Mar 31, 2025
The Company creates a provision when there is present
obligation as a result of a past event that probably requires an
outflow of resources and a reliable estimate can be made of the
amount of the obligation. A disclosure for a contingent liability is
made when there is a possible obligation or a present obligation
that may, but probably will not, require an outflow of resources.
When there is a possible obligation or a present obligation in
respect of which the likelihood of outflow of resources is remote,
no provision or disclosu re is made. A con ting ent asset is a
possible asset that arises from past events and whose existence
will be confirmed only by the occurrence or non-occurrence
of one or more uncertain future events not wholly within the
control of the entity. Contingent assets are neither recognised
nor disclosed in standalone financial statements.
Lease, where the lessor effectively retains substantially all the
risks and benefits of ownership of the leased asset during the
lease term, are classified as operating leases. Lease payments
under operating lease are recognised as an expense in the
profit and loss account on a straight-line basis over the lease
term, considering the renewal terms, if appropriate.
Basic EPS is computed using the weighted average number
of equity shares outstanding during the year. Diluted EPS is
computed using the weighted average number of equity and
dilutive equity equivalent shares outstanding during the year-
end, except where the results would be anti-dilutive.
Cash and Cash Equivalents comprises Cash-in-Hand, Short term
Deposits and Balance in Current Accounts with Banks. Cash
equivalents are short -term balances (with an original maturity
of three months or less from the date of acquisition), highly liquid
investments that are readily convertible into known amounts of
cash and which are subject to insignificant risk of changes in
value.
Goods and service tax is accounted for in the books of accounts
in accordance with the provisions of the goods and service tax
law for the time being in force, and the liability or the credits are
accordingly disclosed in the financial information.
Adjusting events (that provides evidence of condition that existed
at the balance sheet date) occurring after the balance sheet date
are recognized in the standalone financial statements. Material
non adjusting events (that are inductive of conditions that arose
subsequent to the balance sheet date) occurring after the
balance sheet date are disclosed in the Boardâs Report.
Any other accounting policy not specifically referred to are
consistent with generally accepted accounting principles.
During the year ended on 31st March, 2022, the Company has allotted 40,44,600 bonus shares of '' 10 each fully paid-up.
Consequently, the Company has capitalised a sum of '' 404.46 Lakhs from "Retained earningsâ and "Securities Premiumâ pursuant to
the approval of the shareholders through circular resolution dated July 24, 2021.
During the year ended on 31st March, 2023, the Company has allotted 9,09,216 equity shares of '' 10 each fully paid-up (Refer note
48).
(i) The Board of Directors of the Company, at its meeting held on October 29, 2024, has declared and paid an interim dividend of
'' 7.50 per equity share i.e. 75% on face value of '' 10.00 per equity share.
(ii) Board of Directors of the Company have approved the Final Dividend of '' 1.00 per equity share i.e. 10% on face value of '' 10
per equity share for the Financial Year 2024-25. This payment is subject to approval by shareholders in the ensuing Annual
General Meeting.
4.8 The Company has issued equity shares of '' 10 each through preferential allotment route to Promotors/Non-promoters/Public
with an object of Re-payment of Borrowings, Future Funding Requirements, Working Capital and General Corporate Purpose. The
details of the same are as under:
(i) The term loan is secured by hypothecation of entire
Movable and Immovable Machineries, Equipment, Electrical
Installations, Furniture & Fixtures, Office Equipment and
other Movable Fixed Assets of Company.
(ii) The Home Loan is Secured by mortgage of entire building
and structures, furniture and fixture and all plant and
machinery both present and future of the property situated
at Flat No. Flat No. A/403, C/103, C/104, C/203, C/204
and C/304, Shilpi Dreams, Bharuch. The said loan was
availed by Yamuna Bio Energy Private Limited (YBPL) (Since
amalgamated with the Company w.e.f. 1st April, 2022). The
said loan is still continuing in the name of YBPL (Shilpi
Dreams).
(iii) The Tanker Loans are secured against by hypothecation of
Tankers purchased out of Bank loan and the same is also
Secured by Personal Guarantee of Director of Company i.e.
Mr. Gaurang Shah.
