Notes to Accounts of J D Orgochem Ltd.

Mar 31, 2015

Note : 1 General Information

JD Orgochem Limited (the company) is headquarterd at Mumbai,Maharashtra, India carries on the business of Manufacturing and trading of dyes & dye intermediates.

Note : 2 The Company continues to prepare financial statements on going concern basis even though the Company has accumulated losses and its net worth has been fully eroded, as the management is confident of reviving the Company and is making possible efforts to resume the production/operations and also taking necessary steps for reducing the cost.

3) Rights, Preferences and restrictions attached to shares

The company has one class of equity shares having a par value of Rs 1/- per share. Each shareholder is eligible for one vote per share held. The Dividend when proposed by the Board of Directors is subject to the approval of the shareholders in the Annual General Meeting except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the company after distribution of all preferential amounts in proportion of their shareholding.

C) The scheme of compromise & arrangement approved on June 20, 2008, by Honorable High Court of Bombay envisage issue of fresh equity shares by way of right issues of new 377 equity shares of Rs 1/- each for every 100 existing equity shares held by the Equity Shareholders, which is pending.

4. a) The Zero Coupon Non Convertible Debentures (ZCD) shall be redeemable at a premium of 50% in ten equal quarterly installment commencing from June 30,2015 and ending on September 30, 2017.

b) The Zero Coupon Debentures (ZCD) has been secured by first paripassu charge on all the existing asset of the company situated at Patalganga, MIDC industrial area.

5. a) The Zero Coupon Loan (ZCL) is to be repaid in fifteen equal quarterly installments commencing from June 30,2015 and ending on December 31, 2018, in view of the revised terms for repayment agreed upon.

b) The Zero Coupon loan (ZCL) shall be secured by first paripassu charge on all the existing asset of the company situated at Patalganga, MIDC industrial area and upon creation of such security, the existing security/securities/existing personal guarantees of directors and charges shall stand satisfied and released without any further act on part of secured creditors.

c) All the guarantors of the company shall jointly and severally, provide an irrevocable and unconditional guarantee cum shortfall undertaking in favour of the Secured creditors for Zero Coupon Loan (ZCL) to make good the shortfall, if any, in the event realisation to Zero Coupon Loan(ZCL) from the sale of Patalganga factory is less than the amount outstanding as payable.

6. Other Loan (Unsecured ) of Rs 916.80 Lacs shall be converted into 91,680,000 Equity shares of Rs 1/- each at par within 60 days of issue of new shares under rights issue (which is pending) as per scheme of compromise & restructuring sanctioned by High Court of Bombay and after obtaining necessary approvals.

7. Employee Liabilities Payable includes dues payable to the workers on account of retrenchment & retirements which were provided in the accounts in earlier years on estimated basis. The litigation in the matter is going on in the court. Therefore, final liability on this account cannot be ascertained at this stage. Hence, adequacy of the provision made in this regard in earlier years cannot be ascertained at this stage.

8. Dues payable to the workers on account of retrenchment & retirements were provided in the accounts in earlier years on estimated basis. The litigation in the matter is going on in the court. Therefore, final liability on this account cannot be ascertained at this stage. Hence, adequacy of the provision made in this regard in earlier years cannot be ascertained at this stage.

9. The Company is in the process of identifying suppliers falling under the Micro, Small and Medium Enterprises Development Act, 2006. However, no confirmation as regards to the status has been received by the Company.

In the absence of information as regard to the status/ classification of the relevant enterprises into Micro, Small and Medium Enterprises, information as required under Notification No. G.S.R. 719 (E) dated November 16, 2007 issued by the Department of Company Affairs in respect of the total amount payable and amount of interest thereon paid during the year and payable at the end of the year to the Sundry Creditors could not be disclosed.

10. Advances of Rs17,800,000/- recoverable from Jaysynth Polychem Pvt. Ltd. has been considered doubtful of recovery for which provision is made in the accounts during the year ended March 31, 2014.

11. Defined Benefit Plans

The summarized position of post-employment benefits & long term employee benefits recognized in the Profit & Loss Account and Balance Sheet ( as per Accounting Standard 15) are as under :-

Note :12 Segment Information

a) Primary Segments :

The operation of the Company relates to one business segment i.e. trading of Dyes and Pigments.

b) Secondary Segment :

Entire business operations relates to domestic market.

