Directors Report - Tirupati Inks Limited
Transcription
Directors Report - Tirupati Inks Limited
!"# $"# Tirupati Inks Limited Adding Colours to your life NOTICE Notice is hereby given that the Twenty Ninth (29th) Annual General Meeting of Tirupati Inks Limited will be held on Monday, 30th September, 2013 MUKTADHARA (Banga Sanskriti Bhavan Trust), 18-19, Bhai Veer Singh Marg, Gole Market, New Delhi - 110001 at 10:00 am to transact the following business: Ordinary Business 1. To receive, consider and adopt the Audited Balance Sheet of the Company as at 31st March 2013 and Profit and Loss Account for the financial year ended on that date together with the Reports of the Auditors and Directors thereon. 2. To appoint a Director in place of Mr Ram Shanker Agrawal, who retires by rotation and being eligible offers himself for Re-appointment. 3. To appoint a Director in place of Mr Keshav Behari Lall, who retires by rotation and being eligible offers himself for Re-appointment. 4. To appoint the Statutory Auditors of the Company to hold office from the conclusion of this Annual General Meeting until the conclusion of the next Annual General Meeting and fix their remuneration. The retiring auditors M/s Shashi Dinesh & Co., Chartered Accountants, Kanpur, being eligible offer themselves for Re-appointment. Special Business: 5. To consider, and if thought fit, to pass the following resolutions, with or without modification(s) as an Ordinary Resolution: "Resolved that Mr Satya Narain Agrawal, who was appointed as an Additional Director of the Company to hold office till the date of the Annual General Meeting, be and is hereby appointed as an ordinary Director of the Company whose office shall be liable for determination through retirement by rotation." For and on behalf of the Board Of Tirupati Inks Ltd Date : 29th August, 2013 Place : Delhi Sanjiv Agrawal Executive Chairman and Managing Director NOTES: A. APPOINTMENT OF PROXY: A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/ HERSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE PROXY FORM IN ORDER TO BE EFFECTIVE MUST BE DEPOSITED WITH THE COMPANY NOT LESS THAN 48 HOURS BEFORE THE TIME FIXED FOR COMMENCEMENT OF THE MEETING. B. Corporate Members: Corporate Members intending to send their authorized representatives are requested to send a duly certified copy of the Board Resolution authorizing the representatives to attend and vote at the Annual General Meeting. C. Members/ Proxies attending the meeting are requested to bring their copy of Annual Report to the Meeting. D. The register of members and share transfer books of the Company will remain closed from Friday, 27th September, 2013 to Monday, 30th September, 2013 [both days inclusive]. E. Queries at the AGM: Queries proposed to be raised at the Annual General Meeting may be sent to the Company at its registered office at least seven days prior to the date of AGM to enable the management to compile the relevant information to reply the same in the meeting. F. Members are requested to notify any change in their address immediately to the Company at its Registered Office. 1 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life G. Members are requested to quote their folio Nos./DPID Nos. in all future correspondence(s) with the Company. H. Inspection of Documents: Documents referred to in the Notice etc., are open for inspection at the registered office of the Company at all working days except Saturdays between11A.M.and 2 P.M. upto the date of Annual General Meeting. I. Explanatory Statement as required under Section 173(2) of the Companies Act, 1956 in respect of Special Business as set out in the notice is annexed hereto. Explanatory Statement pursuant to section 173 (2) of the Companies Act, 1956 Item No. 5 Mr Satya Narain Agrawal was co-opted on the Board of Directors of the Company as an Additional Director to hold office until the date of ensuing annual general meeting.The Board is proposing to appoint him as an ordinary director in the ensuing AGM. Accordingly, the resolution is placed before the members for their consideration and approval. The Board recommends the proposed resolution for adoption in the larger interest of the Company. Except Mr Satya Narain Agrawal and Mr Sanjiv Agrawal, no directors are interested and concerned in the proposed resolution. For and on Behalf of the Board Of Tirupati Inks Ltd Date : 29th August, 2013 Place : Delhi 2 Sanjiv Agrawal Chairman and Managing Director Let's Join Hands... Tirupati Inks Limited Adding Colours to your life Statutory Reports 1. Directors Report 2. Management Discussion & Analysis Report 3. Report on Corporate Governance 3 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life DIRECTORS’ REPORT Dear Fellow Members, Your Directors have pleasure in presenting this 29th Annual Report of your Company together with the Audited Annual Accounts for the financial year ended 31st March 2013. Financial Results The summarized standalone financial performance of the Company for the financial year ended March 31, 2013 as compared to previous year was as under: (Rs.in lacs) Particulars Total Income Total Expenditure Profit / (Loss) Before Tax Provision for Income Tax MAT Credit Provision of Deferred Tax Profit / (Loss) After Tax Transfer to General Reserve Paid-up Share Capital Reserve & Surplus Financial Year 31st March 2013 31st March 2012 23002.44 22294.77 707.67 141.59 136.54 212.84 489.78 NIL 1515.24 5202.39 15605.17 15212.50 392.67 82.01 0.00 33.53 277.13 Nil 1515.24 4712.61 Financial Highlights Your company has registered all around progress during the year under review. The company is committed to make itself in international standards of quality, operational performance, efficiency and customer care. The highlights of our performance for the year 2012-13 are: The Gross Turnover of the company for financial year 2012-13 increased to Rs.23002.44 lacs as against Rs. 15605.17 lacs in the corresponding previous financial year, registering a growth of 47.40%. Net Profit after tax has increased from Rs. 277.13 lacs in the financial year 2011-12 to Rs. 489.78 lacs in the financial year 2012-13 registering an increase of 76.73 % due to better sales realization. The consolidated revenue from operations of the Company for the year ended March 31, 2013 was Rs. 26655.41 lacs, while the consolidated profit was Rs. 851.00 lacs. Report on Management Discussion and Analysis provides a detailed analysis of financial performance. During the year under review, your company has been awarded the certificate of excellence and Ranked third amongst top 100 Indian corporate as listed in inc india 500 awards, leading corporate magazine 'Inc India'. The company is growing on consistent basis and has healthy plans for its expansion. Your Directors are putting in their best efforts to improve the performance of the Company. The operational performance of the Company has been comprehensively covered in the Management Discussion and Analysis Report. We feel great in experiencing the trust and confidence reposed by our esteemed shareholders with an increased sense of responsibility, and assure them that we shall shoulder the same with utmost care and sense of accountability. FUTURE PROSPECTS AND OUTLOOK OF THE COMPANY The Global printing ink market of USD 14.5 billion is split evenly between North America, Europe and Asia-Pacific. While the North American and European sales have flattened out, the Asia-Pacific region continues to grow at a fast pace of about 8%, and should soon become the largest region in terms of ink consumption, driven by economic growth in China, India and other key countries. The overall Indian economic stability in its user industries such as FMCG, media, flexible packaging and publishing shows that printing Ink industry has witnessed an encouraging growth in domestic market during the year under review. The growth of the printing ink sector including that of rotogravure and flexographic inks has been very fast. The demand for the printing ink has become the vital aspect in sustaining the market growth. A diversified customer base ensures a wide distribution for the Company's products. Apart from direct sale of products to the customers, the company has also appointed distributors and consignee agents at different locations for product distribution.We have appointed new distributors in Lagos, Dubai and Sri Lanka for the international markets and in Uttaranchal for Indian markets. 4 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life PARTICIPATION IN THE GULF PRINT & PACK AT DUBAI We, participated in the Gulf Print & Pack held at Dubai in the month of April, 2013. It has helped us in geting some interesting leads for our Flexo and Gravure Solvent and Water Based Liquid Inks and UV Inks business in the MENA region. Visitors from Middle East, North, East & West Africa and Europe have offered us opportunities to understand and work towards customizing techno commercial requirements of high prospects. Trade fair 1. Was most effective medium to make sales and set up Partnerships/Joint Ventures and 2. The same assisted us in generation of new business leads with targeted buyers from Middle East & African countries. MATERIAL CHANGES ETC. Except the aforesaid and save as mentioned elsewhere in this report, no material changes and commitments affecting the financial position of the Company have occurred between the end of the financial year of the Company 31st March, 2013 and the date of this Report. DIVIDEND The Board of Directors of your Company has decided to retain and plough back the profits into the business of the Company. Thus no dividend is being recommended for this year. PUBLIC DEPOSITS The Company has not accepted any deposit from public/shareholders in accordance with section 58A of the Companies Act, 1956 and, as such,no amount on account of principal or interest on public deposits was outstanding on the date of the BalanceSheet. PARTICULARS OF EMPLOYEES In terms of the provisions of Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975 as amended, the names and other particulars of the employees are set out in the annexure to the Directors' Report. Having regard to the provisions of Section 219(1)(b)(iv) of the said Act, the Annual Report excluding the aforesaid information is being sent to all the members of the Company and others entitled thereto. Any member interested in obtaining such particulars may write to the Company Secretary at the Registered Office of the Company. DIRECTORS Mr Satya Narain Agrawal was appointed as additional director by the Board. In terms of the provisions of the Companies Act, 1956, he hold office until the date of the ensuing Annual General Meeting. His appointment as an Ordinary Director of the Company is placed before the Members for consideration. The Board recommends the resolution for adoption by the members. After the last Annual General Meeting, Mr Rakesh Kumar Agrawal, Mrs Rajni Maheshwari and Mr Ram Prakash Gupta resigned from the Board. The Board takes this opportunity to place its gratitude for services rendered by them. Mr Ram Shanker Agrawal retires by rotation and being eligible offers himself for re-appointment. Directors recommend his re-appointment. The brief resume of new directors proposed to be appointed and directors retiring by rotation and seeking re-appointment at the ensuing Annual General Meeting, their experience in specific functional areas and the companies on which they hold directorship and / or membership / chairmanship of the committees of the Board, their shareholdings etc., as stipulated under clause 49 of the listing agreement with the Stock Exchanges, are given in section "Report on Corporate Governance" of the Annual Report. CONSOLDATED FINANCIALS The company has its only Wholly Owned Subsidiary based at DUBAI. In accordance with the Accounting Standard AS-21 on Consolidated Financial Statements read with the Accounting Standard AS-23 on Accounting for Investments in Associates notified under Section 211 (3C) of the Companies Act, 1956 the Audited Consolidated Financial Statements are provided in the Annual Report. 5 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life DIRECTOR'S RESPONSIBILITY STATEMENT In terms of the provisions of section 217(2AA) of the Companies Act, 1956, and to the best of their knowledge and belief and according to the information and explanations obtained by them and save as mentioned elsewhere in this Report, the attached Annual Accounts and the Auditors' Report thereon, your Directors confirm that: a. in preparation of the annual accounts, the applicable accounting standards have been followed and there has been no material departure; b. they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March 2013 and of the profit of the Company for the period ended on that date; c. they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and d. they have prepared the Annual Accounts on a going concern basis. AUDITORS M/s Shashi Dinesh & Co., Chartered Accountants, Statutory Auditors of the Company hold office until the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. A certificate under section 224(1) of the Companies Act, 1956 regarding their eligibility for the proposed re-appointment has been obtained from them. Your Directors recommend their re-appointment. AUDITORS’ REPORT Comments made by the Statutory Auditors in the Auditors' Report are self-explanatory and do not require any further clarification. COST AUDITORS Pursuant to the provisions of sub-section (2) of 233-B read with Section 224 (1B) of the Companies Act, 1956 and consequent upon notification of the Companies (Cost Accounting Records) Rules, 2011 published vide G.S.R. 429(E), dated 3rd June, 2011 and Central Government Order No. 52/26/CAB/2010 dated 30th June, 2011. M/s R.M. Bansal & Co., Cost Accountants, Kanpur, were re-appointed as the cost auditors of the company to conduct the audit of the cost accounting records of the company for the FY 2012-13. The appointment of M/s Rakesh Mishra & Co., Kanpur was approved by the Central Government, as the cost auditors of the company to conduct the audit of Cost Accounting records of the company for the FY 2013-14. STOCK EXCHANGE LISTING The shares of the company stand listed on BSE Ltd and Delhi Stock Exchange. The listing fee for the financial year 2013-14 has already been paid to both the Stock Exchanges. CORPORATE GOVERNANCE Your Company believes that the great organizations are built on the foundation of good governance practices. Corporate Governance is all about effective management of relationship among constituents of the system, i.e. shareholders, management, employees, customers, vendors, regulators and the community at large. As stipulated under Clause 49 of the Listing Agreement, the Management Discussion and Analysis Report and the Corporate Governance Report had been incorporated as separate section forming part of the Annual Report. The compliance report on Corporate Governance and a certificate from M/s R & D Company Secretaries regarding compliance of the conditions of Corporate Governance, as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges, is attached herewith and forms part of this Annual Report. Certificate from Managing Director and Chief Financial Officer, inter alia, confirming the correctness of the financial statements, compliance with Company's Code of Conduct, adequacy of the Internal Control measures and reporting of matters to the Audit Committee in terms of Clause 49 of the Listing Agreement with the Stock Exchanges, is also enclosed as a part of the Annual Report. MANAGEMENT DISCUSSION AND ANALYSIS REPORT: Management Discussion and Analysis Report on financial condition and results of operations of the Company for the year under review as required under Clause 49 of the Listing Agreement entered with the Stock Exchanges is given as separate statement forming part of the Annual Report. SUBSIDIARY COMPANIES AND CONSOLIDATED FINANCIAL STATEMENTS As on date, Tirupati Inks World Wide FZE is the only subsidiary of the company. The said entity is incorporated as a wholly owned subsidiary of the company in May 2012 and FY 2012-13 happens to be the first year of the subsidiary. 6 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life In accordance with the general Circular Nos. 2 and 3 dated 8th February 2011 and 21st February 2011 issued by the Ministry of Corporate Affairs, Government of India, the Balance Sheet, Statement of Profit and Loss and other documents of the subsidiary companies are not being attached with the Balance Sheet of the Company. However the financial information of the subsidiary companies is disclosed in the Annual Report in compliance with the said circular. The Company will make available the Annual Accounts of the subsidiary companies and the related detailed information to any member of the Company who may be interested in obtaining the same. The annual accounts of the subsidiary companies will also be kept open for inspection at the Registered Office of the Company and that of the respective subsidiary companies. The Consolidated Financial Statements presented by the Company include the financial results of its subsidiary companies. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO a. Conservation of Energy & Technology Absorption: Information as required under Section 217(1)(e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, regarding conservation of energy, technology absorption and foreign exchange earnings and outgo, is given in Annexure A, forming part of this report. b. Export Activities:The product of the company which is printing ink was exported to the overseas market. The Company exports the printing inks to various countries viz., Nigeria, Turkey, Malaysia, Mauritius, Jordan, Italy, etc. Our export revenue from Inks during the year ending March 31, 2013 was Rs. 3373.77 Lacs (FOB value). c. Foreign Exchange Earnings and Outgo: (Rs. In Lacs) Particulars 2012-13 2011-12 Total Foreign Exchange Inflow 3373.77 404.92 10.73 1070.88 Total Foreign Exchange Outflow ACKNOWLEDGEMENT Your Directors are grateful and pleased to place on record their appreciation for the excellent support, trust, guidance and cooperation extended & reposed by the all its stakeholders, employees, customers, Financial Institutions and Banks, various Government Departments, statutory & regulatory bodies and local authorities in the Company and look forward to their continued patronage. The Board also expresses its appreciation of the understanding and support extended by the shareholders and employees of the Company For and on Behalf of the Board Of Tirupati Inks Limited Date : 29th August, 2013 Place : Delhi 7 Sanjiv Agrawal Chairman and Managing Director Let's Join Hands... Tirupati Inks Limited Adding Colours to your life Annexure A Annexure to the Directors’ Report INFORMATION AS PER SECTION 217(1) (e) READ WITH COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988 AND FORMING PART OF THE DIRECTORS' REPORT FOR THE YEAR ENDED 31st MARCH, 2013: PARTICULARS AS PER FORM A: 2012-2013 2011-2012 3.19 16.93 5.30 0.70 2.86 4.08 0.11 5.41 48.23 NIL 0.29 12.22 42.13 NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL A. POWER AND FUEL CONSUMPTION 1. ELECTRICITY (a) PURCHASED: Units (in lacs) Total amount (in lacs) Rate/Units (in Rs.) (b) OWN GENERATION: (i) Through Diesel Generator Ltrs (in lacs) Total amount (in lacs) Rate/Ltrs (in Rs.) (ii) Through Steam Turbine/ Generator 2. 