(iv) The Tanker Loans are secured against hypothecation of
tankers purchased out of Bank Loan.
(v) The Vehicle Loans are Secured by hypothecation of vehicle.
The said loan was availed by Yamuna Bio Energy Private
Limited (YBPL) (Since amalgamated with the Company w.e.f.
1st April, 2022). The loan was availed in the name of Mr. Brij
Shah, relative of Directors of the Company. The said loan is
still continuing in the aforesaid names.
(vi) The Loan from Hinduja Leyland Finance Limited is in the
nature of "Loan against Property (LAP)â, which is secured
against security of immovable properties situated at Flat
No. A/403, C/103, C/104, C/203, C/204 and C/304, Shilpi
Dreams, Bharuch owned by erstwhile YBPL.
(Vii) The Term Loan under BGCEL facility is secured by
hypothecation of machinery, equipment and other movable
fixed assets of the firm situated at Survey No 69, Padgol,
Petlad, Dist. Anand. The said loan was availed by Yamuna
Bio Energy Private Limited (YBPL) (Since amalgamated with
the Company w.e.f. 1st April, 2022). The said loan is still
continuing in the name of YBPL.
(Viii) The unsecured loans from directors are non-interest
bearing and not repayable within twelve months from
the end of financial year. The unsecured loan from the
subsidiary i.e. Kotyark Bio Specialities Limited, carries an
interest @ 7 % p.a and is repayable on demand.
6.2 The Company has used the borrowings from banks and
financial institutions for the specific purpose for which it was
taken at the balance sheet date.
6.4 The Company is not declared as wilful defaulter by any bank or financial Institution or other lender.
6.5 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 (i) 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 (ii) provide any guarantee, security or
the like to or on behalf of the Ultimate Beneficiaries.
6.6 The Company has not received any fund from any person or entity, including Foreign entities (Funding Party), with the
understanding that the Company shall (i) directly or indirectly lend or invest in other person or entities (Ultimate Beneficiary) by or on
behalf of Funding Party or (ii) provides any guarantee or security on behalf of the Ultimate Beneficiary.
9.1 Cash Credit Facility availed from Bank of Baroda is repayable on demand and is secured by way of hypothecation of stocks book
debts upto 90 days.
9.2 Bill discounting Facilities is secured against letter of bills purchase undertaking(LDOC - 30), letter of pledge of govt. securities
(LDOC - 11) and demand/usance documentary bills having tenure no exceeding -45 days, accompanied by all dispatch documents
evidencing genuine sale of good via. invoice, bill of exchange, transport operator/railway receipt or accepted delivery challans/e-bills.
1) The Debt Service Coverage Ratio (DSCR) has changed due to a decrease in the repayment obligations for the year.
2) The Return on Equity has changed during the year due to a reduction in profit as compared to the previous year.
3) The change in inventory turnover ratio during the year is due to an increase in inventory held as at the year-end.
4) In the financial year 2023-24, there were no outstanding trade payables, whereas in the current year, trade payables were
outstanding. This has resulted in a change in the ratio.
5) There is increase in average working capital during the year and as a result there is a change in Net capital turnover ratio.
6) The change in net profit ratio is primarily due to a change in depreciation. In the previous year, depreciation was charged on a
proportionate basis, whereas in the current year, it has been charged for the full year.
7) The Return on Capital Employed has decreased during the year due to a reduction in profit as compared to the previous year.
8) There is decrease in interest income during the year and as a result there is decrease in Return on Investment ratio.
Notes
(i) Discount Rate used for valuing liabilities is based on yields (as on valuation date) of Government Bonds with tenure similar to the
expected working lifetime of the employee.
(ii) Estimates of future salary increase are based on inflation, seniority, promotion and other relevant factors such as demand and
supply in the employment market. This assumption has been determined in consultation with the Company.
42. The Company has not granted any Loans or Advances in the nature of loans to Promoters, Directors, KMP''s and related parties
which are repayable on demand or given without specifying terms or period of repayment.
43. The Company does not hold any Benami Property under the Benami Transactions (Prohibition) Act, 1988.
44. The Company has not entered into any transactions with companies struck off under Section 248 of the Companies Act, 2013
or Section 560 of Companies Act, 1956.
