Notes to Accounts of Sybly Industries Ltd.

Mar 31, 2015

A. Confirmation of balances from some of parties appearing under the head current liabilities, sundry debtors, loans and advances are awaited

B. Previous year adjustments of Rs. 48,773/- include Rs.5,827/- paid for Sales Tax demand for the Assessment Year 2010-11; Rs.3,101/- paid for Service Charges 2013-14, Rs. 14,510/- paid for License Renewal Fee of 2013-14 & VAT Credits of Rs. 25,335/- has been written off due to VAT exemption.

C. Company has revalued its Fixed Assets namely Land and Building on 31.03.2004. The value of aforesaid assets has increased by Rs.5,90,00,625.42 as per Valuation Report dt.31.03.2004 from a qualified & authorized firm of Engineers M/s.Universal Consultants, Meerut. The aforesaid amount has been credited to Revaluation Reserve Account. Further, during the year, same has been reduced by equivalent amount of depreciation charged on this revalued amount.

D. The bifurcation of the total outstanding dues of small scale industrial undertakings and other than small scale industrial undertakings as well as the name of the small scale industrial, undertakings to whom the company owes a sum of exceeding rupees one lacs and which is outstanding for more than thirty days, are not disclosed in the Balance Sheet as suppliers have not indicated their status on their documents/papers whether they are small scale undertakings or not hence it is not possible for the company to disclose the said information in respect of trade creditors.

E. The cost records for the financial year 2014-2015 are still under preparation and till the date of this Balance Sheet, the same could not be finalized.

F. The company has valued the stock of finished goods at lower of cost or realizable value in terms of AS-2. Earlier the company was valuing the stock at realizable value.

G. The company has adopted Schedule II to the Companies Act, 2013, for depreciation purposes, from 1 April 2014. The company was previously not identifying components of fixed assets separately for depreciation purposes; rather, a single useful life/ depreciation rate was used to depreciate each item of fixed asset. Due to application of Schedule II to the Companies Act, 2013, the company has changed the manner of depreciation for its fixed assets. Now, the company identifies and determines separate useful life for each major component of the fixed asset, if they have useful life that is materially different from that of the remaining asset. The company has used transitional provisions of Schedule II to adjust the impact of component accounting arising on its first application. The carrying amount of components whose remaining useful life is not nil on 1 April 2015, is depreciated over their remaining useful life.

H. In the opinion of the Board of Directors, the current assets, loans and advances are approximately of the value stated if realised in the ordinary course of business and the provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

I. Managerial Remuneration :

Managerial remuneration has been paid within the limits specified by Schedule V of the Companies Act, 2013. Computation of Net Profit u/s 198 of the Act is not given in view of there being no commission payable to any director. The details of managerial remuneration paid under Section 197 of the Companies Act, 2013 are as under:

J. During the current year no dividend is proposed to be paid hence not provided for.

K. Particulars of Capacity, Production, Turnover and Stock for manufacturing Activities:

L. Disclosures in respect of related party as defined in Accounting Standard 18, with whom transactions were carried out in the ordinary course of Business during the year as given below:-

Related party disclosures

a. List of related parties

i. Subsidiaries

- Sybly International FZE

ii. Key Management Personnel

- Mr. Mahesh Chand Mittal

- Mr. Nishant Mittal

iii. Relatives of Key Management Personnel

- Mrs. Suman Mittal

- Mrs. Parul Mittal

- Mrs. Rashi Mittal

- Mrs. Shikha Mittal

- Mr. Satya Prakash Mittal

- Mr. Umesh Kumar Mittal

- Sybly Techno Fibres Limited (Common KMP Mr. M.C.Mittal & Mr. Nishant Mittal)

- Vartex Fabrics (P) Ltd. (Common KMP Mr. M.C. Mittal)

- Dux Textiles (P) Ltd. (Common KMP Mr. Nishant Mittal)

M. In the opinion of the Board of Directors, the current assets, loans and advances are approximately of the value stated if realised in the ordinary course of business and the provisions for all known liabilities is adequate and not in excess of amount reasonably necessary.