3. LIGHT DIESEL OIL / FURNACE OIL Quantity (Kilo Ltrs.) Total Cost (in lacs) Average/Ltrs (in Rs.) GAS a. LPG GAS Quantity (K.G.) Total Cost (in lacs) Average/ K.G. (in Rs.) b. NATURAL GAS Quantity (SCM) Total Cost (in lacs) Average/ SCM (in Rs.) B. CONSUMPTION PER UNIT OF PRODUCTION 8 Particulars Unit Products Electricity Standards (if any) Current Year Previous Year (Rs. Per Kg.) 2090.14 3280.44 (Rs. Per Kg.) 2.28 3.28 Furnace Oil NIL NIL Coal (specify quality) NIL NIL Others (specify) NIL NIL Let's Join Hands... Tirupati Inks Limited PARTICULARS AS PER FORM B: Adding Colours to your life 2012-2013 2011-2012 NIL NIL of the above R & D : NIL NIL (c) Future plan of action NIL NIL NIL NIL (ii) Recurring 5.44 NIL (iii) Total 5.44 NIL 0.00 NIL NIL NIL NIL NIL A. RESEARCH AND DEVELOPMENT (R & D) (a) Specified Areas in which R & D carried out by the Company: (b) Benefits derived as a result (d) Expenditure on R & D (i) Capital (iv) Total R & D Expenditure as a percentage of total turnover B. TECHNOLOGY ABSORPTION, ADOPTION AND INNOVATION (a) Efforts in brief, made towards Technology Absorption, Adaption and innovation: (b) Benefits derived as a result of the above efforts e.g., product improvement, cost reduction, product Development, import substitution etc., : (c) In case of imported technology, (imported during the last five years reckoned from the beginning of the financial year) following information may be furnished : i) Technology imported NIL NIL ii) Year of import NIL NIL NIL NIL NIL NIL iii) Has technology been fully absorbed iv) If not fully absorbed, areas where this has not taken place, reason thereof and future plan of action 9 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life MANAGEMENT DISCUSSION AND ANALAYSIS REPORT Cautionary Statement Statements in the Management Discussion and Analysis Report describing the Company's objectives, expectations or predictions may be forward looking within the meaning of applicable securities, laws and regulations. Actual results may differ materially from those expressed in the statement. Important factors that could influence the Company's operations include overall global economic conditions, domestic manufacturing and service sector growth, foreign exchange stability, stable credit environment, Government policies, economic development, political factors and such other factors beyond the control of the Company. Forward-Looking Statements Forward-looking statements are based on certain assumptions and expectations of future events. The Company cannot guarantee that these assumptions and expectations are accurate or will be realized. The Company's actual results, performance or achievements could thus differ materially from those projected in any such forward-looking statements. The Company assumes no responsibility to publicly amend, modify or revise any forward looking statements, on the basis of any subsequent developments, information or events. Overview, Industry Structure & Developments Indian Economy & Packaging Industry The Indian economy, Asia's third-largest, has slowed sharply from the scorching growth notched a few years ago due to a string of factors, including high inflation, high interest rates, slowing global economy, delay in implementation of projects, slowing industrial growth and declining business sentiment. The government introduced a slew of reforms in September to kick start the economy, including in the Retail Sector. India's per capita consumption of packaging is very low compared to global standards. Initiatives are needed to convert the large unpacked commodities into processed and packed and well-presented commodities. There is a scope for innovation, entrepreneurship and advancements. However, with the expanding middle class and rising income levels, the patterns of consumption are bound to change substantially and the demand for quality and convenience-based products will increase. Concurrently, the increased interaction with the developed world will considerably influence the aesthetic and quality norms of the Indian consumer and lead to better consumption standards. This is expected to stimulate greater consumption of branded products and increase the use of rigid and flexible packaging. Rapid urbanization of rural society has given push to consumerism which has accelerated the use of modern packaging materials for packaged products and coupled with health consciousness, inclination to use well packed branded products has grown many fold amongst the common man. Relatively lower purchasing power of Indian consumer with rural markets now being pushed towards branded products, growth of small & affordable packages has shown a tremendous potential for the packaging materials, and above all innovative and novel application of packaging materials in Indian markets makes it different from developed economies towards the use of innovative packaging materials. In recent years, the printing industry in India has seen high levels of growth, owing to globalization and consumerism. The industry has grown with latest technology and machinery, quality standards and production capacities. The printing technologies and quality expectations are driving the evolution of Ink systems. The environmental standards are also helping use of solvent free, water based technologies. The packaging & printing sector is growing at an annual estimated rate of 12-15% percent with digital printing at robust 25-30 percent. Indian packaging industry is highly fragmented with a large number of small scale companies and a few large integrated players. According to one estimate, there are more than 22,000 registered packaging companies in India, more than 85 percent of which are MSMEs. Our Approach For our processes, we will: • Set improvement targets for energy and water consumption, greenhouse gas emissions, and solid waste emissions. 10 Let's Join Hands... Tirupati Inks Limited • Adding Colours to your life Measure and report these parameters, regularly, by site and by product. • Establish actions to improve, then re-check and re-measure. For our products, we have: • A structured and robust approach to product development that includes risk management and eco-efficiency improvements as key criteria. • Proactive approach in working with suppliers, customers, and industry trade groups to promote best practices. Printing Inks & Flexible Packaging Industry Many a reports by stalwarts of packaging industry indicate that global flexible packaging sector is growing at a faster pace driven by replacement of traditional pack types such as metal cans, glass and plastic bottles, and liquid cartons across a wide range of end-use sectors. Flexible packaging has also benefited from a wider range of new products being developed by brand owners in an increasingly competitive consumer marketplace. Barrier flexible packaging will continue to grow in importance as the major retail chains demand greater product protection and longer shelf life. High barrier films such as BOPET, BOPP besides paper to show the highest growth rates over the next couple of years , worldwide . Flexible packaging has reached market maturity in the developed nations of North America and western Europe and future growth will be modest. However, it is expected that flexible packaging would see stronger growth in developing countries. Flexible packaging covers materials that have undergone a conversion process including printing, lamination, coating and extrusion, and can involve different substrates such as plastic films, paper and foil. Flexible pack types include plastic bags and sacks, wrapping films and lidding films, paper bags and wrapper, and aluminium foil laminates, foil lidding, blister packaging and foil bags, sachets and pouches. The strongest printing markets are packaging and publication. The thrust on packaging is due to the organized retail sector gaining ground and the better sense of hygiene among the growing literate population. The flexible packaging market has excellent growth potential in the food and processed food, personal care, FMCG and retail sector. The demand for smaller packaging and increasing consumerism due to higher purchasing power has been a boon for the flexible packaging market. Packaging consumer products safely, conveniently, attractively and in eco-friendly packaging improves brand value which in turn increases market share. In the aggregate, packaging as sectorial activity boosts consumption and economic growth. The organized sector in India accounts for roughly 50 percent of the volumes whereas the balance is highly fragmented and distributed. Globally the scenario is somewhat more consolidated - roughly 75 percent of the global packaging industry by value is accounted for by 20 percent of the largest integrated global players. In India, as the industry grows and matures, there is expected to be a trend towards consolidation as the supply side companies merge and acquire smaller companies to increase scale, reduce competition and improve bargaining power with the customers Printing is the key process for producing packages with aesthetics, information & advertisements for product to look appealing with a brand name. The Asia-Pacific region has proved to be the strongest for growth in the printing and ink industries, as the growth of packaging and publishing in China, India, Vietnam and other nations is driving expansion. New techniques, new ingredients, newer formulations & newer demands from the printers of varied substrates and for printing at varied speeds as thrown open the market for innovative inks, cost effective inks & versatile inks which can meet the customised demands from the printers. This has given impetus to technological advancements in printing ink manufacturing. Demand for printing inks in the flexible packaging sector is growing rapidly @ CAGR of 15% thus offering high growth potential for the printing ink manufacturers. Company's current & future Outlook Our Company is mainly engaged in the business of manufacturing of Printing Inks and Allied Products. The fortunes of the printing ink industry are linked to growth in economy which in turn progresses with growth in various industry sectors including retail sector which has the potential to infuse growth in packaging & print advertising industries. The Indian printing industry has shown progress not only with modernization of manufacturing hardware but also with software, enabling it to compete internationally w.r.t print quality, designs and creativity. This has given impetus to exports of printed packaging materials, thus, adding to consumption of printing inks to higher levels besides 11 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life generating opportunities for various other printing methods & styles like digital printing & UV printing. In addition, increased per capita consumption of packaged foods, household & industrial consumables is offering fillip to growth of the printing industry & giving an optimistic outlook of the industry. Presently we are concentrating on adopting a penetrative marketing strategy to enter both domestic & international markets. Our printing inks have already found satisfied customers in Middle East, Africa, South Asia including India We have adopted a multifold market penetration strategy - market penetration of established products in new markets, new products in existing markets and new products in new markets. For developing export business in the Middle East & Africa region, we have established a wholly owned subsidiary in Dubai. To develop & grow domestic markets, besides appointing distributors within various Indian states, large ink consumption customers are being approached and business with many of them have since been established. We have been arranging customers meets in various countries & within India & participating in packaging materials related trade fairs both within & outside the country from time to time in order to have a direct interaction and bonding with the customers. TIL has embarked on a companywide business excellence and process transformation project. This project covers end to end business functions like R&D, Technology Transfer, Manufacturing, Procurement, Logistics, Human Resources, Finance, IT and all other shared services. The company has completed documenting the current methods, detail design of the business processes to be future ready and has commenced implementation via a comprehensive change management program. This implementation is via the new business organization structure and new business framework to improve customer responsiveness, changing market needs and cost optimization. A team of TIL process owners and external consultants are working on this project and is expected to further improve our Total Quality Management. The printing industry growth is linked to the GDP growth of the country. The demand for the printing ink has become the vital aspect in sustaining the market growth. The industry depends heavily on the prices of raw materials, crude oil. Moreover, the price volatility of these commodities has prompted the companies to opt for counter measures. The demand for printing ink is expected to grow further, especially from publishing segment and packaging segment. The industry will be on a zooming track of growth within a short span of time. Flexible packaging has been one of the fastest growing sectors of the packaging market over the last decade having developed from simple wraps and bags to more complex products with sophisticated functionality. The flexible packaging has promising future both in India & globally due to increased consumerism, Asia taking a leading position in the world. Opportunities The packaging industry is very dynamic and has undergone significant change because the environment in which it operates is changing e.g. laws & regulations, introduction of new products, the globalization of technologies and a general increase in competitiveness have accelerated in the last 10 years, but there are greater concerns with health and reliability issues such as greater commercial pressure for freshness in foods. In the drug sector, there is also pressure to inform the consumer greater details about the drug, its effects and side effects. Above all, the world perceives the packaging industry an environmental unfriendly and thus there is opposition to it in general. But all the products made by the Company are eco-friendly, thus do not have any effect. Corporate Social Responsibility The Company is a socially responsible corporate citizen committed to deliver a positive impact across social, economic and environmental parameters. The Company acknowledges its responsibility on the manner that its activities influence its consumers, employees and stake holders, as well as the environment. The Company seeks to achieve its corporate and social objectives by focusing on the following strategic areas• Environmental Responsibility • Employee Engagement • Community Initiatives Risk Management Over the years, the Company has achieved an appropriate balance between risk and returns by setting up an efficient risk mitigation system to meet various forms of financial and other risks. The primary risks that the company 12 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life is exposed to is credit risk, market risk and operational risk. Evaluation of risk and its management becomes more important in the global scenario, especially when your Company is trying to penetrate the global markets. Low demand, economic slowdown, political instability, higher inflation, natural calamities may affect the business. Business therefore cannot be risk free. What is therefore important is to correctly assess the risk area wise and to take steps to mitigate the risk before it becomes a potential threat. General risk areas are statutory compliances, economy, financial, government regulations and policies, market related, operational, products and technology, intellectual property etc. Human Resource Development/Industrial Relations The Company's Human Resources philosophy is to establish and build a strong performance and competency driven culture with greater sense of accountability and responsibility. The Company has taken pragmatic steps for strengthening organizational competency through involvement and development of employees as well as installing effective systems for improving the productivity, quality and accountability at functional levels. Our people are our key asset. We have been able to create a work environment that encourages pro-activeness and responsibility. The Company has cordial relations with employees and staff. There were no industrial relations problems during the year and the Company does not anticipate any material problems on this count in the current year. The management is also committed to help the employees and workers to sharpen their skills and to improve their knowledge base for which continuous efforts are made on training and development. With the changing and turbulent business scenario, our basic focus is to upgrade the skill and knowledge level of the existing human assets to the required level by providing appropriate leadership at all levels, motivating them to face the hard facts of business, inculcating the attitude for speed of action and taking responsibilities. The Company recognizes the importance and contribution of its human resources for its growth and development and is committed to the development of its people. Internal Control Systems and Adequacy The Company has established internal control systems for ensuring optimum use of resources and safeguarding the assets. The Internal Control Systems and procedure are adequate and commensurate with the size of the Company. These business control procedures ensure efficient use and protection of the resources and compliance with the policies, procedures and statutes. The management has put in place internal system for constant review and monitoring of recovery efforts. The Company has already formed an Audit Committee and has met five times in the year. Audit Committee ensures proper compliance with the provisions of the Listing Agreement with Stock Exchanges, Companies Act, reviews the adequacy and effectiveness of the internal control environment and monitors implementation of. Internal audit recommendations. Besides the above, Audit Committee is actively engaged in overseeing financial disclosures and in reviewing your Company's risk management policies. The role and responsibility of all managerial positions are established, monitored and controlled regularly. All the transactions are authorized, timely recorded and reported truly and fairly. However, as part of an ongoing process, we have further strengthened it by making a few more processes and workflows IT system based to ensure tighter control, monitoring and increased accountability in various areas of operation. In order to ensure adherence to the laid- down systems, apart from internal reporting and monitoring, we have also put in place formal Internal Audit System commensurate with the size and nature of business. We will continue our focus on improving the systems and procedures further to improve efficiency, transparency and accuracy. Environment, Occupational Health & Safety Your Company is committed to conducting its operations with due regard to the environment and providing a safe and healthy workplace for employees. The collective endeavour of your Company's employees at all levels is directed towards sustaining and continuously improving standards of environment, occupational health and safety in a bid to attain and exceed international benchmarks. Segment Performance Based on the guidelines of Accounting Standards on Segment Reporting (AS-17) issued by The Institute of Chartered Accountants of India, the Company's primary business segment is only Printing Inks & Allied Products and hence segment reporting under this head is not applicable. The secondary segment i.e. Geographical Segment is also not applicable since the Company's operations are situated in one geographical area i.e. India 13 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life REPORT ON CORPORATE GOVERNANCE In accordance with Clause 49 of the Listing Agreement with BSE Limited (BSE) and the Delhi Stock Exchange Limited (DSE) (Clause 49) Corporate Governance, the report containing the details of corporate governance systems and processes at Tirupati Inks Limited is as under: At Tirupati, Corporate Governance is all about maintaining a valuable relationship and trust with all the stakeholders. We consider our stakeholders as our partners in our success and