Mar 31, 2025
A provision is recognized when the Company has a
present obligation as a result of past events and it is
probable that an outflow of resources will be required
to settle the obligation in respect of which a reliable
estimate can be made. These are reviewed at each
balance sheet date and adjusted to reflect the current
best estimates. Contingent liabilities are disclosed in
the notes to the financial statements. Contingent
assets are not recognized in the financial statements.
An asset is classified as current if:
i) it is expected to be realized or sold or consumed
in the Company''s normal operating cycle;
ii) it is held primarily for the purpose of trade;
iii) it is expected to be realized within twelve
months after the reporting period; or
iv) it is cash or cash equivalent unless it is
restricted from being exchanged or used to
settle a liability for at least twelve months after
the reporting period.
All other assets are classified as non-current.
A liability is classified as current if:
i) it is expected to be settled in normal
operating cycle;
ii) it is held primarily for the purpose of trading;
iii) it is expected to be settled within twelve
months after the reporting period;
iv) it has no unconditional right to defer the
settlement of the liability for at least twelve
months after the reporting period.
All other liabilities are classified as non-current.
Deferred tax assets and liabilities are classified as
non-current assets and liabilities.
The operating cycle is the time between acquisition
of assets for processing / trading / assembling
and their realization in cash and cash equivalents.
The Company has identified twelve months as its
operating cycle.
** In current year the Board of Directors of the Company has alloted 3,00,000 Equity Shares of H 10/- each to Promoter
group of the Company upon conversion of warrants issued on preferential basis for cash at an issue price of H 111/-
per share (including premium of H 101/- per share).
c) Terms / rights attached to equity shares
Fully paid equity shares, which have a par value of H10/-, carry one vote per share and carry a right to
dividends.
Dividends if recommend by the Board of Directors need approvals from the Shareholders at the Annual General
Meeting. The Board of Directors may also declare interim dividends if in their judgement the position of the Company
justifies.
During the year ended March 31st, 2025, the amount of per share dividend recognised as H 0.90 (March 31st, 2024 H 1.00)
On 8th April, 2025, the Company has allotted 44,37,291 shares pursuant to rights issue in the ratio of 1:3 i.e 1 (One)
equity shares shall be offered, for every 3 (Three) equity shares held as on 10th March, 2025 at H 46/- per equity shares
of face value of H 10/- each (including premium of H 36/-).
In the event of winding up / liquidation of the Company, the holder of equity shares will be entitled to receive a
residual interest in proportion to the number of shares held by them at that time in the assets of the Company after
deducting all of liabilities of the Company.
e) Aggregate number of shares issued during last five years pursuant to Stock Option Plans of the Company.
f) Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back
during the period of five years immediately preceding the reporting date.
The Board of Directors of the Company at its Meeting held on 11th April 2022 had approved the issue of 25,62,375
Bonus Equity Shares to its existing shareholders in ratio of 1:4 (i.e. 1 (One) new Bonus Equity Share of face value of
H 10/- each on existing 4 (Four) Equity Shares of face value of H 10/- each which was approved by the Shareholders of
the Company on 31st March, 2022 through Postal Ballot Process.
Term Loan from Bank Against Plant & Machinery /Factory Building Tarapore/ Saykha Land & Building
H 159.84 (In Lakhs) (Previous Year H 293.04 (In Lakhs) secured by hypothecation of movable fixed assets and Factory
Building at Tarapore wherein in Term loan for H 90000(''000) principal payable in equal monthly installment of
H 11.70 (in Lakhs) over period of 78 months after inital moratorium period of 6 months from date of disbursement
from Axis Bank Ltd. and carry interest rate of 9.85 % & 9.60% . 6.65% on Foreign Currency Term Loan (6 months Libor
4.14 %). Second Charge on Current assets by way of Hypothication on Stock and Book debts present and future on
pari-passu basis with Bank of Baroda along with personal guarantee of Mr. Vipul Shah & Mr. Mihir Shah.
H 1031.18 (In Lakhs) (Previous Year H Nil) Secured by hypothecation of movable fixed assets, Land and Factory Building
at Saykha wherein in Term loan for H 2850 (in Lakhs) principal payable in equal monthly installment of H 58.33 (in
Lakhs) over period of 48 months after inital moratorium period of 12 months from date of disbursement from HSBC
Banks and carry interest rate of one month Treasury bill plus 1.90% spread.
H Nil (In Lakhs) (Previous Year H 66.11 (in Lakhs) working capital Term Loan secured by existing hypothecation of the
bankers and 100% credit gurantee by NCGTC principal payable in equal monthly installment of H 9.44 (In Lakhs) over
period of 36 months after inital moratorium period of 12 months from date of disbursement from Axis Bank Ltd. and
carry interest rate of 7.65%.
H Nil (In Lakhs) (Previous Year H 20.67 (In Lakhs) working capital Term Loan secured by existing hypothecation of the
bankers and 100% credit gurantee by NCGTC principal payable in equal monthly installment of H 3.44(In Lakhs) over
period of 36 months after inital moratorium period of 12 months from date of disbursement from Axis Bank and
carry interest rate of 8 %.
H 115.56 (In Lakhs) (Previous Year H 160.00 (In Lakhs) working capital Term Loan secured by existing hypothecation of
the bankers and 100% credit gurantee by NCGTC principal payable in equal monthly installment of H 3.44(In Lakhs)
over period of 60 months from date of disbursement from Axis Bank and carry interest rate of 7.65%
Secured Term Loans from Others
H Nil (in Lakhs) (Previous Year 20.47) secured by hypothecation of vehicles from Daimler Financials Services India Ltd.
Equal monthly instalments over the period of 3 Years by 13th March 2025 and carry interest rate of 6.83 % p.a.
H 55.24 (in Lakhs) (Previous Year H 83.34 (Lakhs) secured by hypothecation of vehicle from MBFS India P Ltd. Equal
monthly installments over the period of 3 years by 29th November 2026 and carry interest rate of 8.45% p.a.
Working Capital Facilities -
The working capital facilities from Axis Bank, Bank of Baroda and HSBC Bank are secured by way of Hypothication of
Stock and Book Debts,ranking parri passu .
From Bank of Baroda
The above loans also covered by following colateral securities as under:-
i) EMDTD of land property & building with machinery/electricals installation situated at Plot no 12 ,Survey no
35,Dewan & Sons Industrial Estate,Palghar
ii) Land & Building along with machineries at Plot no.11, Diwan & Sons Industrial Estate ,Palghar.
iii) Land & Building along with machineries at Plot no 10 & 16, Diwan & Sons Ind.Est.Palghar & Machinery at Plot
no 10 of Jayshree Chemicals.
iv) Also covered in personal guarantee of Vipul Shah & Corporate Guarantee of M/s. Jayshree Chemicals.
v) Pledge of Fixed Deposit amounting to H 50 Lakhs towards Margin money for Letter of Credit and Bank Guarantee.
From Axis Bank
The above loans also covered by following colateral securities as under:-
i) Factory Land & building & Movable Fixed assets at Plot no T-1115 ,Tarapur Industrial Area,Village Pamtembhi
,Taluka Palghar,Thane.
ii) Also covered in personal guarantee of Vipul Shah & Mihir Shah.
From HSBC Bank
i) Factory Land & building & Movable Fixed assets at Plot no C - 76 ,Saykha Industrial Estate, Taluka Vagra , Dist
Bharuch, Gujarat.
ii) Also covered in personal guarantee of Vipul Shah & Mihir Shah .
The Company has exposure to the following risks arising from financial instruments:
- Credit risk;
- Liquidity risk; and
- Market risk
The Company''s board of directors has overall responsibility for the establishment and oversight of the Company''s
risk management framework. The board of directors has established Audit Committee, which is responsible for
developing and monitoring the Company''s risk management policies. The committee reports to the board of
directors on its activities.
The Company''s risk management policies are established to identify and analyse the risks faced by the Company,
to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies
and systems are reviewed periodically to reflect changes in market conditions and the Company''s activities. The
Company, through its training, standards and procedures, aims to maintain a disciplined and constructive control
environment in which all employees understand their roles and obligations.
i) Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to
meet its contractual obligations, and arises principally from the Company''s receivables from customers. The carrying
amount of following financial assets represents the maximum credit exposure.
Trade & Other receivable
Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed. To
manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial
condition, current economic trends,including the default risk of the industry and country in which customers operate
and analysis of historical bad debts and ageing of accounts receivable. Individual risk limits are set accordingly.
