Notes to Accounts of Remsons Industries Ltd.

Mar 31, 2018

NOTES FORMING PART OF THE FINANCIAL STATEMENT FOR THE YEAR ENDED 31^st MARCH 2018.

38 SEGMENT :

i) Primary Segment :

The company is in the business of manufacturing Automotive Components parts & all its products fall in the same segment as nature of the products, production process, methods used for distribution, the regulatory environment and the resulting risks & rewards associated business lines are not materially different hence, it operates in only one primary segment (Business). Secondary segmental reporting is based on the geographical location of customer. The following is the distribution of the company’s sale by geographical markets and segment assets which can be attributed to customers in such markets.

41 RELATED PARTIES DISCLOSURE:

(a) Related parties, as per Ind AS 24- Related Party Disclosures, during the year as deemed in the Accounting Standard are given below the related parties with whom the company had transactions and related parties where control exist.

S.No. Related Parties Nature of Relationship KEY MANAGEMENT PERSONNEL

i) Mr. Krishna Kejriwal Chairman & Managing Director

ii) Mrs. Chand Kejriwal Whole Time Director

(iii) Mr. Rahul Kejriwal Whole Time Director

(iv) Mr. Anil Kumar Agrawal Director Finance and CFO

(v) Mr. Rohit Darji Company Secretary RELATIVE OF KEY MANAGEMENT PERSONNEL

(i) Mr. Basant Kejriwal Brother of Chairman, Managing Director and CEO

ENTITIES WHERE KEY MANAGEMENT PERSONAL/RELATIVES OF DIRECTORS HAS SIGNIFICANT INFLUENCE

(I) Remsons Cables Industries Private Ltd. Mr. Rahul Kejriwal is Director

(ii) Goodluck Electronics Private Ltd. Mr. Rahul Kejriwal is Director

45 Lease

The Company''s leasing arrangements are in respect of office premises / warehouse. These leasing arrangements, which is mostly cancelable, range between 11 months to 3 years and are usually renewable by mutual consent at mutually agreed terms & conditions. The aggregate lease rentals of Rs. 64.66 Lacs (Previous Year Rs. 59.80 lacs) are charged as rent and shown under the note no. 36 " Other Expenses".

46 Balances of Trade Receivables, Trade Payables and Loans and Advances are subject to confirmation and consequential adjustment, if any.

47 In the opinion of the Board, Current Assets, Loans and Advances have value in the ordinary course of business at least equal to the amount at which they are stated.

48 Capital Management

i) Risk Management

For the purpose of the Company’s capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders. The primary objective of the Company capital management is to maximize the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The Company monitors capital using a gearing ratio and is measured by debt divided by total Equity. The Company’s Debt is defined as long-term and short-term borrowings including current maturities of long term borrowings and total equity (as shown in balance sheet) includes issued capital and all other reserves.

ii) Gearing Ratio

The gearing ratio at end of the reporting period was as follows.

The fair values of current debtors, cash & bank balances, loan to related party, security deposit to government department, current creditors and current borrowings and other financial liability are assumed to approximate their carrying amounts due to the short-term maturities of these assets and liabilities.

The Board provides guiding principles for overall risk management, as well as policies covering specific areas such as credit risk, liquidity risk, price risk and Foreign Exchange Risk effecting business operations. The company’s risk management is carried out by the management as per guidelines and policies approved by the Board of Directors.

1 Market risk

a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. In order to optimize the Company''s position with regard to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of the fixed rate and floating rate financial instruments in its total portfolio.

51 FIRST TIME ADOPTION OF IND AS

The Company has adopted Ind AS with effect from 1^st April 2017 with comparatives being restated. Accordingly the impact of transition has been provided in the Opening Reserves as at 1^st April 2016. The figures for the previous period have been restated, regrouped and reclassified wherever required to comply with the requirement of Ind AS and Schedule III.

Explanation 1 - Exemptions and exceptions availed

Set out below are the applicable Ind AS 101 optional exemptions and mandatory exceptions applied in the transition from previous GAAP to Ind AS.

(I) Ind AS Optional exemptions

Deemed Cost - Property, Plant and Equipment, Capital work-in-progress and Intangible Assets

Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognized in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition. This exemption can also be used for intangible assets covered by Ind AS 38 Intangible Assets. Accordingly, the Company has elected to measure all of its property, plant and equipment, Capital work-in-progress and intangible assets at their previous GAAP carrying values.

(II) Ind AS mandatory exemptions (I) Estimates

An entity''s estimates in accordance with Ind AS'' at the date of transition to Ind AS shall be consistent with the estimates made for the same date in accordance with the previous GAAP (after adjustments to reflect any difference in accounting policies) unless there is an objective evidence that those estimates were in error.

