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Notes to Accounts of Black Rose Industries Ltd.

Mar 31, 2023

Terms/Rights attached to equity shares:

The company has only one class of equity share having a par value of ''1/- per share. Each holder of equity shares is entitled to one vote per share and dividend per share on pari passu basis. The company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors except interim dividend is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be proportion to the number of equity shares held by the shareholders.

Nature of security

a) Working capital facilities from Axis Bank, HDFC Bank & Kotak Bank is secured by first pari-pasu charge on all existing & future current assets & tangible property plant and equipment of the Company (Other than Vehicles). The Company has also provided collateral security of factory land and building at Jhagadia, Gujarat and Hatkanangale, Maharashtra. The rate of interest is ranging between 7.50% to 8.75% [ Previous Year - 7.50 % to 7.65%]

Share Based Payments

The Company has allotted share based incentives to certain employees on 13st August, 2021 for which approval received from SEBI on 1st December, 2022 under BRIL Employee Stock Options Scheme 2020 ("BRIL ESOS 2020") approved by Nomination and Remuneration Committee (NRC). As per the scheme, the number of options that will be granted is based upon length of service, grades, salary cost of the employee to the Company, performance appraisals and / or any other factors as determined by NRC. The options granted under this scheme is exercisable by employees within one year from date of its vesting. The Company has granted options at an exercise price of ''134.22/-. Option granted will vest in the ratio of 30:30:40 each year starting from 2nd years from date of grant up to 4th years from date of grant.

B. Measurement of fair values

Valuation techniques and significant unobservable inputs

The management assessed that cash and cash equivalents, trade receivables, trade payables, bank overdrafts and other current liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.

The Fair Value of financial assets included is the amount at which the instrument could be exchanged in a current transaction between willing parties.

The investment made in the wholy owned subsdiary company is shown at book value .

34 Capital Management (Ind AS 1):

For the purpose of Company''s Capital Management, capital includes Issued Equity Capital, Securities Premium, and all other Equity Reserves attributable to the Equity Holders of the Company. The primary objective of the Company''s Capital Management is to maximise the Shareholder''s wealth.

In addition, the Company has financial covenants relating to the some of the borrowing facilities that it has to maintain Aggregate Tangible Net Worth which is maintained by the Company.

35 Financial Risk Management (Ind AS 1):

The Company''s principal financial liabilities comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the operations of the Company. The principal financial assets include trade and other receivables, cash and short term deposits.

The Company has assessed market risk, credit risk and liquidity risk to its financial liabilities.

i) Market Risk:

Market Risk is the risk of loss of future earnings, fair values or cash flows that may result from a change in the price of a financial instrument, as a result of interest rates, foreign exchange rates and other price risks. Financial instruments affected by market risks, primarily include loans and borrowings, investments and foreign currency receivables, payables and borrowings.

a) Interest Rate Risks :

The Company borrows funds in Indian Rupees and Foreign Currency, to meet both the long term and short term funding requirements. The Interest rate risk in terms of foreign currency is managed through available financial instruments. Interest on Short term borrowings is subject to floating interest rate and are repriced regularly. The sensitivity analysis detailed below have been determined based on the exposure to variable interest rates on the average outstanding amounts due to bankers over a year.

If the interest rates had been 1% higher / lower and all other variables held constant, the company''s profit for the year ended 31st March, 2023 would have been decreased/increased by '' 6.15 Lakh (Previous Year - '' 12.95 Lakh).

b) Foreign Currency Risks :

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate due to changes in foreign exchange rates. The Company enters into forward exchange contracts to hedge its foreign currency exposures. Foreign currency risks from financial instruments at the end of the reporting period expressed in INR :

The Company is mainly exposed to changes in US Dollar . The sensitivity to 1% increase or decrease in US Dollar against INR with all other variables held constant will be '' 2.20 Lakh. (Previous Year - '' 13.70 Lakh).

The Sensitivity analysis is prepared on the net unhedged exposure of the company at the reporting date.

c) Price Risks:

The Company''s revenue are generated from both domestic and export sales. As most of the products including raw material and traded goods are imported, any volatility in the price and exchange rate are easily pass on to the customers. The Company has a risk management policy in place to prudently manage the risk arising from the volatility in exchange and commodity prices.

ii) Credit Risk

Credit Risk is the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Company. It arises from credit exposure to customers, financial instruments viz., Investments in Equity Shares, Debt Funds and Balances with Banks.

The Company holds cash and cash equivalents with banks which are having highest safety rankings and hence has a low credit risk.

The Company limits its exposure to credit risk by generally investing only with counterparties that have a good credit rating. The Company does not expect any losses from non-performance by these counterparties, and does not have any significant concentration of exposures to specific industry sectors or specific country risks.

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. The demographics of the customer, including the default risk of the industry and country in which the customer operates, also has an influence on credit risk assessment. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The outstanding trade receivables due for a period exceeding 180 days as at the year ended 31st March, 2023 is 0.79% of ''the total trade receivables. The company uses Expected Credit Loss (ECL) Model to assess the impairment loss or gain.

iii) Liquidity Risk

The Company manages liquidity risk by maintaining adequate surplus, banking facilities and reserve borrowings facilities by continuously monitoring forecasts and actual cash flows.

The Company has obtained fund and non-fund based working capital lines from banks. The Company monitors funding options available in the debt and capital markets with a view to maintaining financial flexibility. All payments are made along due dates and requests for early payments are entertained after due approval and availing early payment discounts. The Company has a system of forecasting rolling one month cash inflow and outflow and all liquidity requirements are planned.

38 Employee Benefits (Ind AS 19)Defined Benefit Plans:

Gratuity:

The gratuity payable to employees is based on the employee''s service and last drawn salary at the time of leaving the services of the Company and is in accordance with the rules of the Company for payment of gratuity.

Inherent Risk:

The plan is defined benefit in nature which is sponsored by the Company and hence it underwrites all the risks pertaining to the plan. In particular, this exposes the Company to actuarial risk such as adverse salary growth, change in demographic experience, inadequate return on underlying plan assets. This may result in an increase in cost of providing these benefits to employees in future. Since the benefits are lump sum in nature, the plan is not subject to any longevity risks.

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.

(x) Gratuity is payable as per company''s scheme as detailed in the report.

(xi) Actuarial gains/losses are recognized in the period of occurrence under Other Comprehensive Income (OCI). All above reported figures of OCI are gross of taxation.

(xii) Salary escalation & attrition rate are considered as advised by the company; they appear to be in line with the industry practice considering promotion and demand & supply of the employees.

(xiii) Maturity Analysis of Benefit Payments is undiscounted cash flows considering future salary, attrition & death in respective year for members as mentioned above.

(xiv) Average Expected Future Service represents Estimated Term of Post - Employment Benefit Obligation.

(xv) Weighted Average Duration of the Defined Benefit Obligation is the weighted average of cash flow timing, where weights are derived from the present value of each cash flow to the total present value.