N. Previous Year's figures have been rearranged regrouped wherever necessary.

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Mar 31, 2014

Nature of Security and terms of repayments for Long Term secured borrowings :

Nature of Security

i Term Loan from BMW India Financial Services (P) Ltd. for Car amounting to Rs. 21.00 lacs (March 31, 2014 Rs.7.05 lacs) is secured by way of Hypothecation of Vehicle.

Terms of Repayment

Repayable in 36 monthly installments commencing from April-12. Last installment due in February-15. Rate of interest 10.23%.p.a. as at year end.

Nature of Long Term Unsecured borrowings :

The Unsecured Loans have been taken from Directors / Promoters & their relatives. These Unsecured Loans have been taken in the condition imposed by the financial institution for bringing the adequate margins. These unsecured loans will not be repaid without the permission of the financial institution. During the year some of unsecured loans are repaid and in place of them fresh are taken. However, the overall quantum of the unsecured loans were within the adequate margins as stipulated by the financial institution. The company is of the opinion that these are well within the provision of Section 58A of the Companies Act, 1956 as the same are accepted in pursuance of stipulations of financial institutions.

NOTE - 19 CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR) A Contingent Liabilities

(a) Claims against the company not acknowledged as debts NIL

(b) Guarantees NIL

(c) Other money for which company is contingently liable:

(i) The Income Tax assessments of the Company is pending for the assessment year 2012-2013 and 2013-14. However the Company does not envisage any liability in respect thereof. The Company''s Appeals for assessment year 1998- 99 & 2001-02 are pending before the Income Tax Appellate Tribunal but the Company does not envisage any liability and expect full relief in the appeal.

(ii) The Trade Tax assessments of the Company for the assessment years 2011-2012, 2012-2013 and 2013-14 are pending but the Company does not envisage any liability for these years other than what has been paid or provided.

(iii) A demand of Rs. 8,51,135.34 has been raised by The Maharashtra State Co-op. Cotton Growers Marketing Federation Ltd., Mumbai after adjusting advance of Rs. 19,07,422.31, deposited by Company, for purchase of Cotton. However, the Company did not purchase such Cotton, The Maharashtra State Co-op. Cotton Growers Marketing Federation Ltd., Mumbai raised dispute, which is pending in litigation before the Court of Law.

(d) Bills discounted with banks NIL

Note - 29 Additional Information to the financial statements

A. Confirmation of balances from some of parties appearing under the head current liabilities, sundry debtors, loans and advances are awaited

B. Previous year adjustments of Rs. 2,53,785/- include Rs.2,45,770/- paid for Sales Tax demand for the Assessment Year 2009-10; Rs.8,015/- paid for Professional Charges 2011-12.

C. Company has revalued its Fixed Assets namely Land and Building on 31.03.2004. The value of aforesaid assets has increased by Rs.5,90,00,625.42 as per Valuation Report dt.31.03.2004 from a qualified & authorized firm of Engineers M/s.Universal Consultants, Meerut. The aforesaid amount has been credited to Revaluation Reserve Account. Further, during the year, same has been reduced by equivalent amount of depreciation charged on this revalued amount.

D. The bifurcation of the total outstanding dues of small scale industrial undertakings and other than small scale industrial undertakings as well as the name of the small scale industrial, undertakings to whom the company owes a sum of exceeding rupees one lacs and which is outstanding for more than thirty days, are not disclosed in the Balance Sheet as suppliers have not indicated their status on their documents/papers whether they are small scale undertakings or not hence it is not possible for the company to disclose the said information in respect of trade creditors.

E. The cost records for the financial year 2013-2014 are still under preparation and till the date of this Balance Sheet, the same could not be finalized.