Note : 13 Related Parties Disclosure under Accounting Standard - 18

i) The list of related parties as identified by the management are as under: Associates / Companies / Firms : -

i) Jaysynth Dyestuff (India) Ltd.

ii) Jaysynth (Europe) Ltd.

iii) Jaysynth Impex Ltd.

iv) Jaysynth Polychem Pvt. Ltd.

v) Shoorji Trikamdas Investment Company Pvt. Ltd.

vi) Jay Pesticides Pvt. Ltd.

vii) R P Trading Co.

viii) Shoorji Trikamdas Colour Co.

ix) Jay Instruments and Systems Pvt. Ltd.

Key Management Personnel

i) Shri Sharadchandra S.Kothari

As at March 31, 2015 As at March 31, 2014 Rs Rs Note : 14 Contingent Liabilities not provided for

a) Inland Guarantee 45.22 lacs 45.31 lacs

b) Claims against the 511.00 lacs 511.00 lacs Company not acknowledged as debts

c) Liability on account of 25.82 lacs 25.82 lacs Gram Panchayat Tax.

d) Employee Liability on account of various litigation pending with courts Not ascertainable Not ascertainable

Note : 15

In the opinion of the Board and to the best of their knowledge and belief, the realisable value of current assets, loans and advances in the ordinary course of business would not be less than the amount, at which they are stated in the Balance Sheet unless otherwise stated, and the provision for all known and determined liabilities is adequate and not in excess of the amount reasonably required.

Note : 16

Balance of loans & advances, sundry debtors, sundry creditors & deposits are subject to adjustments, reconciliation and confirmation by the parties.

Note : 17

Bank certificates are obtained for bank balances in respect of operative bank accounts. However ,in respect of non- operative & dormant bank accounts,neither bank certificate nor bank statements are available.

Note : 18

Previous year's figures have been regrouped / reclassified, wherever necessary to confirm to the current year presentation.

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Mar 31, 2014

Note : 1 General Information

JD Orgochem Limited (the Company) is headquarterd at Mumbai, Maharashtra, India carries on the business of Manufacturing and trading of dyes & dye intermediates.

1.1 a) The Zero Coupon Non Convertible Debentures (ZCD) shall be redeemable at a premium of 50% in ten equal quarterly installment commencing from June 30, 2015 and ending on September 30, 2017.

b) The Zero Coupon Debentures (ZCD) has been secured by first paripassu charge on all the existing asset of the Company situated at Patalganga, MIDC industrial area.

1.2 a) The Zero Coupon Loan (ZCL) shall be repaid in sixteen equal quarterly installments commencing from March 30,2013 and ending on December 31, 2016.The Company has defaulted in paying the installments due.

b) The Zero Coupon loan (ZCL) shall be secured by first paripassu charge on all the existing asset of the company situated at Patalganga, MIDC industrial area and upon creation of such security, the existing security/securities/existing personal guarantees of directors and charges shall stand satisfied and released without any further act on part of secured creditors.

c) All the guarantors of the company shall jointly and severally, provide an irrevocable and unconditional guarantee cum shortfall undertaking in favour of the Secured creditors for Zero Coupon Loan (ZCL) to make good the shortfall, if any, in the event realisation to Zero Coupon Loan(ZCL) from the sale of Patalganga factory is less than the amount outstanding as payable.

1.3 Other Loan (Unsecured ) of Rs. 916.80 Lacs shall be converted into 91,680,000 Equity shares of Rs. 1/- each at par within 60 days of issue of new shares under rights issue (which is pending) as per scheme of compromise & restructuring sanctioned by High Court of Bombay and after obtaining necessary approvals.

2.1 Dues payable to the workers on account of retrenchment & retirements were provided in the accounts in earlier years on estimated basis. The litigation in the matter is going on in the court. Therefore, final liability on this account cannot be ascertained at this stage. Hence, adequacy of the provision made in this regard in earlier years cannot be ascertained at this stage.

3.1 The Company is in the process of identifying suppliers falling under the Micro, Small and Medium Enterprises Development Act, 2006. However, no confirmation as regards to the status has been received by the Company.