45. The Company has not made any Investment in violation
to the provisions related to number of layers prescribed under
clause (87) of Section 2 of the Companies Act, 2013 read with
the Companies (Restriction on number of Layers) Rules, 2017.
46. The Company has not traded or invested in Crypto Currency
or Virtual Currency.
47. The Company has no such transactions that are not
recorded in the books of accounts that has been surrendered
or disclosed as income during the year in the tax assessments
under the Income Tax Act, 1961.
48. The Board of Directors at its meeting held on August 10,
2022, approved a Scheme of Amalgamation ("Scheme") for
amalgamation of Yamuna Bio Energy Private Limited ("YBPL")
with Kotyark Industries Limited ("KIL/Company"), and their
respective shareholders and creditors, under Section 230 to
232 of the Companies Act, 2013 and other applicable laws
including the rules and regulations. The Scheme was approved
by shareholders at the National Company Law Tribunal (NCLT)
convened meeting of shareholders of the Company held on
June 09, 2023. The NCLT, in accordance with Sections 230 to
232 of the Companies Act, 2013 and rules thereunder, vide
its order Dated December 12, 2023 Sanctioned the Scheme.
Upon receipt of all requisite approvals, the Company has filed
form INC 28 Registrar of Companies on December 26, 2023
and accordingly the scheme became effective on December 26,
2023. As per Scheme, the appointed date for amalgamation is
April 1, 2022.
The amalgamation has been accounted under the âpooling
of interestâ method as prescribed in AS-14âAccounting for
amalgamationâ (âAS-14â). Outstanding balances between YBPL
and KIL were Eliminated as on April 01, 2022. All the assets
and liabilities of YBPL have been recognised by the Company
at their carrying amounts as on that date except for adjustments
to bring about uniformity of accounting policies as required
under AS-14. The share capital of '' 90.92 Lakhs issued by the
Company as consideration pursuant to the Scheme, has been
adjusted against the corresponding Share Capital of YBPL
of '' 649.44 Lakhs and the difference has been adjusted to
Retained Earnings. Consequently, the Company has recognized
a credit balance of '' 558.52 Lakhs in the Retained Earnings as a
result of all these adjustments.
Consequent upon amalgamation become effective, the
authorised share capital of the YBPL shall be added to that of
KIL. In terms of Scheme the Company has issued and allotted
9,09,216 equity shares to the shareholders of YBPL as on
February 23, 2024, being the record date fixed by the board
of directors as per the scheme, in accordance with the share
exchange ratio i.e. 14 equity shares of face value of '' 10/- each
of the KIL for every 100 equity shares of face value of '' 10/-
each of YBPL.
49. In the opinion of the Board, assets such as loans and
advances, trade receivables and other current and non-current
assets do not have a value on realisation in the ordinary course
of business lesser than the amount at which they are stated.
50. Previous yearâs figures have been regrouped/reclassified,
where necessary, to confirm to current yearâs presentation.
As per our report of even date attached
For Manubhai & Shah LLP For and on behalf of Board
Chartered Accountants Kotyark Industries Limited
Firm Regn. No.106041W/W100136
(J. D. Shah) Gaurang Shah Dhruti Shah
Partner Chairman cum Whole Time Director &
Membership No. 100116 Managing Director Chief Financial Officer
DIN:03502841 DIN:07664924
Bhavesh Nagar
Company Secretary
Place: Ahmedabad Place: Vadodara
Date: May 23, 2025 Date: May 23, 2025
Mar 31, 2024
X. Provisions, Contingent Liabilities and Contingent Assets:
The Company creates a provision when there is present obligation as a result of a past event that probably requires an outflow of resources and a reliable estimate can be made of the amount of the obligation. A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources. When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made. A contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity. Contingent assets are neither recognised nor disclosed in standalone financial statements.
XI. Leases:
Lease, where the lessor effectively retains substantially all the risks and benefits of ownership of the leased asset during the lease term, are classified as operating leases. Lease payments under operating lease are recognised as an expense in the profit and loss account on a straight-line basis over the lease term, considering the renewal terms, if appropriate.