F. In the opinion of the Board of Directors, the current assets, loans and advances are approximately of the value stated if realised in the ordinary course of business and the provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

G. Managerial Remuneration :

Managerial remuneration has been paid within the limits specified by Schedule XIII of the Companies Act, 1956. Computation of Net Profit u/s 349 of the Act is not given in view of there being no commission payable to any director. The details of managerial remuneration paid under Section 198 of the Companies Act, 1956 are as under:

H. During the current year no dividend is proposed to be paid hence not provided for.

M. Disclosures in respect of related party as defined in Accounting Standard 18, with whom transactions were carried out in the ordinary course of Business during the year as given below:-

Related party disclosures a. List of related parties

i. Subsidiaries

- Sybly International FZE ii. Key Management Personnel

- Mr. Mahesh Chand Mittal

- Mr. Satya Prakash Mittal

- Mr. Nishant Mittal

iii. Relatives of Key Management Personnel

- Mrs. Suman Mittal

- Mrs. Parul Mittal

- Mrs. Rashi Mittal

- Mrs. Shikha Mittal

- Sybly Techno Fibres Limited (Common KMP Shri M.C.Mittal)

- Vartex Fabrics (P) Ltd. (Common KMP Shri M.C. Mittal)

- Dux Textiles (P) Ltd. (Common KMP Shri Nishant Mittal)

N. In the opinion of the Board of Directors, the current assets, loans and advances are approximately of the value stated if realised in the ordinary course of business and the provisions for all known liabilities is adequate and not in excess of amount reasonably necessary.

O. Previous Year''s figures have been rearranged regrouped wherever necessary.

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Mar 31, 2013

A. Confirmation of balances from some of parties appearing under the head current liabilities, sundry debtors, loans and advances are awaited

B. Previous year adjustments of Rs. 18,263/- include Rs.12,982/- paid for Entry Tax demand & interest thereon for the Assessment Year 2008-09; Rs.5,281/- paid for Entry Tax demand & interest thereon for the Assessment Year 2009-10.

C. Company has revalued its Fixed Assets namely Land and Building on 31.03.2004. The value of aforesaid assets has increased by Rs.5,90,00,625.42 as per Valuation Report dt.31.03.2004 from a qualified & authorized firm of Engineers M/s.Universal Consultants, Meerut. The aforesaid amount has been credited to Revaluation Reserve Account. Further, during the year, same has been reduced by equivalent amount of depreciation charged on this revalued amount.

D. The bifurcation of the total outstanding dues of small scale industrial undertakings and other than small scale industrial undertakings as well as the name of the small scale industrial, undertakings to whom the company owes a sum of exceeding rupees one lacs and which is outstanding for more than thirty days, are not disclosed in the Balance Sheet as suppliers have not indicated their status on their documents/papers whether they are small scale undertakings or not hence it is not possible for the company to disclose the said information in respect of trade creditors.

E. The cost records for the financial year 2012-2013 are still under preparation and till the date of this Balance Sheet, the same could not be finalized.

F. In the opinion of the Board of Directors, the current assets, loans and advances are approximately of the value stated if realised in the ordinary course of business and the provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

G. Managerial Remuneration :

Managerial remuneration has been paid within the limits specified by Schedule XIII of the Companies Act, 1956. Computation of Net Profit u/s 349 of the Act is not given in view of there being no commission payable to any director. The details of managerial remuneration paid under Section 198 of the Companies Act, 1956 are as under:

H. During the current year no dividend is proposed to be paid hence not provided for.

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Mar 31, 2012

Nature of Long Term Unsecured borrowings :

The Unsecured Loans have been taken from Directors / Promoters & their relatives. These Unsecured Loans have been taken in the condition imposed by the financial institution for bringing the adequate margins. These unsecured loans will not be repaid without the permission of the financial institution. During the year some of unsecured loan are repaid and in place of them fresh are taken. However, the overall quantum of the unsecured loans were within the adequate margins as stipulated by the financial institution. The company is of the opinion that these are well within the provision of Section 58A of the Companies Act, 1956 as the same are accepted in pursuance of stipulations of financial institutions.