(ii) Classification and measurement of financial assets (other than equity instruments)

Ind AS 101 requires an entity to assess classification and measurement of financial assets on the basis of the facts and circumstances that exists at the date of transition to Ind AS.

(iii) De-recognition of financial assets and financial liabilities

Ind AS 101 requires a first time adopter to apply the de-recognition provisions for Ind AS 109 prospectively for transactions occurring on or after the date of transition to Ind AS. However, Ind AS 101 allows first time adopter to apply the derecognition requirements provided that the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognized as a result of past Ind AS 101 retrospectively from the date of entity''s choosing, transactions was obtained at the time of initially accounting for the transactions.

Note No.:

1 Long term borrowing

Long term borrowings from Bank and financial institution have been recognized as financial liabilities and have been measured at fair value through amortized cost using effective rate of interest. Interest expense is recgonised using effective rate of interest. This change the amount of borrowing by Rs, 1.30 Lakhs as at 31 March 2017 (1 April 2016 Rs. Nil). Consequently, the total equity increased by an equivalent amount

2 Investments

Fair value changes with respect to investments in equity instruments designated as at FVOCI have been recognized in FVOCI Equity investments reserve as at the date of transition. This increased other reserves by Rs, 11.14 lakhs as at 31 March 2017 (1 April 2016 -Rs,10.86 lakhs).

3 Security Deposits

Under the previous GAAP, interest free security deposits are recorded at their transaction value. Under Ind AS, all financial assets are required to be recognized at fair value. Accordingly, the group has fair valued these security deposits under Ind AS. Difference between the fair value and transaction value of the security deposits have been recognized in retained earnings.

4 Warranty provision

Warranty provisions is determined based on the historical percentage of warranty expense to sales for the same types of goods for which the warranty is currently being determined. The same percentage to the sales is applied for the current accounting period to derive the warranty expense to be accrued.

5 Others

Depreciation related to lease hold land has been reversed. As a result of this change, the profit for the year ended 31 March 2017 incresed by Rs. .99 Lakhs (1 April 2016 Rs. .29 Lakhs). Consequently, the total equity increased by an equivalent amount.

6 Deferred tax

Under previous GAAP, deferred taxes were recognized based on Profit & loss approach i.e. tax impact on difference between the accounting income and taxable income. under Ind AS, deferred tax is recognized by following balance sheet approach i.e. tax impact on temporary difference between the carrying value of assets and liabilities in the books and their respective tax base.

7 Remeasurements of post-employment benefit obligations

Under Ind AS, remeasurements i.e. actuarial gains and losses and the return on plan assets, excluding amounts included in the net interest expense on the net defined benefit liability are recognized in other comprehensive income instead of profit or loss. Under the previous GAAP, these remeasurements were forming part of the profit or loss for the year. As a result of this change, the profit for the year ended 31 March 2017 decreased by Rs. 11.25 Lakhs (1 April 2016 Rs. 3.84 Lakhs). There is no impact on the total equity as at 31 March 2017 (1 April 2016).

8 Property, Plant and Equipment and Investment Property

Under the previous GAAP, Investment Property, Land & Bulding of Rs. 7.19 lakhs as on 31 March 2017 (1 April 2016 Rs. 7.38 lakhs) was grouped under Property Plant and Equipment. Under Ind AS, the same is treated as Investment property under Ind AS 40 at carrying cost under previous GAAP. There is no impact on the total equity and profit.

9 Revenue

Under previous GAAP, revenue from sale of goods was presented net of excise duty whereas under IND AS the revenue from sale of goods is presented inclusive of excise duty. The excise duty is presented on the face of the Statement of Profit and Loss. This change has resulted in an increase in total revenue and total expenses for the year ended 31 March 2017 by Rs. 14.31 Lakhs. There is no impact on the total equity and profit.

Under the previous GAAP, certain discounts was shown in expenses. Under Ind AS, the same has been netted from revenue amounting to Rs. 199.56 lakhs. There is no impact on the total equity and profit.

10 Reclassification

Reclassification of financial assets and financial liabilities has been done as required as per Ind AS Sch III

1. The previous year figures have been regrouped/reclassified, wherever necessary to conform to the current presentation as per the schedule III of Companies Act, 2013.