Credit risk on its receivables is recognised on the statement of financial position at the carrying amount of those
receivable assets, net of any provisions for doubtful debts. Receivable balances are monitored on a monthly basis
with the result that the Company''s exposure to bad debts is not considered to be material. The Company reviews
the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate
impairment losses are made for irrecoverable amounts.
Management believes that the unimpaired amounts that are past due by more than 1 year are collectible in full, based
on historical payment behaviour and extensive analysis of customer credit risk, including underlying customers''
credit ratings wherever available.
Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to
engage in a repayment plan with the Company. Where receivables have been written off, the Company continues
to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are
recognised in profit or loss.
Cash & Cash Equivalents
Credit risk on cash and cash equivalents and other deposits with banks is limited as the Company generally invests
in deposits with banks with high credit ratings assigned by external credit rating agencies; accordingly the Company
considers that the related credit risk is low. Impairment on these items is measured on the 12-month expected
credit loss basis.
ii) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its
financial liabilities that are settled by delivering cash or another financial asset. Ultimate responsibility for liquidity
risk rest with the management, which has established an appropriate liquidity risk framework for the management
of the Company''s short term, medium-term and long term funding and liquidity management requirements..
Management monitors the Company''s net liquidity position through rolling forecast on the basis of expected cash
flows without incurring unacceptable losses or risking damage to the Company''s reputation.
iii) Market risk
Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the
price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest
rates, foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive
instruemtns. Market risk is attributable to all market risk sensitive financial instruments including investments and
deposits, foreign currency receivables and payables.
The Company manages market risk through a treasury department, which evaluates and excercises independent
control over the entire process of market risk management. The treasuy department recommends risk management
objectives and policies, which are approved by Management and the Audit Committee. The activities of this
deparment include management of cash resources, implementing hedging strategies for foreign currency exposures
and ensuring compliance with market risk limits and policies.
a) Foreign currency risk
The Company undertakes transactions denominated in foreign currencies; consequently, exposure to exchange rate
fluctuations arise. The Company is exposed to currency risk significantly on account of its trade payables, borrowings
and other payables denominated in foreign currency. The functional currency of the Company is Indian Rupee. The
Company currently hedge its foreign currency risk by taking foreign exchange forward contracts.
Foreign currency sensitivity
The Company is exposed to the currencies as mentioned above. The following table details the Company''s sensitivity
to a 5% increase and decrease in the against the relevant foreign currencies. The sensitivity analysis includes only
outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 5%
change in foreign currency rates. A reasonably possible strengthening (weakening) of the Indian Rupee against other
currencies at March 31 would have affected the measurement of financial instruments denominated in US dollars
and affected equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in
particular interest rates, remain constant and ignores any impact of forecast sales and purchases.
b) Interest rate risk
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is
the risk of changes in fair values of fixed interest bearing financial assets or borrowings because of fluctuations in the
interest rates, if such assets/borrowings are measured at fair value through profit or loss. Cash flow interest rate risk
is the risk that the future cash flows of floating interest bearing borrowings will fluctuate because of fluctuations in
the interest rates.
Exposure to interest rate risk
The Company''s interest rate risk arises from borrowings. The interest rate profile of the Company''s interest-bearing
borrowings is as follows:
The Company manages its capital to ensure that the Company will be able to continue as going concerns while
maximizing the return to stakeholders through the optimization of the debt and equity balance.For the purpose of
the Company''s capital management, capital includes issued equity capital and all other equity reserves attributable
to the equity holders of the Company and borrowings.
The Company manages its funds in a manner that it achieve maximum returns (net of taxes) with minimum risk to
the capital and consider the liquidity concerns for its working capital requirements.
45 The Board of Directors of the Company has recommended a final dividend of H 0.80 per equity share for the year
ended March 31st, 2025 (Previous Year H 0.90 per equity share). The said dividend will be paid after the approval of
shareholders at the Annual General Meeting.
46 The Company has deposits of H 74 lacs with the Pyrates Phosphates & Chemicals Ltd(PPCL) which is overdue. However
the company has filed a suit with District Court and for the same District Court has given the ruling in favour of the
Company by the way of decree. The Company has now filled an application for the execution of the preferential
claim for the decree against PPCL and as per the latest order given by the Honourable High Court Patna, it has been
decided that the claim may be considered upon liquidation / disposal of all the assets of PPCL. In view of that, the
management has not made any provision for doubtful deposits.
47 In the opinion of the Board of Directors to the best of Knowledge and belief all the current assets, loans and
advances have been stated at realisable value at least of an amount equal to the amount at which they are stated
in Balance Sheet which are subject to reconciliation and confirmation, necessary adjustment if required will be after
reconciliation.
49 Business Combination :The scheme of Arrangement for the merger of Efferchem Private Limited (ECPL) with the Vipul
Organics Limited (the scheme) was approved by the National Company Law Tribunal ("NCLT") at Mumbai vide their
order dated May 15,2020. Upon the filing of the order with the Registrar of Companies, Mumbai the scheme became
effective from June 26, 2020 having the appointed date April 1, 2017. The scheme has been accounted under the
pooling of interest method with effect from appointed date as per the above mentioned NCLT order and accordingly
the comparatives for the earlier periods / year have been restated. 18,25,000 new equity shares of H 10/ each fully
paid up of the Company were allotted on 30th June 2020 to the shareholders of Efferchem Private Limited pursuant
to the Scheme of Amalgamation of. Consequent to the allotment, the paid-up Capital of Vipul Organics Limited has
increased to H 9,54,95,000/- divided into 95,49,500 equity shares of H 10/ - each fully paid up. Earnings per share for
all earlier periods / year have been computed after considering the shares to be issued to the shareholders of (ECPL)
and disclosed as share suspense in the results for previous periods.ECPL is in the same business of manufacturing of
Pigments , Napthols and Fast Salts.
50 The Company had issued 5,00,000 warrants convertible into equity shares on preferential basis to promoter group,
out of which 2,00,000 Equity shares were allotted to promoter group pursuant to conversion of 2,00,000 Convertible
warrants in FY 23-24 and during the current year under review, balance 3,00,000 Equity shares were allotted to
promoter group pursuant to conversion of 3,00,000 Convertible warrants, The total funds of H 5,55,00,000/- (Five
Crores, Fifty Lakhs) received and the company affirms that there has been no deviation or variation in utilization of
such proceeds raised through the preferential allotment.
(i) The Company does not have any benami property held in its name. No proceedings have been initiated on or
are pending against the Company for holding benami property under the Benami Transactions (Prohibition)
Act, 1988 (as amended in 2016) and rules made thereunder.
(ii) There is no income surrendered or disclosed as income during the year in tax assessments under the IncomeTax Act,
1961 (such as search or survey), that has not been recorded in the books of account.
(iii) The Company has not come across any transaction ocurred with struck-off companies under section 248 of the
Companies Act, 2013 or section 560 of the Companies Act, 1956.
(iv) The Company has not been declared wilful defaulter by any bank or financial institution or other lender or
government or any government authority.
(v) The Company does not have any charges or satisfaction of charges which is yet to be registered with the
Registrar of the Companies beyond the statutory period.
(vi) Utilization of borrowed funds and share premium :
(I) 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:
(a) 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
(b) Provide any guarantee, security or the like to or on behalf of the ultimate
beneficiaries.
(II) The Company has not received any fund from any person(s) or entity(ies), including foreign entities
(Funding Party) with the understanding (whether recorded in writing or otherwise) that the
Company shall:
(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever
by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(b) Provide any guarantee, security or the like to or on behalf of the ultimate
beneficiaries.
(vii) The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible
assets or both during the current or previous year.
(viii) The company has not granted any loans or advances in the nature of loans either repayable on
demand.
(viii) The company has not granted any loans or advances in the nature of loans either repayable on demand.
52 The Company had received in FY 2021-2022 ,Credit Linked Capital Subsidy Scheme amounting to H 22.62 Lakhs
against capital investment made in Plant & Machinery for the year 2019-2020 . Government grants relating to the
purchase of plant and equipment are included in liabilities as deferred income and are credited to the Statement of
Profit and Loss in a systematic basis over the expected life of the related assets and presented within other income.
53 The Company has used accounting software which has a feature of recording audit trail (edit log) facility and the
same has operated throughout the year for all relevant transactions recorded in the software, except that no audit
trail was enabled at the database level for accounting software SAP to log any direct data changes . Further, we did
not come across any instance of audit trail feature being tampered with, in respect of accounting software for which
the audit trail feature was operating.