NOTE - 1 CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR)

A Contingent Liabilities

(a) Claims against the company not acknowledged as debts ------NIL------

(b) Guarantees -------NIL------

(c) Other money for which company is contingently liable:

(i) The Income Tax assessments of the Company is pending for the assessment year 2010-2011 and 2011-12. However the Company does not envisage any liability in respect thereof. The Company's Appeals for assessment year 1998-99 & 2001-02 are pending before the Income Tax Appellate Tribunal but the Company does not envisage any liability and expect full relief in the appeal.

(ii) The Trade Tax assessments of the Company for the assessment years 2009-2010, 2010-2011 and 2011-12 are pending but the Company does not envisage any liability for these years other than what has been paid or provided.

(iii)A demand of Rs. 8,51,135.34 has been raised by The Maharashtra State Co-op. Cotton Growers Marketing Federation Ltd., Mumbai after adjusting advance of Rs. 19,07,422.31, deposited by Company, for purchase of Cotton. However, the Company did not purchase such Cotton, The Maharashtra State Co-op. Cotton Growers Marketing Federation Ltd., Mumbai raised dispute, which is pending in litigation before the Court of Law.

(d) Bills discounted with banks -------NIL-------

B Commitment

(a Estimated amount of contracts remaining to be executed Order Value Rs. 400 Lacs, balance on capital account and not provided for unpaid is Rs. 358.30 Lacs

Note - 2 Additional Information to the financial statements

A. Confirmation of balances from some of parties appearing under the head current liabilities, sundry debtors, loans and advances are awaited

B. Previous year adjustments of Rs. 5,82,318/- include Rs.3,000/- paid for Sales Tax demand & interest thereon for the Assessment Year 2006-07; Rs.4,21,759/- paid for Sales Tax demand & interest thereon for the Assessment Year 2008-09; Rs.1,57,559/- paid for outstanding Freight & Cartage as charged by the Consignment Agents.

C. Company has revalued its Fixed Assets namely Land and Building on 31.03.2004. The value of aforesaid assets has increased by Rs.5,90,00,625.42 as per Valuation Report dt.31.03.2004 from a qualified & authorized firm of Engineers M/s.Universal Consultants, Meerut. The aforesaid amount has been credited to Revaluation Reserve Account. Further, during the year, same has been reduced by equivalent amount of depreciation charged on this revalued amount.

D. The bifurcation of the total outstanding dues of small scale industrial undertakings and other than small scale industrial undertakings as well as the name of the small scale industrial, undertakings to whom the company owes a sum of exceeding rupees one lacs and which is outstanding for more than thirty days, are not disclosed in the Balance Sheet as suppliers have not indicated their status on their documents/papers whether they are small scale undertakings or not hence it is not possible for the company to disclose the said information in respect of trade creditors.

E. The cost records for the financial year 2011-2012 are still under preparation and till the date of this Balance Sheet, the same could not be finalized.

F. In the opinion of the Board of Directors, the current assets, loans and advances are approximately of the value stated if realised in the ordinary course of business and the provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

G. Managerial Remuneration :

Managerial remuneration has been paid within the limits specified by Schedule XIII of the Companies Act, 1956. Computation of Net Profit u/s 349 of the Act is not given in view of there being no commission payable to any director. The details of managerial remuneration paid under Section 198 ofthe Companies Act, 1956 are as under:

H. During the current year no dividend is proposed to be paid hence not provided for.

I. Disclosures in respect of related party as defined in Accounting Standard 18, with whom transactions were carried out in the ordinary course of Business during the year as given below:-

Related party disclosures a. List of related parties

i. Subsidiaries

- Sybly International FZE

ii. Key Management Personnel

- Mr. Mahesh Chand Mittal

- Mr. Satya Prakash Mittal

iii. Relatives of Key Management Personnel

- Mrs. Suman Mittal

- Mr. Nishant Mittal

- Mrs. Parul Mittal

- Mahesh Chand Mittal HUF

- Sybly Threads Limited

- Vartex Fabrics (P) Ltd. (Common KMP Shri M.C. Mittal)

- Dux Textiles (P) Ltd.