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Mar 31, 2016

Note 1

CONTINGENT LIABILITIES NOT PROVIDED FOR:

a. Towards guarantees given by Bankers on behalf of the Company to Electricity Department of '' 10.50 Lakhs .(PreviousYear '' 10.50 Lakhs)

b. Estimated amounts of contracts remaining to be executed on capital account (net of advances) not provided for '' 30.21 Lakhs (Previous Year'' 155.38 Lakhs).

c. Appeal before CIT(A) for Asst. Year 2009-10 has been heard and order has been received in favour of Company. Demand raised amounting of'' 10.08 Lakhs has been nullified.

d. Second Appeal filed by the Income Tax Authority for the Asst. Year 1997-98 pending before the Bombay High Court for '' 5.45 Lakhs (Previous Year '' 5.45 Lakhs).

e. Towards Appeal filed with Commissioner(Appeals) for Service Tax of'' 10.76 Lakhs (Previous year '' NIL)

Note 2 SEGMENT:

a. Primary Segment :

The company is in the business of manufacturing Automotive Components parts & all its products fall in the same segment as nature of the products, production process, methods used for distribution, the regulatory environment and the resulting risks &rewards associated business lines are not materially different hence, it operates in only one primary segment (Business). Secondary segmental reporting is based on the geographical location of customer The following is the distribution of the company’s sale by geographical markets and segment assets which can be attributed to customers in such markets.

Note3 Trade Debtors, Trade Creditors and Loans and Advances are subject to confirmation and reconciliation if any.

Note 4 In the opinion of the management the current assets, loans and advances are of the value stated in the Balance Sheet if realized in the ordinary course of the business.

Note32In terms of Section 22 of Micro, Small and Medium Enterprises Development Act,2006,the outstanding of these enterprises are required to be disclosed. However, these enterprises are required to be registered under the Act. In the absence of the information about registration of the Enterprises under the above Act, the required information could not be furnished. In view of above and in absence of relevant in formations, the Auditor have relied upon the same.

Note 5

OPERATING LEASE:

a) Operating lease payment recognized in Profit & Loss Account amounting to Rs, 60.99 Lakhs (Previous Year Rs, 59.84

Lakhs).

b) General description of the leasing arrangement:

i) Leased Assets :Factory Building, Ad offices &flat.

ii) Future lease rentals are determined on the basis of agreed terms.

iii) At the expiry of the lease term, the Company has an option either to return the asset or extend the term by giving notice in writing.

b) Leave Encashment:

The liabilities towards short-term compensated absences is Rs, 12.56 Lakhs & Long Term compensation absences is '' 14.31 Lakhs (Previous year short term compensation absences is Rs 10.76 Lakhs & Long Term compensated absences is '' 14.15 Lakhs).

Note 6

RELATED PARTIESDISCLOSURE:

As per Accounting Standard-18 , the disclosure of parties & transactions during the year as deemed in the Accounting Standard are given below the related parties with whom the company had transactions and related parties where control exist.

A COMPANY/ FIRM IN WHICH DIRECTORS/ RELATIVES OF DIRECTORS HAS SIGNIFICANT INFLUENCE. Nature of Relationship

Remsons Cables Industries Private Ltd.

Goodluck Electronics Private Ltd.

Krishna Industries

B KEY MANAGEMENT PERSONNEL.

Mr. V.Harlalka Chairman

Mr. Krishna Kejriwal Managing Director and CEO

Mrs. Chand Kejriwal Wholetime Director

Mr. Anil KumarAgrawal Director Finance and CFO

Mr. Sukhdeo Purohit Company Secretary

C RELATIVEOFKEYMANAGEMENTPERSONS.

Mr. Basant Kejriwal Brother of Managing Director and CEO

Mr. Rahul Kejriwal Son of Managing Director and CEO

V.Harlalka HUF Krishna Kejriwal HUF Rahul Kejriwal HUF

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Mar 31, 2015

1. SHARE CAPITAL

i) Terms/ rights attached to the equity shares

The company has only one class of equity shareshaving a par value of Rs. 10 per shares. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends (if any) in Indian rupees. The dividends (if any) proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend.

In the event of liquidation of the Company, the equity shareholders are entitled to receive remaining assets of the Company, after distribution of all preferential amounts, in proportion to their shareholding.

2. CONTINGENT LIABILITIES NOT PROVIDED FOR :

a. Towards guarantees given by Bankers on behalf of the Company of Rs. 10.50 Lacs. (Previous Year Rs. 10.50 Lacs)

b. Estimated amounts of contracts remaining to be executed on capital account (net of advances) not provided for Rs. 155.38 Lacs (Previous Year Rs. 0.79 Lacs).

c. Towards Appeal filed with CIT(A) for Income Tax Assessment Year 2009-10 of Rs. 10.08 Lacs (Previous year Rs. NIL.)

3. DEFERRED TAX :

i) During the year ended 31st March,2015, The Company has recognised Deferred Tax Liabilities/ (assets) of Rs. 3.66 Lacs (Previous Year Rs. (1.01) Lacs).

4. SEGMENT:

a. Primary Segment :

The company is in the business of manufacturing Automotive Components parts & all its products fall in the same segment as nature of the products, production process, methods used for distribution, the regulatory environment and the resulting risks &rewards associated business lines are not materially different hence, it operates in only one primary segment (Business). Secondary segmental reporting is based on the geographical location of customers. The following is the distribution of the company's sale by geographical markets and segment assets which can be attributed to customers in such markets.