54 Previous year figures are regrouped / re classified wherever necesarry to correspond with current year classification
/disclosure.
55 The figures have been rounded off to the nearest Lakhs of rupees upto two decimal places. The figure 0.00 wherever
stated represents value less than H 50,000/-.
As per our report of even date
In terms of our report attached.
For J. A. Rajani & Co. For and on behalf of the Board of Directors
Chartered Accountants of Vipul Organics Limited
Firm Registration No. 108331W
P. J. Rajani Vipul P. Shah Dr. Shiv Nath Sahai
Proprietor Managing Director Director
Membership No.116740 DIN: 00181636 DIN: 00332652
Mihir V. Shah Priya Shadija
Mumbai Whole Time Director & CFO Company Secretary & Compliance Officer
Dated : 30th May, 2025 DIN: 05126125 Membership No.: A72549
Mar 31, 2024
A provision is recognized when the Company has a present obligation as a result of past events and it is probable that an outflow of resources will be required to settle the obligation in respect of which a reliable estimate can be made. These are reviewed at each balance sheet date and adjusted to reflect the current best estimates. Contingent liabilities are disclosed in the notes to the financial statements. Contingent assets are not recognized in the financial statements.
An asset is classified as current if:
i) it is expected to be realized or sold or consumed in the Company''s normal operating cycle;
ii) it is held primarily for the purpose of trade;
iii) it is expected to be realized within twelve months after the reporting period; or
iv) it is cash or cash equivalent unless it is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.
All other assets are classified as non-current.
A liability is classified as current if:
i) it is expected to be settled in normal operating cycle;
ii) it is held primarily for the purpose of trading;
iii) it is expected to be settled within twelve months after the reporting period;
iv) it has no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.
All other liabilities are classified as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
The operating cycle is the time between acquisition of assets for processing / trading / assembling and their realization in cash and cash equivalents. The Company has identified twelve months as its operating cycle.
Fully paid equity shares, which have a par value of H10/-, carry one vote per share and carry a right to dividends. Dividends if recommend by the Board of Directors need approvals from the Shareholders at the Annual General Meeting. The Board of Directors may also declare interim dividends if in their judgement the position of the Company justifies.
During the year ended March 31, 2024, the amount of per share dividend recognised as H0.90 (March 31, 2023 H0.90)
In the event of winding up / liquidation of the Company, the holder of equity shares will be entitled to receive a residual interest in proportion to the number of shares held by them at that time in the assets of the Company after deducting all of liabilities of the Company.
H293 (In Lakhs) (Previous Year H481.83 (In Lakhs) secured by hypothecation of movable fixed assets and Factory Building at Tarapore wherein in Term loan for H90000(''000) principal payable in equal monthly installment of H11.70 (in Lakhs) over period of 78 months after inital moratorium period of 6 months from date of disbursement from Axis Bank Ltd. and carry interest rate of 9.85 % & 9.60% . 6.65% on Foreign Currency Term Loan (6 months Libor 4.14 %). Second Charge on Current assets by way of Hypothication on Stock and Book debts present and future on pari-passu basiss with Bank of Baroda . Along with personal guarantee of Mr. Vipul Shah & Mr. Mihir Shah.
H66.11 (In Lakhs) (Previous Year H179.44 (in Lakhs) working capital Term Loan secured by existing hypothecation of the bankers and 100% credit gurantee by NCGTC principal payable in equal monthly installment of H9.44 (In Lakhs) over period of 36 months after inital moratorium period of 12 months from date of disbursement from Axis Bank Ltd. and carry interest rate of 7.65%.
H20.67 (In Lakhs) (Previous Year H62.00(In Lakhs) working capital Term Loan secured by existing hypothecation of the bankers and 100% credit gurantee by NCGTC principal payable in equal monthly installment of H3.44(In Lakhs) over period of 36 months after inital moratorium period of 12 months from date of disbursement from Axis Bank and carry interest rate of 8 %.
H160.00 (In Lakhs) (Previous Year H160.00 (In Lakhs) working capital Term Loan secured by existing hypothecation of the bankers and 100% credit gurantee by NCGTC principal payable in equal monthly installment of H3.44(In Lakhs) over period of 60 months from date of disbursement from Axis Bank and carry interest rate of 7.65%
Secured Term Loans from Others
H20.47 (in Lakhs) (Previous Year 41.39) secured by hypothecation of vehicles from Daimler Financials Services India Ltd. Equal monthly instalments over the period of 3 Years by 13th March 2025 and carry interest rate of 6.83 % p.a.
H83.34 (in Lakhs) secured by hypothecation of vehicle from MBFS India P Ltd. Equal monthly installments over the period of 3 years by 29/11/2026 and carry interest rate of 8.45% p.a.
The working capital facilities from Banks are secured by way of Hypothication of Stock and Book Debts,ranking parri passu. The above loans also covered by following colateral securities as under:-
i) EMDTD of land property & building with machinery/electricals installation situated at Plot no 12 ,Survey no 35,Dewan & Sons Industrial Estate,Palghar
ii) Land & Building along with machineries at Plot no.11, Diwan & Sons Industrial Estate ,Palghar.
iii) Land & Building along with machineries at Plot no 10 & 16, Diwan & Sons Ind.Est.Palghar & Machinery at Plot no 10 of Jayshree Chemicals.
iv) Also covered in personal guarantee of Vipul Shah & corporate gaurantee of M/s. Jayshree Chemicals.
v) Pledge of Fixed Deposit amounting to H50 Lakhs towards Margin money for Letter of Credit and Bank Guarantee..
The working capital facilities from Banks are secured by way of Hypothication of Stock and Book Debts ,ranking parri passu. The above loans also covered by following colateral securities as under:-
i) Factory Land & building & Movable Fixed assets at Plot no T-1115 ,Tarapur Industrial Area,Village Pamtembhi,Taluka Palghar, Thane.
ii) Also covered in personal guarantee of Vipul Shah & Mihir Shah..
The Company has exposure to the following risks arising from financial instruments:
- Credit risk;
- Liquidity risk; and
- Market riskâ
The Company''s board of directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. The board of directors has established Audit Committee, which is responsible for developing and monitoring the Company''s risk management policies. The committee reports to the board of directors on its activities.
The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed periodically to reflect changes in market conditions and the Company''s activities. The Company, through its training, standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers. The carrying amount of following financial assets represents the maximum credit exposure.
Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial condition, current economic trends,including the default risk of the industry and country in which customers operate and analysis of historical bad debts and ageing of accounts receivable. Individual risk limits are set accordingly.
Credit risk on its receivables is recognised on the statement of financial position at the carrying amount of those receivable assets, net of any provisions for doubtful debts. Receivable balances are monitored on a monthly basis with the result that the Company''s exposure to bad debts is not considered to be material. The Company reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate impairment losses are made for irrecoverable amounts.
Management believes that the unimpaired amounts that are past due by more than 1 year are collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk, including underlying customers'' credit ratings wherever available.
Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognised in profit or loss.
Credit risk on cash and cash equivalents and other deposits with banks is limited as the Company generally invests in deposits with banks with high credit ratings assigned by external credit rating agencies; accordingly the Company considers that the related credit risk is low. Impairment on these items is measured on the 12-month expected credit loss basis.
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. Ultimate responsibility for liquidity risk rest with the management, which has established an appropriate liquidity risk framework for the management of the Company''s short term, medium-term and long term funding and liquidity management requirements.. Management monitors the Company''s net liquidity position through rolling forecast on the basis of expected cash flows without incurring unacceptable losses or risking damage to the Company''s reputation.
Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruemtns. Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreign currency receivables and payables.
The Company manages market risk through a treasury department, which evaluates and excercises independent control over the entire process of market risk management. The treasuy department recommends risk management objectives and policies, which are approved by Management and the Audit Committee. The activities of this deparment include management of cash resources, implementing hedging strategies for foreign currency exposures and ensuring compliance with market risk limits and policies.
The Company undertakes transactions denominated in foreign currencies; consequently, exposure to exchange rate fluctuations arise. The Company is exposed to currency risk significantly on account of its trade payables, borrowings and other payables denominated in foreign currency. The functional currency of the Company is Indian Rupee. The Company currently hedge its foreign currency risk by taking foreign exchange forward contracts.