In the absence of information as regard to the status/ classification of the relevant enterprises into Micro, Small and Medium Enterprises, information as required under Notification No. G.S.R. 719 (E) dated November 16, 2007 issued by the Department of Company Affairs in respect of the total amount payable and amount of interest thereon paid during the year and payable at the end of the year to the Sundry Creditors could not be disclosed.

Note : 4 Segment Information

a) Primary Segments :

The operation of the Company relates to one business segment i.e. trading of Dyes and Pigments.

b) Secondary Segment :

Entire business operations relates to domestic market.

Note : 5 Related Parties Disclosure under Accounting Standard - 18

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

Associates / Companies / Firms : -

i) Jaysynth Dyestuff (India) Ltd.

ii) Jaysynth (Europe) Ltd.

iii) Jaysynth Impex Ltd.

iv) Jaysynth Polychem Pvt. Ltd.

v) Shoorji Trikamdas Investment Company Pvt. Ltd.

vi) Jay Pesticides Pvt. Ltd.

vii) R P Trading Co.

Key Management Personnel i) Shri Sharadchandra S.Kothari ii) Shri Mahendra K.Kothari iii) Shri Shrikant K.Kothari

As at March 31, As at March 31, 2014 2013 Note : 6 Contingent Liabilities not provided for

a) Inland Guarantee 45.22 lacs 45.31 lacs

b) Claims against the Company not acknowledged as debts 511.00 lacs 511.00 lacs

c) Sales tax assessment dues for accounting year 2003-04 (the matter is under appeal with Maharashtra Sales Tax Tribunal, Mumbai.) 49.61 lacs 49.61 lacs

d) Liability on account of Gram Panchayat Tax. Not ascertainable 25.82 lacs

e) Employee Liability on account of various litigation pending with courts Not ascertainable Not ascertainable

Note : 7

In the opinion of the Board and to the best of their knowledge and belief, the realisable value of current assets, loans and advances in the ordinary course of business would not be less than the amount, at which they are stated in the Balance Sheet unless otherwise stated, and the provision for all known and determined liabilities is adequate and not in excess of the amount reasonably required.

Note : 8

Balance of loans & advances, sundry debtors, sundry creditors & deposits are subject to adjustments, reconciliation and confirmation by the parties.

Note : 9

Bank certificates are obtained for bank balances in respect of operative bank accounts. However, in respect of non- operative & dormant bank accounts, neither bank certificate nor bank statements are available.

Note : 10

Previous year''s figures have been regrouped / reclassified, wherever necessary to confirm to the current year presentation.

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Mar 31, 2013

Note : 1 General Information

JD Orgochem Limited (the company) is headquarterd at Mumbai, Maharashtra,India carries on the business of Manufacturing and trading of dyes & dye intermediates.

2.1 Defined Benefit Plans

The summarized position of post-employment benefits & long term employee benefits recognized in the Profit & Loss Account and Balance Sheet ( as per Accounting Standard 15) are as under :-

Note : 3 Segment Information

a) Primary Segments :

The operation of the Company relates to one business segment i.e. trading of Dyes and Pigments.

b) Secondary Segment :

Entire business operations relates to domestic market.

Note : 4 Related Parties Disclosure under Accounting Standard - 18

i) The list of related parties as identified by the management are as under: Associates / Companies / Firms : -

i) Jaysynth Dyestuff (India) Ltd.

ii) Jaysynth (Europe) Ltd.

iii) Jaysynth Impex Ltd.

iv) Jaysynth Polychem Pvt.Ltd.

v) Shoorji Trikamdas Investment Company Pvt. Ltd

vi) Jay Pesticides Pvt Ltd.

vii) R P Trading Co.

Key Management Personnel i) Shri S.S.Kothari ii) Shri M.K.Kothari iii) Shri S.K.Kothari

Note : 5 Contingent Liabilities not provided for

a) Inland Guarantee : Rs. 45.31 lacs ( Previous year Rs. 45.31 lacs ).

b) Claims against the company not acknowledged as debts of Rs. 511 lacs (Previous year Rs. 511 lacs).

c) Sales tax assessment dues for accounting year 2003-04 of Rs. 49.61 lacs (Previous year Rs. 66 lacs) is not provided as debts as the matter is under appeal with Maharashtra Sales Tax Tribunal, Mumbai.

d) Claims against the company not acknowledged as debts of Rs. 25.82 lacs of Gram Panchayat Tax.