we remain committed to maximizing stakeholder value, be it shareholders, employees, suppliers, customers, investors, communities or policy makers. This emanates from our strong belief that sound governance system based on relationship and trust is integral to creating value on an overall basis. We have a defined policy framework for ethical conduct of businesses. We believe that any business conduct can be ethical only when it rests on the nine core values of Honesty, Integrity, Respect, Fairness, Purposefullness, Trust, Responsibility, Citizenship and Courage. STATEMENT ON COMPANY'S PHILOSOPHY ON CODE OF GOVERNANCE Corporate Governance is a set of systems and practices to ensure that the affairs of the Company are being managed in a way which ensures accountability, transparency, and fairness in all its transactions in the widest sense and meet its stakeholders' aspirations and societal expectations. Good governance practices stem from the culture and mind set of the organisation and at Tirupati we are committed to meet the aspirations of all our stakeholders. This is demonstrated in shareholder returns, high credit ratings, governance processes and an entrepreneurial performance focused work environment. Our customer shave benefited from high quality products delivered at the most competitive prices. The essence of Corporate Governance lies in promoting and maintaining integrity, transparency and accountability in the higher echelons of management. The demand of corporate governance requires professionals to raise their competency and capability levels to meet the expectations in managing the enterprise and its resources effectively with the highest standards of ethics. It has thus become crucial to foster and sustain a culture that integrates all components of good governance by carefully balancing the complex inter-relationship among the board of directors, audit committee, accounting and corporate secretarial team, auditors and senior management -the CEO and CFO. At Tirupati, our employee satisfaction is reflected in the stability of our senior management, low attrition across various levels and substantially higher productivity. Corporate Governance at Tirupati is a rigorous and well-established framework that helps to manage the Company's affairs in a fair, accountable and transparent manner. Responsible corporate conduct is integral to the manner that we conduct our business and our actions are governed by values and principles, which are reinforced across all levels within the Company. Your Company has evolved guidelines and best practices over the years to ensure timely disclosure of information regarding our financials, performance, product offerings, distribution network and governance. To succeed, maintain sustainable growth and create long-term value requires the highest standards of corporate discipline. Your Company continues to focus its resources, strengths and strategies to achieve the vision of becoming a global leader in Printing Inks and allied Products while upholding the Core values of Quality, Trust, Leadership and Excellence. Our Code of Business Conduct and Ethics, and the Charter-Business for Peace are an extension of our values and reflect our commitment to ethical business practices, integrity and regulatory compliances. The Company's Corporate Governance philosophy is further strengthened through the Code of Conduct for Prevention of Insider Trading. The Company believes that all its actions must serve the underlying goal of enhancing overall shareholder value on a sustained basis. The Company is conscious of its responsibility as a good corporate citizen. The Company values transparency, professionalism and accountability. 1. COMPANY'S GOVERNANCE STRUCTURE The Corporate Governance structure at Tirupati is as follows: i. The Board of Directors: The Members of Tirupati Board with the permission of Chairman are free to bring up any matter for discussion at the Board Meetings and the functioning is democratic. The Board plays a key role in framing policies for ensuring and enhancing good governance. Besides its primary role of setting corporate strategies and goals and monitoring corporate performance, the Board directs and guides the activities of the Management towards achieving those corporate goals, seeks accountability with a view to achieve sustained and consistent growth aimed at adding value for its stakeholders. ii. Committee of the Board: The Board has constituted the following Committees viz; Audit Committee & Shareholders'/Investors' Grievance Committee. Each Committee has been mandated to operate within a given framework. 14 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life 2. COMPOSITION OF BOARD The Board is broad-based and consists of eminent individuals drawn from industry, management, technical, financial, legal and marketing. The board is entrusted with the ultimate responsibility of the management, general affairs, directions and performance of the company. The company is managed by the Board of Directors in coordination with the senior management team. The current policy is to have an appropriate mix of executive, non-executive and independent directors to maintain the independence of the Board, and to separate the functions of governance and management. Currently the Board consists of four members, one of whom is executive, one is non - executive and two are independent directors. The Board periodically evaluates the need for change in its composition and size. The details of each member of the Board along with the number of Directorship/Committee Membership and date of joining the Board are provided in this report. The Company maintains an optimum combination of Executive, Non-Executive and Independent Directors. The Board consists of total Four (4) directors on 31st March, 2013, out of which two (2) are independent. As on date of this report Mr.Sanjiv Agrawal is the Executive Chairman and Managing Director of the Company. The Constitution of the Board as on 31st March 2013 is as follows: Name of the Director Category & Designation No. of positions held in other Public Companies1 Board Committee Membership Chairmanship Mr Sanjiv Agrawal Chairman & Managing Director Promoter & Executive Nil Nil Nil Mr Satya Narain Agrawal Director Promoter & Non Executive 1 3 Nil Mr Ram Shanker Agrawal Director Non-Executive Independent Nil Nil Nil Mr Keshav Behari Lall Director Non-Executive Independent Nil Nil Nil 1 Only included Indian Companies. Directors' Attendance Record During the Financial Year 2012-13, (20) Twenty meetings of the Board of Directors were held on 26.04.2012, 28.05.2012, 30.05.2012, 28.06.2012, 30.06.2012, 06.07.2012, 09.08.2012, 14.08.2012, 29.08.2012, 10.09.2012, 26.09.2012, 01.10.2012, 16.10.2012, 30.10.2012, 10.11.2012, 03.12.2012, 14.02.2013, 09.03.2013, 25.03.2013 and 30.03.2013. The Board was duly supplied with the agenda of the meetings incorporating all material information for facilitating meaningful and focused discussions at the meeting. The intervening period between the Board Meetings was well within the maximum time gap of four months as prescribed in clause 49 of the Listing Agreement. Details of attendance of Directors in the Board meeting during the financial year 2012-13 are as under: Name of the Director Mr Sanjiv Agrawal Mr Satya Narain Agrawal Mr Ram Shanker Agrawal Mr Keshav Behari Lall Mr Ram Prakash Gupta1 Mrs Rajni Maheshwari1 Mr Rakesh Kr Agrawal1 1 2 15 No. of Board Meeting Held 20 52 20 20 16 16 16 Attendance at the Board Meeting 20 5 8 7 4 16 16 Whether attended Last AGM Yes NA Yes No No Yes Yes Resigned as Director from the Board w.e.f. 03.12.2012. Appointed as Additional Director on 03.12.2012. Let's Join Hands... Tirupati Inks Limited Adding Colours to your life Disclosure Regarding Appointment & Re-appointment of Directors in the ensuing AGM Mr Ram Shanker Agrawal, Director who shall be retiring in this AGM, being eligible has offered himself for reappointment and Mr Satya Narain Agrawal, Additional Director is regularizing in this Annual General Meeting. Brief particulars of these gentlemen are as follows: Particulars Mr Ram Shanker Agrawal Mr Satya Narain Agrawal DIN 02238676 05140024 Father's Name Late Shri Kashi Nath Agrawal Late Shri Nathu Ram Agrawal Date of Birth 02.02.1947 25.12.1937 Address 397, Shivpuri, West Chapera Pulia, Near Bright Angel School, Kanpur-208025, Uttar Pradesh House No. 143, Swarnim Vihar, Sector-82, Noida-201301, Uttar Pradesh Designation Director Director Education B. Com, FCA M.A (Eng), with degrees in commerce and law and a very senior Fellow Member of the Institute of Company Secretaries of India (ICSI). Experience Practicing Chartered Accountant by profession having around 45 years of experience in finance, accounts and taxation. He had been serving in the government organizations for about 40 years including Indian Air Force and for about 20 years as Prescribed Authority under the law in respect of Public Premises. He has considerable experience in various disciplines of Personnel and Administration and Secretarial and Legal work. He has been practicing as a Company Secretary since 2001. Companies in which holds Directorship Nil Shreedhar Milk Products Ltd Companies in which holds membership of committees Nil Shreedhar Milk Products Ltd Shareholding in the Company* (No. & %) Nil Relationship with other Director Nil Nil Father of Mr Sanjiv Agrawal, Chairman & Managing Director *As on Date BRIEF PROFILE OF DIRECTORS The Board of Directors of Tirupati Inks Ltd. comprises of following four directors: Mr. Sanjiv Agrawal, Executive Chairman & Managing Director Mr.Sanjiv Agrawal, aged 48 years is a Commerce Graduate and a Fellow Member of the Institute of Chartered Accountants of India. Mr. Agrawal has an experience of over 10 years in the Ink Industry and is primarily involved in strategic decision making. He also looks after the finance function and business development activities of the company. Mr. Satya Narain Agrawal, Additional Director Mr Satya Narain Agrawal, aged 75 years, is a M.A (Eng), with degrees in commerce and law and a very senior Fellow Member of the Institute of Company Secretaries of India (ICSI). He has joined our company in capacity of a Director w.e.f. December 3, 2012. He had been serving in the government organizations for about 40 years including Indian Air Force and for about 20 years as Prescribed Authority under the law in respect of Public Premises. He has considerable experience in various disciplines of Personnel and Administration and Secretarial and Legal work. He has been practicing as a Company Secretary since 2001. 16 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life Mr Ram Shankar Agrawal, Independent Director: Mr Ram Shankar Agrawal, aged 66 years, is a Commerce Graduate and a Fellow Member of the Institute of Chartered Accountants of India. Mr. R.S. Agrawal is a practicing Chartered Accountant and has around 40 years of experience in finance, accounts and taxation. Mr Keshav Behari Lall, Independent Director: Mr Keshav Behari Lall, aged 73 years is a science graduate from Agra University. He has over 39 years of rich experience in the field of Chemical Engineering and has served at various organizations in the Cloth industry like GRASIM, J.K.SYNTHETICS, SWADESHI POLYTEX LIMITED, etc. And retired as Process Engineer from HARIHAR PLOYFIBRES, in Karnataka. 3. AUDIT COMMITTEE (a) Terms of Reference The Audit Committee has been constituted as per Section 292A of the Companies Act, 1956 and the provisions of the Clause 49 of the Listing Agreement. The Audit Committee was last re-constituted on 3rd December, 2012. The Audit Committee shall have the authority to investigate into any matter that may be prescribed and the matters listed below and for this purpose the Audit Committee shall have full access to information contained in the records of the Company and external professional advice, if necessary: a. To review financial reporting process, all financial statements. b. To recommend appointment/ re-appointment/ replacement/ removal/ Audit fees/ any other fees of Statutory Auditor. c. Reviewing along with management, the listing compliances, related party disclosures, qualifications in draft audit report, matters required to be included in Directors Responsibility Statement, quarterly financial statements before its submission to the Board, changes in accounting policies, major accounting entries based on estimate of management. d. To look into all matters relating to internal control system, internal audit system and the reasons for substantial defaults in the payment to the depositors. e. To review functioning of "Whistle Blower Mechanism", if any. f. To review Management Discussion and Analysis of financial condition and results of operation, statement of significant Related Party Transactions as submitted by management, internal audit report, term of chief internal auditor (including his remuneration). (b) Composition The committee comprises of one Executive and two non-executive independent directors i.e. Mr Ram Shanker Agrawal- as Chairman; Mr Sanjiv Agrawal and Mr Keshav Behari Lall as the Members of the Committee. (c) Attendance The Committee met 5 (five) times during the Financial Year 2012-2013 on the following dates: 30.05.2012, 14.08.2012, 29.08.2012, 10.11.2012 and14.02.2013 and details of attendance of Directors in the Audit Committee meeting are as under: Name of the Director Designation Category Mr Ram Shanker Agrawal Chairman Non-Executive Independent Director 5 Mr Sanjiv Agrawal Member Promoter & Executive Director 5 Member Non-Executive Independent Director 4 Member Non-Executive Independent Director 1 Mr Ram Prakash Gupta Mr Keshav Behari Lall2 1 2 17 1 Attendance at the Audit Committee Meeting Resigned from the Board w.e.f. 03.12.2012 Inducted in the reconstituted Audit Committee w.e.f. 03.12.2012 Let's Join Hands... Tirupati Inks Limited 4. 5. Adding Colours to your life REMUNERATION COMMITTEE (a) Composition & Terms of Reference At present there is no Remuneration Committee in the company. The Company will reconstitute the Remuneration Committee in due course. (b) Remuneration Policy of the Company The remuneration policy of the Company is directed towards rewarding performance. The Managing Director and the Whole Time Director of the Company are entitled for payment of Remuneration as decided by the Board and approved by the members as per the provisions of the Companies Act, 1956. Directors are also entitled for the sitting fee for attending Board/ Committee Meeting except the Managing Director and Whole Time Director. (c) Details of the Directors' Remuneration for the financial year ended 31st March, 2013 Name of Director Sitting fees Salaries & Perquisites (In Rs.) Commission, Bonus Exgratia Total Amount (In Rs.) No. of Shares held*& % Mr Sanjiv Agrawal NIL 27,00,000 NIL 27,00,000 34,13,217 (22.53%) Mr Rakesh Kumar Agrawal NIL 4,16,000 NIL 4,16,000 100 (0.00%) Mrs Rajni Maheshwari NIL 4,00,000 NIL 4,00,000 175 (0.00%) Mr Satya Narain Agrawal NIL NIL NIL NIL NIL Mr Ram Prakash Gupta 9,000 NIL NIL 9,000 NIL Mr Ram Shanker Agrawal 11000 NIL NIL 11,000 NIL Mr Keshav Behari Lall 3,000 NIL NIL 3,000 NIL INVESTORS' GRIEVANCE COMMITTEE (a) Composition & Terms of Reference The Company has constituted an "Investors' Grievance Committee" to look into redressal of Shareholder's / investors' complaints, to approve share transfer, share transmission, splitting, consolidation, Rematerialization requisitions etc. and to oversee all matters connected with the Shareholders. The Committee was last re-constituted on 3rd December, 2012. The committee comprises of one executive and two non-executive independent directors i.e. Mr Ram Shanker Agrawal- as Chairman; Mr Sanjiv Agrawal and Mr Keshav Behari Lall as the Members of the Committee. Name of the Director Mr Ram Shanker Agrawal Mr Sanjiv Agrawal Mr Ram Prakash Gupta1 Mr Keshav Behari Lall 2 Category Designation Attendance in the meeting Non-executive Independent Chairman 5 Promoter Executive Member 5 Non-executive Independent Member 4 Non-Executive Independent Member 1 1 Resigned from the Board w.e.f. 03.12.2012 Inducted in the reconstituted Investors' Grievance Committee w.e.f. 03.12.2012 The committee met Five (5) times during the year on 30.05.2012, 14.08.2012, 29.08.2012, 10.11.2012, 14.02.2013 (b) Ms Garima Vishnoi is the Compliance Officer of the Company for the purpose of Clause 47 of the Listing Agreement to look after the compliances under the Listing Agreement and other SEBI Rules & Regulations etc. (c) During the year, the Company received 17(seventeen) complaints from its shareholders, all of which were resolved to the satisfaction of the shareholders and investors. At the end of the financial year there was no complaint pending. 2 18 Let's Join Hands... Tirupati Inks Limited 6. Adding Colours to your life GENERAL BODY MEETINGS A) Annual General Meetings: Particulars of past three Annual General Meetings of the Company: Year Date Venue Time 2011-12 28.09.2012 Poorva Sanskriti Kendra (PSK), Laxmi Nagar, New Delhi 2010-11 27.09.2011 2009-10 25.09.2010 No. of Special Resolution(s) passed 9:30 A.M. One Lok Kala Manch, Gaytri Hall, 20, Lodhi Institutional Area, Lodi Road, New Delhi 11:00 A.M. One B-4,Unesco Apartments, Plot No. 55,I. P. Extn, Patparganj, Delhi 11.00 A.M. Nil Special Resolution passed during the last three Annual General Meeting. B) Year Date Business passed 2010 25.09.2010 Nil 2011 27.09.2011 • Approval for change in terms of Prospectus 2012 28.09.2012 • Increase in remuneration of Executive Chairman and Managing Director Special Resolution passed through Postal Ballot No Special Resolution was passed through Postal Ballot during the Financial Year 2012-13. None of the businesses proposed to be transacted in the ensuing Annual General Meeting require passing a Special Resolution through Postal Ballot. 7. DISCLOSURES (a) Related Party Transactions There are no materially significant related party transactions with its Promoters, the Directors or the Management, their Subsidiaries or Relatives etc., which may have potential conflict with the interest of the company at large. The other related party transactions are given in note no. 2.36 of Notes on Accounts annexed to and forming the part of Balance Sheet and Profit and Loss Account of the Company. (b) Non compliance by the Company, Penalties, Structures There were no instances of non-compliance by the Company, penalties, structures imposed on the Company by the Stock Exchange or SEBI or any statutory authority on any matter related to capital markets during the last three years. (c) Non mandatory requirements The Company proposes to adopt the non-mandatory requirements including adoption of Whistle Blower Policy given in Annexure-3 of Clause 49 of the listing agreement in due course of time. 8. CODE OF CONDUCT The Board has formulated a code of conduct for the Board members and senior management of the Company. The same has also been posted on the website of the Company. All Board members and senior management personnel have affirmed their compliance with the code. Declaration on compliance with code of conduct by the Chairman & Managing Director: The Board has formulated a code of conduct for the Board members and senior management of the Company, which has been posted on the website of the Company - www.tirupatiinks.com. It is hereby affirmed that all the Directors and senior management personnel have complied with the code of conduct framed by the Company and a confirmation to that effect has been obtained from the directors and senior management. Sd/Sanjiv Agrawal Chairman & Managing Director 19 Let's Join Hands... Tirupati Inks Limited 9. Adding Colours to your life MEANS OF COMMUNICATION (a) At present quarterly/ half-yearly reports are not being sent to shareholder, individually. (b) The Quarterly / Half-Yearly / Annual Accounts results are published in the English and Hindi Newspapers. - - which newspaper normally published in • Financial Express Mumbai Edition(English) • Financial Express Delhi Edition(English) • Jansatta (Hindi) Any website where displayed Yes www.tirupatiinks.com (c) The Management Discussion and Analysis forms a part of the Annual Report. 