The Company is exposed to the currencies as mentioned above. The following table details the Company''s sensitivity to a 5% increase and decrease in the INR against the relevant foreign currencies. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 5% change in foreign currency rates. A reasonably possible strengthening (weakening) of the Indian Rupee against other currencies at March 31 would have affected the measurement of financial instruments denominated in US dollars and affected equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing financial assets or borrowings because of fluctuations in the interest rates, if such assets/borrowings are measured at fair value through profit or loss. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing borrowings will fluctuate because of fluctuations in the interest rates.
The below mentioned sensitivity analysis is based on the exposure to interest rates for floating rate borrowings. For this it is assumed that the amount of the floating rate liability outstanding at the end of the reporting period was outstanding for the whole year. If interest rate had been 50 basis points higher or lower, other variables being held constant, following is the impact on profit.
The Company manages its capital to ensure that the Company will be able to continue as going concerns while maximizing the return to stakeholders through the optimization of the debt and equity balance.For the purpose of the Company''s capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders of the Company and borrowings.
The Company manages its funds in a manner that it achieve maximum returns (net of taxes) with minimum risk to the capital and consider the liquidity concerns for its working capital requirements.
47 The Board of Directors of the Company has recommended a final dividend of H1.00 per equity share for the year ended March 31, 2024 (Previous Year H0.90 per equity share). The said dividend will be paid after the approval of shareholders at the Annual General Meeting..
48 The Company has deposits of H74 lacs with the Pyrates Phosphates & Chemicals Ltd(PPCL) which is overdue. However the company has filed a suit with District Court and for the same District Court has given the ruling in favour of the Company by the way of decree. The Company has now filled an application for the execution of the preferential claim for the decree against PPCL and as per the latest order given by the Honourable High Court Patna, it has been decided that the claim may be considered upon liquidation / disposal of all the assets of PPCL. In view of that, the management has not made any provision for doubtful deposits.
49 In the opinion of the Board of Directors to the best of Knowledge and belief all the current assets, loans and advances have been stated at realisable value at least of an amount equal to the amount at which they are stated in Balance Sheet which are subject to reconciliation and confirmation, necessary adjustment if required will be after reconciliation.
51 Business Combination :The scheme of Arrangement for the merger of Efferchem Private Limited (ECPL) with the Vipul Organics Limited (the scheme) was approved by the National Company Law Tribunal ("NCLT") at Mumbai vide their order dated May 15,2020. Upon the filing of the order with the Registrar of Companies, Mumbai the scheme became effective from June 26, 2020 having the appointed date April 1, 2017. The scheme has been accounted under the pooling of interest method with effect from appointed date as per the above mentioned NCLT order and accordingly the comparatives for the earlier periods / year have been restated. 18,25,000 new equity shares of H10/ each fully paid up of the Company were allotted on 30th June 2020 to the shareholders of Efferchem Private Limited pursuant to the Scheme of Amalgamation of. Consequent to the allotment, the paid-up Capital of Vipul Organics Limited has increased to H9,54,95,000/- divided into 95,49,500 equity shares of H10/ - each fully paid up. Earnings per share for all earlier periods / year have been computed after considering the shares to be issued to the shareholders of (ECPL) and disclosed as share suspense in the results for previous periods. ECPL is in the same business of manufacturing of Pigments, Napthols and Fast Salts.
52 During the year under review, the Company raised the funds through (i) issue of 5,00,000 warrants convertible into equity shares on preferential basis to promoter group and (ii) issue of 2,00,000 Equity shares pursuant to conversion of 2,00,000 Convertible warrants into Equity Shares to promoter group. The total funds of H3,05,25,000/- (Three Crore, Five Lakhs and Twenty Five Thousand) raised through aforesaid preferential allotment has been fully utilized by the Company during the year 2023-24 and the company affirms that there has been no deviation or variation in utilization of such proceeds raised through the preferential allotment.
(i) The Company does not have any benami property held in its name. No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and rules made thereunder.
(ii) There is no income surrendered or disclosed as income during the year in tax assessments under the Income Tax Act, 1961 (such as search or survey), that has not been recorded in the books of account.
(iii) The Company has not come across any transaction ocurred with struck-off companies under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.
(iv) The Company has not been declared wilful defaulter by any bank or financial institution or other lender or government or any government authority.
(v) The Company does not have any charges or satisfaction of charges which is yet to be registered with the Registrar of the Companies beyond the statutory period.
(vi) Utilization of borrowed funds and share premium :
(I) 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:
(a) 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
(b) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
(II) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(b) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
(vii) The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.
(viii) The company has not granted any loans or advances in the nature of loans either repayable on demand.
54 The Company had received in FY 2021-2022 ,Credit Linked Capital Subsidy Scheme amounting to H22.62 Lakhs against capital investment made in Plant & Machinery for the year 2019-2020. Government grants relating to the purchase of plant and equipment are included in liabilities as deferred income and are credited to the Statement of Profit and Loss in a systematic basis over the expected life of the related assets and presented within other income.
55 The Company has used accounting software which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software, except that no audit trail was enabled at the database level for accounting software SAP to log any direct data changes. Further, we did not come across any instance of audit trail feature being tampered with, in respect of accounting software for which the audit trail feature was operating.
56 Previous year figures are regrouped / re classified wherever necesarry to correspond with current year classification /disclosure.
57 The figures have been rounded off to the nearest Lakhs of rupees upto two decimal places. The figure 0.00 wherever stated represents value less than H50,000/-.
For J. A. Rajani & Co. For and on behalf of the Board of Directors
Chartered Accountants of Vipul Organics Limited
Firm Registration No. 108331W
P. J. Rajani Vipul P Shah Dr. Shiv Nath Sahai
Proprietor Managing Director Director
Membership No.116740 DIN: 00181636 DIN: 00332652
Mihir V. Shah Priya Shadija
Mumbai Whole Time Director & CFO Company Secretary & Compliance Officer
Dated :30th May, 2024 DIN: 05126125 Membership No.: A72549
Mar 31, 2018
Notes to the reconciliation:
a) Under previous GAAP, security deposits are carried at their face values. Under Ind AS, non-cancellable deposits (not statutory deposits in nature) are required to be measured at their fair values at inception using an appropriate discounting rate.
b) Under previous GAAP, Quoted Investments were carried at cost . Under Ind AS, Quoted Investments are fair valued at the period end and resulting mark to market loss or gain is transferred to Statement of Profit and Loss.
c) Under previous GAAP, deferred revenue expenditure was amortized . Under Ind AS, same is transferred to Statement of Profit and Loss.
d) Under previous GAAP, proposed dividends are recognized as a liability in the period to which they relate, irrespective of when they are declared. Under Ind AS, a proposed dividend is recognized as a liability in the period in which it is declared by the Company (usually when approved by shareholders in a general meeting) or paid.
Statement of cash flows:
The transition from Indian GAAP to Ind AS does not have a material impact on the Statement of Cash Flows.
Term Loans from Banks-Against Vehicles
Rs. Nil (''000) (Previous Year Rs.Nil (''000) secured by hypothecation of vehicles from Axis Bank Ltd. Equal monthly installments over the period of loan by 15th September,2016 and carry interest rate of 9.75 % p.a.
Rs. Nil (''000) (Previous Year Rs.1009(''000) secured by hypothecation of vehicles from HDFC Bank Ltd. Equal monthly installments over the period of loan by 5th February ,2019 and carry interest rate of 10.01 % p.a.
Rs. Nil (''000) (Previous Year Rs.Nil (''000) secured by hypothecation of vehicles from Vijaya Bank Ltd. Equal monthly installments over the period of loan by 21st November,2017 and carry interest rate of 11.8 % p.a.
Term Loan from Bank Against Proposed Plant & Machinery /Factory Building Tarapore
Rs. 20938(''000) (Previous Year Rs.2957 (''000)) secured by hypothecation of Proposed Plant & Machinery and Factory Building at Tarapore wherein in Term loan sanctioned for Rs 700 Lakhs principal payable in equal monthly installment of Rs. 11.67 Lakhs over period of 60 months after inital moratorium period of 1 year from date of disbursement from Vijaya Bank Ltd. and carry interest rate of 11.45 % p.a.