Note : 6

In the opinion of the Board and to the best of their knowledge and belief, the realisable value of current assets, loans and advances in the ordinary course of business would not be less than the amount, at which they are stated in the Balance Sheet unless otherwise stated, and the provision for all known and determined liabilities is adequate and not in excess of the amount reasonably required.

Note : 7

Balance of loans & advances, sundry debtors, sundry creditors & deposits are subject to adjustments, reconciliation and confirmation by the parties.

Note : 8

Bank certificates are obtained for bank balances in respect of operative bank accounts. However, in respect of non- operative & dormant bank accounts, neither bank certificate nor bank statements are available.

Note : 9

Previous year''s figures have been regrouped / reclassified, wherever necessary to confirm to the current year presentation.

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Mar 31, 2012

Note : 1 General Information

JD Orgochem Limited (the company) is head quarterd at Mumbai, Maharashtra, India carries on the business of Manufacturing of dyes & dye intermediates.

Note : 2 Share Capital

A) Rights, Preferences and restrictions attached to shares

The company has one class of equity shares having a par value of Rs. 1/- per share. Each shareholder is eligible for one vote per share held. The Dividend when proposed by the Board of Directors is subject to the approval of the shareholders in the Annual General Meeting except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the company after distribution of all preferential amounts in proportion of their shareholding.

B) The scheme of compromise & arrangement approved on 20th June 2008, by Honorable High Court of Bombay envisage issue of fresh equity shares by way of right issues of new 377 equity shares of Rs. 1/- each for every 100 existing equity shares held by the Equity Shareholders, which is pending.

Note : 3 Long Term Borrowings

3.1 The Zero Coupon Non Convertible Debentures (ZCD) shall be redeemable at a premium of 50% in ten equal quarterly installment commencing from June 30, 2015 and ending on September 30, 2017. Letter of allotment has been issued but debenture certificate is yet to be issued.

3.2 The Zero Coupon Loan (ZCL) shall be repaid in ten equal installments commencing from March 30,2012 and ending on March 30, 2015.

3.3 Other Loan (Unsecured ) of Rs. 916.80 Lacs shall be converted into 91,680,000 Equity shares of Rs. 1/- each at par within 60 days of issue of new shares under rights issue (which is pending) as per scheme of compromise & restructuring sanctioned by High Court of Bombay and after obtaining necessary approvals.

3.4 a) The above mentioned Debentures (ZCD) & Zero Coupon loan (ZCL) shall be secured by first paripassu charge on all the existing asset of the company situated at Patalganga, MIDC industrial area and upon creation of such security, the existing security/securities/existing personal guarantees of directors and charges shall stand satisfied and released without any further act on part of secured creditors.

b) All the guarantors of the company shall jointly and severally, provide an irrevocable and unconditional guarantee cum shortfall undertaking in favour of the Secured creditors for Zero Coupon Loan (ZCL) to make good the shortfall, if any, in the event realisation to Zero Coupon Loan(ZCL) from the sale of Patalganga factory is less than Rs. 1,200 lacs.

Note : 4 Other Long Term Liabilities

4.1 Dues payable to the workers on account of retrenchment & retirements were provided in the accounts in earlier years on estimated basis. The litigation in the matter is going on in the court. Therefore, final liability on this account cannot be ascertained at this stage. Hence, adequacy of the provision made in this regard in earlier years cannot be ascertained at this stage.

Note : 5 Trade Payables

5.1 The Company is in the process of identifying suppliers falling under the Micro, Small and Medium Enterprises Development Act, 2006. However, no confirmation as regards to the status has been received by the Company.

In the absence of information as regard to the status/ classification of the relevant enterprises into Micro, Small and Medium Enterprises, information as required under Notification No. G.S.R. 719 (E) dated 16.11.2007 issued by the Department of Company Affairs in respect of the total amount payable and amount of interest thereon paid during the year and payable at the end of the year to the Sundry Creditors could not be disclosed.

Note : 6 Non Current Investments

6.1 On amalgamation of Jaysynth Anthraquinones Ltd (JAQL).with Jaysynth Impex Ltd (JIL) wef 1.04.2010 the company has been allotted 1 equity share of Rs. 1 each of JIL in exchange of 2 shares of Rs. 100 each of JAQL on 16.02.2012.