XII. Earnings Per Share (EPS):
Basic EPS is computed using the weighted average number of equity shares outstanding during the year. Diluted EPS is computed using the weighted average number of equity and dilutive equity equivalent shares outstanding during the year-end, except where the results would be anti-dilutive.
XIII. Cash and Cash Equivalents:
Cash and Cash Equivalents comprises Cash-in-Hand, Short term Deposits and Balance in Current Accounts with Banks. Cash equivalents are short -term balances (with an original maturity of three months or less from the date of acquisition), highly liquid investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value.
XIV. Amalgamation:
Based on the satisfaction of conditions given in Accounting Standard 14, Company accounts for amalgamation transactions using either of the following two methods:
(a) the pooling of interests method; or
(b) the purchase method.
Under the pooling of interests method, the assets, liabilities and reserves of the transferor Company are recorded at their existing carrying amounts, after making adjustments to adopt uniform accounting policies. Difference between net assets and purchase consideration is adjusted in Reserves and Surplus.
Under the purchase method, the Company accounts for the amalgamation either by incorporating the assets and liabilities at their existing carrying amounts or by allocating the consideration to individual identifiable assets and liabilities of the transferor Company on the basis of their fair values at the date of amalgamation. The identifiable assets and liabilities may include assets and liabilities not recorded in the financial statements of the transferor Company Difference between net assets and purchase consideration is recorded as Goodwill or Capital Reserve as the case may be.
XV. Goods and Service Tax:
Goods and service tax is accounted for in the books of accounts in accordance with the provisions of the goods and service tax law for the time being in force, and the liability or the credits are accordingly disclosed in the financial information.
XVI. Events occurring after the Reporting Date:
Adjusting events (that provides evidence of condition that existed at the balance sheet date) occurring after the balance sheet date are recognized in the standalone financial statements. Material non adjusting events (that are inductive of conditions that arose subsequent to the balance sheet date) occurring after the balance sheet date are disclosed in the Board''s Report.
XVII. General:
Any other accounting policy not specifically referred to are consistent with generally accepted accounting principles.
(i) The term loan is secured by hypothecation of entire Movable and Immovable Machineries, Equipment, Electrical Installations, Furniture & Fixtures, Office Equipment and other Movable Fixed Assets of Company.
(ii) The Home Loan is Secured by mortgage of entire building and structures, furniture and fixture and all plant and machinery both present and future of the property situated at Flat No. A/403, C/103, C/104, C/203, C, 204 and C/304, Shilpi Dreams, Bharuch. The said loan was availed by Yamuna Bio Energy Private Limited (YBPL) (Since amalgamated with the Company w.e.f. April 01, 2022). The said loan is still continuing in the name of YBPL (Shilpi Dreams).
(iii) The Tanker Loans are secured against by hypothecation of Tankers purchased out of Bank loan and the same is also Secured by Personal Guarantee of Director of Company i.e. Mr. Gaurang Shah.
(iv) The Tanker Loans are secured against hypothecation of tankers purchased out of Bank Loan.
(v) The Vehicle Loans are Secured by hypothecation of vehicle. The said loan was availed by Yamuna Bio Energy Private Limited (YBPL) (Since amalgamated with the Company w.e.f. April 01, 2022). The loan was availed in the name of Mr. Brij Shah, relative of Directors of the Company. The said loan is still continuing in the aforesaid names.
(vi) The Term Loan was secured against hypothecation of Shed, Fabrications, Machineries and other Assets purchased and created out of Bank Finance. Term Loan was also secured by Personal Guarantee of three Directors of the Company i.e.
Mr. Gaurang Shah, Mrs. Bhavini Shah and Mrs. Dhruti Shah and other individual Mr. Hemant Patel. (Since fully repaid during the financial year 2023-24).
(vii) The WCTL Loan was secured by Second Charge on existing Credit facilities in terms of Cash flows (including repayments). WCTL was also secured by Personal Guarantee of three Directors of the Company i.e. Mr. Gaurang Shah, Mrs. Bhavini Shah and Mrs. Dhruti Shah and other individual Mr. Hemant Patel. (Since fully repaid during the financial year 2023-24).