5. Trade Debtors, Trade Creditors and Loans and Advances are subject to confirmation and reconciliation if any.

6. In the opinion of the management the current assets, loans and advances are of the value stated in the Balance Sheet if realised in the ordinary course of the business.

7. In terms of Section 22 of Micro, Small and Medium Enterprises Development Act,2006,the outstanding of these enterprises are required to be disclosed. However, these enterprises are required to be registered under the Act. In the absence of the information about registration of the Enterprises under the above Act, the required information could not be furnished. In view of above and in absence of relevant informations,theAuditor have relied upon the same.

8. OPERATING LEASE :

a) Operating lease payment recognised in Profit & Loss Account amounting to Rs. 59.84 Lacs (Previous Year Rs. 54.09 Lacs).

b) General description of the leasing arrangement:

i) Leased Assets: Factory Building, Adm offices & flat.

ii) Future lease rentals are determined on the basis of agreed terms.

iii) At the expiry of the lease term, the Company has an option either to return the asset or extend the term by giving notice in writing.

9. RELATED PARTIES DISCLOSURE:

As per Accounting Standard-18 , the disclosure of parties & transactions during the year as deemed in the Accounting Standard are given below the related parties with whom the company had transactions and related parties where control exist/ none.

A BODY CORPORATES/ FIRM.

Remsons Cables Industries Private Ltd. Good luck Electronics Private Ltd. Krishna Industries

B KEY MANAGEMENT PERSONNEL.

Mr. V.Harlalka

Mr. Krishna Kejriwal

Mrs. Chand Kejriwal

Mr. Anil Kumar Agrawal

Mr. Sukhdeo Purohit

C RELATIVE OF KEY MANAGEMENT PERSONS.

Mr. Basant Kejriwal

Mr. Rahul Kejriwal

V.Harlalka HUF

Krishna Kejriwal HUF

Rahul Kejriwal HUF

Nature of Relationship

Company/ Firm in which Directors/ Relatives of directors has significant influence.

10. Previous year figures have been reclassified and regrouped to correspond with the figures of the current year wherever necessary.

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Mar 31, 2014

I) Terms/ rights attached to the equity shares

The company has only one class of equity shares having a par value of Rs. 10 per shares. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends (if any) in Indian rupees. The dividends (if any) proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend.

In the event of liquidation of the Company, the equity shareholders are entitled to receive remaining assets of the Company, after distribution of all preferential amounts, in proportion to their shareholding.

Note 1 CONTINGENT LIABILITIES NOT PROVIDED FOR:

a. Towards guarantees given by Bankers on behalf of the Company of Rs. 10.50 Lacs .(Previous YearRs. 14.50 Lacs)

b. Estimated amounts of contracts remaining to be executed on capital account (net of advances) not provided for Rs. 0.79 Lacs (Previous Year Rs. 9.66 Lacs).

c. In respect of Service Tax for Rs. NIL (Previous year Rs. 0.52 Lacs ).

Note 2 DEFERRED TAX:

i) During the year ended 31st March,2014, The Company has recognised Deferred Tax Liabilities/ (assets)of Rs. (1.01) Lacs (Previous Year Rs. (3.06) Lacs).

ii) The break up of deferred tax assets and liabilities as at March 31, 2014 comprises of the following :

Note 3 SEGMENT:

a. Primary Segment :

The company is in the business of manufacturing Automotive Components parts & all its products fall in the same segment as nature of the products, production process, methods used for distribution, the regulatory environment and the resulting risks &rewards associated business lines are not materially different hence, it operates in only one primary segment (Business). Secondary segmental reporting is based on the geographical location of customers. The following is the distribution of the company''s sale by geographical markets and segment assets which can he attributed to customers in such markets.

Note 4 Trade Debtors, Trade Creditors and Loans and Advances are subject to confirmation and reconciliation if any.

Note 5 In the opinion of the management the current assets, loans and advances are of the value stated in the Balance Sheet if realised in the ordinary course of the business.

Note 6 In terms of Section 22 of Micro, Small and Medium Enterprises Development Act,2006,the outstanding of these enterprises are required to be disclosed. However, these enterprises are required to he registered under the Act. In the absence of the information about registration of the Enterprises under the above Act, the required information could not be furnished. In view of above and in absence of relevant informations,the Auditor have relied upon the same.

b) Leave Encashment:

The liabilities towards short term compensation absences is Rs. 10.79 Lacs & Long Term compensation absences is Rs. 9.85 Lacs (Previous year short term compensation absences is Rs. 9.70 Lakhs & Long Term compensation absences is Rs. 12.23 Lakhs).

Note 7 RELATED PARTIES DISCLOSURE:

As per Accounting Standard-18, the disclosure of parties & transactions during the year as deemed in the Accounting Standard are given below the related parties with whom the company had transactions and related parties where control exist/ none.