6.2 Since the networth of Jaysynth Polychem Pvt. Ltd. (JPPL) was fully eroded as on March 31, 2006 the realisable value of the investments made in earlier years comprising of 224,250 Equity Shares of Rs. 100/- each (Unlisted) in JPPL, may be considered as Nil. However, no provision has been made in the accounts for loss of Rs. 224.25 lacs.

Note : 7 Long Term Loans and Advances

7.1 Advances of Rs. 178 lacs recoverable from M/s Jaysynth Polychem Pvt. Ltd. has been considered doubtful of recovery for which no provision is made in the accounts during the year ended 31.03.2012.

Note : 8 Segment Information

a) Primary Segments :

The operation of the Company relates to one business segment i.e. trading of Dyes and Pigments.

b) Secondary Segment :

Entire business operations relates to domestic market.

Note : 9 Related Parties Disclosure under Accounting Standard - 18

i) The list of related parties as identified by the management are as under: Associates/Companies/Firms : -

i) Jaysynth Dyestuff (India) Ltd.

ii) Jaysynth (Europe) Ltd. (Subsidiary upto 21.3.2011)

iii) Jaysynth Impex Ltd.

iv) Jaysynth Polychem Pvt.Ltd.

v) Shoorji Trikamdas Investment Company Pvt. Ltd

vi) Jay Pesticides Pvt Ltd.

vii) R P Trading Co.

Key Management Personnel

i) Shri S.S. Kothari.

ii) Shri M.K. Kothari.

iii) Shri S.K. Kothari.

Note : 10 Contingent Liabilities not provided for

a) Inland Guarantee : Rs. 45.31 lacs (Previous year Rs. 45.31 lacs).

b) Claims against the company not acknowledged as debts of Rs. 511 lacs (Previous year Rs. 511 lacs).

c) Sales tax assessment dues for accounting year 2003-04 of Rs. 66 lacs is not provided as debts as the matter is under appeal with Dy. Commissioner of Sales Tax.

d) Claims against the company not acknowledged as debts of Rs. 12.91 lacs of Gram Panchayat Tax for the current year.

Note : 11

In the opinion of the Board and to the best of their knowledge and belief, the realisable value of current assets, loans and advances in the ordinary course of business would not be less than the amount, at which they are stated in the Balance Sheet unless otherwise stated, and the provision for all known and determined liabilities is adequate and not in excess of the amount reasonably required.

Note : 12

Balance of loans & advances, sundry debtors, sundry creditors & deposits are subject to adjustments, reconciliation and confirmation by the parties.

Note : 13

Bank certificates are obtained for bank balances, but wherever bank certificates could not be obtained we have relied on bank statements.

Note : 14

The Revised Schedule VI has become effective from April 1, 2011 for the preparation of financial statement. This has significantly impacted the disclosure and presentation made in financial statements. Previous year's figures have been regrouped/reclassified, wherever necessary to confirm to the current year presentation.

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Mar 31, 2010

Contingent Liabilities not provided for

a) Inland Guarantee : Rs. 4,530,959/- {Previous year Rs.4,530,959/-).

b) Claims against the company not acknowledged as debts of Rs.511 lacs (Previous year Rs.600.08 lacs).

As at As at

31.03.2010 31.03.2009

Rs. Rs.

Advances recoverable In cash or In kind or for value to be received Includes

a) Due from Jaysynth Anthraqulnones Ltd. a Subsidiary company 68,291,234 71,141,234

b) Due from Jaysynth Polychem Pvt Ltd a Company in which directors are interested. 17,800,000 23,000,000

2009-10 2008-09

Auditors Remuneration

Audit fees 125,000 110,000

Income Tax Matters 30,000 40,000

Tax Audit Fees 17,500 -

Service Tax 17,768 15,450

190,268 165,450

Interest received as shown In the schedule of Other Income is net of interest paid Rs. 154,333/- (Previous year Rs 234,403/-) TDS on Interest Income received Is Rs 73,143/-
The Company is in the process of Identifying suppliers falling under the Micro, Small and Medium Enterprises Development Act, 2006. However, no confirmation as regards to the status has been received by the Company.