(viii) The Loan from Hinduja Leyland Finance Limited is in the nature of "Loan against Property (LAP)", which is secured against security of immovable properties situated at Flat No. A/403, C/103, C/104, C/203, C, 204 and C/304, Shilpi Dreams, Bharuch owned by erstwhile YBPL.
(ix) The Term Loan under BGCEL facility is secured by hypothecation of machinery, equipment and other movable fixed assets of the firm situated at Survey No 69, Padgol, Petlad, Dist. Anand. The said loan was availed by Yamuna Bio Energy Private Limited (YBPL) (Since amalgamated with the Company w.e.f. April 01, 2022). The said loan is still continuing in the name of YBPL.
(x) The unsecured loans from directors are non-interest bearing and not repayable within twelve months from the end of financial year.
6.2 The Company has used the borrowings from banks and
financial institutions for the specific purpose for which it was
taken at the balance sheet date.
6.4 The Company is not declared as wilful defaulter by any bank or financial Institution or other lender.
6.5 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 (i) 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 (ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
6.6 The Company has not received any fund from any person or entity, including Foreign entities (Funding Party), with the understanding that the Company shall (i) directly or indirectly lend or invest in other person or entities (Ultimate Beneficiary) by or on behalf of Funding Party; or (ii) provides any guarantee or security on behalf of the Ultimate Beneficiary.
9.1 Cash Credit Facility availed from Bank of Baroda is repayable on demand and is secured by way of hypothecation of stocks book debts upto 90 days.
9.2 Cash Credit Facility availed from Indian Overseas Bank on demand and is secured by way of hypothecation of stocks book debts upto 90 days. Cash Credit Facility is also secured by Personal Guarantee of three Directors of the Company i.e. Mr. Gaurang Shah, Mrs. Bhavini Shah and Mrs. Dhruti Shah and other individual Mr. Hemant Patel.
9.3 Bill discounting Facilities is secured against letter of bills purchase undertaking (LDOC-30), letter of pledge of govt. securities (LDOC-11) and demand/usance documentary bills having tenure no exceeding-45 days, accompanied by all dispatch documents evidencing genuine sale of good via. invoice, bill of exchange, transport operator/railway receipt or accepted delivery challans/e-bills.
34.2 Reasons for Variance more than 25%:
1) During the year, the Company has availed loans and as a result there is change in to Debt Service Coverage Ratio.
2) During the year, the Company has issued new equity share and as a result there is a change in Return on Equity Ratio.
3) There is increase in average outstanding trade receivable as well as turnover during the year and as a result there is a change in Trade Receivables Turnover.
4) In Financial Year 2023-24 & 2022-23 there is no outstanding trade payable in books of accounts hence this ratio is reduced to Nil.
5) There is increase in turnover as well as average working capital during the year and as a result there is a change in Net Capital Turnover Ratio.
6) There is increase in cost of material consumed and depreciation during the year and as a result there is decrease in Net Profit Ratio.
7) There is increase in interest income during the year and as a result there is increase in Return on Investment Ratio.
42. The Company has not granted any Loans or Advances in the nature of loans to Promoters, Directors, KM P''s and related parties which are repayable on demand or given without specifying terms or period of repayment.
43. The Company does not hold any Benami Property under the Benami Transactions (Prohibition) Act, 1988.
44. The Company has not entered into any transactions with companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of Companies Act, 1956.
45. The Company has not made any Investment in violation to the provisions related to number of layers prescribed under clause (87) of Section 2 of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017
46. The Company has not traded or invested in Crypto Currency or Virtual Currency.
47. The Company has no such transactions that are not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.
48. The Board of Directors at its meeting held on August 10, 2022, approved a Scheme of Amalgamation ("Scheme") for amalgamation of Yamuna Bio Energy Private Limited ("YBPL") with Kotyark Industries Limited ("KIL/Company"), and their respective shareholders and creditors, under Section 230 to 232 of the Companies Act, 2013 and other applicable laws including the
rules and regulations. The Scheme was approved by shareholders at the National Company Law Tribunal (NCLT) convened meeting of shareholders of the Company held on June 09, 2023. The NCLT, in accordance with Sections 230 to 232 of the Companies Act, 2013 and rules thereunder, vide its order Dated December 12, 2023 Sanctioned the Scheme. Upon receipt of all requisite approvals, the Company has filed form INC 28 Registrar of Companies on December 26, 2023 and accordingly the scheme became effective on December 26, 2023. As per Scheme, the appointed date for amalgamation is April 01, 2022. The results for the half year/period ended on March 31, 2023 include the operations of YBPL and figures of corresponding previous periods are restated to include operations of YBPL w.e.f, effective date i.e. April 01, 2022. Figures related to YBPL, which are included in restated figures for the half year ended September 30, 2023, and year ended March 31, 2023 are not reviewed by the Auditors.