41 Contingent Liabilities (Ind AS 37)(a) Contingent liabilities not provided for in respect of :

(i) Disputed Income Tax net demands of '' 221.46 Lakh (P.Y. '' 221.46 Lakh) for which company has filed an appeal with Commission of Income Tax(Appeal).The management is of the opinion that the said demand need to be deleted completely and accordingly no provision has been made.

(b) Guarantees:

There are no guarantees issued as at the end of the balance sheet date.

42 Segment Reporting (Ind AS 108):

In accordance with Ind AS 108 ''Operating Segment, segment information has been given in the consolidated financial statements, and therefore, no separate disclosure on segment information is given in these financial statements.

(i) Unspent CSR amount for financial year 2021-22: '' 24.92 lakhs, utilised: 24.92 lakhs

(j) Above includes? 21.19 lakhs of corporate social responsibility (CSR) expenses related to ongoing projects as at 31st March 2023 ( 31st March 2022 : '' 24.92 lakhs). The same was transferred to a special account designated as "Unspent Corporate Social Responsibility Account" for the financial year 22-23"("UCSRA- FY 22-23") of the Company within 30 days from the end of the financial year.

44 Some of the suppliers have sent their intimations of them being the Micro, Small and Medium Enterprises under the Micro, Small and Medium Enterprises Development Act, 2006. However, there were no amounts payable at the year end together with interest paid / payable beyond as stipulated period as required under the said Act.

In respect of other suppliers, the Company has not received any intimation regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures, if any, relating to amounts unpaid as at the year end together with interest paid / payable as required under the said Act have not been given to that extent.

50 The Company has not traded or invested in crypto currency or virtual currency during the year.

51 The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (intermediaries) with the understanding that the intermediary shall:

(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or,

(b) Provide any guarantee, security or like to or on behalf of the Ultimate Beneficiaries.

The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or,

(b) Provide any guarantee, security or like to or on behalf of the Ultimate Beneficiaries.

52 The Company does not have any charges or satisfaction of charges which are yet to be registered with ROC beyond the statutory period.

53 The Company does not have any scheme of arrangements which have been approved by the Competent Authority in terms of Section 230 to 237 of the Companies Act, 2013.

54 Provision regarding the number of layers prescribed under Section of Section 2 (87) of the Act read with the Companies (Restriction on number of layers) Rules, 2017 is not applicable.

55 The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of Income Tax Act, 1961).

56 The Company is not as wilful defaulter by any bank or financial institution or other lenders.

57 The are no transactions with the Struck off Companies under Section 248 or 560 of the Companies, Act 2013.

58 No proceedings initiated or pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988.

59 The Company has announced a proposed dividend of Re. 0.55 paise /- per share for the financial year 2022-2023 and shall be recognized once the dividend is paid.

61 Disclosure required by the Securities and Exchange Board on India ( Listing Obligations and Disclosure Requirements) Regulations, 2015; and Section 186(4) of the Companies Act, 2013:

1 Details of investments made are given in Note 3

2 Amount of Loans and advances in the nature of loans outstanding from/to subsidiaries '' NIL ( Previous year - '' NIL)

3 Loans to employees have been considered to be outside the purview of disclosure requirement.

4 Investment by Loanee in the shares of the Parent company - NIL ( Previous year - NIL)

62 In the Opinion of the Board of Directors, the Current Assets, Loans & Advances are realisable in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet. The Provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

63 a) Figures have been disclosed in rupees in lacs.

b) Previous year''s figures have been regrouped and / or reclassified wherever found necessary to confirm current year''s presentation.


Mar 31, 2018

1 CORPORATE INFORMATION AND SIGNIFICANT ACCOUNTING POLICIES

Corporate Information

Black Rose Industries Limited (the Company) is a Public Limited Company incorporated in India having its registered office at Mumbai, Maharastra, India. The Company is engaged in manufacturing and trading of chemicals and manufacturing of gloves and fabrics.The company is also in the business of power generation by setting up Windmills in the State of Rajasthan and Gujarat.

Note No. 2 (a):

Secured Loan:

(i) Vehicle Loan

From YES Bank Limited

Nature of security

Secured by hypothecation of vehicles

Rate of Interest

The rate of interest is 8.98 % p.a.

Terms of Repayment

Equated monthly installment of Rs. 0.59 Lacs commencing from 5th October, 2017 and ending on 2nd September, 2020.

(ii) Term Loan

From Kotak Mahindra Bank Limited Nature of security

a) Secured by first pari-pasu charge with Axis Bank on all present and future current assets and movable fixed asset of the manufacturing unit at Jhagadia , Gujarat.

b) Collateral Security of Plot No.675 at GIDC, Jhagadia & Plot No. 11 to 18 at Shri Laxmi Sahakari Aodhyogik Vasahat, Hatkanangale, Dist. Kolhapur.

c) Personal Guarantee of a Director.

Rate of Interest

The rate of interest is MCLR 0.30 % p.a.

Terms of Repayment

Equated monthly installment of Rs. 27.31 Lacs commencing from 1st July, 2015 and ending on 1st December, 2020.

Equated monthly installment of Rs. 9.17 Lacs commencing from 20th April, 2016 and ending on 20th March, 2020.

(iii) Loan from other party

From Tata Capital Financial Services Limited Nature of security

a) First & exclusive Charge by way of hypothecation of the Windmills along with its accessories etc. installed at Tiwri, Location No.38, Village - Indroka, Dist : Jodhpur, Rajashthan and Location No. 311, Samana Site, Village Paddaval, Taluka - Upleta, Dist : Rajkot, Gujarat- 360 007 by mortgage of the Land.

b) First & exclusive charge by way of hypothecation on all trade receivables.

c) Unconditional and irrevocable personal guarantee of a Director.

Rate of Interest

The rate of interest is Long Term Lending Rate - 3.25 % p.a.

Terms of Repayment

Equated monthly installment of Rs. 27.31 Lacs commencing from 1st July, 2015 and ending on 1st December, 2020.

Equated monthly installment of Rs. 9.17 Lacs commencing from 20th April, 2016 and ending on 20th March, 2020.

Note No. 3(a):

Nature of security

a) Secured by first pari-pasu charge with Axis Bank on all present and future current assets and movable/intangible fixed asset of the Company (Other than Vehicles).

b) Collateral Security of Plot No. 675 at GIDC, Jhagadia & Plot No. 11 to 18 at Shri Laxmi Sahakari Aodhyogik Vasahat, Hatkanangale, Dist. Kolhapur.

c) Corporate guarantee of Black Rose Trading Pvt. Ltd. and Tozai Enterprises Pvt. Ltd.

d) Personal Guarantee of a Director.

The above charges rank pari passu for all intents and purposes.

4 First-time adoption of Ind AS (Ind AS 101)

As stated in Note 1, these financial statements, for the year ended March 31, 2018, are the first the Company has prepared in accordance with Ind AS. For periods up to and including the year ended March 31, 2017, the Company prepared its financial statements in accordance with accounting standards notified under section 133 of the Companies Act, 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (IGAAP).