A BODY CORPORATES/FIRM.

Remsons Cables Industries Private Ltd. Nature of Relationship Goodluck Electronics Private Associate Company Ltd. Krishna Industries Associate Company Partnership firm where Directors/ Relatives are partners

B KEY MANAGEMENT PERSONNEL.

Mr. V.Harlalka Mr. Krishna Kejriwal Mrs. Chand Kejriwal Mr. Anil Kumar Agrawal (w.e.f 11.08.2012)

C RELATIVE OF KEY MANAGEMENT PERSONS.

Mr. Basant Kejriwal Mr. Rahul Kejriwal Mrs. Ranee Khatkhate Mrs. Shivani Kejriwal V.Harlalka HUF Krishna Kejriwal HUF Rahul Kejriwal HUF

Note 47 Previous year figures have been reclassified and regrouped to correspond with the figures of the current year wherever necessary.

SHAREHOLDER INSTRUCTIONS FOR E-VOTING

The instructions for shareholders voting electronically are as under:

(i) The voting period begins on 23"1 September 2014 at 9.00 a.m. and ends on 25th September 2014 at 6.00 p.m. During this period shareholders'' of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of 22nd August, 2014, may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.

(ii) The shareholders should log on to the e-voting website www.evotingindia.com.

(iii) Click on Shareholders.

(iv) NowEnteryourUserlD

a. For CDSL: 16 digits beneficiary ID,

b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,

c. Members holding shares in Physical Form should enter Folio Number registered with the Company.

(v) Next enter the Image Verification as displayed and Click on Login.

(vi) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier voting of any company, then your existing password is to be used.

(vii) If you are a first time user follow the steps given below:

For Members holding shares in Demat Form and Physical Form

PAN Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders)

Members who have not updated their PAN with the Company/Depository Participant are requested to ''use the first two letters of their name and the last 8 digits of the demat account/folio number in the PAN field.

In case the folio number is less than 8 digits enter the applicable number of 0''s before the number after the first two characters of the name in CAPITAL letters. Eg. If your name is Ramesh Kumar with folio number 100 then enter RA00000100 in the PAN field.

DOB Enter the Date of Birth as recorded in your demat account or in the company records for the said demat account or folio in dd/mm/yyyy format.

Divi Enter the Dividend Bank Details as recorded in your demat account dend or in the company records for the said demat account or folio. Bank Deta ils

Please enter the DOB or Dividend Bank Details in order to login. If the details are not recorded with the depository or company please enter the number of shares held by you as on the cut off date in the Dividend Bank details field.

(viii) After entering these details appropriately, click on "SUBMIT" tab.

(ix) Members holding shares in physical form will then directly reach the Company selection screen. However, members holding shares in demat form will now reach ''Password Creation'' menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform.

It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

(x) For Members holding shares in physical form, the details can he used only for e-voting on the resolutions contained in this Notice.

(xi) Click on the EVSN for the relevant Remsons Industries Limited on which you choose to vote.

(xii) On the voting page, you will see "RESOLUTION DESCRIPTION" and against the same the option "YES/NO" for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

(xiii) Click on the "RESOLUTIONS FILE LINK" if you wish to view the entire Resolution details.

(xiv) After selecting the resolution you have decided to vote on, click on "SUBMIT". A confirmation box will be displayed. If you wish to confirm your vote, click on "OK", else to change your vote, click on "CANCEL" and accordingly modify your vote.

(xv) Once you "CONFIRM" your vote on the resolution, you will not be allowed to modify your vote.

(xvi) You can also take out print of the voting done by you by clicking on "Click here to print" option on the Voting page.

(xvii) If Demat account holder has forgotten the same password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.

(xviii) Note for Non - Individual Shareholders and Custodians

Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodian are required to log on to www.evotingindia.com and register themselves as Corporates.

A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to [email protected].

After receiving the login details they have to create a compliance user should be created using the admin login and password. The Compliance user would be able to link the accounts) for which they wish to vote on.

The list of accounts should be mailed to [email protected] and on approval of the accounts they would be able to cast their vote.

A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.

(xix) In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions ("FAQs") and e-voting manual available at www.evotingindia.com, under help section or write an email to [email protected].

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Mar 31, 2013

Note 1 CONTINGENT LIABILITIES NOT PROVIDED FOR :

a. Towards guarantees given by Bankers on behalf of the Company of Rs. 14.50 Lacs. (Previous Year Rs. 8.90 Lacs)

b. Estimated amounts of contracts remaining to be executed on capital account (net of advances) not provided for Rs. 9.66 Lacs (Previous Year Rs. 36.12 Lacs).

c. In respect of Service Tax for Rs 0.52 Lacs (Previous year Rs 0.52 Lacs ). This is under appeal.

d. In respect of Local Area development tax for Rs. NIL (Previous year Rs. 1.21 Lacs).