The amalgamation has been accounted under the ''pooling of interest'' method as prescribed in AS-14 "Accounting for amalgamation" ("AS-14"). Outstanding balances between YBPL and KIL were Eliminated as on April 01, 2022. All the assets and liabilities of YBPL have been recognised by the Company at their carrying amounts as on that date except for adjustments to bring about uniformity of accounting policies as required under AS-14. The share capital of '' 90.92 Lakhs issued by the Company as consideration pursuant to the Scheme, has been adjusted against the corresponding Share Capital of YBPL of '' 649.44 Lakhs and the difference has been adjusted to Retained Earnings. Consequently, the Company has recognized a credit balance of '' 558.52 Lakhs in the Retained Earnings as a result of all these adjustments.
Consequent upon amalgamation become effective, the authorised share capital of the YBPL shall be added to that of KIL. In terms of Scheme the Company has issued and allotted 9,09,216 equity shares to the shareholders of YBPL as on February 23, 2024, being the record date fixed by the board of directors as per the scheme, in accordance with the share exchange ratio i.e. 14 equity shares of face value of '' 10/- each of the KIL for every 100 equity shares of face value of '' 10/- each of YBPL.
49. In the opinion of the Board, assets such as loans and advances, trade receivables and other current and non-current assets do not have a value on realisation in the ordinary course of business lesser than the amount at which they are stated.
50. Previous year''s figures have been regrouped/reclassified, where necessary, to confirm to current year''s presentation.
Signatories to Note 1 to 50
As per our report of even date attached
For Manubhai & Shah LLP For and on behalf of Board
Chartered Accountants Kotyark industries Limited
ICAI Firm Reg. No.: 106041W/W100136
(J. D. Shah) Gaurang Shah Dhruti Shah
Partner Chairman and Managing Director Whole-Time Director
Membership No.: 100116 DIN: 03502841 DIN: 07664924
Amish D Shah Bhavesh Nagar
Chief Financial Officer Company Secretary
Place: Ahmedabad Place: Vadodara
Date: May 17, 2024 Date: May 17, 2024
Mar 31, 2023
The Company has a single class of equity shares which are having par value of '' 10/- per equity share. The shares issued, subscribed and paid up rank pari passu with reference to all rights, preference and restriction relating thereto. Each Holder of equity shareholders is entitled to one vote per share. In the event of liquidation of the Company the holders of the equity shares are will be entitled to receive the residual assets of the Company. The distribution will be in a proprtion to the number of equity shares held by the shareholders.
» Aggregate number of Shares alloted as fully paid up by way of bonus shres during the period of 5 years immediately preceding year:
During the year ended on March 31, 2022, the Company has allotted 40,44,600 bonus shares of '' 10 each fully paid-up. Consequently, the Company has capitalised a sum of '' 404.46 lakhs from âRetained earningsâ and âSecurities Premiumâ persuant to the approval of the shareholders through circular resolution dated July 24, 2021.
> For the Financial Year ending on March 31, 2023, the Board of Directors of the Company have recommended a dividend of '' 5/- (par value of Equity Share of '' 10 each) per equity share. This payment is subject to the approval of shareholders in the ensuing General Meeting of the Company.
r Pursuant to the approval of Shareholders of the Company, in its Extra-Ordinary General Meeting held on September 16, 2022 and the approval of Board of Directors of the Company at their meeting held on September 30, 2022, the Company has allotted 4,59,400 Equity Shares of face value of '' 10 each at the price of '' 450 for total consideration of '' 2,067.30 lakhs through preferential allotment route to Promotors/Non-promoters/Public. The Proceeds from the Preferential Issue and the utilisation of the same is as follows:
(i) Secured against hypothecation of Shed, Fabrications, Machineries and other Assets purchased and created out of Bank Finance. Term Loan is also secured by Personal Guarantee of three Directors of the Company i.e. Mr. Gaurang Shah, Mrs. Bhavini Shah and Mrs. Dhruti Shah and one Director of Yamuna Bio Energy Private Limited i.e. Mr. Hemant Patel.