Accordingly, the Company has prepared financial statements which comply with Ind AS applicable for periods ending on March 31, 2018, together with the comparative period data as at and for the year ended March 31, 2017, as described in the summary of significant accounting policies. In preparing these financial statements, the Company’s opening balance sheet was prepared as at April 1, 2016, the Company’s date of transition to Ind AS. This note explains the principal adjustments made by the Company in restating its IGAAP financial statements, including the balance sheet as at April 1, 2015 and the financial statements as at and for the year ended March 31, 2016 and how the transition from IGAAP to Ind AS has affected the Company’s financial position, financial performance and cash flows.

Exemptions Availed:

Ind AS 101 allows first-time adopters certain exemptions from the retrospective application of certain requirements under Ind AS. The Company has availed the following exemptions:

(a) Deemed cost for property, plant and equipment and intangible assets:

The Company has elected to continue with the carrying value of all of its plant and equipment and intangible assets as recognised as of April 1, 2015 (transition date) measured as per the previous GAAP and use that carrying value as its deemed cost as of the transition date.

(b) Investment in Subsidiary, Joint ventures and Associates:

The Company has elected to carry its investment in subsidiary, joint venture and associates at deemed cost which is its previous GAAP carrying amount at the date of transition to Ind AS.

(c) Fair Value of Financials Assets and Liabilities:

As per Ind AS exemption the Company has not fair valued the financial assets and liabilities retrospectively and has measured the same prospectively.

Notes to the Reconciliation of equity as at April 1, 2017 and March 31, 2018 and Total Comprehensive Income for the year ended March 31, 2018:

(a) Property, Plant and Equipment

(i) As per Ind AS 16, spare parts, stand- by equipment and servicing equipment are recognised as Property, Plant and Equipment (‘PPE’) when they meet the following criteria:

*Are held for use in the production or supply of goods or services, for rental to others, or for administrative purposes; and *Are expected to be used during more than one period.

However, in the opinion of the Management, items of stores and spares are of not material amount and are assessed for being consumed within one year.

(ii) As per Appendix A to Ind AS 16, the cost of an item of property, plant and equipment includes the initial estimate of the cost of dismantling and removing the item and restoring the site on which it is located, the obligation for which an entity incurs either when the item is acquired or as a consequence of having used the item during a particular period for purposes other than to produce inventories during that period.

(b) Investments

The Company has no designated investments other than Investment in Subsidiary.

(c) Fixed deposit with maturity greater than twelve months shown in IGAAP under other non-current assets have been reclassified as other non current financial assets as per Schedule III to Companies Act, 2013.

(d) Fixed deposit with maturity less than twelve months have been reclassified from Cash and Cash equivalents to Other Bank Balances as per Schedule III to Companies Act, 2013.

(e) Financial Instruments

The Company uses forward currency contracts to hedge its foreign currency risks.

As per Ind AS 109, such derivative financial instruments are initially recognised at fair value on the date on which a derivative contract is entered into and are subsequently re-measured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative.

(f) Loans/Other Financial Assets/ Other Current Assets

(i) As per Schedule III, Security Deposits are to be classified under Loans or Other Non-current/Current Assets respectively. Accordingly, Security Deposits which are financial in nature are classified under Loans and other deposits are classified under Non-current/ Current Assets respectively.

(ii) Under IGAAP, Loans and Advances were shown together under Loans and Advances. However, as per Schedule III, Loans are classified under other Non-current/Current Assets.

(g) Borrowings

As per Ind AS 109, the Company has classified Foreign Currency Loans as financial liabilities to be measured at amortised cost. The Company has executed derivative contracts to hedge foreign currency risk of borrowings. The borrowings have been restated as at the date of transition.

(h) Provisions

Under IGAAP, Provision for Asset Retirement Obligation is initially measured at the undiscounted amount to settle the obligation, however, Ind AS 37, requires that where the effect of time value of money is material, the amount of provision should be the present value of the expenditures expected to be required to settle the obligation.

(i) For Forward Covers, MTM reclassified to Derivative Liability as on the date of transition. The resulting gains or losses as on the date of transition are included in Retained earnings.

(j) Deferred Tax

IGAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. Ind AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base.

(k) Defined Benefit Liabilities

Both under IGAAP and Ind AS, the Company recognised costs related to its post-employment defined benefit plan on an actuarial basis. Under IGAAP, the entire cost, including actuarial gains and losses, are charged to Statement of Profit and Loss. Under Ind AS, remeasurements comprising of actuarial gains and losses are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI.

(l) Other Comprehensive Income

In accordance with Ind AS, Movement in Other Comprehensive Income includes effective portion of gains and loss on hedging instruments in a cash flow hedge and remeasurements on defined benefit liability which was charged to Statement of Profit and Loss as per the IGAAP.

5 Fair Values and Hierarchy

A. Accounting classification and fair values

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels are presented below . It does not include the fair value information for financial assets and financial liabilities not measured at fair value if their carrying amount is a reasonable approximation of fair value.

B. Measurement of fair values

Valuation techniques and significant unobservable inputs

The management assessed that cash and cash equivalents, trade receivables, trade payables, bank overdrafts and other current liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments. The Fair Value of financial assets included is the amount at which the instrument could be exchanged in a current transaction between willing parties.

6 Capital Management (Ind AS 1)

For the purpose of Company’s Capital Management, capital includes Issued Equity Capital, Securities Premium, and all other Equity Reserves attributable to the Equity Holders of the Company. The primary objective of the Company’s Capital Management is to maximise the Share Holder Value.

The Company monitors capital using debt-equity ratio, which is total debt less investments divided by total equity.

In addition, the Company has financial covenants relating to the some of the borrowing facilities that it has to maintain Aggregate Tangible Net Worth which is maintained by the Company.

7 Financial Risk Management (Ind AS 1)

The Company’s principal financial liabilities comprise loans and borrowings, trade and other payables.

The main purpose of these financial liabilities is to finance the operations of the Company. The principal financial assets include trade and other receivables, investments in mutual funds and cash and short term deposits.

The Company has assessed market risk, credit risk and liquidity risk to its financial liabilities.

i) Market Risk

Market Risk is the risk of loss of future earnings, fair values or cash flows that may result from a change in the price of a financial instrument, as a result of interest rates, foreign exchange rates and other price risks. Financial instruments affected by market risks, primarily include loans And borrowings, investments and foreign currency receivables, payables and borrowings.

a) Interest Rate Risks

The Company borrows funds in Indian Rupees and Foreign currency, to meet both the long term and short term funding requirements. The Interest rate risk in terms of Foreign currency is managed through financial instruments available to convert floating rate liability into fixed rate liability. Interest on Short term borrowings is subject to floating interest rate and are repriced regularly. The sensitivity analysis detailed below have been determined based on the exposure to variable interest rates on the average outstanding amounts due to bankers over a year.

If the interest rates had been 1% higher / lower and all other variables held constant, the company’s profit for the year ended 31st March, 2018 would have been decreased/increased by Rs. 36.01 Lakhs.

b) Foreign Currency Risks

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate due to changes in foreign exchange rates. The Company enters into forward exchange contracts to hedge its foreign currency exposures. Foreign currency risks from financial instruments at the end of the reporting period expressed in INR :

The Company is mainly exposed to changes in US Dollar. The sensitivity to 1% increase or decrease in US Dollar against INR with all other variables held constant will be Rs. 23.41 Lacs (Previous Year - Rs. 16.47 Lacs).