The working capital facilities from Banks are secured by way of Hypothication of Stock and Book Debts. The above loans also covered by following colateral securities as under:-
i) EMDTD of land property & building with machinery/electricals installation situated at Plot no 12 ,Survey no 35,Dewan & Sons Industrial Estate,Palghar
ii) Land & Building along with machineries at Plot no.11, Diwan & Sons Industrial Estate ,Palghar.
iii) Land & Building along with machineries at Plot no 10 & 16, Diwan & Sons Ind.Est.Palghar & Machinery at Plot no 10 of Jayshree Chemicals.
iv) Factory Land at Plot no T-1115 ,Tarapur Industrial Area,Village Pamtembhi ,Taluka Palghar,Thane
vi) Also covered in personal guarantee of 2 directors & corporate guarantee of Jayshree Chemicals.
38 Related Party Disclosures
Related parties with whom transactions have taken place during the year:
I List of Related Parties
a) Subsidiary Company
Shree Ambika Naturals Pvt. Ltd.
b) Key Management Personal (KMP)
Mr V. P. Shah
Dr. S. N. Sahai Mr Prasannakimar Gawde Mr Jagdeep Mehta Ms Trupti Shah
c) Relatives of KMP Ms. Jaya P. Shah V. P. Shah HUF Ms Mita V Shah Mr Mihir V Shah Mr Vatsal V Shah
d) Other Related Parties (Entities in which (KMP) or their relatives have significant influence) Jayshree Chemicals Efferchem Pvt Ltd Zeon Chemical industries LLP Ganesh Tiles & Marble Industries Amar Trading Corporation Standardcon Pvt.Ltd.
The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced of liquidation sale.
The following methods and assumptions were used to estimate the fair values:
Fair value of cash and cash equivalent, bank balances other than cash and cash equivalent, trade receivables, trade payables, other current financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.
The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed periodically to reflect changes in market conditions and the Company''s activities. The Company, through its training, standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
i) Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers. The carrying amount of following financial assets represents the maximum credit exposure.
Trade & Other receivable
Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial condition, current economic trends, including the default risk of the industry and country in which customers operate and analysis of historical bad debts and ageing of accounts receivable. Individual risk limits are set accordingly.
Credit risk on its receivables is recognized on the statement of financial position at the carrying amount of those receivable assets, net of any provisions for doubtful debts. Receivable balances are monitored on a monthly basis with the result that the Company''s exposure to bad debts is not considered to be material. The Company reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate impairment losses are made for irrecoverable amounts.
Management believes that the unimpaired amounts that are past due by more than 1 year are collectible in full, based on historical payment behavior and extensive analysis of customer credit risk, including underlying customersâ credit ratings wherever available.
Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognized in profit or loss.
Cash & Cash Equivalents
Credit risk on cash and cash equivalents and other deposits with banks is limited as the Company generally invests in deposits with banks with high credit ratings assigned by external credit rating agencies; accordingly the Company considers that the related credit risk is low. Impairment on these items is measured on the 12-month expected credit loss basis.
ii) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. Ultimate responsibility for liquidity risk rest with the management, which has established an appropriate liquidity risk framework for the management of the Company''s short term, medium-term and long term funding and liquidity management requirements.. Management monitors the Company''s net liquidity position through rolling forecast on the basis of expected cash flows without incurring unacceptable losses or risking damage to the Company''s reputation.
The table below provides details regarding the remaining contractual maturities of financial liabilities at the reporting date based on contractual undiscounted payments.
iii) Market risk
Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreign currency receivables and payables.
The Company manages market risk through a treasury department, which evaluates and exercises independent control over the entire process of market risk management. The treasury department recommends risk management objectives and policies, which are approved by Management and the Audit Committee. The activities of this department include management of cash resources, implementing hedging strategies for foreign currency exposures and ensuring compliance with market risk limits and policies.
a) Foreign currency risk
The Company undertakes transactions denominated in foreign currencies; consequently, exposure to exchange rate fluctuations arise. The Company is exposed to currency risk significantly on account of its trade payables, borrowings and other payables denominated in foreign currency. The functional currency of the Company is Indian Rupee. The Company currently hedge its foreign currency risk by taking foreign exchange forward contracts.
Foreign currency sensitivity
The Company is exposed to the currencies as mentioned above. The following table details the Company''s sensitivity to a 5% increase and decrease in the INR against the relevant foreign currencies. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 5% change in foreign currency rates. A reasonably possible strengthening (weakening) of the Indian Rupee against other currencies at March 31 would have affected the measurement of financial instruments denominated in US dollars and affected equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.
b) Interest rate risk
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing financial assets or borrowings because of fluctuations in the interest rates, if such assets/borrowings are measured at fair value through profit or loss. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing borrowings will fluctuate because of fluctuations in the interest rates.
1 Capital management
The Company manages its capital to ensure that the Company will be able to continue as going concerns while maximizing the return to stakeholders through the optimization of the debt and equity balance. For the purpose of the Company''s capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders of the Company and borrowings.
The Company manages its funds in a manner that it achieve maximum returns (net of taxes) with minimum risk to the capital and consider the liquidity concerns for its working capital requirements.
2 During the previous year ,Export Customer was allowed compensation/discount of Rs. 672 (''000) to compensate against loss incurred at the time of remitance against our Export receivables.
3 The Company has deposits of Rs.74 lacs with the Pyrates Phosphates & Chemicals Ltd(PPCL) which is overdue. However the company has filed a suit with District Court and for the same District Court has given the ruling in favour of the Company by the way of decree. The Company has now filled an application for the execution of the preferential claim for the decree against PPCL and as per the latest order given by the Honourable High Court Patna, it has been decided that the claim may be considered upon liquidation / disposal of all the assets of PPCL. In view of that, the management has not made any provision for doubtful deposits.
4 In the opinion of the Board of Directors to the best of Knowledge and belief all the current assets, loans and advances have been stated at realizable value at least of an amount equal to the amount at which they are stated in Balance Sheet which are subject to reconciliation and confirmation, necessary adjustment if required will be after reconciliation.
5 Previous year figures are regrouped / re classified wherever necessary to correspond with current year classification / disclosure.
6 The previous yearâs Financial Statements were audited by a firm other than R. A. Kuvadia & Co.
Mar 31, 2016
1. Terms / rights attached to equity shares
2. Fully paid equity shares, which have a par value of Rs. 10/-, carry one vote per share and carry a right to dividends.
3. Dividends if recommend by the Board of Directors need approvals from the Shareholders at the Annual General Meeting. The Board of Directors may also declare interim dividends if in their judgment the position of the Company justifies.
4. During the year ended March 31, 2016, the amount of per share dividend recognized as Rs 0.80 (March 31, 2015 Rs. 0.80)
5. In the event of winding up / liquidation of the Company, the holder of equity shares will be entitled to receive a residual interest in proportion to the number of shares held by them at that time in the assets of the Company after deducting all of liabilities of the Company.
secured Loans from Banks
Rs. Nil (''000) (Previous Year Rs. Nil (''000) secured by hypothecation of vehicles from Vijaya Bank Ltd. Equal monthly installments over the period of loan by 28th February ,2016 and carry interest rate of 10.75 % p.a. Rs. Nil (''000) (Previous Year Rs.442 (''000) secured by hypothecation of vehicles from Axis Bank Ltd. Equal monthly installments over the period of loan by 15th September,2016 and carry interest rate of 9.75 % p.a. Rs. 1835(''000) (Previous Year Rs.2663 (''000) secured by hypothecation of vehicles from HDFC Bank Ltd. Equal monthly installments over the period of loan by 5th February ,2019 and carry interest rate of 10.01 % p.a. Rs. 146(''000) (Previous Year Rs.Nil (''442) secured by hypothecation of vehicles from Vijaya Bank Ltd. Equal monthly installments over the period of loan by 21st November,2017 and carry interest rate of 11.8 % p.a.
unsecured Loans from others
Repayment of loan from Gujrat Industrial Development Ltd. in Quarterly Equal installments by 31st March,2016 and carry interest rate of 13.5 % p.a.
Repayment of loan from Tata Capital Financial Services Ltd. in monthly scheduled installments by 3rd September,2016 and carry interest rate of 15.62 % p.a.
Repayment of loan from Magma Fincorp Ltd. in monthly scheduled installments by 7th August,2016 and carry interest rate of 15.99 % p.a.
