capacity has been dispensed with by the Government of India, only the installed capacity and production have been given.

2 The company manufactures various kind of plastic processing machines on make to order therefore Installed capacity is not applicable.

8. Employees Benefits (Disclosure as per As 15 revised)

The disclosure required under Accounting Standard 15 "Employees Benefits" notified in the companies (Accounting Standards) Rules 2006, are given below:

a. Provident Fund - Defined Contribution Plan :-

Contributions to the Provident Fund are made to Provident Fund Organization and all employees are entitled to Provident Fund benefits. Amount debited to Profit and Loss account Rs. 97.56 Lacs during the year.

b. Gratuity & Leave Encashment- Defined Contribution Plan :-

The employees gratuity fund and leave encashment scheme of EMD (Vatva Works) & IMM (Chhatral works) managed by Life Insurance Corporation of India is a defined benefit Plan. The present value of obligation is determined based on actuarial valuation, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

9. The deferred tax asset (net), calculated in accordance with the Accounting Standard AS - 22 Accounting for Taxes on Income issued by the Institute of Chartered Accountants of India, pertaining to period upto 31st March 2011 amounted to Rs.1,814.93 lacs.

With improved performance of the Company, net deferred tax assets have also been accounted for in the current year.

10. Impairment of Assets

In respect of Vatva, Chhatral and Thane works based upon a report of a registered approved valuer, the assets of these works are not impaired. This being a technical matter, the Board has relied upon the technical experts report.

11. In terms of Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006, (MSMED Act) which came into force from 02nd October, 2006, certain disclosures are required to be made relating to Micro, Small and Medium Enterprises. On the basis of the information and records available with the company, the disclosure pursuant to the said Act is under:

12. With regard to Auditors observations in their report, this is to clarify that Thane works was closed since 2002 due to adverse labour situation. During the year, it was accessed and on verification it was found that most of the records were destroyed due to floods in the year 2005. Management is in the process of building up these records. Adequate measures have been taken for the protection and maintenance of the assets and property.

The fixed assets of the Company will be physically verified during the current year as part of the policy of covering all the items over a period of three years.

13. Previous years figures have been regrouped / recast wherever considered necessary.


Mar 31, 2010

As at 31.03.10 As at 31.03.09 (Rs. in lacs) (Rs. in lacs)

1. Estimated amount of contracts remaining to be Nil Nil executed on capital account and not provided for (net of advances)

2. Contingent liabilities not provided for / commitments:

i. Claims against the Company not acknowledged 291.41 291.41 as debts

ii. Disputed income tax liability 746.20 746.20

iii. Disputed sales tax, excise & service tax liability 16.51 17.95

iv. Guarantee given by the Company on behalf of a 120.00 120.00 body corporate to a financial institution.

v. In respect of bank guarantees 50.96 30.93

vi. In respect of letters of credit opened by banks Nil 189.47 on behalf of the Company

vii. In respect of claims of 33 workmen at Vatva Unascertained Unascertained works whose services were terminated by the Company. The Companys appeal is pending before Industrial Court / High Court. However company has agreed for 45 days retrenchment compensation in the court and same is also provided in the books.

3. The net worth of the company is fully eroded and is a sick industrial company within the meaning of clause (o) of sub-section (1) of Section 3 of the Sick Industrial Companies (Special Provision) Act, 1985 (SICA). The company has been declared sick by the Board of Industrial and Financial Reconstruction (BIFR). However, in view of various restructuring measures already initiated and proposed to be initiated by the management, the management of the company believes that it would be able to continue its operations in the foreseeable future and as such these financial statements have been prepared on going concern basis. A Draft Rehabilitation Scheme (DRS) has been circulated by BIFR U/S 19 (2) read with Sec.19 (1) of the SICA and 1st April, 2009 is the "Appointed Date" for implementation of Scheme. The Scheme has been sanctioned by the said BIFR vide its Order dated 25-10-2010. However, the Company has decided to approach the BIFR bench with Miscellaneous Application for review of certain portions of the Rehabilitation Scheme and some of its terms and conditions. Pending outcome of the Companys application, the accounts and financial statements have been drawn without giving effect of the provisions of the scheme.

4. a) During the year, as per the physical verification of inventory conducted, the management has identified obsolete / non moving inventory having an aggregate book value of Rs. 195.18 lacs, pending disposal of such items their estimated realisable value of Rs. 5.00 lacs has been shown as part of Other Current assets and the balance value of Rs. 190.18 lacs has been written off during the year.

b) From the year 2002-03, the Company has stopped operations at its Thane Works due to adverse labour situation, and as a result it could not access many of its accounting and related records of the Works. Consequently, the fixed assets lying at Thane Works, having a net block as at 31st March, 2010 of Rs 137.12 lacs, (as at 31st March, 2009 of Rs. 166.12 lacs) could not be verified by the management during the previous period and current year.

c) With respect to Thane Works, balance of creditors are subject to confirmations, Reconciliation and consequent adjustments, if any.

5. Depreciation provided for the period includes an additional charge on account of revaluation to the extent of Rs.1.48 lacs (previous period Rs.1.11 lacs) and a similar amount has been transferred to the depreciation in the profit and loss account from the revaluation reserve account.

6. In terms of arrangement between Renaissance Equipments Pvt. Ltd. (REPL) and ARCIL & Canara Bank, all secured and unsecured loans of the company have been assigned by ARCIL & Canara Bank to REPL during the period from 2007-08 to 2009-10. Relevant documents in respect to such assignment are under preparation.

7. Employees Benefits (Disclosure as per AS 15 revised)

The disclosure required under Accounting Standard 15 "Employees Benefits" notified in the companies (Accounting Standards) Rules 2006, are given below:

a) Provident Fund - Defined Contribution Plan :-

Contributions to the Provident Fund are made to Provident Fund Organization and all employees are entitled

8. The deferred tax asset (net), calculated in accordance with the Accounting Standard AS - 22 Accounting forTaxes on Income issued by the Institute of Chartered Accountants of India, pertaining to period upto 31st March 2010 amounted to Rs.3,531.36 lacs.

Further, the deferred tax asset (net) arising during the year amounted to Rs. 33.40 lacs (Previous period Rs. 1,621.26 lacs). Considering the Accounting standard and as a prudent policy, the management has decided not to recognise these deferred tax assets.

9. Impairment of Assets

In respect of Vatva and Chhatral works based upon a report of a registered approved valuer, the assets of these works are not impaired. This being a technical matter, have been relied upon by the auditor. As regards Thane Works, it has not been possible for the management to obtain such reports for reasons mentioned in note 5 (b) and hence it has not been possible to establish that any impairment of assets has taken place or not.

As the Company is yet to appoint a Company Secretary under Section 383A of the Companies Act, 1956 the accounts have not been signed by a Company Secretary.

Previous Periods figures have been regrouped / recast wherever considered necessary. Previous Periods figures are not comparable with the current years figures, as previous period is of nine months only, due to change of accounting year from 01st July to 30th June to 01st April to 31st March of the following year.

The balance sheet abstract and Companys general business profile pursuant to Part IV of Schedule VI to the Companies Act, 1956 is given in AnnexureA

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