J. In the opinion of the Board of Directors, the current assets, loans and advances are approximately of the value stated if realised in the ordinary course of business and the provisions for all known liabilities is adequate and not in excess of amount reasonably necessary.

K. During the year Company entered in to an agreement with M/s.Kush Technologies P. Ltd. for purchase of 30,000 SQ. Yards Residential land at Dharuhera, Haryana. For this transaction Company paid Rs. 15,00,000/- as Advance money in cash but contract was breached by Kush Technologies P. Ltd. and for breach of contract Arbitrater finalized the claim amount of Rs.3,30,00,000/-(including Rs.15,00,000/- Advance money) which has been paid by Kush technologies Pvt. Ltd. This amount is treated as Extraordinary Income as disclosed in Note No. 28.

L. Previous Years figures have been rearranged and regrouped wherever necessary.

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Mar 31, 2010

1. Contingent Liabilities:

(i) The Income Tax assessments of the Company is pending for the assessment year 2008-20Q9 and 2009-2010. However the Company does not envisage any liability in respect thereof. The Companys Appeals for assessment year 1998-99 & 2001-02 are pending before the Income Tax Appellate Tribunal but the Company does not envisage any liability and expect full relief in the appeal.

(ii) The Trade Tax assessments of the Company for the assessment years 2008-2009 and 2009-2010 are pending but the Company does not envisage any liability for these years other than what has been paid or provided.

(iii) Estimated amount of Contracts remaining to be executed on capital account and not provided for Rs. 45.00 Lacs (previous year Rs. 51.00 Lacs)

(iv) A demand of Rs. 8,51,135.34 has been raised by The Maharashtra State Co-op. Cotton Growers Marketing Federation Ltd., Mumbai after adjusting advance of Rs. 19,07,422.31, deposited by us, for purchase of Cotton. However, the Company did not purchase such Cotton. The Maharashtra State Co-op. Cotton Growers Marketing Federation Ltd., Mumbai raised dispute, which is pending in litigation before the Court of Law.

2. Secured Loans: (i) Term Loans:

(a) From Bank of Baroda amounting to Rs. 289.70 lacs, (Previous Year Rs. 407.92 lacs) are secured by way of exclusive charge over gross block of the Company excluding vehicles financed by other banks and also secured by way of exclusive charge over all Current Assets of the company alongwith personal guarantees of the Promoter directors & their relatives. (Repayable within one year Rs. 112.00 lacs).

(b) From ICICI Bank amounting to Rs. NIL (Previous year 5.61 lacs) were secured by way of hypothecation of vehicles. (Repayable Within one year Rs. NIL).

(c) From HDFC Bank amounting to Rs. 4.05 lacs (Previous year NIL) were secured by way of hypothecation of vehicles. (Repayable within one year Rs. 1.73 lacs).

(ii) Working Capital Loans:

Total Working Capital limits from Bank of Baroda as on 31.03.2010 Rs. 1214.22 lacs (Previous year Rs. 1211.00 lacs) are secured by way of exclusive charge over gross block of the Company excluding vehicles financed by other banks and also secured by way of exclusive charge over all Current Assets of the company alongwith personal guarantees of the Promoter directors & their relatives.

3. Unsecured loans:

The Unsecured Loans from others have been taken from the family members and relative of directors out of which loans from directors are amounting to Rs. 76.55 lacs. These unsecured loans have been taken in the condition imposed by the financial institution for bringing the adequate margins. These unsecured loans will not be repaid without the permission of the financial institution. During the year some of unsecured loans are repaid and in place of them fresh unsecured loans are taken. However, the overall quantum of the unsecured loans was within the adequate margins as stipulated by the financial Institution. The company is of the opinion that these are well within the provisions of Section 5 8 A of the Companies Act, 1956 as the same are accepted in pursuance of stipulations of financial institutions.

4. Confirmation of balances from some of parties appearing under the head current liabilities, sundry debtors, loans and advances are awaited.