Note 2 DEFERRED TAX :

i) During the year ended 31st March,2013, The Company has recognised Deferred Tax Liabilities/ (assets)of Rs. (3.06) Lacs (Previous Year Rs. 67.59 Lacs).

ii) The break up of deferred tax assets and liabilities as at March 31, 2013 comprises of the following :

Note 3 Segment :

a) Primary Segment :

The company is in the business of manufacturing Automotive Components parts & all its products fall in the same segment as nature of the products, production process, methods used for distribution, the regulatory environment and the resulting risks & rewards associated business lines are not materially different hence, it operates in only one primary segment (Business). Secondary segmental reporting is based on the geographical location of customers. The following is the distribution of the company''s sale by geographical markets and segment assets which can be attributed to customers in such markets.

Note 4 Sundry debtors, sundry creditors and loans and advances are subject to confirmation and reconciliation if any.

Note 5 In the opinion of the management the current assets, loans and advances are of the value stated in the Balance Sheet if realised in the ordinary course of the business.

Note 6 In terms of Section 22 of Micro, Small and Medium Enterprises Development Act,2006,the outstanding of these enterprises are required to be disclosed. However, these enterprises are required to be registered under the Act. In the absence of the information about registration of the Enterprises under the above Act, the required information could not be furnished. In view of above and in absence of relevant informations,the Auditor have relied upon the same.

Note 7 OPERATING LEASE :

a) Operating lease payment recognised in Profit & Loss Account amounting to Rs 49.09 Lacs (Previous Year Rs 51.64 Lacs).

b) General description of the leasing arrangement:

i) Leased Assets: Factory Building, Adm offices & flat. ii) Future lease rentals are determined on the basis of agreed terms.

iii) At the expiry of the lease term, the Company has an option either to return the asset or extend the term by giving notice in writing.

Note 8 RELATED PARTIES DISCLOSURE:

As per Accounting Standard-18 , the disclosure of parties & transactions during the year as deemed in the Accounting Standard are given below the related parties with whom the company had transactions and related parties where control exist/ none.

A BODY CORPORATES/ FIRM. Nature of Relationship

Remsons Cables Industries Private Ltd. Associate Company

Goodluck Electronics Private Ltd. Associate Company

Krishna Industries Partnership firm where

Directors/ Relatives are partners

B KEY MANAGEMENT PERSONNEL.

Mr. V.Harlalka

Mr. Krishna Kejriwal

Mrs. Chand Kejriwal

Mr. Anil Kumar Agrawal (w.e.f 11.08.2012)

C RELATIVE OF KEY MANAGEMENT PERSONS.

Late Mrs. Sita Harlalka Mr. Basant Kejriwal Mr. Rahul Kejriwal Mrs. Ranee Khatkhate Mrs. Shivani Kejriwal V.Harlalka HUF Krishna Kejriwal HUF Rahul Kejriwal HUF

Note 9 Donation paid Includes donation paid to a political party - (Bhartiya Janta Party) of Rs. NIL (Previous year 0.70 Lacs).

Note 10 Previous year figures have been reclassified and regrouped to correspond with the figures of the current year wherever necessary.

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Mar 31, 2012

I) Terms/ rights attached to the equity shares

The company has only one class of equity shares having a par value of Rs. 10 per shares. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends (if any) in indian rupees. The dividends (if any) 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 holder of equity shares will be entitled to receive 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.

As per records of the company, including its register of shareholders/members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares except in case of shareholding of Rahul Kejriwal to whom,1212483 Equity shares held in the demat Account of late Smt Sita V.Harlalka were transferred as her nominee & effect is yet to be given according to her will for distribution of above equity shares.

a) During the year indian rupees term loan has been converted to foreign currency term loan with validity till 26th July,2012. Loan may be continued in foreign currency at the option of lender after the above date. The loan is repayable in balance 24 installments of different amount in foreign and local currency. .Currently it carries interest rate of LIBOR plus 5.75%. The loan is secured by Hypothecation of entire assets acquire from said term loan and equitable Mortgage on Land and Building of various situated properties, charge over machinery/ moveables of the Company wherever situated. Further the loan has been guaranteed by Managing Director and it's a whole time director of the company.

b) # Vehicles loans is secured By Hypothecation of respective vehicles.

c) Unsecured Loan from Directors/ related parties carry interest @ 10% p.a and loans are repayable after 12 months.

a) Indian rupees Cash Credit loan from banks carries interest @ 15.50% & 11.50% p.a. The loan is repayable on demand. The loan is secured by Hypothecation of Land and Building of various situated properties, charge over machinery and second charge on all trade receivable & all Inventories wherever situated. Further the loan has been guaranteed by Managing Director and a whole time director of the company.

b) Foreign currency Cash Credit loan from banks carries interest @ LIBOR plus 5.50% & 3.50% p.a. The loan is repayable on demand. The loan is secured by Hypothecation of Land and Building of various situated properties, charge over machinery and second charge on all trade receivable & all Inventories wherever situated. Further the loan has been guaranteed by Managing Director and a whole time director of the company.