The Sensitivity analysis is prepared on the net unhedged exposure of the company at the reporting date.

c) Price Risks

The Company’s revenues are mainly generated from sales within India and the raw materials are procured through import and local purchases where local purchases track import parity price. The Company is affected by the price stability of certain commodities. Due to the significantly increased volatility of certain commodities, the Company enters into contract with the customers that has provision to pass on the change in the raw material prices and also the volatility in the exchange rate. The Company has a risk management framework aimed at prudently managing the risk arising from the volatility in commodity prices and freight costs.

ii) Credit Risk

Credit Risk is the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Company. It arises from credit exposure to customers, financial instruments viz., Investments in Equity Shares, Debt Funds and Balances with Banks

The Company holds cash and cash equivalents with banks which are having highest safety rankings and hence has a low credit risk.

The Company limits its exposure to credit risk by generally investing only with counterparties that have a good credit rating. The Company does not expect any losses from non-performance by these counterparties, and does not have any significant concentration of exposures to specific industry sectors or specific country risks.

The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. The demographics of the customer, including the default risk of the industry and country in which the customer operates, also has an influence on credit risk assessment. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The outstanding trade receivables due for a period exceeding 180 days as at the year ended 31 March 2018 is 0.67% of the total trade receivables. The company uses Expected Credit Loss (ECL) Model to assess the impairment loss or gain.

iii) Liquidity Risk

The Company manages liquidity risk by maintaining adequate surplus, banking facilities and reserve borrowings facilities by continuously monitoring forecasts and actual cash flows.

The Company has obtained fund and non-fund based working capital lines from banks. The Company monitors funding options available in the debt and capital markets with a view to maintaining financial flexibility. All payments are made along due dates and requests for early payments are entertained after due approval and availing early payment discounts.

The Company has a system of forecasting rolling one month cash inflow and outflow and all liquidity requirements are planned.

Exposure to liquidity risk:

The following are the remaining contractual maturities of financial liabilities at the reporting date:

(ii) The Company has announced a proposed dividend of Rs. 0.15/- per share and accordingly, the dividend distribution tax on account of the same amounting to Rs. 15.57 Lacs shall be recognized once the dividend is paid.

8 Operating Lease (Ind AS 17)

(a) Operating lease income recognised in the Statement of Profit and Loss amounting to Rs. 16.70 Lacs (March 31, 2017 Rs. 8.82 Lacs)

(b) General Description of leasing agreements:

Leased Assets: Factory Building

Future Lease rentals are determined on the basis of agreed terms.

At the expiry of lease terms, the Company has an option to return the assets or extend the term by giving notice in writing. Lease agreements are generally cancellable and are renewable by mutual consent on mutually agreed terms.

9 Employee Benefits (Ind AS 19)

Defined Benefit Plans Gratuity:

The gratuity payable to employees is based on the employee’s service and last drawn salary at the time of leaving the services of the Company and is in accordance with the rules of the Company for payment of gratuity.

Inherent Risk:

The plan is defined benefit in nature which is sponsored by the Company and hence it underwrites all the risks pertaining to the plan. In particular, this exposes the Company to actuarial risk such as adverse salary growth, change in demographic experience, inadequate return on underlying plan assets. This may result in an increase in cost of providing these benefits to employees in future. Since the benefits are lump sum in nature, the plan is not subject to any longevity risks.

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.

(x) Gratuity is payable as per company’s scheme as detailed in the report.

(xi) Actuarial gains/losses are recognized in the period of occurrence under Other Comprehensive Income (OCI). All above reported figures of OCI are gross of taxation.

(xii) Salary escalation & attrition rate are considered as advised by the company; they appear to be in line with the industry practice considering promotion and demand & supply of the employees.

(xiii) Maturity Analysis of Benefit Payments is undiscounted cashflows considering future salary, attrition & death in respective year for members as mentioned above.

(xiv) Average Expected Future Service represents Estimated Term of Post - Employment Benefit Obligation.

10 Government Grant (Ind AS 20)

Interest, Wages Expenses and Repairs to plant and machinery are net of subsidy received under State Investment Promotion Scheme of Rs. 27.91 Lakhs (March 31, 2017 Rs. 13.04 Lacs),

11 Related party disclosures (Ind AS 24)

(A) Information about related parties:

(i) Holding company Wedgewood Holdings Limited, Mauritius

(ii) Wholly-owned foreign subsidiary company B.R.Chemicals Co., Limited, Osaka, Japan

(B) Other Related Parties with whom there were transactions during the year:

Parties Relationship

Anup Jatia, Executive Director Key Management Personnel (KMP)

C. P. Vyas, Company Secretary Key Management Personnel (KMP)

Ratan Agrawal, Chief Financial Officer Key Management Personnel (KMP)

Manju Agrawal Relative of KMP Black Rose Trading Private Limited Tozai Safety Private Limited

Wedgewood Holdings LLP Enterprises owned or significantly influenced by any

Tozai Enterprises Private Limited management personnel or their relatives Fukui Accent Trading (India) Private Limited

Accent Industries Limited ,

(a) The following transactions were carried out with the related parties in the ordinary course of business:

12 Contingent Liabilities (Ind AS 37)

(a) Contingent liabilities not provided for in respect of:

(i) Central Sales Tax liability of Rs. 35.28 Lacs (P.Y. Rs. 71.61 Lacs) as per MVAT Audit, as the said liability is on account of non receipt of ‘C’ forms from various payable customers and the company is awaiting the receipt of said forms. The liabilities if any will be accounted in the books of account in the year in which the final liability is determined.

(ii) Disputed Central Sales Tax demands of Rs. 163.83 Lacs (P.Y Rs. 163.65 Lacs) in respect of Bond Transfer Sales. The issue was decided by Honourable Maharashtra Sales Tax Tribunal in favour of assessess, However, the department has filed an appeal against the order in Bombay High Court.

(b) Guarantees:

The Company has issued corporate guarantees as under :

(i) Guarantee given to Government authorities Rs. 2.32 Lacs (P.Y. Rs. 12.47 Lacs).

13 Segment Reporting (Ind AS 108)

In accordance with Ind AS 108 ‘Operating Segment’, segment information has been given in the consolidated financial statements, and therefore, no separate disclosure on segment information is given in these financial statements.

14 Corporate Social Responsibility

The amount required to be spent under Section 135 of the Companies Act, 2013 for the year ended March 31, 2018 is Rs. 14.97 Lacs (March 31, 2017 Rs. 6.40) i.e. 2% of average net profits for last three financials years, calculated as per section 198 of the Companies Act, 2013. However, the Company was unable to spend the CSR amounts as the amounts were not scalable with the suitable CSR Activity and hence the same will be added to the CSR Budget for the Fianancial Year 2018-2019.

15 The Company has not received any intimation from suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclousers, if any, relating to amounts unpaid as at the year end together with interest paid/payable as required under the said Act has not been given.