The working capital facilities from Banks are secured by way of Hypothecation of Stock and Book Debts. The above loans also covered by following collateral securities as under:-
6. EMDTD of land property & building with machinery/electrical installation situated at Plot no 12, Survey no 35, Dewan & Sons Industrial Estate, Palghar
7. Land & Building along with machineries at Plot no.11, Diwan & Sons Industrial Estate, Palghar.
8. Land & Building at Plot no 10 & 16, Diwan & Sons Ind. Est. Palghar & Machinery at Plot no 10 of Jayshree Chemicals.
9. Certain machinery at Ambernath Manufacturing Unit.
10. Also covered in personal guarantee of 2 directors & corporate guarantee of Jayshree Chemicals .
11. The Sales Tax & Income-Tax Assessments are pending for earlier years. Liabilities in respect of such taxes could not ascertained.
12. During the previous year there was an unauthorized delivery taken of an export consignment amounting to Rs. 2876(''000), However, compensation of Rs. 1137 (''000) was received from Logistic service provider which resulted in loss amounting to Rs.1738.66 (''000).
13. Export benefits including Central Excise, Advance Licenses and Passbook of Duty Credit to be reconciled with the related evidences and Statements and necessary adjustment if required will be made after reconciliation. Export benefits receivable are valued and certified by the management. However the actual realization of the same may significantly differ.
14. The Company has deposits of Rs.74 lacs with the Pyrates Phosphates & Chemicals Ltd (PPCL) which is overdue. However the company has filed a suit with District Court and for the same District Court has given the ruling in favour of the Company by the way of decree. The Company has now filled an application for the execution of the preferential claim for the decree against PPCL and as per the latest order given by the Honourable High Court Patna, it has been decided that the claim may be considered upon liquidation / disposal of all the assets of PPCL. In view of that, the management has not made any provision for doubtful deposits.
15. Sundry Debtors, Creditors, Loan, Deposits and advances are subject to reconciliation and confirmation, necessary adjustment if required will be after reconciliation.
16. Some assets of which the company is beneficial owner are pending for transfer in the name of the company.
17. No provision has been made in the accounts for diminution in the value of quoted & unquoted investments by reason of these investments being Long Term Investment and the decline in their value being on account of temporary factors.
18. Bonus is accounted on cash basis, which is not in conformity with Accounting Standard (AS)15 (Revised 2005) on Employee Benefits as issued by the Institute of Chartered Accountant of India.
19. In the opinion of the Board of Directors to the best of Knowledge and belief all the current assets, loans and advances have been stated at realizable value at least of an amount equal to the amount at which they are stated in Balance Sheet.
20. Unpaid Dividend accounts are subject to reconciliation.
21. The Company does not possess information as to which of its suppliers are Micro, Small and Medium Enterprises, as defined in the Micro, Small and Medium Enterprises Development Act,2006 to whom the Company owes any amount .However, the Company is regular in making payments to its suppliers and has not received any claim in respect of interest for delayed payment.
22. The outstanding forward exchange contract as on 31/03/2016 entered into by the company was for USD 300.00 (''000) equivalent to Rs. 20370.00 (''000) (Prev. year USD 687.60 (''000) equivalent to Rs.43326.26 (''000) ).
23. The entire operations of the Company relate to only one segment viz. Dyes, Chemicals & Intermediates such, there is no separate reportable segment under Accounting Standard - As 17 on Segment Reporting.
24. As stipulated in Accounting Standard 28 on Impairment of Assets issued by the Institute of Chartered Accountants Of India, the company has assessed potential generation of economic benefits from its business units and is of the view that Assets employed in continuing businesses are capable of generating adequate returns over their useful lives in the usual course of business, there is no indication to the contrary and accordingly management is of the view that no impairment provision is called for in these accounts.
25. related party disclosures
As per the Accounting Standard 18, issued by the Institute of Chartered Accountants of India (ICAI), the disclosure of transactions with the related parties as defined in the Accounting Standard are given below:
26. List of Related Parties
27. Entities where control exists
Shree Ambika Naturals Pvt. Ltd.(Formerly Known as Shree Ambika Dye Chem. Pvt. Ltd.)
28. Key Management Personal (KMP)
Mr V. P. Shah
Dr. S. N. Sahai Mr Jagdeep Mehta Ms Trupti Shah
29. Relatives of KMP Ms. Jaya P. Shah V. P. Shah HUF Ms Mita V Shah Mr Mihir V Shah
30. Other Related Parties (Entities in which (KMP) or their relatives have significant influence) Jayshree Chemicals
Ganesh Tiles & Marble Industries Amar Trading Corporation VIP Chem Pvt Ltd.
Standardcon Pvt.Ltd.
31. Previous year figures are regrouped / re classified wherever necessary to correspond with current year classification / disclosure.
Mar 31, 2015
1. The Sales Tax & Income-Tax Assessments are pending for earlier
years. Liabilities in respect of such taxes could not ascertained.
2. During the year there was an unauthorised delivery taken of an
export consignement amounting to Rs.2876('000), However, compensation of
Rs.1137 ('000) was received from Logistic service provider which resulted
in loss amounting to Rs.1739 ('000).
3. Export benefits including Central Excise, Advance Licenses and
Passbook of Duty Credit to be reconciled with the related evidences and
Statements and necessary adjustment if required will be made after
reconciliation. Export benefits receivable are valued and certified by
the management. However the actual realisation of the same may
significantly differ.
4. The Company has deposits of Rs.74 lacs with the Pyrates Phosphates &
Chemicals Ltd(PPCL) which is overdue. However the Company has filed a
suit with District Court and for the same District Court has given the
ruling in favour of the Company by the way of decree. The Company has
now filled an application for the execution of the preferential claim
for the decree against PPCL and as per the latest order given by the
Honourable High Court Patna, it has been decided that the claim may be
considered upon liquidation / disposal of all the assets of PPCL. In
view of that, the management has not made any provision for doubtful
deposits.
5. Sundry Debtors, Creditors, Loan, Deposits and advances are subject
to reconciliation and confirmation, necessary adjustment if required
will be after reconciliation.
6. Some assets of which the Company is beneficial owner are pending for
transfer in the name of the Company. Company is required to have full
time Company Secretary u/s 203 of the Companies Act, 2013.
7. No provision has been made in the accounts for diminution in the
value of quoted & unquoted investments by reason of these investments
being Long Term Investment and the decline in their value being on
account of temporary factors.
8. Bonus is accounted on cash basis.which is not in conformity with
Accounting Standard (AS)15 (Revised 2005) on Employee Benefits as
issued by the Institute of Chartered Accountant of India.
9. In the opinion of the Board of Directors to the best of Knowledge
and belief all the current assets, loans and advances have been stated
at realisable value at least of an amount equal to the amount at which
they are stated in Balance Sheet.
10. Unpaid Dividend accounts are subject to reconciliation.
11. The Company does not possess information as to which of its
suppliers are Micro, Small and Medium Enterprises, as defined in the
Micro, Small and Medium Enterprises Development Act,2006 to whom the
Company owes any amount, However, the Company is regular in making
payments to its suppliers and has not received any claim in respect of
interest for delayed payment.
12. The outstanding forward exchange contract as on 31/03/2015 entered
into by the Company was for USD 687.60 ('000) equivalent to Rs.43326.26
('000) (Prev. year USD 425 ('000) equivalent to Rs.26345.25 ('000)).
13. The entire operations of the Company relate to only one segment viz.
Dyes, Chemicals & Intermediates such, there is no separate reportable
segment under Accounting Standard  As 17 on Segment Reporting.
14. As stipulated in Accounting Standard 28 on Impairment of Assets
issued by the Institute of Chartered Accountants Of India, the Company
has assessed potential generation of economic benefits from its
business units and is of the view that Assets employed in continuing
businesses are capable of generating adequate returns over their useful
lives in the usual course of business, there is no indication to the
contrary and accordingly management is of the view that no impairment
provision is called for in these accounts.
15. Related Party Disclosures
As per the Accounting Standard 18, issued by the Institute of Chartered
Accountants of India (ICAI), the disclosure of transactions with the
related parties as defined in the Accounting Standard are given below:
I List of Related Parties
a) Entities where control exists Shree Ambika Naturals Pvt. Ltd.
(Formerly Known as Shree Ambika Dye Chem. Pvt. Ltd.)
b) Key Management Personal (KMP) Mr. Vipul P. Shah
Dr. S. N. Sahai Mr. Prasannakumar Gawde Mr. Jagdeep Mehta Mrs. Trupti
Shah
c) Relatives of KMP Mrs. Jaya P. Shah V. P. Shah HUF Mrs. Mita V. Shah
d) Other Related Parties (Entities in which (KMP) or their relatives
have significant influence) Jayshree Chemicals
Ganesh Tiles & Marble Industries Amar Trading Corporation J. V. Dye
Chem. Pvt. Ltd. VIP Chem Pvt Ltd. Standardcon Pvt.Ltd.