In the opinion of Board and to the best of their knowledge and belief, the realisable value, in the ordinary course of business, of Current Assets, Loans & Advances will not be less than the amount at which they are actually stated in the Balance Sheet unless otherwise stated elsewhere in the notes and the provision for all known and determined liabilities are adequate and not in excess of the amount reasonably required.

2 Related party disclosure under Accounting Standard -18: -

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

i) Jaysynth Anthraquinones Ltd.

li) Jaysynth (Europe) Ltd.

Associates / Companies / Firms: -

i) Jaysynth Dyestuff (India) Ltd.

II) Jaysynth Impex Ltd.

III) jaysynth PorychemPvtLtd.

iv) Shoorjl Trikamdas Investment Company Pvt. Ltd

v) Cutch Chemicals Pvt Ltd.

vi) Jay Pesticides Pvt Ltd.

vii) R P Trading Co.

Key Management Personnel

i) Shri S.S.Kothari.

li) Shri M.K.Kothari.

iii) Shri S.K.Kothari.

11 Extraordinary Income

a) Upon one time settlement of debt with some of the secured creditors, the Company has repaid dues of said secured creditors and consequently waiver of principal dues by them aggregating to Rs. 10,720,000/- has been written back and included in extra ordinary Income.

b) Upon one time settlement of unsecured loan with creditor, the Company has repaid part loan in full settlement of the debt and consequently weiver of principal dues amounting to Rs.27,000,0007- and interest, penal interest, liquidated damages & other charges of whatever nature aggregating to Rs.33,768,491/- has been written back and included in extra ordinary income.

3 Segment Reporting:

a) Primary Segment

The operation of the Company relates to one business segment i.e. manufacturing of Dyes and Pigments.

b) Secondary Segment

Entire business operations relates to domestic market

4 Dues payable to the workers on account of retrenchment & retirements were provided in the accounts in earlier years on estimated basis. The litigation in the matter is going on in the court.Therefore.final liability on this account cannot be ascertained at this stage. Hence, adequacy of the provision made in this regard in earlier years cannot be ascertained at this stage.

5 a) Investments include investment of Rs. 64,600,000/- made in earlier years in Jaysynth Anthraquinones Limited (JAQL), a wholly owned subsidiary of the Company, which comprises of 540,000 Equity Shares of Rs. 100/- each at a cost of Rs.63,600,000/- and 10,000 Preference Shares of Rs. 100/-each at the cost of Rs. 1,000,000/-. These shares are not listed. The Company has also advanced an Unsecured Loan which together with current years amount aggregates to Rs.68.291,234/-

The networth of JAQL was fully eroded as on March 31, 2002 and the secured loans are more than Book value of the Assets as on date of the last audited accounts, I.e., March 31, 2010. Pursuant to the Order dated 06.12.2005 passed by the Board for Industrial & Financial Reconstruction (BIFR) JAQL has been declared as a Sick Industrial Company* within the meaning of clause (o) of Sub- section (1) of Section 3 of the Sick Industrial Companies (Special Provisions) Act, 1985.

In view of the above, the realisable value of above investments may be considered as Nil and the Unsecured Loan may be considered as doubtful of recovery. However, no provision has been made in the accounts for loss of Rs. 132,891,234/- in the value of these Investments and Unsecured Loan. JAQL has forwarded Draft Rehabilitation Scheme
b) I) Investments also include investment of Rs. 22,425,000/- made in earlier years in Jaysynth Polychem Pvt. Ltd. (JPPL), an Associate Concern of the Company comprising of 224,250 Equity Shares of Rs. 100/- each. These shares are not listed.

The networth of JPPL was fully eroded as on March 31, 2006 and hence the realisable value of above investments may be considered as Nil. However, no provision has been made in the accounts for loss of Rs 22,425,000/.

II) As regards advances of Rs.17.800,000/- recoverable from JPPL, the same has been considered doubtful of recovery for which no provision is made in the accounts during the year ended 31.03.2010.

6 Balance of loans & advances, sundry debtors, sundry creditors including unsecured creditors & deposits are subject to adjustment, reconciliation and confirmation by the parties.

7.Previous years figures have been regrouped, readjusted, reworked and reclassified wherever necessary.