16 In the Opinion of the Board of Directors, the Current Assets, Loans & Advances are realisable in the ordinary course of businesss at least equal to the amount at which they are stated in the Balance Sheet. The provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

17 Figures less than Rs. 50,000 have been shown at actual, wherever statutorily required to be disclosed, as the figures have been rounded off to the nearest rupees in lacs.


Mar 31, 2016

Note No. 1(a)

Secured Loan

Vehicle Loan

(i) From Kotak Mahindra Bank Limited

Nature of security

Secured by hypothecation of vehicles Rate of Interest

The rate of interest is 10.27 % p.a.

The rate of interest is 10.23 % p.a.

Terms of Repayment

Equated monthly installment of Rs. 19,360/- commencing from 10th August, 2013 and ending on 10th June, 2016. Equated monthly installment of Rs. 134,862/- commencing from 1st December, 2014 and ending on 1st October, 2017.

From HDFC Bank Limited

Nature of security

Secured by hypothecation of vehicles

Rate of Interest

The rate of interest is 10.51 % p.a.

Terms of Repayment

Equated monthly installment of Rs. 14,823/- commencing from 5th June, 2014 and ending on 5th June, 2017.

Term Loan

From Bank of Baroda

Nature of security

a) Hypothecation of stock & book debts of the company.

b) Hypothecation of goods purchased/imported under L.C.

c) Composite hypothecation agreement of Stocks and Book Debts, Plant and Machinery of the company, both present & future as well as other fixed assets of the company.

Rate of Interest

The rate of interest is 12.70 % p.a.

Terms of Repayment Repayable in 84 months as under:

FY 2015 - 12 monthly installments of Rs. 10.00 Lacs FY 2016 - 12 monthly installments of Rs. 13.33 Lacs FY 2017 - 12 monthly installments of Rs. 16.67 Lacs FY 2018 - 12 monthly installments of Rs. 29.33 Lacs FY 2019 - 12 monthly installments of Rs. 29.33 Lacs FY 2020 - 12 monthly installments of Rs. 29.33 Lacs FY 2021 - 12 monthly installments of Rs. 28.51 Lacs

However, during the year, the Company has made full repayment of the above loan.

From Kotak Mahindra Bank Limited

Nature of Security

a) Secured by exclusive charge on all present & future current assets & movable fixed asset of the manufacturing unit at Jhagadia, Gujarat.

b) Collateral Security of Plot No. 675 at GIDC, Jhagadia & Plot No. 11 to 18 at Shri Laxmi Sahakari Aodhyogik Vasahat, Hatkanangale, Dist. Kolhapur

c) Personal Guarantee of a Director and his relatives.

Rate of Interest

The rate of interest is Base Rate 2.25 % p.a.

Terms of Repayment

Equated monthly installment of Rs. 27,31,810/- commencing from 1st July, 2015 and ending on 1st March, 2021. Equated monthly installment of Rs. 9,17,394/- commencing from 20th April, 2016 and ending on 20th March, 2020.

(ii) Loan from other party

From Tata Capital Financial Services Limited

Nature of security

a) First & exclusive Charge by way of hypothecation of the Windmills along with its accessories etc. installed at Tiwri, Location No.38, Village - Indroka, Dist - Jodhpur, Rajashthan and Location No. 311, Samana Site, Village Paddaval, Taluka - Upleta, Dist - Rajkot, Gujarat - 360 007 by mortgage of the Land.

b) First & exclusive charge by way of hypothecation on all trade receivables.

c) Unconditional and irrevocable personal guarantee of a Director.

Rate of Interest

The rate of interest is Long Term Lending Rate - 3.25 % p.a.

Terms of Repayment

Equated monthly installment of Rs. 560,738/- commencing from 10th October, 2010 and ending on 10th September, 2016.


Mar 31, 2015

1 Leases (AS-19)

(a) The company has given part of its lease hold factory building on operating lease basis for a period of 5 years. The lease agreement is of non-cancellable in nature and renewable at the end of the expiry period at the option of both the lessor and the lessee, and there are no exceptional/restrictive covenants in the lease agreements. There is no contingent rent.

2 Impairment of Assets (AS-28)

Based on exercise of impairment of assets undertaken by the management in due cognizance of paragraphs 5 to 13 of AS 28.The Company has concluded that no impaired loss is required to be booked.

3 Contingent Liabilities

Contingent liabilities not provided for in respect of :- (i) Bank Guarantee given to Government authorities Rs. 15,000/- (P.Y. Rs. 15,000/-)

(ii) Central Sales Tax liability of Rs. 6,030,980/- (P.Y. Rs. 2,140,665/-) as per MVAT Audit completed in the current financial year, as the said liability is on account of non receipt of 'C' forms from various payable customers and the company is awaiting the receipt of said forms. The liabilities if any will be accounted in the books of account in the year in which the final liability is determined.

(iii) Disputed Income Tax demands of Rs. 231,686/- (P.Y. Rs. 231,686/-) for which company has gone in appeal. The management is of the opinion that the said demand is likely to be either deleted or substantially reduced and accordingly no provision has been made.

4 Capitalisation of Expenditure

The company has capitalised the following revenue expenses by debiting to statement of Profit and loss and transferring the same to capital work-in-progress (CWIP) account for its project at Jhagadia, Gujarat. Consequently, expenses disclosed under the respective notes are net of amounts capitalised by the company.

During the previous year, project at Jhagadia was completed and consequently all pre-operative expenses lying under capital work-in-progress were apportioned to the assets created upon completion of project.

5 The Company has not received any intimation from suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures, if any, relating to amounts unpaid as at the year end together with interest paid/payable as required under the said Act has not been given.

6 In the Opinion of the Board of Directors, the Current Assets, Loans and Advances are realisable in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet. The Provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

7 The balances of debtors, creditors and deposits are subject to confirmation and reconciliation.

8 (i) Figures of the previous year have been re-grouped and re-classified wherever necessary to correspond with the figures of the current year.

(ii) Figures have been rounded off to the nearest rupee.


Mar 31, 2014

1 a) Terms/Rights attached to equity shares

The company has only one class of equity share having a par value of Rs. 1/- per share. Each holder of equity shares is entitled to one vote per share and dividend per share on pari passu basis. The company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors except interim dividend is subject to the approval of the shareholders in the ensuing Annual General Meeting.

During the year ended 31st March, 2014, the amount of per share dividend recognised as distributions to equity shareholders was Rs. Nil (31st March, 2013 Rs. Nil).

In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be proportion to the number of equity shares held by the shareholders.

Note : 2 (a)

Secured Loan:

Vehicle Loan

(i) From ICICI Bank Ltd.

Nature of security

Secured by hypothecation of vehicles Rate of Interest

The rate of interest is 11.08% p.a. ( P.Y. 11.08% p.a.)

Terms of Repayment

Equated monthly installment of Rs. 45,260/- commencing from 1st October, 2012 and ending on 1st April, 2015. From Kotak Mahindra Bank Ltd.

Nature of security

Secured by hypothecation of vehicles Rate of Interest

The rate of interest is 10.27 % p.a.

Terms of Repayment

Equated monthly installment of Rs. 19,360/- commencing from 10th August, 2013 and ending on 10th June, 2016.

