Notes to Accounts of BKM Industries Ltd.

Mar 31, 2016

e) Terms/rights attached to each class of shares Equity Shares :

The Company has only one class of equity shares having a par value of Re. 1/-. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors 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 any of the remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

f) The Company is not a Subsidiary Company

g) No Shares has been reserved for issue under options and contracts commitments for the sale of shares/disinvestment.

Note :

1 The Current part of Long Term Borrowings, as above, have been shown under Other Current Liabilities (Note No. 9), as Current Maturities of long term debt.

2 Rupee Term Loan :

The Company''s Secured Corporate Loan facilities are secured by First Charge on Fixed Asset (Movable and Immovable) of the Company.

The amount is further secured on second charge basis on the current assets of the Company.

3. As per the Accounting Standard on segment Reporting (AS-17), segment information has been provided In the Notes to the Consolidated Financial Statement.

4. Corresponding comparative figures for the previous year have been regrouped and readjusted wherever considered necessary to confirm to the current year presentation.

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Mar 31, 2015

Equity Shares:

The Company has only one class of equity shares having a par value of Rs.1/-. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors 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 any of the remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

Note:

1.1 The Current part of Long Term Borrowings, as above, have been shown under Other Current Liabilities (Note No.9), as Current Maturities of long term debt.

1.2 Rupee Term Loan:

The Company's Secured Corporate Loan facilities are secured by First Charge on Fixed Asset (Movable and Immovable) of the Company.

The amount is further secured on second charge basis on the current assets of the Company.

* Disclosure of payables to MSME vendors as defined under the "Micro, Small and Medium Enterprise Development Act, 2006" is based on the information available with the Company regarding the status of registration of such vendors under the said Act, as per the intimation received from them on requests made by the Company.

There are no overdue principal amounts/interest payable amounts for delayed payments to such vendors at the Balance Sheet date. There are no delays in payment made to such suppliers during the year or for earlier years and accordingly there is no interest paid or outstanding interest in this regard in respect of payments made during the year or brought forward from previous years.

Note:

1.3 The Company's Working Capital facilities are secured by First Charge on the current assets of the Company ranking pari passu with the respective Working Capital Bankers.

The amount is further secured on second charge basis on fixed assets of the Company ranking pari passu with the respective Working Capital Bankers.

* Other Payables includes Statutory Dues, Advances from Customers & Overdrawn Balances from banks.

* Indicates Liabilities for excise duty on closing stock of Finished Goods.

* Includes primarily Prepaid Expenses, Advance to Creditors & Advance to Staff

* Excise duty on stocks represents differential excise duty on opening and closing stock of Finished Goods.

** Prior Period Items

In terms of the Scheme of Demerger, 6,55,34,050 shares of Re. 1 each of the Company have been issued to the Shareholders of Manaksia Limited. Accordingly, above shares have been considered for the purpose of calculation of EPS for both current as well as previous financial year.

2. Effective from April 1, 2014, the Company has charged depreciation based on the revised remaining useful lives of the assets as per the requirement of Schedule II to the Companies Act, 2013. Due to above, depreciation charge for the year ended March 31, 2015, is higher and profit after tax is lower by Rs. 105.14 lacs. An amount of Rs 472.25 Lacs (net of deferred tax) has been recognized in the opening balance of retained earnings for the assets where remaining useful life as per Schedule II is Nil.

Note : (i) Transactions have taken place on arm's length basis

(ii) No amount in respect of debts pertaining to the related parties have been written off or Written back during the year.

(iii) No provision for doubtful debts is required to be made for the year in respect of debt due from related parties.

(iv) Figures in the brecket () represlnt previous year figures.

3.) As per the Accounting Standard on Segment Reporting (AS-17), segment information has been provided in the notes to the Consolidated Financial Statements.

4.) In terms of the scheme of arrangement under section 391 to 394 of the Companies Act, 1956 ("the Scheme") between Manaksia Limited, Manaksia Industries Limited ("the Company") and other three transferee Companies, Manaksia Limited has demerged its business and undertakings namely; Aluminium Undertaking, Steel Undertaking, CMMC Undertaking and Packaging Undertaking to four separate transferee Companies. Pursuant to the Scheme, as approved by Hon'ble High Court of Calcutta vide order dated 24th March 2014, received on 19th November 2014, the Packaging undertaking of Manaksia Limited has been demerged into the company on a going concern basis with effect from 1st October, 2013 being the appointed date. The certified copy of the said order of the high court has been filed with the Registrar of Companies, West Bengal on 23rd November, 2014 and as such the Scheme has become operational from that date.

5.) In terms of the Scheme 65,534,050 equity shares of Rs. 1/- each, fully paid-up, of the Company have been issued to the holders of equity shares of Manaksia Limited, whose names were registered in the register of members on the record date, without payment being received in cash, in the ratio of 1 (one) fully paid-up equity share of Rs. 1/- each of the Company for every equity share held in Manaksia Limited. Consequent to allotment, "Share Suspense Account" amounting to Rs. 655.34 Lacs has been transferred to "Share Capital". Further, in terms of the Scheme, Share Capital of Rs. 5 Lacs prior to allotment of the above shares, has been cancelled and this amount has been transferred to Capital Reserve Account.

6.) In terms of the Scheme, excess of net assets so recorded, over the amount of share capital to be issued, amounting to Rs. 10,944.11 lacs is recognized in these financial statements, as Reserves in the sequence hereunder:

7.) Corresponding comparative figures for the previous year have been regrouped and readjusted wherever considered necessary to confirm to the current year presentation.

8.) Current period figures are for 12 months ended 31st March 2015 and previous period figures include the results of packaging business of Manaksia Ltd from appointed date of demerger (i.e 1st October 2013) to the end of relevant financial year. Since the reporting period of operational units are not same, these figures are not comparable.