52 Previous year figures are regrouped / re classified wherever
necessary to correspond with current year classification /disclosure.
Mar 31, 2014
1. Corporate Information
The Company is mainly in business of Dyes, Chemicals & Intermediates
1.1 Terms / rights attached to equity shares
a) Fully paid equity shares, which have a par value of Rs. 10/-, carry
one vote per share and carry a right to dividends.
b) Dividends, if recommend by the Board of Directors need approvals
from the Shareholders at the Annual General Meeting. The Board of
Directors may also declare interim dividends, if in their judgment the
position of the Company justifies.
c) During the year ended March 31, 2014, the amount of per share
dividend recognized as Rs 0.80 (March 31, 2013 Rs. 0.80)
d) In the event of winding up / liquidation of the Company, the holder
of equity shares will be entitled to receive a residual interest in
proportion to the number of shares held by them at that time in the
assets of the Company after deducting all of liabilities of the
Company.
Secured Loans from Banks
Rs. 170(''000) (Previous Year Rs.292 (''000) secured by hypothecation
of vehicles from Vijaya Bank Ltd. Equal monthly instalments over the
period of loan by 28th, February, 2016 and carry interest rate of 10.75
% p.a
Rs. 1263(''000) (Previous Year Rs.2009 (''000) secured by
hypothecation of vehicles from Axis Bank Ltd. Equal monthly instalments
over the period of loan by 15th, September,2016 and carry interest rate
of 9.75 % p.a.
Secured Loans from Others
Rs. Nil (''000) (Previous Year Rs.292(''000) secured by hypothecation
of vehicles from Tata Capital Ltd. Equal monthly instalments over the
period of loan by 3rd ,September,2013 and carry interest rate of 8 %
p.a
Unsecured Loans from Banks
Repayment of loan from Kotak Mahindra Bank Ltd. in monthly scheduled
installments by 1st April, 2013 and carry interest rate of 8.86 % p.a.
Unsecured Loans from Others
Repayment of loan from Magma Fincorp Ltd. in monthly scheduled
instalments by 7th, May,2013 and carry interest rate of 7.31 % p.a.
Repayment of loan from Gujrat Industrial Development Ltd. in Quarterly
Equal instalments by 30thSeptember,2015 and carry interest rate of 13.5
% p.a.
The working capital facilities from Banks are secured by way of
Hypothecation of Stock and Book Debts. The above loans also covered by
following collateral securities as under:-
i) EMDTD of land property & building with machinery/electrical
installation situated at Survey no 35,Dewan & Sons Industrial Estate,
Palghar
ii) Land & Building along with machineries at Plot no.11, Diwan & Sons
Industrial Estate ,Palghar of M/s VIP Chem Pvt. Ltd.
iii) Land & Building at Plot no 10 & 16, Diwan & Sons Ind. Est.,
Palghar of Jayshree Chemicals
iv) Also covered in personal guarantee of 2 directors & corporate
guarantees of Jayshree Chemicals & VIP Chem P. Ltd.
2 The Sales Tax & Income-Tax Assessments are pending for earlier
years. Liabilities in respect of such taxes could not be ascertained.
Export benefits including Central Excise, Advance Licenses and Passbook
of Duty Credit to be
3 reconciled with the related evidences and Statements and necessary
adjustment if required will be made after reconciliation. Export
benefits receivable are valued and certified by the management.
However the actual realization of the same may significantly differ.
4 The Company has deposits of Rs.74 lacs with the Pyrates Phosphates &
Chemicals Ltd (PPCL) which is overdue. However the company has filed a
suit with District Court and for the same District Court has given the
ruling in favor of the Company by the way of decree. The Company has
now filled an application for the execution of the preferential claim
for the decree against PPCL and as per the latest order given by the
Honorable High Court Patna, it has been decided that the claim may be
considered upon liquidation / disposal of all the assets of PPCL. In
view of that, the management has not made any provision for doubtful
deposits.
5 Sundry Debtors, Creditors, Loan, Deposits and advances are subject
to reconciliation and confirmation, necessary adjustment if required
will be after reconciliation.
6 Some assets of which the company is beneficial owner are pending for
transfer in the name of the company. Company is required to have full
time company secretary under u/s383A of the COMPANY ACT 1956.
7 No provision has been made in the accounts for diminution in the
value of quoted & unquoted investments by reason of these investments
being Long Term Investment and the decline in their value being on
account of temporary factors.
8 Bonus is accounted on cash basis. Which is not in conformity with
Accounting Standard (AS)15 (Revised 2005) on Employee Benefits as
issued by the Institute of Chartered Accountant of India.
9 In the opinion of the Board of Directors to the best of knowledge
and belief all the current assets, loans and advances have been stated
at realizable value at least of an amount equal to the amount at which
they are stated in Balance Sheet.
10 Unpaid Dividend accounts are subject to reconciliation.
11 The Company does not possess information as to which of its
suppliers are Micro, Small and Medium Enterprises, as defined in the
Micro, Small and Medium Enterprises Development Act, 2006 to whom the
Company owes any amount However, the Company is regular in making
payments to its suppliers and has not received any claim in respect of
interest for delayed payment.
12 The outstanding forward exchange contract as on 31st March 2014
entered into by the company was for USD 425.00 (''000) equivalent to
Rs.26345.25 (''000) (Prev. year USD 200 (''000) equivalent to
Rs.10854 (''000) )
13 The entire operations of the Company relate to only one segment viz.
Dyes, Chemicals & Intermediates as such, there is no separate
reportable segment under Accounting Standard - As 17 on Segment
Reporting.
14 As stipulated in Accounting Standard 28 on Impairment of Assets
issued by the Institute of Chartered Accountants Of India, the company
has assessed potential generation of economic benefits from its
business units and is of the view that Assets employed in continuing
businesses are capable of generating adequate returns over their useful
lives in the usual course of business, there is no indication to the
contrary and accordingly management is of the view that no impairment
provision is called for in these accounts.
15 Related Party Disclosures
As per the Accounting Standard 18, issued by the Institute of Chartered
Accountants of India (ICAI), the disclosure of transactions with the
related parties as defined in the Accounting Standard are given below:
I .List of Related Parties
a) Subsidiary Shree Ambika Naturals Pvt. Ltd (Formerly known as Shree
Ambika Dye chem Pvt. Ltd
b) Key Management Personal (KMP)
Shri Vipul. P. Shah
Dr. S. N. Sahai
Shri Prasannakumar Gawde
Shri Jagdeep Mehta
c) Relatives of KMP Smt. Jaya P. Shah Vipul. P. Shah HUF
d) Other Related Parties (Entities in which (KMP) or their relatives
have significant influence) Jayshree Chemicals Ganesh Tiles & Marble
Industries Amar Trading Corporation J. V. Dye Chem. Pvt. Ltd.
16 The Company has presented current financial statement as per Revised
Schedule VI to the Companies Act, 1956. Consequently, previous year
figures are regrouped / re classified to conform to figures of the
current year presented as per Revised Schedule VI.
Mar 31, 2013
1. Corporate Information
The Company is mainly in the business of Dyes, Chemicals &
Intermediates.
2. Contingent Liabilities and Commitments:
(i) Contingent Liabilities
(a) Income tax matters not acknowledged as debt 54.00 54.00
(b) Dues raised by M.S.E.B which is protested
by Company. 250.00 250.00
Total 304.00 304.00
(ii) Commitment
(a) Estimated amount of contracts remaining to
be executed on capital account and not
provided for 2,000.00 3,000.00
2,000.00 3,000.00
3 The Sales Ta x & Income-Tax Assessments are pending for earlier
years. Liabilities in respect of such taxes could not ascertained.
4 During the previous year,the Company has issued 40,000 (Prev. Yr.
8,50,000) Equity shares of Rs. 10 each issued at a price of Rs. 20/-
(including premium of Rs. 10/- each) on conversion of Warrants issued on
preferential basis.
5 Export benefits including Central Excise, Advance Licenses and
Passbook of Duty Credit to be reconciled with the related evidences and
Statements and necessary adjustment if required will be made after
reconciliation. Export benefits receivable are valued and certified by
the management. However the actual realisation of the same may
significantly differ.