Note 1 Contingent Liabilities not provided for :

a) Towards guarantees given by Bankers on behalf of the Company of Rs. 8.90 Lacs (Previous Year Rs. 0.75 Lacs).

b) Estimated amounts of contracts remaining to be executed on capital account (net of advances) not provided for Rs. 36.12 Lacs (Previous Year Rs. 58.54 Lacs).

c) In respect of Excise duty for Rs. NIL - (Previous year Rs. 9.48 Lacs).

d) In respect of Service Tax for Rs. 0.52 Lacs (Previous year Rs. 0.52 Lacs). This is under appeal.

e) In respect of Local Area development tax for Rs. 1.21 Lacs (Previous year Rs. 1.21 Lacs). This is under appeal.

Note 2 Deferred Tax :

a) During the year ended 31st March,2012, The Company has recognised Defered Tax Liabilities/(assets) of Rs. 67.59 Lacs (Previous Year Rs. 137.39 Lacs).

b) The break up of deferred tax assets and liabilities as at March 31, 2012 comprises of the following :

Note 3 Segment :

a) Primary Segment :

The company is in the business of manufacturing Automotive Components parts & all its products fall in the same segment as nature of the products, production process, methods used for distribution, the regulatory environment and the resulting risks &rewards associated business lines are not materially different hence, it operates in only one primary segment (Business). Secondary segmental reporting is based on the geographical location of customers. The following is the distribution of the company's sale by geographical markets and segment assets which can be attributed to customers in such markets.

Note 4 Sundry debtors, sundry creditors and loans and advances are subject to confirmation and reconciliation if any

Note 5 In the opinion of the management the current assets, loans and advances are of the value stated in the Balance Sheet if realised in the ordinary course of the business.

Note 6 In terms of Section 22 of Micro,Small and Medium Enterprises Development Act,2006,the outstanding of these enterprises are required to be disclosed. However,these enterprises are required to be registered under the Act. In the absence of the information about registration of the Enterprises under the above Act,the required information could not be furnished. In view of above and in absence of relevant informations,the Auditor have relied upon the same.

Note 7 Operating Lease :

a) Operating lease payment recognised in Profit & Loss Account amounting to Rs. 51.64 Lacs (Previous Year Rs. 33.86 Lacs).

b) General description of the leasing arrangement:

i) Leased Assets: Factory Building, Adm offices & flat.

ii) Future lease rentals are determined on the basis of agreed terms.

iii) At the expiry of the lease term, the Company has an option either to return the asset or extend the term by giving notice in writing.

Note 8 RELATED PARTIES DISCLOSURE:

As per Accounting Standard-18 issued by the Institute of Chartered Accountants of India, the disclosure of parties & transactions during the year as deemed in the Accounting Standard are given below the related parties with whom the company had transactions and related parties where control exist/ none.

A BODY CORPORATES/ FIRM. Nature of Relationship

Remsons Cables Industries Private Ltd. Associate Company

Orscheln Technologies Pvt Ltd (JV) Joint Venture Company *** (Till 9th February,2011) (Formerly known as

Orscheln Remsons Technologies Pvt Ltd )

Goodluck Electronics Private Ltd. Associate Company

Orscheln Products LLC Joint Venture partner *** (Till 9th February,2011)

Krishna Industries Partnership firm whereDirectors/Relatives are partners

B KEY MANAGEMENT PERSONNEL.

Mr. V.Harlalka

Mr. Krishna Kejriwal

Mrs. Chand Kejriwal

C RELATIVE OF KEY MANAGEMENT PERSONS.

Mrs. Sita Harlalka

Mr. Basant Kejriwal

Mr. Rahul Kejriwal

Mrs. Ranee Khatkhate

Mrs. Shivani Kejriwal

V.Harlalka HUF

Krishna Kejriwal HUF

Rahul Kejriwal HUF

Note 9 Donation paid of Rs. 70,000/- (Previous year NIL) to a poltical party - Bhartiya Janta Party.

Note 10 Previous year figures have been reclassified and regrouped to correspond with the figures of the current year wherever necessary.