From Bank of Baroda Nature of security

a) Hypothecation of stock & book debts of the company.

b) Hypothication of goods purchased/imported under L.C.

c) Composite hypothecation agreement of Stocks and Book Debts, Plant and Machinery of the company, both present & future as well as other fixed assets of the company.

Rate of Interest

The rate of interest is p.a. 12.70 % p.a.

Terms of Repayment

Repayable in 84 months as under:

FY 2015 - 12 monthly installaments of Rs. 10.00 Lacs

FY 2016 - 12 monthly installaments of Rs. 13.33 Lacs

FY 2017 - 12 monthly installaments of Rs. 16.67 Lacs

FY 2018 - 12 monthly installaments of Rs. 29.33 Lacs

FY 2019 - 12 monthly installaments of Rs. 29.33 Lacs

FY 2020 - 12 monthly installaments of Rs. 29.33 Lacs

FY 2021 - 12 monthly installaments of Rs. 28.51 Lacs

(ii) Loan from other party

From Tata Capital Financial Services Limited

Nature of security

a) First & exclusive Charge by way of hypothecation of the Windmills along with its accessories etc. installed at Tiwri, Location No. 38, Village - Indroka, Dist : Jodhpur, Rajashthan and Location No. 311, Samana Site, Village Paddaval, Taluka - Upleta, Dist : Rajkot, Gujarat - 360 007 by mortgage of the land.

b) First & exclusive charge by way of hypothecation on all trade receivables.

c) Unconditional and irrevocable personal guarantee of a Executive Director, Mr. Anup Jatia.

Rate of Interest

The rate of interest is p.a. 14.75% p.a. (P.Y. 14.75% p.a.)

Terms of Repayment

Equated monthly installment of Rs. 560,738/- commencing from 10th October, 2010 and ending on 10th September, 2016

Nature of security

Hypothecation of stocks and book debts of the company, present and future, and pledge of office premises and corporate guarantee of Black Rose Trading Pvt. Ltd.

The above charges rank pari passu for all intents and purposes.

Rate of Interest

Effective cost for the above loans are in the range of 12.50% p.a. to 14.00% p.a. (P.Y. 13 % p.a. to 14.25% p.a.)

(b) Provision for leave salary has been made on actuarial valuation as per the requirement of Revised Accounting Standard 15.

(c) The above actuarial valuation does not include gratuity and leave salary payable to Executive Director, Mr. Anup Jatia.

3 Notes :

1. The above Related Party relationships are given by the management and relied upon by the auditor.

2. Figures of previous year are given in brackets.

4 Leases (AS-19)

(a) The company has given part of its lease hold factory building on operating lease basis for a period of 5 years. The lease agreement is of non-cancellable in nature and renewable at the end of the expiry period at the option of both the lessor and the lessee, and there are no exceptional/ restrictive convenants in the lease agreements. There is no contingent rent.

(b) Particulars of Asset given on lease

5 Impairment of Assets ( AS-28)

Based on exercise of impairment of assets undertaken by the management in due cognisance of paragraphs 5 to 13 of AS 28. The Company has concluded that no impaired loss is required to be booked.

6 Contingent Liabilities

Contingent liabilities not provided for in respect of :

(i) Bank Guarantee given to Government authorities Rs. 15,000/- (P.Y. Rs. 15,000/-)

(ii) Central Sales Tax liability of Rs. 936,172/- (P.Y. Rs. 2,677,976/-) as per MVAT Audit completed in the current financial year, as the said liability is on account of non receipt of ''C'' forms from various payable customers and the company is awaiting the receipt of said forms. The liabilities if any will be accounted in the books of account in the year in which the final liability is determined.

(iii) Disputed Income Tax demands of Rs. 231,686/- (Previous Year Rs. 231,686/-) for which company has gone in appeal. The management is of the opinion that the said demand is likely to be either deleted or substantially reduced and accordingly no provision has been made.

7 Capitalisation of Expenditure

The company has capitalised the following revenue expenses by debiting to statement of profit and loss and transferring the same to capital work-in-progress (CWIP) account for its project at Jhagadia, Gujarat. Consequently, expenses disclosed under the respective notes are net of amounts capitalised by the company.

During the year, project at Jhagadia was completed and consequently all pre-operative expenses lying under capital work-in-progress were apportioned to the assets created upon completion of project.

8 The Company has not received any intimation from suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures, if any, relating to amounts unpaid as at the year end together with interest paid/payable as required under the said Act has not been given.

9 The amount of Deferred Premium/Discount on Foreign Exchange Forward Contract to be recognised in statement of Profit & Loss in the subsequent year is Rs. 573,506/- (Previous Year Rs. 549,393/-)

10 In the Opinion of the Board of Directors, the Current Assets, Loans & Advances are realisable in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet. The Provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

11 The balances of debtors, creditors and deposits are subject to confirmation and reconcilation.

12 (i) Figures of the previous year have been re-grouped and re-classified wherever necessary to correspond with the figures of the current year.

(ii) Figures have been rounded off to the nearest rupee.


Mar 31, 2013

Note: 1 (a) Secured Loan:

Vehicle Loan

(i) From ICICI Bank Ltd. (P.Y - HDFC Bank Ltd)

Nature of security

Secured by hypothecation of vehicles

Rate of Interest

The rate of interest is 11.08% p.a. ( P.Y. 9.87% p.a.)

Terms of Repayment

Equated monthly installment of Rs. 45,260/- commencing from 1 st October, 2012 and ending on 1 st April, 2015. (ii) Loan from other party

From Tata Capital Financial Services Limited.

Nature of security

a) First & exclusive Charge by way of hypothecation of the Windmills along with its accessories etc. installed at Tiwri, Location No. 38, Village - Indroka, Dist: Jodhpur, Rajashthan and Location No. 311, Samana Site, Village Paddaval, Taluka - Upleta, Dist: Rajkot, Gujarat - 360 007 by mortgage of the Land.

b) First & exclusive charge by way of hypothecation on all trade receivables.

c) Unconditional and irrevocable personal guarantee of a Executive Director, Mr. Anup Jatia. Rate of Interest

The rate of interest is 14.75% p.a. ( P.Y. 13.25% p.a. to 14.75% p.a.)

Terms of Repayment

Equated monthly installment of Rs. 560,738/- commencing from 10th October, 2010 and ending on 10th September, 2016

2. Leases (AS-19)

(a) The company has given part of its lease hold factory building on operating lease basis for a period of 5 years. The lease agreement is of non-cancellable in nature and renewable at the end of the expiry period at the option of both the lessor and the lessee, and there are no exceptional/ restrictive convenants in the lease agreements.There is no contingent rent.

(b) Particulars of Asset given on lease:

Note : The figures given above are for whole of the asset as per books of account and not for the part area of the asset given on lease.