10. GENERAL SHAREHOLDERS INFORMATION The Corporate Identity Number (CIN) allotted to the Company by the Ministry of Corporate Affairs (MCA) is L67120DL1984PLC017904. i) ii) Annual General Meeting Day & Date Time Venue Monday, September 30th, 2013 10:00 A.M. MUKTADHARA, (Banga Sanskriti Bhavan Trust) 18-19, Bhai Veer Singh Marg, Gole Market, New Delhi - 110001 Financial Calendar Events Tentative time frame Financial Reporting for the first quarter ended 30th June, 2013 Financial Reporting for the second quarter ending 30th September, 2013 Financial Reporting for the third quarter ending 31st December, 2013 Financial Reporting for the fourth quarter ending 31st March, 2014 iii) Dates of Book Closure iv) v) Dividend Payment Date Listing on Stock Exchanges: 14th August, 2013 (actual) On or before 14th November 2013 On or before 14th February 2014 On or before 30th May 2014 Friday, 27th September, 2013 to Monday, 30th September, 2013 Not applicable Name of Stock Exchange BSE Limited, Mumbai (BSE) Delhi Stock Exchange Limited (DSE) Stock Code 533258 19053 Annual listing fees for the year 2013-2014 has been paid. The ISIN Number (or demat number) of Tirupati Inks Limited on both NSDL and CDSL is INE493K01018. The Company has also paid the annual custody fee for the financial year 2013-2014 to both the depositories, viz. National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). 20 Let's Join Hands... Tirupati Inks Limited vi) Adding Colours to your life Market Price Data: The High/ Low of market price of the Company's equity shares traded on BSE during the financial year were as follows: Year High Low Volume Apr. 2012 5.48 4.55 10,18,927 May 2012 5.56 4.02 13,70,644 June 2012 5.00 4.11 8,58,069 July 2012 5.75 4.25 14,22,558 Aug. 2012 4.65 4.00 7,25,783 Sep. 2012 5.99 4.02 12,83,194 Oct. 2012 7.16 5.00 26,56,813 Nov.2012 6.84 5.19 14,78,513 Dec. 2012 6.40 5.41 12,43,802 Jan.2013 6.30 4.75 7,96,534 Feb.2013 5.49 4.30 8,93,773 Mar. 2013 5.08 3.53 7,63,514 Source :www.bseindia.com vii) Registrar and Share Transfer Agent & Share Transfer System In terms of SEBI Circular No. D&CC/FITT/CIR-15/2002 dated December 27, 2002, the Company is providing facility of a common agency for all the work related to share registry in terms of both physical and electronic at a single point by its Registrar and Share Transfer Agents, (RTA) i.e., Beetal Financial & Computer Services (P) Ltd whose address and contact details are given below: Particulars Beetal Financial & Computer Services (P) Ltd Contact Person Mr Puneet Mittal Address Beetal House, 3rd Floor, 99, Madangir, Behind Local Shopping Centre, Near Dada Harsukhdas Mandir, New Delhi- 110 062 Telephone No. 011-29961281, 282 , 283 Fax No. 011 - 29961284 E mail [email protected] Presently, the share transfers which are received in physical form and requests received for dematerialization/ remateralisation of Shares are processed and the share certificates are returned within a period of 15 days from the date of receipt, subject to the documents being valid and complete in all respects. Similarly, the processing activities of dematerialization/remateralisation requests are normally confirmed within 15 days from the date of their receipt provided the documents are in order in all respects. Mr Satya Narain Agrawal, director and Ms Garima Vishnoi, Company Secretary are severally empowered to approve transfer. The Company obtains from a Practicing Company Secretary half yearly certificate of compliance as required under clause 47(c) of the Listing Agreement and files the same with Stock Exchanges. viii) Secretarial Audit for Reconciliation of Capital: The Securities and Exchange Board of India has directed vide circular No. D&CC/FITTC/CIR-16/2002 dated December 31, 2002 that all issuer companies shall submit a certificate of capital integrity, reconciling the total shares held in both the Depositories, viz. NSDL and CDSL and in physical form with the total issued / paid up capital. 21 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life the Depositories, viz. NSDL and CDSL and in physical form with the total issued / paid up capital. The said certificate, duly signed by the Practicing Company Secretary is submitted to the Stock Exchanges where the securities of the Company are listed within 30 days from the end of each quarter and the certificate is also placed before the Board of Directors of the Company. ix) A. Distribution of Shareholding as on 31st March 2013 Category Category Code of Shareholder No. of shareholders Total No. As a of Shares percentage of (A+B+C) (A) Shareholding of promoter and Promoter Group 1. Indian 2. Foreign 4 4078370 26.92 NIL NIL NIL 4 4078370 26.92 NIL NIL NIL Total Shareholding of promoter and promoter Group (B) Public Shareholding (1) Institutions (2) Non-institutions 9813 11074000 73.08 Total Public Shareholding 9813 11074000 73.08 (C ) Shares held by Custodians and against which Depository Receipts have been issued (1) Promoter and Promoter Group NIL NIL NIL (2) Public NIL NIL NIL 9817 15152370 100.00 TOTAL (A) + (B) +(C) 1 For definitions of "Promoter Shareholding" and "Promoter Group", refer to Clause 40A of Listing Agreement. For definition of "Public Shareholding", refer to Clause 40A of Listing Agreement. *As per disclosure under regulation 30(2) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, furnished by the promoters. 2 B. Distribution Schedule as at 31st March, 2013 Shareholding of Nominal Value of Rs. (1) Rs. Up to 5,000 Number (2) % to Total (3) In Rs. (4) % to Total (5) 7133 72.66 13,95,905 9.21 10,000 1229 12.52 10,47,695 6.91 10,001 20,000 678 6.91 10,87,194 7.18 20,001 30,000 246 2.51 6,45,625 4.26 30,001 40,000 107 1.09 3,92,262 2.59 40,001 50,000 118 1.20 5,73,062 3.78 50,001 1,00,000 167 1.70 12,46,846 8.23 139 1.42 87,63,781 57.84 9817 100.00 15,15,23,700 100.00 Total 22 Share Amount 5,001 1,00,001 and Above x) Shareholders Dematerialization of shares and liquidity: As on 31st March 2013 about 98.40% of the Company's equity paid-up capital had been dematerialized.Trading in equity shares of the Company at the Stock Exchange is permitted compulsorily in demat mode. Let's Join Hands... Tirupati Inks Limited Adding Colours to your life xi) There are no outstanding GDRs/ ADRs/ Warrants or any other Convertible Instruments as on the date. xii) Plant Locations: The Company has its plant locations at the following locations. Units Jammu Unit Lane No.4, Phase-II, Plot No. 267, SIDCO Industrial Complex, Bari Brahmana, Jammu - 181133 (J & K) Greater Noida Unit Plot no. D-109 to D-112, Industrial Area,Surajpur - Site 5, EPIP, Kasna, Greater Noida - 201306 (UP) xiii) Address for Correspondence: The shareholders may send their communication grievances/ queries to the Registrar and Share Transfer Agents at their Address mentioned above or to the Company at: Investor Relation Centre Tirupati Inks Ltd 101, DDA Market, Hargobind Enclave Vikas Marg Extn. New Delhi - 110 092 Telefax: +91-11-22376767 e-mail:[email protected] 23 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life CEO/CFO Certification We, Sanjiv Agrawal, Executive Chairman & Managing Director and Rajiv Kapoor, Chief Finance Officer (CFO), responsible for the finance function certify that: (a) We have reviewed financial statements and the cash flow statement for the year ended 31st March 2013 and that to the best of our knowledge and belief: (i) These statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading; (ii) These statements together present a true and fair view of the company's affairs and are in compliance with existing accounting standards, applicable laws and regulations. (b) To the best of our knowledge and belief, no transactions entered into by the company during the year are fraudulent, illegal or violative of the company's code of conduct. (c) We accept responsibility for establishing and maintaining internal controls for financial reporting and that they have evaluated the effectiveness of internal control systems of the company pertaining to financial reporting and they have disclosed to the auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which they are aware and the steps they have taken or propose to take to rectify these deficiencies. (d) We have indicated to the auditors and the Audit committee (i) Significant changes in internal control over financial reporting during the year; (ii) Significant changes in accounting policies during the year and that the same have been disclosed in the Notes to the financial statements; and (iii) Instances of significant fraud of which they have become aware and the involvement therein, if any, of the management or an employee having a significant role in the company's internal control system over financial reporting. Date : 29th August, 2013 Place : Delhi Rajiv Kapoor Chief Finance Officer Sanjiv Agrawal Executive Chairman & Managing Director Certificate of Compliance with the conditions of Corporate Governance under Clause 49 of the Listing Agreement To The Members Tirupati Inks Limited New Delhi We have examined the compliance of conditions of Corporate Governance by Tirupati Inks Limited (hereinafter referred as "the Company") for the year ended March 31, 2013, as stipulated in clause 49 of the listing agreement of the said Company with the stock exchanges. The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company. In our opinion and to the best of our information and explanations given to us, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in the above-mentioned listing agreement. We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the Management has conducted the affairs of the Company. For R&D Company Secretaries Date : 29th August, 2013 Place : Delhi 24 Debabrata Deb Nath ACS: 23935; CP: 8612 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life AUDITOR’S REPORT The Members M/s Tirupati Inks Limited. 101, DDA Market, Hargobind Enclave, Vikas Marg Extn., Delhi - 110092 We have audited the attached Balance Sheet of Tirupati Inks Limited ("the Company") as at 31st March, 2013, the related Profit & Loss Account and Cash Flow Statement for the year ended on that date annexed thereto, which we have signed under reference to this report. These financial statements are the responsibility of the Management of the Company. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. As required by the Companies (Auditor's Report) Order, 2003 as amended by the Companies (Auditor's Report) ( Amendment) Order, 2004 (together, 'the Order') issued by the Central Government of India in terms of Section 227 (4A) of the Companies Act, 1956, of India (the Act), and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we set out in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order. Further to our comments in the Annexure referred to in Paragraph 3 above, we report that : (a) We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purposes of our audit; (b) In our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books. (c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account; (d) In our opinion, the Balance Sheet, Profit and Loss Account and the Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Act; (e) On the basis of the written representations received from the Directors as on March 31, 2013, and taken on record by the Board of Directors of the Company, none of the Directors is disqualified as on March 31, 2013 from being appointed as a Director in terms of clause (g) of sub-section (1) of Section 274 of the Act; (f) In our opinion and to the best of our information and according to the explanation given to us, the Balance Sheet, Profit and Loss Account and the Cash Flow Statement, together with the Notes thereon and annexed thereto, give in the prescribed manner the information required by the Act and give a true and fair view in conformity with the accounting principles generally accepted in India : i. in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2013; ii. in the case of the Profit and Loss Account, of the profit for the year ended on that date; and iii. in the case of the Cash Flow Statement, of the cash flows for the year ended on that date. For SHASHI DINESH & CO. Firm’s Regn No. 004975 C Chartered Accountants Place : Delhi Dated : 30.05.2013 25 (CA Sudhir Kapoor) Partner Membership No. 073456 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life ANNEXURE TO THE AUDITORS REPORT i (a) The Company has maintained proper records showing full particulars including quantitative details and situation of Fixed Assets (b) As informed to us a portion of these fixed assets have been physically verified by the management during the period. The discrepancies noticed, if any, from the book records and physical inventory of Fixed Assets Register were not material. (c) The fixed assets disposed off during the year, in our opinion, do not constitute substantial part of the fixed assets of the company and such disposal has, in our opinion, not affected the going concern status of the company. ii (a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable. (b) The procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business. (c) The company is maintaining proper records of inventory. In our opinion and according to the information and explanation given to us no material discrepancies were noticed on physical verification. iii (a) The company has not granted any loans secured or unsecured to the companies, firms or other parties covered under section 301 of the Act. Accordingly clauses iii(b) to iii (d) of the paragraph 4 of the order are not applicable to company for the current year. (b) The company has obtained unsecured, interest free loan from a company covered in the register maintained under section 301 of the Companies Act, 1956. The amount is Rs. 700.00 lacs. The terms and conditions of the loan so obtained are not prejudicial to the interest of the company. iv In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with size of the company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls. v. (a) According to the information and explanations given to us, we are of the opinion that the transaction that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered. (b) In our opinion and according to the information and explanations given to us, the transaction made in pursuance of contracts or (c) Arrangements entered in the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of Rs. 5.00 lacs in respect of each party, during the year have been made at prices which appear reasonable as per the information available with the company. vi. As per the information and explanations given to us and as per our examination of books of accounts, the company has not taken any deposit, hence there is no contravention of the provisions of Section 58A, 58AA or any other relevant provisions of the Companies Act, 1956. vii. In our opinion, the company has an internal audit system commensurate with the size and nature of its business. In view of the increased size and nature of the transactions, it is advisable to strengthen it more, in the ensuing year. viii. We have broadly reviewed the cost records maintained by the company pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed by the Central Government under Section 209 (1) (d) of the Companies Act, 1956 and are of the opinion that prima facie the prescribed cost records have been maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete. ix (a) The company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employees state insurance, income tax, service tax, custom duty, excise duty, cess and other material statutory dues applicable to it. (b) According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, sales tax, service tax, custom duty, excise duty and cess were in arrears, as at 31st March 2013 for a period of more than six months from the date they became payable. 26 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life x. The company has no accumulated losses, hence this clause is not applicable. xi. In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of dues to financial institution, bank or debenture holders. xii. The company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. xiii. In our opinion, the company is not a chit fund or a nidhi / mutual benefit fund/society. Therefore, the provisions of clause 4(xiii) of the companies (Auditors Report) order, 2003 are not applicable to the company. xiv. In our opinion, the company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor's Report) order, 2003 are not applicable to the company. xv. As per the explanations and as per the records of the company, no guarantee has been given by the company for loans taken by the others from banks or financial institutions. xvi. The Company has not raised any Term Loan during the year. The Term Loans outstanding at the beginning of the year had been applied, on an overall basis for the purposes for which they were raised. xvii. According to the information and explanations given to us, and on an overall examination of the balance sheet of the company, we are of the opinion that there are no funds raised on short-term basis that have been used for long-term investment. No long-term fund have been used to finance short-term assets except permanent working capital. xviii. The Company has not made any Preferential Allotment of shares to parties and companies covered in the Register maintained under Section 301 of the Companies Act, 1956. xix Since the company has not issued debentures this clause is not applicable. xx. The Company has not raised any monies by way of public issues during the year. xxi. In our opinion and according to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the year. For SHASHI DINESH & CO. Chartered Accountants Firm’s Regn No. 004975 C Place : Delhi Dated : 30.05.2013 27 (CA Sudhir Kapoor) Partner Membership No. 073456 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life BALANCE SHEET AS AT 31ST MARCH, 2013 (Rs. in Lacs) PARTICULARS I. As At 31st March 2013 As At 31st March 2012 2.01 2.02 1515.24 5202.39 1515.24 4712.61 2.03 708.53 274.15 9.01 21.06 9.25 61.31 7.01 12.80 6275.65 4496.72 360.62 141.59 ----------------------------------------------------------19004.96 ========================================= 3409.90 3467.48 147.29 81.26 --------------------------------------------------------13424.15 ======================================== 3839.44 0.00 3.18 26.95 16.79 136.54 2062.64 0.00 1409.87 0.00 16.46 0.00 5148.82 8446.58 511.36 875.30 ----------------------------------------------------------19004.96 ========================================= 3822.53 4991.40 353.17 768.08 --------------------------------------------------------13424.15 ======================================== Note No. EQUITY AND LIABILITIES (1) Shareholder’s Funds (a) Share Capital (b) Reserves and Surplus (2) Non-Current Liabilities (a) Long Term Borrowings (b) Deferred Tax Liabilities (Net) (c) Other Long Term Liabilities (d) Long Term Provisions (3) Current Liabilities (a) Short-Term Borrowings (b) Trade Payables (c) Other Current Liabilities (d) Short-Term Provisions 2.04 2.05 2.06 2.07 2.08 2.09 Total Equity & Liabilities II. ASSETS (1) Non-Current Assets (a) Fixed Assets (i) Tangible Assets (ii) Intangible Assets (iii) Capital Work-in Progress (b) Non Current Investments (c) Long Term Loans and Advances (d) Other Non Current Assets 2.11 2.12 2.13 (2) Current Assets (a) Inventories (b) Trade Receivables (c) Cash and Cash Equivalents (d) Short-Term Loans and Advances 2.14 2.15 2.16 2.17 2.10 Total Assets Significant Accounting Policies Notes to Accounts 1 2 As per our separate report of even date. For SHASHI DINESH & CO. Chartered Accountants Firm’s Regn No. 004975 C (CA Sudhir Kapoor) Partner Membership No. 073456 Place : Delhi Date : 30th May, 2013 28 For Tirupati Inks Ltd. (Sanjiv Agrawal) Chairman & Managing Director (Satya Narain Agrawal) Whole