---

Mar 31, 2010

1. Contingent Liablities not provided for:-

These, if any, are disclosed in the notes on accounts.Provision is made in the accounts if it becomes probable that an out flow of resources embodying economic benefits will be required to settle the obligation.

a) Towards guarantees given by Bankers on behalf of the Company of Rs 7,77,500/-. (Previous Year Rs.6,67,500/-)

b) Estimated amounts of contracts remaining to be executed on capital account (net of advances) not provided for Rs 92,03,197/- (Previous Year Rs. 18,72,608/-).

c) In respect of Sales Tax Demand Rs 1,03,048/- (Previous year Rs. Nil ).

d) In respect of Excise duty for Rs.9,48,509/-(Previous year Rs. 9,48,509/-). which is under appeal.

e) In respect of Service Tax for Rs. 52,687/-(Previous year Rs. 52,687/-). which is under appeal.

2. Deferred Tax:

(i) During the year ended 31st March,2010, The Company has recognised Deffered Tax Liabilities / (assets) of Rs. 1,25,82,323/- ( Previous Year Rs. (1,24,68,960) ).

(ii) The break up of deferred tax assets and liabilities as at March 31, 2010 comprises of the following :

3. (a) Primary Segment : The company is in the business of manufacturing Automotive Components parts & all its products fall in the same segment as nature of the products,production process,methods used for distribution,the regulatory environmentand the resulting risks &rewards associated business lines are not materially different hence, it operates in only one primary segment (Business). Secondary segmental reporting is based on the geographical location of customers. The following is the distribution of the companies sale by geographical markets and segment assets which can be attributed to customers in such markets.

4. Sundry debtors, sundry creditors and loans and advances are subject to confirmation and reconciliation if any.

5. In the opinion of the management the current assets, loans and advances are of the value stated in the Balance Sheet if realised in the ordinary course of the business.

6. The Company has acquired assets on hire purchase, the fair value of which is Rs. 14,65,000/- (Previous year Rs. Nil.) The Company has capitalised the said assets at the fair value considering the hire purchase arrangements are in nature of Finance Lease as defined in Accounting Standard 19 on "Leases". Installment payments are apportioned between finance charge and deduction of Liabilities disclosed under Secured Loans. The details of installments payable in future are as follows :

7. In terms of Section 22 of Micro,Small and Medium Enterprises Development Act,2006,the outstanding of these enterprises are required to be disclosed. However,these enterprises are required to be registered under the Act. In the absence of the information about registration of the Enterprises under the above Act,the required information could not be furnished. In view of above and in absence of relevant informations,the Auditor have relied upon the same.

8. Revaluation of Land, Buildings & Plant & Machineries made on the following dates on the basis of revaluation carried out by an approved valuer.

9. Additional information under paragraphs 3, 4C and 4D of Part-II of Schedule VI to the companies Act 1956.

10. EMPLOYEES BENEFITS :

a) Defined benefit plans as per actuarial valuation on 31st March,2010.

11. RELATED PARTIES DISCLOSURE:

As per Accounting Standard-18 issued by the Institute of Chartered Accountants of India, the disclosure of parties & transactions during the year as deemed in the Accounting Standard are given below :

Related parties with whom the company had transactions.

1 Remsons Cables Industries Private Ltd.

2 Orscheln Remsons Technologies Pvt Ltd (JV)

3 Goodluck Electronics Private Ltd. 4. Orscheln Products LLC

5 Krishna Industries

2 KEY MANAGEMENT PERSONNEL.

1 Mr. V.Harlalka

2 Mr. Krishna Kejriwal

3 Mrs. Chand Kejriwal

3 RELATIVE OF KEY MANAGEMENT PERSONS.

1 Mrs. Sita Harlalka

2 Mr. Basant Kejriwal

3. Mr. Rahul Kejriwal

4. Ms. Ranee Khatkhate

5. Mrs. Shivani Kejriwal

6. V.Harlalka HUF

7. Krishna Kejriwal HUF 8.. Rahul Kejriwal HUF

ii) Contingent Liabilities in respect of Joint Ventures.

2009-10 2008-09

15% 40%

a) Directly incurred by the Company - -

b) Share of the Company in contingent liabilities which have been incurred jointly with other ventures - -

c) Share of the Company in contingent liabilities incurred by jointly

controlled entity ( to the extent ascertainable) - -

d) Share of other ventures in contingent liabilities incurred by jointly controlled entity - -

iii) Capital commitments in respect of Joint Ventures.

a) Direct capital commitments by the Company - -

b) Share of the Company in capital commitments which have been incurred

jointly with other ventures - -

c) Share of the Company in capital commitments of the jointly controlled entity - -



21. The company has investement of Rs. 50 Lacs in Joint Venture company namely "Orscheln Remsons Technologies Pvt Ltd" based in india. The net worth of the JV company has decline substaintially hence the company has made a proviosion of Rs. 32,26,344/- towards Dimunation in value of investment in Equity shares of JV Company.

23. Previous year figures have been reclassified and regrouped to correspond with the figures of the current year wherever necessary.

24. Figures are rounded off to the nearest rupees.