a) Terms / Rights attached to equity shares
The Company has only one class of equity shares having a par value of ''''10/- per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in the proportion to the number of equity shares held by the shareholders.
b) Terms of redemption of preference shares
55,80,000 10% Non Convertible Non Cumulative Redeemable Preference Shares of '''' 10 each are redeemable at par on 15th March, 2025 or at any time after one year from 31st March, 2012 at the option of the company.
10.00.000 10% Non Convertible Non Cumulative Redeemable Preference Shares of '''' 10 each are redeemable at par on 28th June, 2019 or at any time after one year from 31st March, 2012 at the option of the company.
20.00.000 10% Non Convertible Non Cumulative Redeemable Preference Shares of '''' 10 each are redeemable at par on 22nd June, 2019 or at any time after one year from 31st March, 2012 at the option of the company.
c) Shares held by holding/ultimate holding company and/or their subsidiaries/associates
None of the shares of the Company are held by the subsidiaries, associates or joint ventures of the Company.
(a) Term loans from banks include term loan of Rs.96,23,575/-(Balance Outstanding) which carries interest base rate 3.50% p.a. and is repayable in 8 equal quarterly installments of Rs. 75 lacs from june, 2014, and Last Installment of '''' 50 lacs. Current maturities of Rs.96,23,575/- have been shown under current liabilities. The loan is secured by first mortgage charge on the company''''s entire fixed assets on pari-passu basis with other working capital consortium banks and second charge on current assets of the company on pari-passu basis.
(b) Vehicle finance loans carry interest @ 10.73 to 12.40 % p.a. and is repayable in 35 to 40 equal monthly installments. The loans are secured by hypothecation of vehicles.
(c) * Loans from others carries Interest @ 13.75% p.a. and is repayable in 11 equal quarterly Installments of Rs.159 Lacs from October, 2016 and last installment Rs. 151 Lacs. The loan is secured by personal guarantee and mortgage / pledge of certain assets of promoters and directors.
Cash credit / packing credit facilities availed from banks are secured by hypothecation of inventories and book debts (present and future) also second charge by way of mortgage on all immoveable properties and by way of hypothecation on all the moveable fixed assets of the company both present and future and guaranteed by director / promoter jointly and severally. The said facility is repayable on demand.
"The company has not received information from vendors regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 ("the Act"), hence disclosures required to be made under the act has not been given.”
1) Estimated amount of contracts remaining to be executed on capital account not provided for Rs.4,60,25,078/- (Previous year Rs.51,28,701/-)
B) Defined Benefit plan
The employees’ gratuity scheme is a defined benefit plan. The present value of obligation is determined based on actuarial valuation using the Projected Unit Credit Method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation for leave encashment is recognized in the same manner.
2) The disclosure as per Accounting Standard 17 (AS-17) "Segment Reporting" issued by the Institute of Chartered Accountants of India:
(a) Business Segment:
For the year 2015-16:
During the year, the Company was primarily engaged in Pharmaceutical business and there were no other reportable business segments.
Note 1: During the year, consumer care division was sold for a consideration of '''' 2,00,00,000/- with effect from 1st April, 2015, carrying amount of net assets in respect of such division was '''' 1,97,93,919/- (Refer Note 33 for details)
Note 2: Fixed assets used in the Company''''s business or liabilities contracted have not been identified to any of the reportable segments, as the fixed assets and services are used interchangeably between segments. Accordingly, no disclosure relating to total segment assets and liabilities are made.
3) The company has unabsorbed depreciation and carry forward of losses under income tax laws. Hence deferred tax assets have not been recognized as there is no virtual certainty supported by convincing evidence that there will be sufficient future taxable income against which such differed tax assets can be realized.
4) During the previous year, the Company revised its accounting policy in respect of depreciation method on tangible assets, other than factory building and plant and machinery, from ‘written down value method’ to ‘straight line method’ over the expected useful life of the assets. The management is of the opinion that this change in accounting policy would result in a more appropriate presentation of the financial statements. As a result of this change, depreciation was calculated retrospectively on straight line method and accordingly the Company recorded reversal of depreciation expense amounting to Rs.2,63,04,366 /- pertaining to earlier years in the previous year''''s statement of profit & loss (also refer Note no 10).
5) DISCONTINUING OPERATIONS
During the year, pursuant to the agreement with Kopran Lifestyle Limited on 8th August, 2015, the Company transferred its Consumer Care Division for a consideration of Rs.2 Crores, on a slump sale basis to Kopran Lifestyle Limited with effect from 1st April, 2015.
During the previous year, pursuant to the agreement with Kopran Research Laboratories Limited ("the Subsidiary Company") on 25th March, 2015, the Company transferred its Mahad Undertaking (''''Active Pharmaceutical Ingredients business''''), which was a part of pharmaceutical segment, to the subsidiary company on a slump sale basis for a consideration of Rs.110 Crores on closing date 31st March, 2015.
6) In the opinion of the board, current assets and loans and advances are approximately of the value stated if realised in the ordinary course of business. The provision for all known and determined liabilities are adequate and not in excess of the amounts reasonably required. The Balances of few creditors are subject to their confirmation.
7) a) The Company has taken office premises on operating lease basis. Lease payments in respect of such lease recognized in statement of profit and loss account is Rs.2,40,00,000/- (Previous year Rs.2,51,77,676/-)
8) The Company has investment of Rs.15490.60 lacs in equity shares of Kopran Research Laboratories Ltd (KRLL), a wholly owned subsidiary of the Company, the accumulated losses of KRLL as on 31st March, 2016 are Rs.5580.89 lacs. During the previous year, the Company transferred, on slump sale basis, a running business unit of API (bulk drugs), which is a profitable business. The investment in the said subsidiary is strategic and long term. In view of the above, the management believes that sufficient profit will be generated in future with API business and hence is of the opinion that no provision is required in respect of the said investment.
9) Payment of Bonus Act,1965 has been amended during the year, enhancing the limit of entitlement of employee to whom the act becomes applicable with retrospective amendment w.e.f 01/04/2014 , High Court of various states have stayed the retrospective application of the act w.e.f 01/04/2014. Accordingly, the company relying upon the said stay has implemented the revised Act, w.e.f 01/04/2015
Additional liability, if any, on the retrospective amendment will be provided in the year of final decision by the courts.
10) PREVIOUS YEAR FIGURES
Previous year figures have been regrouped/reclassified wherever necessary. Due to the two discontinuing business operation (refer note 33), previous year figures are not comparable.