Time Director (Rajiv Kapoor) Chief Finance Officer (Garima Vishnoi) Company Secretary Let's Join Hands... Tirupati Inks Limited Adding Colours to your life MANUFACTURING, TRADING & PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED ON 31st MARCH 2013 (Rs. in Lacs except per share data) PARTICULARS I II Year Ended 31st March 2013 Year Ended 31st March 2012 2.18 2.19 22943.25 59.19 ----------------------------------------------------------23002.44 ----------------------------------------------------------- 15564.40 40.77 --------------------------------------------------------15605.17 --------------------------------------------------------- 2.20 2.21 20512.47 292.29 15098.37 126.45 2.22 2.23 2.24 2.25 2.26 (253.62) 418.99 892.43 143.07 289.14 ----------------------------------------------------------22294.77 --------------------------------------------------------------------------------------------------------------------707.67 ----------------------------------------------------------- (792.12) 110.60 505.06 23.61 140.53 --------------------------------------------------------15212.50 ----------------------------------------------------------------------------------------------------------------392.67 --------------------------------------------------------- 141.59 136.54 5.05 212.84 217.89 ----------------------------------------------------------489.78 ----------------------------------------------------------- 82.01 0.00 82.01 33.53 115.54 --------------------------------------------------------277.13 --------------------------------------------------------- 3.23 3.23 1.83 1.83 Note No. Revenue from Operations Other Income Total Revenue III Expenses: Purchases/Consumption Manufacturing Cost (Increase)/ Decrease in F.G., WIP & Stock in Trade Employee Benefit Expenses Finance Costs Depreciation and Amortisation Expenses Other Expenses Total Expenses IV Profit/(Loss) Before Tax V Tax Expense: (1) Current Tax (2) MAT Credit (3) Net Current Tax (4) Deferred Tax VI Profit/(Loss) After Tax VII Earning Per Equity Share: Basic Diluted Significant Accounting Policies Notes to Accounts 1 2 As per our separate report of even date. For SHASHI DINESH & CO. Chartered Accountants Firm’s Regn No. 004975 C (CA Sudhir Kapoor) Partner Membership No. 073456 Place : Delhi Date : 30th May, 2013 29 For Tirupati Inks Ltd. (Sanjiv Agrawal) Chairman & Managing Director (Satya Narain Agrawal) Whole Time Director (Rajiv Kapoor) Chief Finance Officer (Garima Vishnoi) Company Secretary Let's Join Hands... Tirupati Inks Limited Adding Colours to your life CASH FLOW STATEMENT FOR THE YEAR ENDING ON 31ST MARCH, 2013 (Rs. in Lacs) PARTICULARS Year Ending 31st March 2013 Year Ending 31st March 2012 707.67 392.67 143.07 892.43 2.34 29.71 ---------------------------1715.80 23.61 505.06 0.00 24.91 ---------------------------896.43 (A) CASH FLOW FROM OPERATING ACTIVITIES Net Profit Before Tax Add: Depreciation Interest Expenses Loss on Sale of Fixed Assets Less: Interest Income Operating Profit Before Working Capital Changes Adjusted for Inventories Trade Receivables Long Term Loans & Advances Short Term Loans & Advances Long Term Provisions Trade Payables Other Current Liabilities Cash Generated from Operations Tax Paid (-) (-) (-) (-) NET CASH FLOW FROM OPERATING ACTIVITIES (B) CASH FLOW FROM INVESTING ACTIVITIES Purchase of Fixed Assets C.W.I.P. (Including Advance against Capital Goods) Sale of Fixed Assets Subsidy Received Against Fixed Assets Investment in Wholly Owned Foreign Subsidiary Interest Income (-) NET CASH FLOW FROM INVESTING ACTIVITIES (-) (C ) CASH FLOW FROM FINANCING ACTIVITIES Long Term Borrowings Short Term Borrowings Other Long Term Liabilities Interest Expenses (-) (-) (-) NET CASH FLOW FROM FINANCING ACTIVITIES Net Cash Increase in Cash & Cash Equivalents Cash & Cash Equivalents at the Beginning of the Year Cash & Cash Equivalents at the End of the Year (-) (-) (-) (-) (-) 1326.29 3455.18 0.33 107.22 8.26 1029.24 213.33 ---------------------------1922.39 81.26 ---------------------------2003.65 ---------------------------- (-) (-) (-) (-) (-) 1925.96 1406.69 3.75 0.00 26.95 29.71 ---------------------------512.76 ---------------------------- (-) (-) 699.28 2865.75 2.00 892.43 ---------------------------2674.60 ---------------------------158.19 353.17 511.36 (-) (-) 1885.96 950.23 11.74 137.50 0.00 2483.58 71.65 ---------------------------741.23 76.58 ---------------------------664.65 ---------------------------1645.06 4.49 0.00 2.63 0.00 24.91 ---------------------------1613.03 ---------------------------68.21 1381.36 2.00 505.06 ---------------------------806.09 ---------------------------142.29 495.46 353.17 Notes: 1 The above Cash Flow Statement has been prepared under the Indirect Method setout in AS - 3 issued by The Institute of Chartered Accountants of India. 2 Previous year figures have been re-grouped and re-arranged wherever considered necessary. This is the Cash Flow Statement referred to in our report of even date. For SHASHI DINESH & CO. Chartered Accountants Firm’s Regn No. 004975 C (CA Sudhir Kapoor) Partner Membership No. 073456 Place : Delhi Date : 30th May, 2013 30 For Tirupati Inks Ltd. (Sanjiv Agrawal) Chairman & Managing Director (Satya Narain Agrawal) Whole Time Director (Rajiv Kapoor) Chief Finance Officer (Garima Vishnoi) Company Secretary Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 1 SIGNIFICANT ACCOUNTING POLICIES Corporate Information The Company was incorporated as S P Leasing Limited on April 10, 1984 in New Delhi as Public Limited Company under the Companies Act, 1956. The name of the company was changed to Jyotiragamaya Promoters Limited on May 1, 2008. Subsequently, the name of the company was changed to Tirpuati Inks Limited on March 27, 2009 pursuant to the Scheme of Amalgamation approved by the Honor'able High Court of Delhi on November 19, 2008. The company is engaged in the manufacturing of Printing Inks & its Allied Products and provides complete packaging solutions. The Company has its manufacturing units located at Jammu and Greater Noida. The Equity Shares of the company stand listed on BSE Limited and Delhi Stock Exchange Limited. 1.01 Basis of Accounting The financial statements have been prepared under the historical cost convention in accordance with generally accepted accounting principles in India, the accounting standards issued by the Institute of Chartered Accountants of India and provisions of the Companies Act, 1956, as adopted consistently by the company. The Company follows the Mercantile System of accounting and recognizes items of income and expenditure on accrual basis. 1.02 Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses for the years presented. Actual results could differ from those estimates. 1.03 Recognition of Income and Expenditure Sales are recognized when goods are supplied and are recorded net of rebates and Sales Tax / VAT and inclusive of Excise Duty. Expenses are accounted for on accrual basis and provision is made for all known losses and expenses. Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. 1.04 Fixed Assets and Depreciation The Fixed Assets are stated at cost (Net of CENVAT and VAT where applicable) less accumulated depreciation. Depreciation is provided on additions and deletions on pro-rata basis on Straight Line Method at the rates provided in Schedule XIV of the Companies Act, 1956. Direct costs are capitalized. All pre-operative expenses, on the commencement of commercial production attributable to the fixed assets are capitalized. 1.05 Impairment of Assets Whenever events indicate that assets may be impaired, the assets are subject to a test of recoverability based on estimates of future cash flows arising from continuing use of such assets and from its ultimate disposal. A provision for impairment loss is recognized where it is probable that the carrying value of an asset exceeds the amount to be recovered through use or sale of the asset. 1.06 Inventories Inventories are valued at lower of cost and net realizable value. a. Raw Materials : Average Cost Method b. Finished Goods & Work in Progress : Includes conversion and other cost incurred in bringing the inventories to their present location and condition. 1.07 Retirement Benefits a. The company contributes to the employees provident fund maintained under the Employees Provident Fund Scheme of the Central Government and the same is charged to Profit & Loss A/c. 31 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life b. Gratuity is a post employment benefit and is in the nature of defined benefit plan. The liability recognized in the Balance Sheet in respect of Gratuity is the present value of the defined benefit obligation as at the Balance Sheet date less the fair value of plan assets, together with adjustments for unrecognized actuarial gains or losses. The defined benefit obligation is calculated at the balance sheet date on the basis of actuarial valuation by the independent Actuary, using Projected Unit Cost Method (PUC). Actuarial gains & losses arising from experience adjustments and changes in actuarial assumptions are recorded in the statement of profit & loss in the year in which such gains or losses arise. 1.08 Insurance Claims Insurance claims are accounted for at the time of lodging the claim with the Insurance company. In case claim amount is greater than the book value of the assets lost/damaged, the accounting of claim is restricted to the respective book values of the assets lost/damaged. 1.09 Taxation Tax expense comprises of Current and Deferred Tax. Current Income Tax is measured at the amount expected to be paid to the tax authorities in accordance with the Indian Income Tax Act, 1961. Deferred Tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the Balance Sheet date. Deferred Tax is recognized, subject to the considerations of prudence, on timing differences, being the difference between taxable income that originate in one period and are capable of reversal in one or more subsequent periods. Minimum Alternate Tax (MAT) paid in accordance with the tax laws, which give futures economic benefits in the form of adjustment to future income tax liability, is considered as an asset if there is convincing evidence that the company will pay normal income tax. Accordingly, MAT is recognized as an asset in the Balance Sheet when it is probable that future economic benefit associated with it will flow to the company. 1.10 Foreign Currency Transactions All transactions in foreign currency are recorded at the rates of exchange prevailing on the dates when the relevant transactions take place. Monetary items in the form of Current Assets and Current Liabilities in foreign currency, outstanding at the close of the year are converted in Indian Currency at the appropriate rates of exchange prevailing on the date of the Balance Sheet. Resultant gain or loss is accounted during the year. 1.11 Contingent Liabilities Provision in respect of present obligation arising out of past events are made in accounts when reliable estimates can be made of the amount of the obligation. Contingent Liabilities, if material, are disclosed by way of Notes to Accounts. 1.12 Miscellaneous Expenditure Costs incurred in connection with raising capital are adjusted against the Securities Premium Account. 1.13 Borrowing costs attributable to acquisition or construction of qualifying assets are capitalized as part of the cost of such assets up to the date when such asset is ready for its intended use. Other borrowing costs are charged to the Profit & Loss A/c. 32 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 2 Notes to Accounts Forming Integral Part of the Balance Sheet As At 31st March, 2013 PARTICULARS (Rs. in Lacs) As At 31st March 2013 As At 31st March 2012 1600.00 1600.00 ----------------------------------------------------------1600.00 ----------------------------------------------------------- --------------------------------------------------------1600.00 --------------------------------------------------------- 1515.24 1515.24 Note : 2.01 Share Capital A. AUTHORIZED SHARE CAPITAL 1,60,00,000 Equity Shares of Rs. 10/- each. (Previous Year 1,60,00,000 Equity Shares of Rs. 10/- each) ISSUED, SUBSCRIBED & PAID UP SHARE CAPITAL 1,51,52,370 Equity Shares of Rs. 10/- each, Fully Paid- Up (Previous Year 1,51,52,370 Equity Shares of Rs. 10/- each) ------------------------------------------------------------------------------------------------------------------1515.24 1515.24 ========================================= ======================================== The Company has only One Class of Equity Share having Par Value of Rs.10 Per Share and Each Shareholder is eligible for One Vote Per Share. Total B. Reconciliation of Number of Equity Shares Outstanding at the beginning and at the end of the year Number of Shares Outstanding as at the beginning of the year 15152370 15152370 Add : Number of Shares Issued during the year Nil Nil ------------------------------------------------------------------------------------------------------------------15152370 15152370 Less : Number of Shares Bought Back during the year Nil Nil ------------------------------------------------------------------------------------------------------------------Number of Shares Outstanding at the end of the year 15152370 15152370 ------------------------------------------------------------------------------------------------------------------C. Details of Shares held by Shareholders having more than 5% of the aggregate shares in the company. Aa At 31st March, 2013 No. of Shares % of Held Shareholding Name of Shareholder Sanjiv Agrawal 3413217 As At 31st March, 2012 No. of Shares % of Held Shareholding 22.53 3413217 22.53 D. Details of Shares alloted pertaining to following categories Particulars 2011-12 2010-11 2009-10 2008-09 2007-08 NIL NIL NIL 2325626 NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL NIL Fully paid up shares allotted in the last five years pursuant to the scheme of amalgamation without payment being received in cash. Fully paid up by way of Bonus Shares Shares Bought Back Note : 2.02 Reserves & Surplus 1. Securities Premium Reserve Sub Total (A) 2. Surplus (Profit & Loss Account) Balance Brought Forward From Previous Year Add: Profit for the year Sub Total (B) Total (A+B) 33 3840.68 ----------------------------------------------------------3840.68 ========================================= 3840.68 --------------------------------------------------------3840.68 ======================================= 871.93 489.78 ----------------------------------------------------------1361.71 ========================================= ----------------------------------------------------------5202.39 ========================================= 594.80 277.13 --------------------------------------------------------871.93 ======================================== --------------------------------------------------------4712.61 ======================================== Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 2 Notes to Accounts Forming Integral Part of the Balance Sheet As At 31st March, 2013 PARTICULARS (Rs. in Lacs) As At 31st March 2013 As At 31st March 2012 8.53 ----------------------------------------------------------8.53 ========================================= 8.49 --------------------------------------------------------8.49 ======================================= Note : 2.03 Long Term Borrowings Secured 1. Term Loan --- From Banks Sub Total (A) Nature of Security Terms of Payment 1. Term Loan from PNB (Lead Bank) of Rs.8.53 Lacs (Previous year Rs.11.59 Lacs) is secured by way of hypothecation of Vehicle & aforementioned Company's Assets 2. Term Loan from OBC (Member Bank) of Rs. Nil (Previous Year Rs.8.42 Lacs) is secured by way of hypothecation of Factory Land & Building, Plant & Machinery and Other Moveable Fixed Assets of the Company on first pari-passu charge basis with Lead Bank, Personal Guarantee of Directors of the Company viz. Mr Sanjiv Agrawal, Mr. Rakesh Kumar Agrawal, Mrs. Rajni Maheshwari, Corporate Guarantee of M/s Ramdeo Polysters Pvt. Ltd. and additional Personal Guarantee of Mr Rajeev Maheshwari.* 1. Repayable in Rs.0.26 Lacs monthly installments commencing from April 2012. Last installment due in March 2017. Rate of interest @11.50% p.a. 2. Repayable in Rs. 2.65 Lacs quarterly installments commencing from September 2007. Rate of interest @12.25% p.a. *During the year Mr. Rakesh Kumar Agrawal & Mrs. Rajni Maheshwari resigned from the Board w.e.f. 03.12.2012. Accordingly, their Personal Guarantee as Directors of the Company was replaced by Mr. Satya Narain Agrawal being F/o Mr Sanjiv Agrawal. Due to death of Rajeev Maheshwari, his additional Personal Guarantee was replaced by Mrs. Sangeeta Agrawal being W/o Mr Sanjiv Agrawal. The said replacement of gaurantees has been incorporated with PNB & IDBI whereas other member banks being OBC, SBH & BOB were requested to document the said change while processing the enhancement propsoal of the company. Unsecured 1. Term Loan - From Other Parties 700 0.76 ------------------------------------------------------------------------------------------------------------------Sub Total (B) 700 0.76 ------------------------------------------------------------------------------------------------------------------Total (A+B) 708.53 9.25 ========================================= ======================================== Note : 2.04 Other Long Term Liabilities 1. Security Received from Distributors Total 34 9.01 ----------------------------------------------------------9.01 ========================================= 7.01 --------------------------------------------------------7.01 ======================================== Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 2 Notes to Accounts Forming Integral Part of the Balance Sheet As At 31st March, 2013 PARTICULARS (Rs. in Lacs) As At 31st March 2013 As At 31st March 2012 21.06 ----------------------------------------------------------21.06 ========================================= 12.80 --------------------------------------------------------12.80 ======================================= 6274.55 1.10 ----------------------------------------------------------6275.65 ========================================= 3370.22 16.06 --------------------------------------------------------3386.28 ======================================= Note : 2.05 Long Term Provisions 1. Retirement Benefits Total Note : 2.06 Short Term Borrowings Secured 1. Loan Repayable on Demand --- From Banks 2. Current Liabilities of Long Term Debt (Due within a year) Sub Total (A) Cash Credit Limit from PNB (Lead Bank) of Rs.2285.99 Lacs (Previous Year Rs.1241.67 Lacs) with other Member Banks viz. OBC of Rs.1527.13 Lacs (Previous Year Rs.776.50 Lacs), IDBI Bank of Rs.1147.14 Lacs including PC Limit of Rs.145.97 Lacs (Previous Year - Rs.951.99 Lacs including PC Limit of Rs.76.00 Lacs), State Bank of Hyderabad of Rs.644.76 Lacs (Previous Year Rs.400.06 Lacs) and Bank of Baroda of Rs.669.53 Lacs (Previous Year - Nil), is secured by way of hypothecation of Current Assets both Current & Future, Factory Land & Building, Plant & Machinery and Other Movable Fixed Assets of the Company on first pari-passu charge basis with PNB (Lead Bank) and Other Consortium Member Banks. Personal Guarantee of Directors of the Company viz. Mr Sanjiv Agrawal, Mr. Rakesh Kumar Agrawal, Mrs. Rajni Maheshwari, Corporate Guarantee of M/s Ramdeo Polysters Pvt. Ltd. and additional Personal Guarantee of Mr Rajeev Maheshwari.