(c) The lease rental recognised income in the statement of profit and loss during the current financial year is Rs. 732,000/-

(d) Future minimum rentals receivable under non-cancellable operating leases are as follows:

3. (a) The Provision for current tax of Rs. 12,020,000/- has been made as per the provisions of Income Tax Act,1961. However, after availing credit for MAT of Rs. 6,003,235/-already paid, the actual liability towards tax will be Rs. 6,016,765/-

(b) During the year the company has, in accordance with Accounting Standard-22 w.r.t Accounting for Credit available in respect of Minimum Alternate Tax paid under section 115JB of the Income Tax Act,1961, made provision for Income tax after taking available MAT credit of Rs. 6,003,235/- paid u/s 115JB of the Income tax Act, 1961 in the earlier years and accordingly the availed amount had been deducted from openingn MAT Credit Entitlement of Rs. 8,362,380/- appearing as an asset under the head other long term loans and advances (Note No: 13)

4. Impairment of Assets ( AS-28)

Based on exercise of impairment of assets undertaken by the management in due cognisance of paragraphs 5 to 13 of AS 28.The Company has concluded that no impaired loss is required to be booked.

5. Contingent Liabilities

Contingent liabilities not provided for in respect of :-

(i) Custom duty demand of Rs. 1,488,943/- for which the company has preferred appeal

( P.Y. Rs. 1,488,943/-).

(ii) Bank Guarantee given to Government authorities Rs. 15,000/- (P.Y. Rs. 15,000/-)

(iii) Central Sales Tax liability of Rs. 2,677,976/- (P.Y. Rs. 849,750/-) as per MVAT Audit completed in the current financial year, as the said liability is on account of non receipt of ''C forms from various payable customers and the company is awaiting the receipt of said forms. The liabilities if any will be accounted in the books of account in the year in which the final liability is determined.

(iv) Disputed Income Tax demands of Rs. 231,686/- (Previous Year Rs. Nil) for which company has gone in appeal. The management is of the opinion that the said demand is likely to be either deleted or substantially reduced and accordingly no provision has been made.

6. Capitalisation of Expenditure

During the year, the company has capitalised the following revenue expenses by debiting to statement of profit and loss and transferring the same to capital work-in-progress (CWIP) account for its on going project at Jhagadia, Gujarat. Consequently, expenses disclosed under the respective notes are net of amounts capitalised by the company.

7. The Company has not received any intimation from suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclousers, if any, relating to amounts unpaid as at the year end together with interest paid/payable as required under the said Act has not been given.

8. The amount of Deferred Premium/Discount on Foreign Exchange Forward Contract to be recognised in statement of Profit & Loss in the subsequent year is Rs. 549,393/- (Previous Year Rs. 668,269/-)

9. The balances of debtors, creditors and deposits are subject to confirmation and reconcilation.

10. (i) Figures of the previous year have been re-grouped and re-classified wherever necessary to correspond with the figures of the current year.

(ii) Figures have been rounded off to the nearest rupee.


Mar 31, 2012

A) Terms/Rights attached to equity shares

The company has only one class of equity share having a par value of Rs. 1/- per share. Each holder of equity shares is entitled to one vote per share and dividend per share on pari passu basis. The company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors except interim dividend is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be proportion to the number of equity shares held by the shareholders.

Note: 1 (a)

Secured Loan

Vehicle Loan

(i) From HDFC Bank Limited Nature of security

Secured by hypothecation of vehicles Rate of Interest

The rate of interest is 9.87% p.a. (P.Y. 9.87% p.a.)

Terms of Repayment

Equated monthly installment of Rs. 16,929/- commencing from 8th October, 2009 and ending on 7th September, 2012.

(ii) Loan from other party

From Tata Capital Financial Services Limited.

Nature of security

a) First & exclusive Charge by way of hypothecation of the Windmills along with its accessories etc. installed at Tiwri, Location No. 38, Village - Indroka, Dist- Jodhpur, Rajashthan and Location No. 311, SamanaSite, Village Paddaval, Taluka - Upleta, Dist - Rajkot, Gujrat- 360 007 by mortgage of the land.

b) First & exclusive charge by way of hypothecation on all trade receivables.

c) Unconditional and irrevocable personal guarantee of a Executive Director, Mr.Anup Jatia.

Rate of Interest

The rate of interest varies from 13.25% p.a. to 14.75% p.a. (P.Y. 12.25% p.a. to 13.25% p.a.)

Terms of Repayment

Equated monthly installment of Rs. 560,738/- commencing from 10th October, 2010 and ending on 10th September, 2016

Nature of security

Hypothecation of stocks and book debts of the company, present and future, and pledge of office premises and corporate guarantee of Black Rose Trading Private Limited. The above charges rank pari passu for all intents and purposes.

Rate of Interest

The rate of interest for above loan is 12.25% to 14.45 % (P. Y. 11 % to 13%)

2 Leases (AS-19)

(a) The company has given part of its lease hold factory building on operating lease basis for a period of 5 years. The lease agreement is of non-cancellable in nature and renewable at the end of the expiry period at the option of both the lessor and the lessee, and there are no exceptional/restrictive covenants in the lease agreements. There is no contingent rent.

Note : The figures given above are for whole of the asset as per books of account and not for the part area of the asset given on lease.

(c) The lease rental recognized income in the statement of profit and loss during the current financial year is Rs. 732,000/-

(d) Future minimum rentals receivable under non-cancellable operating leases are as follows:

Note No. 3(a)

Pursuant to the issue of bonus equity shares during the current year, the earnings per share (EPS) for the previous year has been adjusted as per para 22 of the Accounting Standard - 20, Earning per Share as under:

(a) In Numerator the amount is taken as profit for the previous year.

(b) In Denominator the weighted average No. of equity shares outstanding at the end of the previous year has been adjusted by increasing the No. of equity shares by the No. of bonus shares issued as if the event had occurred at the beginning of the earliest period reported.

4 (a) During the year the company has in accordance with Guidance Note No. 22 on Accounting for Credit available in respect of Minimum Alternate Tax paid under section 115JB. The Income of the Income Tax Act, 1961 issued by the Institute of Chartered Accountants of India, has accounted for MAT Credit Entitlement available in respect of earlier years of Rs. 7,065,91 It- on revision of computation of tax by crediting to the statement of Profit and Loss and adding to MAT Credit Entitlement pearing as an asset under the head other long term loans and advances ( Note No. : 13)

(b) During the year the company has in accordance with Guidance Note No. 22 on Accounting for Credit available in respect of Minimum Alternate Tax paid under section 115JB of the Income Tax Act,1961 issued by the Institute of Chartered Accountants of India has made provision for Income- Tax after taking available MAT credit of Rs. 973,223/- paid u/s 115JB of the Income tax Act, 1961 in the earlier years and accordingly the availed amount had been deducted from openingn MAT Credit Entitlement of X 8,362,380/- appearing as an asset under the head other long term loans and advances (Note No. 13)

5 Based on exercise of impairment of assets undertaken by the management in due cognizance of paragraphs 5 to 13 of AS 28. The Company has concluded that no impaired loss is required to be booked.