6 The Company has deposits of Rs. 74 lacs with the Pyrates Phosphates &
Chemicals Limited (PPCL) which is overdue. However the Company has
filed a suit with District Court and for the same District Court has
given the ruling in favor of the Company by way of decree. The Company
has now filled an application for the execution of the preferential
claim for the decree against PPCL and as per the latest order given by
the Honorable High Court, Patna, it has been decided that the claim
may be considered upon liquidation / disposal of all the assets of
PPCL. In view of that, the management has not made any provision for
doubtful deposits.
7 Sundry Debtors, Creditors, Loan, Deposits and advances are subject
to reconciliation and confirmation, necessary adjustment if required
will be after reconciliation.
8 Some assets of which the Company is beneficial owner are pending for
transfer in the name of the Company.
9 No provision has been made in the accounts for diminution in the
value of quoted & unquoted investments by reason of these investments
being Long Term Investment and the decline in their value being on
account of temporary factors.
10 Bonus is accounted on cash basis, which is not in conformity with
Accounting Standard (AS-15) (Revised 2005) on Employee Benefits as
issued by the Institute of Chartered Accountant of India.
11 In the opinion of the Board of Directors to the best of knowledge
and belief all the current assets, loans and advances have been stated
at realisable value at least of an amount equal to the amount at which
they are stated in Balance Sheet.
12 Unpaid Dividend accounts are subject to reconciliation.
13 The Company does not possess information as to which of its
suppliers are Micro, Small and Medium Enterprises, as defined in the
Micro, Small and Medium Enterprises Development Act, 2006 to whom the
Company owes any amount However, the Company is regular in making
payments to its suppliers and has not received any claim in respect of
interest for delayed payment.
14 The outstanding forward exchange contract as on 31st March, 2013
entered into by the company was for USD 200.00 (''000) equivalent to Rs.
10854.00 (''000) (Prev. year USD 278.14 (''000) equivalent to Rs. 1387.04
(''000)).
15 The entire operations of the Company relate to only one segment viz.
Dyes, Chemicals & Intermediates such, there is no separate reportable
segment under Accounting Standard (AS-17) on Segment Reporting.
16 As stipulated in Accounting Standard (AS- 28) on Impairment of
Assets issued by the Institute of Chartered Accountants of India, the
Company has assessed potential generation of economic benefits from its
business units and is of the view that Assets employed in continuing
businesses are capable of generating adequate returns over their useful
lives in the usual course of business, there is no indication to the
contrary and accordingly management is of the view that no impairment
provision is called for in these accounts.
17. Related Party Disclosures
As per the Accounting Standard (AS-18), issued by the Institute of
Chartered Accountants of India (ICAI), the disclosure of transactions
with the related parties as defined in the Accounting Standard are
given below:
I List of Related Parties
a) Subsidiary
Shree Ambika Naturals Private Limited
b) Key Management Personal (KMP) Mr. Vipul P. Shah
Dr. S. N. Sahai
Mr. Prasannakimar B. Gawde
Mr. Jagdeep Mehta
c) Relatives of KMP Mrs. Jaya P. Shah Vipul P. Shah HUF
d) Other Related Parties (Entities in which (KMP) or their relatives
have significant influence) M/s. Jayshree Chemicals
M/s. Ganesh Tiles & Marble Industries M/s. Amar Trading Corporation
M/s. J.V.Dye Chem. Private Limited M/s. VIP Chem Private Limited M/s.
Standardcon Private Limited
18. The Company has presented current financial statement as per
Revised Schedule VI to the Companies Act, 1956. Consequently, previous
year figures are regrouped / re classified to conform to figures of the
current year presented as per Revised Schedule VI.
Mar 31, 2010
B1 Contingent Liabilities not provided for in respect of::
(Amount in Rs. Lacs)
31.03.2010 31.03.2009
A) Estimated amount of contract ]
remaining to be executed on Capital 5.00 5.00
account.
B) Bank Guarantees/Counter Guarantee
issued. - -
C) Letter of Credit & Bank Guarantee
(Secured with 100% margin - -
pledged with Bank in the form of F.D.R.)
D) Income Tax Assessment Refund/Dues
against which Company prefer 0.54 0.54
appeal.
E) Due Raised by M.S.E.B which is
protested by Company. 2.50 2.50
B2 The Sales Tax & Income-Tax Assessments are pending for earlier
years. Liabilities in respect of such taxes could not ascertained.
B3 Export benefits including Central Excise, Advance Licenses and
Passbook of Duty Credit to be reconciled with the related evidences and
Statements and necessary adjustment if required will be made after
reconciliation. Export benefits receivable are valued and certified by
the management. However the actual realisation of the same may
significantly differ.
B4 The Company has deposits of Rs.74 lacs with the Pyrates Phosphates &
Chemicals Ltd. (PPCL) which is overdue. However the company has filed
a suit with District Court and for the same District Court has given
the ruling in favor of the Company by the way of decree. The Company
has now filled an application for the execution of the preferential
claim for the decree against PPCL and as per the latest order given by
the Honorable High Court Patna, it has been decided that the claim may
be considered upon liquidation /disposal of all the assets of PPCL. In
view of that, the management has not made any provision for doubtful
deposits.
B5 Sundry Debtors, Creditors, Loan, Deposits and advances are subject
to reconciliation and confirmation, necessary adjustment if required
will be after reconciliation.
B6 Some assets of which the company is beneficial owner are pending for
transfer in the name of the company.
B7 No provision has been made in the accounts for diminution in the
value of quoted investments by reason of these investments being Long
Term Investment and the decline in their value being on account of
temporary factors.
B8 The Company has created an Employees Group Gratuity Fund, which has
taken a Group Gratuity cum Life Insurance Policy from the Life
lnsurance Corporation of India. Consequent to this reserve at the year
end has decreased by Rs. 4.73 Lacs for contribution of premium to LIC
for earlier year liability. Bonus is accounted on cash basis.
B9 For the transaction exceeding Rs.50000/-per annum falling under the
provision of section 297 of Companies Act, 1956, we are informed that
necessary permission from the concerned authority have not been
received till date. Amounts of advance paid are against Trade
Transaction.
B10 In the opinion of the Board of Directors to the best of Knowledge
and belief all the current assets, loans and advances have been stated
at realisable value at least of an amount equal to the amount at which
they are stated in Balance Sheet.
B11 Unpaid Dividend accounts are subject to reconciliation.
B12 The Company does not possess information as to which of its
suppliers are Micro, Small and Medium Enterprises, as defined in the
Micro, Small and Medium Enterprises Development Act,2006 to whom the
Company owes any amount However, the Company is regular in making
payments to its suppliers and has not received any claim in respect of
interest for delayed payment.
B13 Following are the outstanding forward exchange contract entered
into by the company for USD 85,400 equivalent INR 39.40 Lacs.
B14 The entire operations of the Company relate to only one segment
viz. Dyes, Chemicals & Intermediates such, there is no separate
reportable segment under Accounting Standard 17 on Segment Reporting.
B15 As stipulated in Accounting Standard 28 on Impairment of Assets
issued by the Institute of Chartered Accountants Of India, the company
has assessed potential generation of economic benefits from its
business units and is of the view that Assets employed in continuing
businesses are capable of generating adequate returns over their useful
lives in the usual course of business, there is no indication to the
contrary and accordingly management is of the view that no impairment
provision is called for in these accounts.
B16 Related Party Disclosure as required by Accounting Standard 18
issued by the Institute of Chartered Accountants of India.
A. Key Management Personal (KMP)
Shri V.P Shah Managing Director
Shri R. L Rathod Whole Time Director
Dr.S.N.Sahai Whole Time Director
B. Relatives of KMP
Shri. P. B. Shah
Smt. Jaya P. Shah
P. B. Shah (HUF)
C. Other Related Parties (Entities in which (KMP) or their relatives
have significant influence)
Jayshree Chemicals
Ganesh Tiles & Marble Industries
Amar Trading Corporation
Riddhi Sidhi Corporation
J.V.Dye Chem. Pvt. Ltd.
Shree Ambica Dye Chem. Pvt. Ltd.
Jayapriya Chemical Industries Ltd.
VIP Chem Pvt. Ltd.
Standardcon Pvt.Ltd.
B17 Accounting for Tax on Income
Deferred tax liability at the year end comprises of timing difference
on account of depreciation.
B18 Previous year figures have been regrouped, rearranged and recasted
wherever necessary.
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