5. In accordance with the Accounting Standard 22 "Accounting for Taxes on Income" (AS-22) issued by the ICAI, the company has accounted for deferred taxes during the year. The tax provision for the current year includes Rs. 1,27,84,400/- for deferred tax assets. The component of deferred tax assets is the sum of tax of Rs. 1,01,17,766/- on unabsorbed depreciation and carry forward losses and Rs. 26,66,634/- being tax on difference between depreciation charged/chargeable in books and claim of depreciation under Income Tax Act.

6. The Company has adopted the policy to account for the interest to trade Creditors on final settlement with them.

7. Previous year adjustments of Rs. 9,48,602/- include Rs.7,74,425/- on account of Freight & Cartage charged by the Consignment Agents; Rs.24,704/- paid for Sales Tax demand & interest thereon for the Assessment Year 2005-06; Rs.88,058/- written off as non recoverable deposits; Rs. 28,103/- paid for Income Tax demand for the A.Y. 2006-07; and Rs.33,312/- paid for Income Tax demand for the A.Y. 2007-08.

8. Other Income includes interest of Rs. 117.76 lacs accrued on Fixed Deposits made out of GDR Issue with EURAM Bank in Austria.

9. Company has revalued its Fixed Assets namely Land and Building on 31.03.2004. The value of aforesaid assets has increased by Rs.5,90,00,625.42 as per Valuation Report dt.31.03.2004 from a qualified & authorized firm of Engineers M/s.Universal Consultants, Meerut. The aforesaid amount has been credited to Revaluation Reserve Account. Further, during the year, same has been reduced by equivalent amount of depreciation charged on this revalued amount.

10. During the year company has promoted a fully owned subsidiary foreign company under the name and style as "Sybly International FZE, Sharjah (U.A.E.)" with an equity investment of Rs. 4,28,750/-. Company has also made advance of Rs. 33,64,20,230/- to this WOS in 100% utilization of the proceeds of GDR issue. Company has sold 4,10,000 shares of Vartex Fabrics Pvt. Ltd. For Rs. 2,13,20,000/- on which Company earned gain of Rs. 1,72,200/- which resulted that M/s Vartex Fabrics Private Limited now ceased to be a subsidiary company.

11. During the year share application money in Vishwanath Paper & Board Ltd. has been converted in investment on allotment of Equity Shares of Rs. 34,00,000/- (68000 Fully Paid Equity Shares of Rs. 10/- each of Vishwanath Paper & Boards Ltd. including Premium of Rs. 40/- each shares).

12. Out of 4,35,00,000 Convertible Warrants of Rs. 10/- each, carrying a right to subscribe to equel no. of equity shares in the company on conversion within a period of 18 months, only 5,00,000 warrants were converted on receipt of call money. Rest of 4,30,00,000 warrants have been forfeited during the year due to non receipt of call money. Rest of 4,30,00,000 warrants have been forfeited during the year due to no receipt of call money within 18 months from the date of allotment i.e. 28.03.2008.

13. Related party disclosures a. List of related parties

i. Subsidiaries

- Vartex Fabrics Private Limited (Ceased to be subsidiary)

- Sybly International FZE

ii. Key Management Personnel

- ShriMaheshChandMittal

- ShriSatyaPrakashMittal

- ShriUmesh Kumar Mittal

iii. Relatives of Key Management Personnel

- Smt.Suman Mittal

- Mr. Nishant Mittal

- Sybly Threads Limited (Common KMP Mr. U.K.Mittal)

14. In the opinion of the Board of Directors, the current assets, loans and advances are approximately of the value stated if realised in the ordinary course of business and the provisions for all known liabilities is adequate and not in excess of amount reasonably necessary.

15. Total outstanding dues of small scale industrial undertakings and other than small scale industrial undertakings and the names of the small scale industrial to whom the company own a sum of exceeding Rupees one lakh which outstanding for more than thirty days, are not disclosed on the Balance Sheet as the suppliers have not indicated their status whether they are small scale undertakings or not or their documents and accordingly it was not possible for the company to bifurcate the trade creditors accordingly.

16. Previous Years figures have been rearranged and regrouped wherever necessary.