* *During the year Mr. Rakesh Kumar Agrawal & Mrs. Rajni Maheshwari resigned from the Board w.e.f. 03.12.2012. Accordingly, their Personal Guarantee as Directors of the Company was replaced by Mr. Satya Narain Agrawal being F/o Mr Sanjiv Agrawal. Due to death of Rajeev Maheshwari, his additional Personal Guarantee was replaced by Mrs. Sangeeta Agrawal being W/o Mr Sanjiv Agrawal. The said replacement of gaurantees has been incorporated with PNB & IDBI whereas other member banks being OBC, SBH & BOB were requested to document the said change while processing the enhancement propsoal of the company. Unsecured 1. Loan Repayable on Demand --- From Other Parties Sub Total (B) Total (A+B) 0.00 ----------------------------------------------------------0.00 ========================================= ----------------------------------------------------------6275.65 ========================================= 23.62 ----------------------------23.62 ======================================== ----------------------------3409.90 ======================================== 88.90 4407.82 ----------------------------------------------------------4496.72 ========================================= 1482.48 1985.00 ----------------------------3467.48 ======================================== 25.88 42.25 75.93 56.10 160.46 ----------------------------------------------------------360.62 ========================================= 9.62 14.67 34.20 28.89 59.91 ----------------------------147.29 ======================================== 141.59 ----------------------------------------------------------141.59 ========================================= 81.26 ----------------------------81.26 ======================================== Note : 2.07 Trade Payables Micro, Small and Medium Enterprises Others Total Note : 2.08 Other Current Liabilities Statutory Dues Employee Expenses Creditors for Other Expenses Creditors for Capital Goods Advance from Customers Total Note :2.09 Short Term Provisions Provision for Taxation Total 35 Let's Join Hands... 36 III 1409.87 1409.87 TOTAL 0.00 TOTAL 474.92 474.92 0.00 0.00 0.00 Capital Work-in-Progress CWIP (including Advance against Capital Goods) 1925.96 2121.14 0.00 443.52 1195.40 0.00 13.86 9.65 59.39 1.67 14.53 12.88 91.76 0.35 74.23 0.06 0.12 0.00 8.54 ADDITION DURING THE YEAR 1881.61 1881.61 0.00 0.00 8.70 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 8.70 DEDUCTION DURING THE YEAR GROSS BLOCK Intangible Assets TOTAL II 261.24 387.91 1345.80 12.98 4.18 1.12 1.74 2.02 1.16 1.25 7.12 1.83 19.14 2.43 0.57 7.48 63.17 Tangible Assets Land Factory Building Plant and Machinery Generator Computer Office Equipments Furnitures & Fixtures Weighing Scales Air Conditioners Fire Extinguishers Electric Installation Mobile Phones Lab Equipments Invertor & Batteries Fan, Exhaust & Cooler Transformers Vehicles I. 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. AS ON 01.04.2012 PARTICULARS S. No. NOTE : 2.10 Fixed Assets 3.18 3.18 0.00 0.00 4038.40 261.24 831.43 2541.20 12.98 18.04 10.77 61.13 3.69 15.69 14.13 98.88 2.18 93.37 2.49 0.69 7.48 63.01 AS ON 31.03.2013 0.00 0.00 0.00 0.00 58.50 0.00 9.35 24.16 0.69 0.63 0.11 0.16 0.05 0.00 0.13 0.54 0.69 1.90 0.07 0.02 0.17 19.83 AS ON 01.04.2012 0.00 0.00 0.00 0.00 143.07 0.00 21.95 101.83 0.62 2.22 0.28 2.46 0.17 0.50 0.38 2.77 0.10 3.29 0.12 0.03 0.36 5.99 0.00 0.00 0.00 0.00 2.61 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 2.61 DEDUCTION DURING THE YEAR DEPRECIATION ADDITION DURING THE YEAR Notes to Accounts Forming Integral Part of the Balance Sheet As At 31st March, 2013 0.00 0.00 0.00 0.00 198.96 0.00 31.30 125.99 1.31 2.85 0.39 2.62 0.22 0.50 0.51 3.31 0.79 5.19 0.19 0.05 0.53 23.21 AS ON 31.03.2013 YEAR 3.18 3.18 0.00 0.00 3839.44 261.24 800.13 2415.21 11.67 15.19 10.38 58.51 3.47 15.19 13.62 95.57 1.39 88.18 2.30 0.64 6.95 39.80 WDV AS ON 31.03.2013 1409.87 1409.87 0.00 0.00 2062.64 261.24 378.56 1321.64 12.29 3.55 1.01 1.58 1.97 1.16 1.12 6.58 1.14 17.24 2.36 0.55 7.31 43.34 WDV AS ON 31.03.2012 NET BLOCK (Rs. in Lacs) Tirupati Inks Limited Adding Colours to your life Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 2 Notes to Accounts Forming Integral Part of the Balance Sheet As At 31st March, 2013 PARTICULARS (Rs. in Lacs) As At 31st March 2013 As At 31st March 2012 26.95 ----------------------------------------------------------26.95 ========================================= 0.00 --------------------------------------------------------0.00 ======================================== 16.79 0.00 0.00 ----------------------------------------------------------16.79 ========================================= 16.46 0.00 0.00 --------------------------------------------------------16.46 ======================================== 136.54 ----------------------------------------------------------136.54 ========================================= 0.00 --------------------------------------------------------0.00 ======================================== 3035.90 62.86 2050.06 ----------------------------------------------------------5148.82 ========================================= 1963.23 5.04 1854.26 --------------------------------------------------------3822.53 ======================================== 0.00 181.11 0.00 0.00 170.03 0.00 0.00 8265.47 0.00 ----------------------------------------------------------8446.58 ========================================= 0.00 4821.37 0.00 --------------------------------------------------------4991.40 ======================================== 4.15 ----------------------------------------------------------4.15 ========================================= 8.01 --------------------------------------------------------8.01 ======================================== Note : 2.11 Non Current Investments Investment in Wholly Owned Foreign Subsidiary Tirupati Inks World Wide FZE Total Note : 2.12 Long Term Loans and Advances I. Security Deposits a. Secured, Considered Good Misc. Deposits b. Unsecured, Considered Good c. Doubtful Total Note : 2.13 Other Non Current Assets 1. MAT Credit Entitlement Total Note : 2.14 Inventories 1. Raw Materials* 2. Work-in-Progress 3. Finished Goods/Stock-in-Trade Total (A) * Includes Goods in Transit of Rs.39.07 Lacs Note : 2.15 Trade Receivables 1. Outstanding for more than six months a. Secured, Considered Good b. Unsecured, Considered Good c. Doubtful 2. Others a. Secured, Considered Good b. Unsecured, Considered Good c. Doubtful Total Note : 2.16 Cash & Cash Equivalents 1. Cash-in-Hand Cash-in-Hand Total 37 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 2 Notes to Accounts Forming Integral Part of the Balance Sheet As At 31st March, 2013 PARTICULARS (Rs. in Lacs) As At 31st March 2013 As At 31st March 2012 22.81 20.54 440.17 44.23 ----------------------------------------------------------507.21 ----------------------------------------------------------511.36 ========================================= 301.71 22.91 --------------------------------------------------------345.16 --------------------------------------------------------353.17 ======================================== 19.03 2.95 283.41 8.98 1.95 2.56 556.42 ----------------------------------------------------------875.30 ========================================= 56.73 2.45 113.51 5.96 13.77 19.24 556.42 --------------------------------------------------------768.08 ======================================= 19352.11 3458.54 132.60 ----------------------------------------------------------22943.25 ========================================= 15101.52 407.59 55.29 --------------------------------------------------------15564.40 ======================================== 29.71 0.92 28.56 ----------------------------------------------------------59.19 ========================================= 24.91 8.99 6.87 --------------------------------------------------------40.77 ======================================== 20512.47 ----------------------------------------------------------20512.47 ========================================= 15098.37 --------------------------------------------------------15098.37 ======================================== Note : 2.16 Cash & Cash Equivalents Cont... 2. Bank Balances Balance with Scheduled Banks FDR's with Banks held as Margin Money or Security against the Gaurantees and L/C Interest Accrued on FDR's Sub Total (B) Total (A + B] Note : 2.17 Short Terms Loans and Advances Advance to Suppliers TDS Receivables Balance With Revenue Authorities ( Indirect Taxes) Prepaid Expenses Advance to Staff Advances Others Insurance Claim Receivable Total Note : 2.18 Revenue from Operations 1. Domestic Sales 2. Export Sales 3. Add : Excise Duty Total Note : 2.19 Other Income 1. Interest on FDR's 2. Gain in Exchange Fluctuation (Net) 3. Other Receipts Total Note : 2.20 Purchases/Consumption 1. Purchases/Consumption* Total * The Company offers Printing Solutions with bundled product sales both with & without processing and hence purchases of Traded Goods cannot be ascertained seperately Note : 2.21 Manufacturing Cost 1. 2. 3. 4. 5. 6. 38 Wages Power & Fuel Freight & Forwarding Expenses Godown Rent Excise Duty Paid Other Expenses Total 36.29 50.50 35.38 8.44 149.15 12.53 ----------------------------------------------------------292.29 ========================================= 10.37 15.33 33.26 5.76 58.44 3.29 --------------------------------------------------------126.45 ======================================== Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 2 Notes to Accounts Forming Integral Part of Profit & Loss Account for the Year Ended 31st March, 2013 PARTICULARS (Rs. in Lacs) Year Ended 31st March 2012 Year Ended 31st March 2013 Note :2.22 (Increase)/Decrease in Finished Goods, WIP & Stock in Trade 1. Opening Stock a. Finished Goods/Stock in Trade b. Work in Progress 2. Closing Stock a. Finished Goods/Stock in Trade b. Work in Progress Total Note : 2.23 Employee Benefit Expenses 1. 2. 3. 4. Salaries, Bonus, PF & ESIC Director's Remuneration Staff Welfare Other Expenses Total 1854.26 5.04 1067.18 0.00 2050.06 62.86 ----------------------------------------(253.62) ========================================= 1854.26 5.04 -----------------------------------------------(792.12) ======================================== 361.00 35.16 10.57 12.26 -----------------------------418.99 ========================================= 85.50 19.19 4.69 1.22 --------------------------------------------------------110.60 ======================================== 700.80 191.63 -----------------------------892.43 ========================================= 373.27 131.79 --------------------------------------------------------505.06 ======================================== 143.07 -----------------------------143.07 ========================================= 23.61 --------------------------------------------------------23.61 ======================================== 6.79 50.93 26.98 4.00 11.10 43.43 2.88 5.70 1.70 9.61 10.59 5.44 11.05 1.61 0.40 13.62 0.23 0.00 0.70 6.85 4.71 17.54 40.70 2.39 4.91 2.34 2.94 -----------------------------289.14 ========================================= 5.48 30.07 11.89 4.53 6.62 13.78 1.54 3.36 0.80 6.34 5.32 0.00 3.15 1.67 0.64 7.86 0.19 0.87 0.66 2.10 1.58 13.69 5.78 4.63 7.06 0.00 0.92 ----------------------------140.53 ======================================== Note : 2.24 Finance Costs 1. Interest Expenses 2. Other Borrowing Costs Total Note : 2.25 Depreciation & Amortisation Expenses 1. Depreciation Total Note : 2.26 Other Expenses 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 Telephone Expenses Travelling & Conveyance Expenses Foreign Travelling Expenses Repair & Maintenance Expenses Insurance Expenses Legal and Professional Charges Postage & Telegram Expenses Printing & Stationery Expenses Auditor's Remuneration Rent, Rates & Taxes Rebate & Discounts R & D Expenses Business Promotion Expenses Advertisement & Publicity Expenses Electricity Expenses Vehicles Running and Maintenance Expenses Director's Sitting Fees ECGC Premium Expenses Listing Fees Fees and Subscription Security Expesnes Freight & Cartage (Outward) Clearing & Forwarding Expenses Sample Expenses Office Expenses Loss on Sale of Car Prior Period Expenses Total 39 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 2 Notes to Accounts Forming Integral Part of the Balance Sheet As At 31st March, 2013 2.27 During the financial year the company incorporated a Free Zone Establishment, a wholly owned foreign subsidiary named "TIRUPATI INKS WORLD WIDE FZE" at United Arab Emirates on 14th May 2012. Transactions with the foreign subsidiary included in the financial statements as on 31.03.2013 are as follows:(Rs. in Lacs) Particulars Expenses Receivable Investment in Equity Opening Balance as at 01.04.2012 NIL NIL Transactions during the year Dr. Cr. 3.97 26.95 1.65 0.00 Closing Balanceas at 31.03.2013 2.32 26.95 2.28 Short Term Loans & Advances include a sum of Rs. 556.42 Lacs being book value of assets lost/damaged in the at Company's Kanpur unit. The insurance claim is under process and is likely to be settled shortly. The difference, if any, being contingent in nature, will be adjusted at the time of settlement of insurance claim. 2.29 During the year, Mr. Rakesh Kumar Agrawal and Mrs. Rajni Maheshwari being Whole Time Directors & Mr. Ram Prakash Gupta, being Independent Director resigned from the Board of the company w.e.f. 3rd December, 2012. Mr. Satya Narain Agrawal, a Commerce Law Graduate and a Fellow Company Secretary was appointed as a promoter director of the company during the year. 2.30 Provision for taxation of Rs. 141.59. Lacs for the financial year 2012-13 represents Income Tax computed as per MAT prescribed under the Income Tax Act, 1961. 2.31 Disclosures required under section 22 of the Micro, Small and Medium Enterprise Development Act, 2006. (Rs. in Lacs) S No. Particulars For the Year Ended 31.03.2013 31.03.2012 i) Principal amount remaining unpaid to any supplier as at the end of the accounting year. 88.90 1482.48 ii) Interest due thereon remaining unpaid to any supplier as at the end of the accounting year. NIL NIL iii) The amount of interest paid along with the amounts of the payment made to the supplier beyond the appointed day NIL NIL iv) The amount of interest due and payable for the year. NIL NIL v) The amount of interest accrued and remaining unpaid at the end of the Accounting year. NIL NIL The amount of further interest due and payable even in the succeeding year, until such date when the interest dues as above are actually paid. NIL NIL vi) Note:The above information regarding Micro Small & Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the company. This has been relied upon by the auditor. 2.32 Remuneration paid / payable to Managing Director and Whole Time Directors. Particulars Director’s Remuneration 40 Year Ended 31st March, 2013 35.16 (Rs. in Lacs) Year Ended 31st March, 2012 19.19 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life 2.33 Remuneration paid / payable to Auditors Particulars Statutory Audit Fees Tax Audit Fees (Rs. in Lacs) Year Ended 31st March, 2013 1.50 0.20 Year Ended 31st March, 2012 0.65 0.15 2.34 In the opinion of the Board, the Current Assets, Loans & Advances are approximately of the value stated, if realized, in the ordinary course of business. 2.35 Deferred Taxation Particulars (Rs in lacs) Year Ended 31st March, 2013 Year Ended 31st March, 2012 276.83 61.31 0.00 0.00 02.68 0.00 274.15 61.31 Computation of Deferred Tax Assets / Liabilities Deferred Tax Liabilities on account of Depreciation Difference Less : Deferred Tax Assets on Account of Disallowances under Income Tax Act, 1961 Deferred Tax Assets on Account of Provision for Gratuity. Net Deferred Tax Liabilities 2.36 41 Related Party Disclosures for the Year Ended 31-03-2013 (as certified by the management) 1 Key Management Personnel Mr. Sanjiv Agrawal Mr. Rakesh Kumar Agrawal Mrs. Rajni Maheshwari 2 Relative of Key Management Personnel NIL 3 Enterprises that directly/indirectly through one or more intermediaries control or controlled by, or under common control with, the company. NIL 4 Associate Company NIL 5 Wholly Owned Foreign Subsidiary Tirupati Inks World Wide FZE UAE 6 Members or their relatives having significant influence over the Company by having an interest in the voting power of the company NIL 7 Enterprises in which substantial interest in the voting power is owned directly/indirectly by key management personnel or their relatives including directors and senior management of the company. Ramdeo Polysters Pvt. Ltd. Let's Join Hands... Tirupati Inks Limited Adding Colours to your life Details of Transaction with the Related Parties Particulars Rent Paid 2.37 KMP* Relative of KMP* Enterprises where Control Exit (Rs in lacs) Associate Foreign Company Subsidiary NIL NIL NIL NIL NIL NIL 0.60 Remuneration 35.16 NIL NIL NIL NIL NIL NIL Expenditure Towards Incorporation NIL NIL NIL NIL 3.97 NIL NIL Investment in Equity NIL NIL NIL NIL 26.95 NIL NIL Unsecured NIL NIL Loan Received *Key Management Personnel NIL NIL NIL NIL 700.00 DEFINED BENEFIT PLANS Particulars Discount Rate Rate of increase in Compensation levels Rate of Return on Plan Assets I Members or Enterprises their Relatives in which having substantial significant interest influence As At 31.03.2013 Leave Encashment 8.00 % 10.00 % – Gratuity 8.00 % 10.00 % – TABLE SHOWING CHANGES IN PRESENT VALUE OF OBLIGATIONS DURING THE PERIOD Present Value of Obligation as at the beginning of the period Acquisition adjustment Interest Cost Past Service Cost Current Service Cost Curtailment Cost / (Credit) 4,47,680 5,50,314 – – 35,814 35,814 – – 42,049 3,63,006 – – Settlement Cost / (Credit) – – Benefit Paid – – Actuarial (Gain)/ Loss on obligations (80,856) 3,18,427 Present Value of Obligation as at the end of the period 8,30,687 12,75,772 II. TABLE SHOWING CHANGES IN THE FAIR VALUE OF PLAN ASSETS DURING THE PERIOD 42 Fair Value of Plan Assets at the beginning of the period – – Acquisition Adjustments – – Expected Return on Plan Assets – – Contributions – – Benefits Paid – – Actuarial Gain /( Loss) on Plan Assets – – Fair Value of Plan Assets at the end of the period – – Let's Join Hands... Tirupati Inks Limited Adding Colours to your life III. TABLE SHOWING FAIR VALUE OF PLAN ASSESTS Fair Value of Plan Assets at the beginning of the period – – Acquisition Adjustments – – Actual Return on Plan Assets – – Contributions – – Benefits Paid – – Fair value of plan assets at the end of period – – (8,30,687) (12,75,772) – – 80,856 (3,18,427) – – Total (Gain) / Loss for the period (80,856) 3,18,427 Actuarial (Gain) / Loss recognized in the period (80,856) 3,18,427 – – Funded Status Excess of actual over estimated return on plan assets IV. ACTUARIAL GAIN / LOSS RECOGNIZED FOR THE PERIOD Actuarial Gain/(Loss) for the period - Obligation Actuarial (Gain)/Loss for the period - Plan Assets Unrecognized actuarial (Gains) / Losses at the end of period V. THE AMOUNTS TO BE RECOGNIZED IN BALANCE SHEET STATEMENTS OF PROFIT AND LOSS Present Value of Obligation as at the end of the period Fair Value of Plan Assets as at the end of the period Funded Status Unrecognized Actuarial (Gains) / Losses Unrecognized Past Service Cost (Non Vested Benefits) Net Liability Recognized in Balance Sheet 8,30,687 12,75,772 – – (8,30,687) (12,75,772) – – NA – 8,30,687 12,75,772 VI. EXPENSE RECOGNIZED IN THE STATEMENT OF PROFIT AND LOSS FOR THE PERIOD Current Service Cost 4,28,049 3,63,006 – – 35,814 44,025 Expected Return on Plan Assets – – Curtailment Cost / (Credit) – – Settlement Cost / (Credit) – – Net actuarial (Gain)/ Loss recognized in the period (80,856) 3,18,427 Expenses Recognized in the statement of Profit & Loss 3,83,007 7,25,458 8,30,687 12,75,772 – – (8,30,687) (12,75,772) 88,882 (3,18,427) – – Past Service Cost Interest Cost VII. AMOUNT FOR THE CURRENT PERIOD Present Value of Obligation Plan Assets Surplus (Deficit) Experience adjustments on plan liabilities - (Loss)/Gain Experience adjustments on plan assets - (Loss)/Gain 43 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life VIII. RECONCILIATION STATEMENT OF EXPENSE IN THE STATEMENT OF PROFIT AND LOSS Present value of obligation as at the end of period 8,30,687 12,75,772 Present value of obligation as at the beginning of the period (4,47,680) (5,50,314) Benefits paid: (4,30,687) (12,75,772) Directly paid by the enterprise – – (ii) Payment made out of the fund – – Actual return on plan assets – – 3,83,007 7,25,458 (i) Expenses recognized in the statement of profit & loss IX. MOVEMENT IN THE LIABILITY RECOGNIZED IN THE BALANCE SHEET Opening Net Liability 4,47,680 5,50,314 Expenses as above 3,83,007 7,25,458 Benefits paid directly by the enterprise – – Contributions Paid into the Fund – – 8,30,687 12,75,772 Closing Net Liability 2.38 Earning Per Share Particulars Earning Per Share Profit After Tax Weighted Average No. of Equity Shares Basic EPS Diluted EPS 2.39 a. b. c. (Rs. in Lacs except per share data) Year Ended 31st March, 2013 Year Ended 31st March, 2012 489.78 15152370 3.23 3.23 277.13 15152370 1.83 1.83 CONTINGENT LIABILITIES AND COMMITMENTS Contingent liabilities not provided for in respect of Letter of Credit issued to parties by banks on our behalf towards which materials are not received till 31.03.2013 : Rs. 74.59 Lacs Excise matter under Appeal at Commissioner Appeals Demand : Rs. 3.66 Lacs Penalty : Rs. 5.51 Lacs The Company has imported Plant & Machinery under Export Promotion Capital Goods Scheme (EPCG), where under the company is required to fulfill export obligation amounting to Rs 3512.60 lacs on FOB basis within six years from the date of issue of authorization i.e. 09.08.2011. The liability amounting to Rs.585.43 Lacs on account of Custom Duty may arise along with interest in the event of non fulfillment of the export obligation. 