6 Contingent liabilities not provided for in respect of :

(i) Custom duty demand of X 1,488,943/- for which the company has preferred appeal ( P.Y. Rs. 1,488,943/-)

(ii) Income Tax demand relating to Assessment year 2005-06 for which the company has preferred appeal with the higher authorities C.Y. Nil (P.Y. 1308,436/-)

(iii) Bank Guarantee given to Government authorities Rs. 15,000/- (P.Y. 1 15,000/-)

(iv) Central Sales Tax liability of Rs. 849,750/- in respect of financial year 2010-11 as per MVAT Audit completed in the current financial year, as the said liability is on account of non receipt of 'C' forms from various payable customers and the company is awaiting the receipt of said forms. The liabilities if any will be accounted in the books of account in the year in which the final liability is determined.

7 The Company has not received any intimation from suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures, if any, relating to amounts unpaid as at the year end together with interest paid/payable as required under the said Act has not been given.

b) Particulars of unheeded foreign currency exposure as at the balance sheet date Particulars

Trade Payable (US$) Rs. 129,032,647/- (31st March, 2011: Rs. 136,546,825/-)

Secured Trade Credit (US$) t 40,764,852/- (31st March, 2011:) 9,009,869/-)

Trade receivable (US$) Rs. 1,548,126/- (31st March, 2011: Rs. - NIL)

8 The amount of Deferred Premium/Discount on Foreign Exchange Forward Contract to be recognized in Statement of Profit & Loss in the subsequent year is Rs. 668,269/- (Previous Year - Rs. 20,882/-)

9 The balances of debtors, creditors and deposits are subject to confirmation and reconciliation.

10 Previous year figures

Till the year ended 31st March 2011, the company was using pre-revised Schedule VI to the Companies Act, 1956, for preparation and presentation of its financial statements. During the year ended 31st March, 2012 the revised Schedule VI notified under the Companies Act, 1956, has become applicable to the company. The company has reclassified previous year figures to conform to this year's classification. Except accounting for dividend on investments in subsidiaries, the adoption of revised Schedule VI does not impact recognition and measurement principles followed for preparation of financial statements. However, it significantly impacts presentation and disclosures made in the financial statements, particularly presentation of balance sheet.


Mar 31, 2011

1. Contingent liabilities not provided for in respect of :-

(a) Custom duty demand of Rs.1,488,943/- for which the company has preferred appeal (Previous Year Rs. 1,488,943/-)

(b) Income Tax demand of Rs.308,436/- relating to Assessment Year 2005-06 for which the company has preferred appeal with the higher authorities. (Previous Year Rs.308,436/-)

(c) Bank Guarantee given to Government authorities - Rs. 15,000/- (Previous Year - Rs. 15,000/-)

(d) Capital commitment not provided for (net of advances) Rs. 13,457,500/- (25,000,000 Yen) (P.Y. Nil) (1 Yen = Rs 0.5383).

(e) Uncalled amount of Rs Nil ( P.Y.Rs 25/-) per preference share in respect of 60,000 partly paid up non-cumulative redeemable preference shares of Yarntex Exports Ltd.

2. The balances of debtors, creditors and deposits are subject to confirmation and reconciliation.

3. In the opinion of the Board of Directors, the Current Assets, Loans and Advances have a value realisation in the ordinary course of business, at least equal to the amount at which they are stated in the Balance Sheet and adequate provision for all known liabilities of the Company has been made.

4. Based on exercise of impairment of assets undertaken by the management in due cognizance of paragraphs 5 to 13 of AS 28 issued by the ICAI, the Company has concluded that no impaired loss is required to be booked.

5. The Company has not received any intimation from suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures, if any, relating to amounts unpaid as at the year end together with interest paid / payable as required under the said Act has not been given.

6. The amount of Deferred Premium/Discount on Foreign Exchange Forward Contract to be recognized in Profit & Loss Account in the subsequent year is Rs. 20,882 (Previous Year - Rs.67,368/-)

7. (a) The gratuity charged to the profit and loss account for the year includes provision as per theactuarial valuation as per the requirement of Revised Accounting Standard 15 issued by the Institute of Chartered Accountants of India as well as payment made for the year towards gratuity. The actuarial valuation is done at the year end using Projected Cost Unit method and it covers all regular employees.

8. Disclosure of Related Party Transactions (AS - 18) (As certified by the Management)

(a) Information about related parties:

SR. NO PARTICULARS NAME OF RELATED PARTY

1 Key Management Personnel Executive Director Shri Anup Jatia

2 Enterprises owned or significantly Black Rose Trading Pvt. Ltd. influenced by any management Tozai Safety Pvt. Ltd. personnel or their relatives. Tozai Enterprises Pvt. Ltd. Accent Industries Ltd. Fukui Accent Trading (India) Pvt. Ltd.

9. During the year the Company, in accordance with Guidance note No. 22 on Accounting for Credit available in respect of Minimum Alternative Tax under The Income-Tax Act, 1961 issued by the Institute of Chartered Accountants Of India, has made provision for Income-tax after taking available MAT credit of Rs.1,109,314/- paid u/s 115JB of the Income-tax Act, 1961 in the earlier years and accordingly the availed amount has been deducted from opening MAT credit entitlement of Rs.3,379,000/- as an asset under the head Loans & Advances.

10. (i) Figures of the previous year have been re-grouped and re-classified wherever necessary to correspond with the figures of the current year.

(ii) Figures have been rounded off to the nearest rupee.


Mar 31, 2010

1. Contingent liabilities not provided for in respect of :-

(a) Custom duty demand of Rs1,488,943/-for which the company has preferred appeal (Previous Year Rs. 1,488,943/-)

(b) Income Tax demand of Rs 308,436/- relating to Assessment Year 2005-06 for which the company has preferred appeal with the higher authorities. (Previous Year Rs. 308,436/-)

(c) Bank Guarantee given to Government authorities-Rs. 15,000/-(Previous Year- Rs.15, 000/-)

(d) Uncalled amount of Rs.25/- per preference share in respect of 60,000 partly paid up non- cumulative redeemable preference shares of Yarntex Exports Ltd.

2. The balances of debtors, creditors end deposits are subject to confirmation and reconciliation.

3. In the opinion of the Board of Directors, the Current Assets, Loans and Advances have a value realisation in the ordinary course of business, at least equal to the amount at which they are stated in the Balance Sheet and adequate provision for all known liabilities of the Company has been made.

4. Based en exercise of impairment of assets undertaken by the management in due cognizance of paragraphs 5 to 13 of AS 28 issued by the ICAI, the Company has concluded that no impaired loss is required to be booked.

5. The Company has not received any intimation from suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures, if any, relating to amounts unpaid as at the year end together with interest paid / payable as required under the said Act has not been given.

6. The amount of Deferred Premium on Foreign Exchange Forward Contract to be recognized in Profit & Loss Account in the subsequent year is Rs. 67,368/- ( Previous Year-Rs 219,925/- )

7. (a) The gratuity charged to the profit and loss account for the year includes provision as per the actuarial valuation as per the requirement of Revised Accounting Standard 15 issued by the Institute of Chartered Accountants of India as well as payment made for the year towards gratuity. The actuarial valuation is done at the year end using Projected Cost Unit method and it covers all regular employees.

(b) Provision for leave salary has been made on actuarial valuation as per the requirement of Revised Accounting Standard 15 issued by the Institute of Chartered Accountants of India.

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