(ii) Secured with Second Charge on existing Credit facilities in terms of Cash flows (including repayments) and security, with Charge on the assets financed under the Scheme to be created within a period of three months from the date of disbursal of loan. WCTL is also secured by Personal Guarantee of three Directors of the Company i.e. Mr. Gaurang Shah, Mrs. Bhavini Shah and Mrs. Dhruti Shah and one Director of Yamuna Bio Energy Private Limited i.e. Mr. Hemant Patel.
(iii) Borrowing from Hinduja Leyland Finance Limited is in the nature of âLoan against Property (LAP)â, which is secured against immovable properties in the form of six flats located at Bharuch owned and offered as security by Yamuna Bio Energy Private Limited (Enterprises over which Director has Significant Influence).
(iv) Unsecured borrowing from directors are noninterest bearing and not repayable within twelve months from the end of financial year.
6.2 The Company has used the borrowings from banks and financial institutions for the specific purpose for which it was taken at the balance sheet date.
6.3 There were no charges or satisfaction yet to be registered with ROC Ahmedabad beyond the statutory period. Further, in case of Loan taken from Hinduja Leyland Finance Limited, Company is not required to create charge in terms of section 77 of the Companies Act, 2013 since none of the property of the Company has been offered as security. [Refer Note 6.1 (b) (iii)]
6.4 The Company is not declared as wilful defaulter by any bank or financial Institution or other lender.
6.5 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 (i) 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 (ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
6.6 The Company has not received any fund from any person or entity, including Foreign entities (Funding Party), with the understanding that the Company shall:
(i) directly or indirectly lend or invest in other person or entities (Ultimate Beneficiary) by or on behalf of Funding Party; or
(ii) provides any guarantee or security on behalf of the Ultimate Beneficiary.
9.1 Cash Credit Facility availed from Indian Overseas Bank is repayable on demand and is secured by way of hypothecation of stocks book debts upto 90 days. Cash Credit Facility is also secured by Personal Guarantee of three Directors of the Company i.e. Mr. Gaurang Shah, Mrs. Bhavini Shah and Mrs. Dhruti Shah and one Director of Yamuna Bio Energy Private Limited i.e. Mr. Hemant Patel.
15.1 During the year ended on March 31, 2023, the Company has subscribed 1,00,000 equity shares in Kotyark Agro Private Limited (KAPL) for an aggregate consideration of '' 10.00 lakhs. The equity shares held by Company represents 100% legal and beneficial ownership of the total paid up share capital of KAPL. With this, the Company has become the holding Company of KAPL in terms of Section 2(87) of the Companies Act, 2013.
34.2 Reasons for Variance more than 25%:
1) Current Ratio is decreased because current liability is increased by greater percentage as compare to the increase in current asset, the reason behind is significant increase in creditors of capital expenditure in current year.
2) Debt-equity ratio is Increase because new borrowing availed by the Company from Hinduja Leyland Finance Limited in current financial year.
3) Decrease in Return on Equity Ratio due to preferential allotment of Equity shares.
4) Decrease in Inventory turnover ratio due to decreased consumption of material and increase in closing inventory.
5) Decrease in Trade Receivables turnover ratio due to increase in debtors and decrease in sales.
6) In Financial Year 2022-23 there is no outstanding trade payble in books of accounts hence this ratio is reduced to NIL.
7) Decrease in Net capital turnover ratio due to increase in working capital and decrease in sales.
8) Increase in Net profit ratio due to increase in profit as compare to last year.
9) Decrease in Return on Capital employed due to increase in borrowing and share capital.