2.40 The company has provided Excise Duty of Rs. 15.76 Lacs (Previous Year Rs. 0.97 Lacs) on the finished goods lying in the premises as on the Balance Sheet date and included in the inventory value. 2.41 Additional Information, where applicable, pursuant to the provisions of Schedule VI of the Companies Act 1956, is as under:A. Licensed Capacity The Company is not required to obtain License under the Industrial Development & Regulation Act, 1951 as informed by the management; therefore the said details are not applicable. B. Installed Capacity (Printing Inks & Allied Products) Greater Noida Unit *25200 MT P.A. Jammu Unit *2520 MT P.A. Total 27720 MT P.A. 44 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life *Installed Capacity has been ascertained on a presumed product mix and is variable with the change in product mix, in view of the fact that different varieties of products are produced using different machines and different time cycles. This capacity is on the basis of Triple shift working as certified by the management and being a technical matter, relied upon by the auditor without verification. C. Statement of Finished Goods (Rs. In Lacs) S.No. Particulars 1 Printing Inks & Allied Products M.T. Amount (Rs.) Opening Stock as on 01.04.2012 Purchase/ Production Sales Closing Stock as on 31.03.2013 850.020 1854.26 8178.900 8045.810 22943.25 983.110 2050.06 D. Raw Materials Consumed / Purchases Particulars Chemicals Pigments & Dyes Resins Packing Materials Printing Inks Additives Total (Rs. in Lacs) st Year Ended 31 March, 2013 Unit Qty Amt MT 2240.190 3125.16 MT 156.820 391.40 MT 1668.690 5130.41 – 47.71 MT 4248.910 11774.06 MT 15.700 43.73 20512.47 E. Value of Imported & Indigenous Raw Material Consumed / Purchases and Percentage with Total Consumption (Rs. in Lacs) Particulars Imported Indigenous TOTAL Year Ended 31st March, 2013 % Amount 4.05 831.28 95.95 19681.19 100.00 20512.47 F. Expenditure in Foreign Currency (on payment basis) Particulars Travelling Expenses Business Promotion Expenses G. Earnings in Foreign Currency Particulars (Rs. in Lacs) Year Ended 31st March, 2013 7.25 3.48 (Rs. in Lacs) Year Ended 31 March, 2013 st F.O.B Value on Sales 45 3373.77 H. Amount remitted during the year in foreign currency on account of dividends and number of non – resident Shareholders - NIL I. Value of Imports Calculated on CIF basis by the Company during the financial year in respect of: (Rs. in Lacs) Particulars Amount Raw Material 1146.21 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life 2.42 SEGMENT REPORTING:Based on the guidelines of Accounting Standards on Segment Reporting (AS-17) issued by The Institute of Chartered Accountants of India, the Company's primary business segment is only Printing Inks & Allied Products and hence segment reporting under this head is not applicable. The secondary segment i.e. Geographical Segment is also not applicable since the Company's operations are situated in one geographical area i.e. India 2.43 Balances of some of the Trade Receivables, Trade Payables, Loans & Advances are subject to reconciliation/ confirmation from the respective parties. The Management does not expect any material differences affecting the financial statements for the year. 2.44 The details pertaining to the deployment of funds for Rs. 5150.00 Lacs up to 31st March 2013, raised from Further Public Offer (FPO) of the company during September, 2010 is as follows:(Rs. in Lacs) S. No. Particulars 1. 2. 3. 4. 5. 6. Prospectus Setting up of facility for manufacturing of Specialty Inks & Ink Concentrates Capital Expenditure on Lab Equipments for existing facilities Proposed Acquisitions Augmenting Working Capital Resources General Corporate Purposes Meeting the expenses of the Issue 2425.00 25.00 500.00 1400.00 500.00 300.00 As At 31.03.2012 *3800.81 11.52 00.00 1162.02 00.00 175.65 *The Board of the company at its meeting held on 23.08.2011 decided that instead of investing Rs. 500.00 Lacs each earmarked for Acquisitions and General Corporate Purposes, the company shall invest these amounts on its Capacity Expansion to include more machines for the purpose of creating larger capacities at its Greater Noida Unit. This decision of the Board was subsequently approved by the Shareholders by means of passing a Special Resolution at the Annual General Meeting of the company held on 27.09.2011. 2.45 Closing Stock of Inventories includes Goods in Transit of Raw Materials of Rs. 39.07 Lacs 2.46 The Previous Year figures have been regrouped wherever considered necessary to confirm with the previous year's classification. 2.47 All the figures have been rounded off to the nearest lacs of rupees. For SHASHI DINESH & CO. Chartered Accountants Firm’s Regn No. 004975 C (CA Sudhir Kapoor) Partner Membership No. 073456 Place : Delhi Date : 30th May, 2013 46 For Tirupati Inks Ltd. (Sanjiv Agrawal) Chairman & Managing Director (Satya Narain Agrawal) Whole Time Director (Rajiv Kapoor) Chief Finance Officer (Garima Vishnoi) Company Secretary Let's Join Hands... Tirupati Inks Limited Adding Colours to your life CONSOLIDATED FINANCIAL STATEMENT AND NOTES 47 CONSOLIDATED FINANCIAL STATEMENTS Let's Join Hands... Tirupati Inks Limited Adding Colours to your life AUDITOR'S REPORT The Board Members Tirupati Inks Limited. We have audited the attached Consolidated Balance Sheet of Tirupati Inks Limited ("the Company") and its only wholly owned foreign subsidiary hereinafter referred to as the "Group" as at 31st March, 2013, the related Consolidated Profit & Loss Account for the year ended on that date annexed thereto, which we have signed under reference to this report. These financial statements are the responsibility of the Company's Management and have been prepared by the Management on the basis of separate financial statements and other financial information regarding components. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. We did not audit the financial statements of the wholly owned foreign subsidiary included in the consolidated financial statements, which constitute Total Assets of Rs. 1525.41 Lacs as at 31st March, 2013, Total Revenue of Rs. 3712.16 Lacs and Net Profit of Rs. 361.22 Lacs for the year ended. These financial statements and other financial information have been audited by the other auditor whose report have been furnished to us, and our opinion on the consolidated financial statements to the extent they have been derived from such financial statements is based solely on the report of such other auditor. We report that the consolidated financial statements have been prepared by the Company's Management in accordance with the requirements of Accounting Standards (AS) 21 - Consolidated Financial Statements. Based on our audit and on consideration of reports of other auditor on separate financial statements and on the other financial information of the components(s) of the Group as referred above and to the best of our information and according to the explanations given to us, in our opinion, the attached consolidated financial statements give a true and fair view in conformity with the accounting principles generally accepted in India: (a) In case of the Consolidated Balance Sheet, of the state of affairs of the Group as at 31st March, 2013 (b) In case of the Consolidated of Profit & Loss of the profit of the Group for the year ended on that date. For Shashi Dinesh & Co. Firm's Regn No. 004975C Chartered Accountants Place : Delhi Dated : 30th May, 2013 48 CONSOLIDATED FINANCIAL STATEMENTS Sudhir Kapoor (Partner) Membership No. 073456 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life CONSOLIDATED BALANCE SHEET AS AT 31ST MARCH, 2013 (Rs. in Lacs) PARTICULARS As At 31st March 2013 Note No. EQUITY AND LIABILITIES (1) Shareholder's Funds (a) Share Capital (b) Reserves and Surplus (2) Non-Current Liabilities (a) Long Term Borrowings (b) Deferred Tax Liabilities (Net) (c) Other Long Term Liabilities (d) Long Term Provisions (3) Current Liabilities (a) Short-Term Borrowings (b) Trade Payables (c) Other Current Liabilities (d) Short-Term Provisions 2.01 2.02 1515.24 5563.97 2.03 708.53 274.15 9.01 21.06 2.04 2.05 2.06 2.07 2.08 2.09 6275.65 5626.06 365.96 141.59 --------------------------------------------------------20501.22 ======================================== Trotal Equity and Liabilities II. ASSETS (1) Non-Current Assets (a) Fixed Assets (i) Tangible Assets (ii) Intangible Assets (Goodwill on Consolidation) (iii) Capital Work-in Progress (b) Long Term Loans and Advances (c) Other Non Current Assets (2) Current Assets (a) Inventories (b) Trade Receivables (c) Cash and Cash Equivalents (d) Short-Term Loans and Advances 2.10 3839.44 0.11 3.18 16.79 139.30 2.11 2.12 2.13 2.14 2.15 2.16 5373.45 9695.32 540.09 893.54 --------------------------------------------------------20501.22 ======================================== Total Assets Significant Accounting Policies Notes to Accounts 1 2 As per our separate report of even date. For SHASHI DINESH & CO. Chartered Accountants Firm’s Regn No. 004975 C (CA Sudhir Kapoor) Partner Membership No. 073456 For Tirupati Inks Ltd. (Sanjiv Agrawal) Chairman & Managing Director (Satya Narain Agrawal) Whole Time Director (Rajiv Kapoor) Chief Finance Officer (Garima Vishnoi) Company Secretary Place : Delhi Date : 30th May, 2013 49 CONSOLIDATED FINANCIAL STATEMENTS Let's Join Hands... Tirupati Inks Limited Adding Colours to your life CONSOLIDATED MANUFACTURING, TRADING AND PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED ON 31ST MARCH, 2013 (Rs. in Lacs) PARTICULARS Year Ended 31st March 2013 Note No. I Revenue from Operations 2.17 26655.41 II Other Income 2.18 59.19 --------------------------------------------------------26714.60 ======================================== Purchases/Consumption 2.19 23969.17 Manufacturing Cost 2.20 292.29 (Increase)/Decrease in F.G., WIP & Stock in Trade 2.21 (478.25) Employee Benefit Expenses 2.22 462.71 Finance Costs 2.23 892.59 Depreciation and Amortisation Expenses 2.24 143.07 Other Expenses 2.25 364.13 --------------------------------------------------------25645.71 ======================================== 1068.89 Total Revenue III Expenses: Total Expenses IV Profit/(Loss) Before Tax V Tax Expense: Current Tax 141.59 MAT Credit 136.54 --------------------------------------------------------5.05 Net Current Tax Deferred Tax 212.84 --------------------------------------------------------217.89 --------------------------------------------------------851.00 ======================================== VI Profit/(Loss) After Tax VII Earning Per Equity Share: Basic (Rs.) 5.62 Diluted (Rs.) 5.62 Significant Accounting Policies 1 Notes to Accounts 2 As per our separate report of even date. For SHASHI DINESH & CO. Chartered Accountants Firm’s Regn No. 004975 C (CA Sudhir Kapoor) Partner Membership No. 073456 For Tirupati Inks Ltd. (Sanjiv Agrawal) Chairman & Managing Director (Satya Narain Agrawal) Whole Time Director (Rajiv Kapoor) Chief Finance Officer (Garima Vishnoi) Company Secretary Place : Delhi Date : 30th May, 2013 50 CONSOLIDATED FINANCIAL STATEMENTS Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 2 Notes to Accounts Forming Integral Part of the Consolidated Balance Sheet As At 31st March, 2013 (Rs. in Lacs) As At 31st March 2013 PARTICULARS Note : 2.01 Share Capital A AUTHORIZED SHARE CAPITAL 1,60,00,000 Equity Shares of Rs. 10/- each. 1600.00 1600.00 ISSUED, SUBSCRIBED & PAID UP SHARE CAPITAL 1,51,52,370 Equity Shares of Rs. 10/- each, Fully Paid- Up Total The Company has only One Class of Equity Share having Par Value of Rs.10 Per Share and Each Shareholder is eligible for One Vote Per Share. B 1515.24 1515.24 Details of Shares held by Shareholders having more than 5% of the aggregate shares in the company. Name of Shareholder As At 31st March, 2013 No. of Shares Held % of Shareholding 3413217 22.53 Sanjiv Agrawal Note : 2.02 Reserves & Surplus 1 2 Securities Premium Reserve 3840.68 Sub Total (A) 3840.68 Surplus (Profit & Loss Account) Balance Brought Forward From Previous Year 871.93 Add: Profit for the year 851.00 Sub Total (B) 3 1722.93 Foreign Currency Translation Reserve Foreign Currency Translation Reserve 0.36 Sub Total (C) 0.36 Total (A+B+C) 5563.97 Note : 2.03 Long Term Borrowings Secured 1 51 Term Loan - From Banks 8.53 Sub Total (A) 8.53 CONSOLIDATED FINANCIAL STATEMENTS Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 2 Notes to Accounts Forming Integral Part of the Consolidated Balance Sheet As At 31st March, 2013 (Rs. in Lacs) As At 31st March 2013 PARTICULARS Nature of Security 1. Term Loan from PNB (Lead Bank) of Rs.8.53 Lacs (Previous year Rs.11.59 Lacs) is secured by way of hypothecation of Vehicle & aforementioned Company's Assets 2. Term Loan from OBC (Member Bank) of Rs. Nil (Previous Year Rs.8.42 Lacs) is secured by way of hypothecation of Factory Land & Building, Plant & Machinery and Other Moveable Fixed Assets of the Company on first paripassu charge basis with Lead Bank, Personal Guarantee of Directors of the Company viz. Mr Sanjiv Agrawal, Mr. Rakesh Kumar Agrawal, Mrs. Rajni Maheshwari, Corporate Guarantee of M/s Ramdeo Polysters Pvt. Ltd. and additional Personal Guarantee of Mr Rajeev Maheshwari.* Terms of Payment Repayable in Rs.0.26 Lacs monthly installments commencing from April 2012. Last installment due in March 2017. Rate of interest @11.50% p.a. Repayable in Rs.2.65 Lacs quarterly installments commencing from September 2007. Rate of interest @12.25% p.a. *During the year Mr. Rakesh Kumar Agrawal & Mrs. Rajni Maheshwari resigned from the Board w.e.f. 03.12.2012. Accordingly, their Personal Guarantee as Directors of the Company was replaced by Mr. Satya Narain Agrawal being F/o Mr Sanjiv Agrawal. Due to death of Rajeev Maheshwari, his additional Personal Guarantee was replaced by Mrs. Sangeeta Agrawal being W/o Mr Sanjiv Agrawal. The said replacement of gaurantees has been incorporated with PNB & IDBI whereas other member banks being OBC, SBH & BOB were requested to document the said change while processing the enhancement propsoal of the Company. Unsecured 1 Term Loan - From Other Parties Sub Total (B) Total (A+B) 700.00 700.00 ----------------------------708.53 ======================================== Note : 2.04 Other Long Term Liabilities 1 Security Received from Distributors 9.01 --------------------------------------------------------- Total 9.01 ======================================== Note : 2.05 Long Term Provisions 1 Retirement Benefits Total 21.06 --------------------------------------------------------- 21.06 ======================================== Note : 2.06 Short Term Borrowings Secured 1 Loan Repayable on Demand - From Banks 2 Current Liabilities of Long Term Debt (Due within a year) Sub Total (A) 6274.55 1.10 --------------------------------------------------------- 6275.65 ======================================== 52 CONSOLIDATED FINANCIAL STATEMENTS Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 2 Notes to Accounts Forming Integral Part of the Consolidated Balance Sheet As At 31st March, 2013 (Rs. in Lacs) PARTICULARS As At 31st March 2013 Cash Credit Limit from PNB (Lead Bank) of Rs.2285.99 Lacs (Previous Year Rs.1241.67 Lacs) with other Member Banks viz. OBC of Rs.1527.13 Lacs (Previous Year Rs.776.50 Lacs), IDBI Bank of Rs.1147.14 Lacs including PC Limit of Rs.145.97 Lacs (Previous Year - Rs.951.99 Lacs including PC Limit of Rs.76.00 Lacs), State Bank of Hyderabad of Rs.644.76 Lacs (Previous Year Rs.400.06 Lacs) and Bank of Baroda of Rs.669.53 Lacs (Previous Year - Nil), is secured by way of hypothecation of Current Assets both Current & Future, Factory Land & Building, Plant & Machinery and Other Movable Fixed Assets of the Company on first pari-passu charge basis with PNB (Lead Bank) and Other Consortium Member Banks. Personal Guarantee of Directors of the Company viz. Mr Sanjiv Agrawal, Mr. Rakesh Kumar Agrawal, Mrs. Rajni Maheshwari, Corporate Guarantee of M/s Ramdeo Polysters Pvt. Ltd. and additional Personal Guarantee of Mr Rajeev Maheshwari.* *During the year Mr. Rakesh Kumar Agrawal & Mrs. Rajni Maheshwari resigned from the Board w.e.f. 03.12.2012. Accordingly, their Personal Guarantee as Directors of the Company was replaced by Mr. Satya Narain Agrawal being F/o Mr Sanjiv Agrawal. Due to death of Rajeev Maheshwari, his additional Personal Guarantee was replaced by Mrs. Sangeeta Agrawal being W/o Mr Sanjiv Agrawal. The said replacement of gaurantees has been incorporated with PNB & IDBI whereas other member banks being OBC, SBH & BOB were requested to document the said change while processing the enhancement propsoal of the Company. Unsecured 1 Loan Repayable on Demand - From Other Parties 0.00 ----------------------------Sub Total (B) 0.00 ----------------------------Total (A+B) 6275.65 ======================================== Note : 2.07 Trade Payables Micro, Small and Medium Enterprises Others Total 88.90 5537.16 ----------------------------5626.06 ======================================== Note : 2.08 Other Current Liabilities Statutory Dues Employee Expenses Creditors for Other Expenses Creditors for Capital Goods Advance from Customers Total 25.88 42.25 81.27 56.10 160.46 ----------------------------365.96 ======================================== Note : 2.09 Short Term Provisions Provision for Taxation Total 141.59 ----------------------------141.59 ======================================== 53 CONSOLIDATED FINANCIAL STATEMENTS Let's Join Hands... 