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NOTE 35: CONTINGENT LIABILITIES AND COMMITMENTS (Amount '' In lakhs) |
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|
Particulars |
As at March 31, 2023 |
As at March 31, 2022 |
|
Bank Guarantee/LC Discounting for which FDR margin money has been given to the bank as Security |
- |
12.50 |
|
Capital Commitments |
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|
Estimated amount of Contracts remaining to be executed on capital account and not provided for (Net of advances) |
- |
- |
|
Total |
- |
12.50 |
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NOTE 36: DUES TO MICRO, SMALL AND MEDIUM ENTERPRISES (Amount '' In lakhs) |
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|
Sr. Particulars No. |
As at March 31, 2023 |
As at March 31, 2022 |
|
i) Out of parties identified as MSME, the Company owes to micro and small enterprise for more than 45 days as at March 31. |
- |
- |
|
ii) The amount of interest paid by the buyer in terms of section 16 of the Micro, Small and Medium Enterprises Development Act, 2006, along with the amount of the payment made to the supplier beyond the appointed day during each accounting year. |
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|
iii) The amount of interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed day during the year) but without adding the interest specified under the Micro, Small and Medium Enterprises Development Act, 2006. |
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|
iv) The amount of interest accrued and remaining unpaid at the end of each accounting year. |
- |
- |
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v) The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues above are actually paid to the small enterprise, for the purpose of disallowance of a deductible expenditure under section 23 of the Micro, Small and Medium Enterprises Development Act, 2006. |
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This information, as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006, has been determined to the extent such parties have been identified on the basis of information available with the Company. The auditor has relied on the same.
The Company is engaged primarily in the business of manufacturing bio-diesel and all its operations are in India only. Accordingly, there is no separate reportable segment as per AS 17 on ''Segment Reporting'' in respect of the Company.
(d) Borrowing availed from Indian Overseas Bank in form of Term Loan, Cash Credit and WCTL is secured by Personal Guarantee of three Directors of the Company i.e. Mr. Gaurang Shah, Mrs. Bhavini Shah and Mrs. Dhruti Shah and one Director of Yamuna Bio Energy Private Limited i.e. Mr. Hemant Patel.
Borrowing availed from Hinduja Leyland Finance Limited is secured against six flats collaterally owned by Yamuna Bio Energy Private Limited.
(a) In Inventory:The information was submitted before finalisation of accounts and there was change in the valuation of inventory during finalisation of accounts.
(b) In Trade Receivable: The information was submitted before finalisation of accounts and there was change in the book debts due to knocking off of amount payable against amount receivable pertaining to same parties during finalisation of accounts.
The following table sets out the status of the gratuity as required under Accounting Standard AS-15 on Employee
Benefit and the amount recognized in the Company''s financial statements as at March 31, 2023.
The Company has not granted any Loans or Advances in the nature of loans to Promoters, Directors, KMP''s and related parties which are repayable on demand or given without specifying terms or period of repayment.
The Company does not hold any Benami Property under the Benami Transactions (Prohibition) Act, 1988.
The Company has not entered into any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.
The Company has not made any Investment in violation to the provisions related to number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.
The Company has not traded or invested in Crypto Currency or Virtual Currency.
The Company has no such transactions that are not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.
The Board of Directors of the Company at its meeting held on August 10, 2022 approved the scheme of amalgamation of Yamuna Bio Energy Private Limited (YBEPL) with the Company, subject to necessary regulatory approvals, with effect from April 1, 2022 being the appointed date. On amalgamation of YBEPL with Company:
(i) all the assets and liabilities of YBPL will be transferred to the Company.
(ii) the shareholders of YBPL will get 14 Equity Shares of the Company in exchange of 100 Equity Shares of YBPL in proportion of their holdings.
The Scheme shall be effective from the date on which the order approving the Scheme by National Company Law Tribunal (NCLT) will be filed with the Registrar of Companies (ROC). As at March 31, 2023, Company has not received any order from NCLT and hence effect of amalgamation is not given in Books of Company.
In the opinion of the Board, assets such as loans and advances, trade receivables and other current and noncurrent assets do not have a value on realisation in the ordinary course of business lesser than the amount at which they are stated.
Previous year''s figures have been regrouped/reclassified, where necessary, to confirm to current year''s presentation.
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