54 CONSOLIDATED FINANCIAL STATEMENTS TOTAL III 0.00 TOTAL 1409.87 1409.87 against Capital Goods) TOTAL CWIP (including Advance Capital Work-in-Progress 0.00 7.48 0.57 Goodwill on Consolidation Intangible Assets 2121.14 Vehicles 17 II 63.17 Transformers 2.43 19.14 1.83 7.12 1.25 Fan, Exhaust & Cooler Fire Extinguishers 10 1.16 2.02 16 Air Conditioners 9 15 Weighing Scales 8 1.74 Invertor & Batteries Furnitures & Fixtures 7 1.12 14 Office Equipments 6 4.18 12.98 Lab Equipments Computer 5 13 Generator 4 1345.80 Electric Installation Plant and Machinery 3 387.91 Mobile Phones Factory Building 2 261.24 12 Land As On 01.04.2012 11 Tangible Assets I Particulars 1 No Sr. Note : 2.10 Fixed Assets 474.92 474.92 0.11 0.11 1925.96 8.54 0.00 0.12 0.06 74.23 0.35 91.76 12.88 14.53 1.67 59.39 9.65 13.86 0.00 1195.40 443.52 0.00 Additions during the year 1881.61 1881.61 0.00 0.00 8.70 8.70 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Deductions during the year Gross Block 3.18 3.18 0.11 0.11 4038.40 63.01 7.48 0.69 2.49 93.37 2.18 98.88 14.13 15.69 3.69 61.13 10.77 18.04 12.98 2541.20 831.43 261.24 As On 31.03.2013 0.00 0.00 0.00 0.00 58.50 19.83 0.17 0.02 0.07 1.90 0.69 0.54 0.13 0.00 0.05 0.16 0.11 0.63 0.69 24.16 9.35 0.00 As On 01.04.2012 0.00 0.00 0.00 0.00 143.07 5.99 0.36 0.03 0.12 3.29 0.10 2.77 0.38 0.50 0.17 2.46 0.28 2.22 0.62 101.83 21.95 0.00 Additions during the year 0.00 0.00 0.00 0.00 2.61 2.61 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Deductions during the year Depreciation NOTE : 2 Notes to Accounts Forming Integral Part of the Consolidated Balance Sheet As At 31st March, 2013 0.00 0.00 0.00 0.00 198.96 23.21 0.53 0.05 0.19 5.19 0.79 3.31 0.51 0.50 0.22 2.62 0.39 2.85 1.31 125.99 31.30 0.00 As On 31.03.2013 3.18 3.18 0.11 0.11 3839.44 39.80 6.95 0.64 2.30 88.18 1.39 95.57 13.62 15.19 3.47 58.51 10.38 15.19 11.67 2415.21 800.13 261.24 WDV As On 31.03.2013 Net Block (Rs. in Lacs) Tirupati Inks Limited Adding Colours to your life Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 2 Notes to Accounts Forming Integral Part of the Consolidated Balance Sheet As At 31st March, 2013 (Rs. in Lacs) PARTICULARS As At 31st March 2013 Note : 2.11 Long Term Loans and Advances I) Security Deposits a) Secured, Considered Good Misc. Deposits b) Unsecured, Considered Good c) Doubtful Total 16.79 0.00 0.00 ----------------------------16.79 ======================================== Note : 2.12 Other Non Current Assets 1 2 Preliminary Expenses MAT Credit Entitlement Total 2.76 136.54 ----------------------------139.30 ======================================= Note : 2.13 Inventories 1 2 3 Raw Materials Work-in-Progress Finished Goods/Stock-in-Trade Total 3035.90 62.86 2274.69 ----------------------------5373.45 ======================================= Note : 2.14 Trade Receivables 1 2. Outstanding for more than six months a) Secured, Considered Good b) Unsecured, Considered Good c) Doubtful Others a) Secured, Considered Good b) Unsecured, Considered Good c) Doubtful Total 0.00 181.11 0.00 0.00 9514.22 0.00 ----------------------------9695.32 ======================================= Note : 2.15 Cash & Cash Equivalents 1 Cash-in-Hand Cash-in-Hand Sub Total (A) 32.13 ----------------------------32.13 ====================================== 2 Bank Balances Balance with Scheduled Banks FDR's with Banks held as Margin Money or Security against the Gaurantees and L/C Interest Accrued on FDR's Sub Total (B) Total (A + B] 23.56 440.17 44.23 ----------------------------507.96 ----------------------------540.09 ====================================== 55 CONSOLIDATED FINANCIAL STATEMENTS Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 2 Notes to Accounts Forming Integral Part of the Consolidated Balance Sheet As At 31st March, 2013 (Rs. in Lacs) PARTICULARS As At 31st March 2013 Note : 2.16 Short Terms Loans and Advances Advance to Suppliers TDS Receivables Balance With Revenue Authorities ( Indirect Taxes) Prepaid Expenses Advance to Staff Advances Others Insurance Claim Receivable Total 34.06 2.95 283.41 14.50 1.95 0.25 556.42 ----------------------------893.54 ====================================== NOTE : 2 Notes to Accounts Forming Integral Part of the Consolidated Profit and Loss Account For the Year Ended 31, March, 2013 (Rs. in Lacs) PARTICULARS Year Ended 31st March 2013 Note : 2.17 Revenue from Operations 1 2 3 Domestic Sales Export Sales Add : Excise Duty Total 23064.27 3458.54 132.60 ----------------------------26655.41 ====================================== Note : 2.18 Other Income 1 2 3 Interest on FDR's Gain in Exchange Fluctuation (Net) Other Receipts Total 29.71 0.92 28.56 ----------------------------59.19 ====================================== Note : 2.19 Purchases/Consumption 1 Purchases/Consumption* Total 23969.17 ----------------------------23969.17 ====================================== * The Company offers Printing Solutions with bundled product sales both with & without processing and hence purchases of Traded Goods cannot be ascertained seperately Note : 2.20 Manufacturing Cost 1 2 3 4 5 6 Wages Power & Fuel Freight & Forwarding Expenses Godown Rent Excise Duty Paid Other Expenses Total 36.29 50.50 35.38 8.44 149.15 12.53 ----------------------------292.29 ====================================== 56 CONSOLIDATED FINANCIAL STATEMENTS Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 2 Notes to Accounts Forming Integral Part of the Consolidated Profit and Loss Account For the Year Ended 31, March, 2013 (Rs. in Lacs) PARTICULARS Year Ended 31st March 2013 Note : 2.21 (Increase)/Decrease in Finished Goods, WIP & Stock in Trade 1. 2. Opening Stock (a) Finished Goods/Stock in Trade (b) Work in Progress Closing Stock (a) Finished Goods/Stock in Trade (b) Work in Progress Total 1854.26 5.04 2274.69 62.86 ----------------------------(478.25) ====================================== Note : 2.22 Employee Benefit Expenses 1. 2. 3. 4. Salaries, Bonus, PF & ESIC Director's Remuneration Staff Welfare Other Expenses Total 375.17 64.71 10.57 12.26 ----------------------------462.71 ====================================== Note :2.23 Finance Costs 1. 2. Interest Expenses Other Borrowing Costs Total 700.80 191.79 ----------------------------892.59 ====================================== Note : 2.24 Depreciation & Amortisation Expenses 1. Depreciation Total 143.07 ----------------------------143.07 ===================================== Note : 2.25 Other Expenses 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 57 Telephone Expenses Travelling & Conveyance Expenses Foreign Travelling Expenses Repair & Maintenance Expenses Insurance Expenses Legal and Professional Charges Postage & Telegram Expenses Printing & Stationery Expenses Auditor's Remuneration Rent, Rates & Taxes Rebate & Discounts R & D Expenses Business Promotion Expenses Advertisement & Publicity Expenses Electricity Expenses Vehicles Running and Maintenance Expenses Director's Sitting Fees CONSOLIDATED FINANCIAL STATEMENTS 10.24 67.67 26.98 4.00 11.10 46.94 2.88 8.92 2.00 9.74 10.60 5.44 34.49 1.61 0.40 13.62 0.23 Let's Join Hands... Tirupati Inks Limited Adding Colours to your life NOTE : 2 Notes to Accounts Forming Integral Part of the Consolidated Profit and Loss Account For the Year Ended 31, March, 2013 (Rs. in Lacs) PARTICULARS Year Ended 31st March 2013 Note : 2.25 Other Expenses (Contd.) 18. 19. 20. 21. 22. 23. 24. 25. 26. 27. ECGC Premium Expenses Listing Fees Fees and Subscription Security Expesnes Freight & Cartage (Outward) Clearing & Forwarding Expenses Sample Expenses Office Expenses Loss on Sale of Car Prior Period Expenses Total 0.00 0.70 6.85 4.71 17.54 40.70 2.39 29.10 2.34 2.94 ----------------------------364.13 ===================================== CONSOLIDATED SIGNIFICANT ACCOUNTING POLICIES NOTE : 1 Corporate Information The Consolidated Financial Statements of Tirupati Inks Limited is made up of Tirupati Inks Limited ("TIL or the Company") together with its only Wholly Owned Foreign Subsidiary being Tirupati Inks World Wide FZE. TIL has its Registered Office at Delhi. The Registered Office of the said subsidiary is situated at UAE. TIL is engaged in the manufacturing of Printing Inks & its Allied Products and provides complete packaging solutions.The Wholly Owned Foreign Subsidiary of TIL is engaged in the trading of Printing Inks & Allied Products. 1.01 Basis of Preparing the Consolidated Financial Statements The accompanying financial statements for the period beginning from 1st April, 2012 and ending on 31st March, 2013 have been prepared incorporating accounting policies of TIL under the historical cost convention, in compliance with Indian Generally Accepted Accounting Practices (GAAP) comprising of accounting standards as notified by Company's Accounting Standards Rules, 2006 and the relevant provisions of the Companies Act, 1956. All amounts unless otherwise specified are in Indian Rupees. The Audited Financial Statements of the Wholly Owned Foreign Subsidiary has been prepared in accordance with the Generally Accepted Accounting Practices (GAAP) of its Country of Incorporation. The financial statement of the Wholly Owned Foreign Subsidiary used in the consolidation is drawn up to the same reporting date as that of the company i.e. year ended 31st march 2013. 1.02 Principals of Consolidation The financial statement of the Company and its Wholly Owned Foreign Subsidiary has been consolidated on a line by line basis by adding together the book value of like item of assets, liabilities, Income and expenses after eliminating intra group balances, intra group transactions and the unrealized profit, if any. The financial statement of the company and its Wholly Owned Foreign Subsidiary has been consolidated using uniform accounting policies. The excess of the cost to the company of its investments in its Wholly Owned Foreign Subsidiary over its shares of equity in its subsidiary at the date of its investment is recognized in the financial statement as Goodwill. 1.03 Use of Estimates The Consolidated Financial Statements includes the account of TIL and its Wholly Owned Foreign Subsidiary. The preparation of Consolidated Financial Statements is in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of 58 CONSOLIDATED FINANCIAL STATEMENTS Let's Join Hands... Tirupati Inks Limited Adding Colours to your life assets and liabilities and disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amount of revenues and expenses for the years presented. Actual results could differ from those estimates. 1.04 Reinstatement of Financial Statements All transactions in foreign currency are recorded at the rates of exchange prevailing on the dates when the relevant transactions take place. Monetary items in the form of Current Assets and Current Liabilities in foreign currency, outstanding at the close of the year are converted in Indian Currency at the appropriate rates of exchange prevailing on the date of the Balance Sheet. Resultant gain or loss is accounted during the year. The reporting currency of the company is in Indian Rupees. The reporting currency of its Wholly Owned Foreign Subsidiary is in AED (Arab Emirates Dirham). The revenue items of the Wholly Owned Foreign Subsidiary are translated to Indian rupees using fortnightly average rates. Non Monetary items in the Balance Sheet of the Wholly Owned Foreign Subsidiary are translated at the rates ruling at the date of close of the reporting Financial Year. 1.05 Recognition of Income and Expenditure Sales are recognized when goods are supplied and are recorded net of rebates and Sales Tax / VAT and inclusive of Excise Duty. Expenses are accounted for on accrual basis and provision is made for all known losses and expenses. Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. 1.06 Fixed Assets and Depreciation The Fixed Assets are stated at cost (Net of CENVAT and VAT where applicable) less accumulated depreciation. Depreciation is provided on additions and deletions on pro-rata basis on Straight Line Method at the rates provided in Schedule XIV of the Companies Act, 1956. Direct costs are capitalized. All pre-operative expenses, on the commencement of commercial production attributable to the fixed assets are capitalized. 1.07 Impairment of Assets Whenever events indicate that assets may be impaired, the assets are subject to a test of recoverability based on estimates of future cash flows arising from continuing use of such assets and from its ultimate disposal. A provision for impairment loss is recognized where it is probable that the carrying value of an asset exceeds the amount to be recovered through use or sale of the asset. 1.08 Inventories Inventories are valued at lower of cost and net realizable value. a. Raw Materials : Average Cost Method b. Finished Goods & Work in Progress : Includes conversion and other cost incurred in bringing the inventories to their present location and condition. 1.09 Retirement Benefits a. The company contributes to the employees provident fund maintained under the Employees Provident Fund Scheme of the Central Government and the same is charged to Profit & Loss A/c. b. Gratuity is a post employment benefit and is in the nature of defined benefit plan. The liability recognized in the Balance Sheet in respect of Gratuity is the present value of the defined benefit obligation as at the Balance Sheet date less the fair value of plan assets, together with adjustments for unrecognized actuarial gains or losses. The defined benefit obligation is calculated at the balance sheet date on the basis of Actuarial valuation by the independent Actuary using projected Unit Cost Method (PUC). Actuarial gains & losses arising from experience adjustments and changes in actuarial assumptions are recorded in the statement of profit & loss in the year in which such gains or losses arise. 59 CONSOLIDATED FINANCIAL STATEMENTS Let's Join Hands... Tirupati Inks Limited Adding Colours to your life 1.10 Taxation Tax expense comprises of Current and Deferred Tax. Current Income Tax is measured at the amount expected to be paid to the tax authorities in accordance with the Indian Income Tax Act, 1961. Deferred Tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the Balance Sheet date. Deferred Tax is recognized, subject to the considerations of prudence, on timing differences, being the difference between taxable income that originate in one period and are capable of reversal in one or more subsequent periods. Minimum Alternate Tax (MAT) paid in accordance with the tax laws, which give futures economic benefits in the form of adjustment to future income tax liability, is considered as an asset if there is convincing evidence that the company will pay normal income tax. Accordingly, MAT is recognized as an asset in the Balance Sheet when it is probable that future economic benefit associated with it will flow to the company. 1.11 Contingent Liabilities The provision in respect of the present obligation arising out of past events is made in accounts when reliable estimates can be made of the amount of the obligation. Contingent Liabilities, if material, are disclosed by way of Notes to Accounts. 1.12 Significant Accounting Polices and Notes to these Consolidated Financial Statements are intended to serve as a means of informative disclosure and a guide to better understanding the consolidated position of the Company. Recognizing this purpose, the company has disclosed only such Policies and Notes from the individual financial statements, which fairly present the needed disclosures. NOTES TO ACCOUNTS FORMING INTEGRAL PART OF CONSOLIDATED FINANCIAL STATEMENTS 2.26 Mr. Sanjiv Agrawal being the Chairman & Managing Director of the Company was appointed as the Manager to the Wholly Owned Foreign Subsidiary on its incorporation during the year. 2.27 In the opinion of the Board, the Current Assets, Loans & Advances are approximately of the value stated, if realized, in the ordinary course of business. 2.28 The stock of Inventory includes Goods in Transit as follows:The Company ………….. Rs. 39.07 Lacs Subsidiary ……………Rs. 224.63 Lacs 2.29 Disclosures required under section 22 of the Micro, Small and Medium Enterprise Development Act, 2006. (Rs. in Lacs) S No. Particulars Year Ended 31.03.2013 i) Principal amount remaining unpaid to any supplier as at the end of the accounting year. 88.90 ii) Interest due thereon remaining unpaid to any supplier as at the end of the accounting year. NIL iii) The amount of interest paid along with the amounts of the payment made to the supplier beyond the appointed day. NIL iv) The amount of interest due and payable for the year. NIL v) The amount of interest accrued and remaining unpaid at the end of the Accounting year. NIL vi) The amount of further interest due and payable NIL even in the succeeding year, until such date when the interest dues as above are actually paid. Note: The above information regarding Micro Small & Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the company. This has been relied upon by the auditor. 60 CONSOLIDATED FINANCIAL STATEMENTS Let's Join Hands... Tirupati Inks Limited Adding Colours to your life 2.30 Deferred Taxation (Rs. in Lacs) Year Ended 31st March, 2013 Particulars Computation of Deferred Tax Assets / Liabilities Deferred Tax Liabilities on account of Depreciation Difference Less: 1. Deferred Tax Assets on Account of Disallowances under Income Tax Act, 1961 2. Deferred Tax Assets on Account of Provision for Gratuity. Net Deferred Tax Liabilities 276.83 00.00 02.68 274.15 2.31 Related Party Disclosures for the Year Ended 31-03-2013 (as certified by the management) 1 Key Management Personnel Mr. Sanjiv Agrawal Mr. Rakesh Kumar Agrawal Mrs. Rajni Maheshwari 2 Relative of Key Management Personnel NIL 3 Enterprises that directly/indirectly through one or more intermediaries control or controlled by, or under common control with, the company. NIL 4 Associate Company NIL 5 Members or their relatives having significant influence over the Company by having an interest in the voting power of the company NIL 6 Enterprises in which substantial interest in the voting power is owned directly/indirectly by key management personnel or their relatives including directors and senior management of the company. Ramdeo Polysters Pvt. Ltd. Details of Transaction with the Related Parties Particulars Rent Paid Remuneration KMP* Relative of KMP* Enterprises where Control Exit Associate Company Members or their Relatives having significant influence Enterprises in which substantial interest NIL NIL NIL NIL NIL 0.60 64.71 NIL NIL NIL NIL NIL NIL NIL NIL NIL 700.00 Unsecure Loan NIL Received *Key Management Personnel 2.32 DEFINED BENEFIT PLANS Particulars Discount Rate Rate of increase in Compensation levels Rate of Return on Plan Assets 61 (Rs in lacs) CONSOLIDATED FINANCIAL STATEMENTS Leave Encashment 8.00 % 10.00 % – Gratuity 8.00 % 10.00% – Let's Join Hands... Tirupati Inks Limited I Adding Colours to your life TABLE SHOWING CHANGES IN PRESENT VALUE OF OBLIGATIONS DURING THE PERIOD Present Value of Obligation as at the beginning of the period 4,47,680 5,50,314 -- -- 35,814 35,814 -- -- 42,049 3,63,006 Curtailment Cost / (Credit) -- -- Settlement Cost / (Credit) -- -- Benefit Paid -- -- Actuarial (Gain)/ Loss on obligations (80,856) 3.18,427 Present Value of Obligation as at the end of the period 8,30,687 12,75,772 Acquisition adjustment Interest Cost Past Service Cost Current Service Cost II. TABLE SHOWING CHANGES IN THE FAIR VALUE OF PLAN ASSETS DURING THE PERIOD Fair Value of Plan Assets at the beginning of the period – – Acquisition Adjustments – – Expected Return on Plan Assets – – Contributions – – Benefits Paid – – Actuarial Gain /( Loss) on Plan Assets – – Fair Value of Plan Assets at the end of the period – – Fair Value of Plan Assets at the beginning of the period — — Acquisition Adjustments — — Actual Return on Plan Assets — — Contributions — — Benefits Paid — — Fair value of plan assets at the end of period — — (8,30,687) (12,75,772) — — 80,856 (3,18,427) — — Total (Gain) / Loss for the period (80,856) 3,18,427 Actuarial (Gain) / Loss recognized in the period (80,856) 3,18,427 — — III. TABLE SHOWING FAIR VALUE OF PLAN ASSESTS Funded Status Excess of actual over estimated return on plan assets IV. ACTUARIAL GAIN / LOSS RECOGNIZED FOR THE PERIOD Actuarial Gain/(Loss) for the period - Obligation Actuarial (Gain)/Loss for the period - Plan Assets Unrecognized actuarial (Gains) / Losses at the end of period 62 CONSOLIDATED FINANCIAL STATEMENT Let's Join Hands... Tirupati Inks Limited Adding Colours to your life V. THE AMOUNTS TO BE RECOGNIZED IN BALANCE SHEET STATEMENTS OF PROFIT AND LOSS Present Value of Obligation as at the end of the period 8,30,687 12,75,772 – – (8,30,687) (12,75,772) – – NA – 8,30,687 12,75,772 Fair Value of Plan Assets as at the end of the period Funded Status Unrecognized Actuarial (Gains) / Losses Unrecognized Past Service Cost (Non Vested Benefits) Net Liability Recognized in Balance Sheet VI. EXPENSE RECOGNIZED IN THE STATEMENT OF PROFIT AND LOSS FOR THE PERIOD Current Service Cost 4,28,049 3,63,006 – – 35,814 44,025 Expected Return on Plan Assets – – Curtailment Cost / (Credit) – – Settlement Cost / (Credit) – – Net actuarial (Gain)/ Loss recognized in the period (80,856) 3,18,427 Expenses Recognized in the statement of Profit & Loss 3,83,007 7,25,458 8,30,687 12,75,772 – – (8,30,687) (12,75,772) 88,882 (3,18,427) – – Past Service Cost Interest Cost VII. AMOUNT FOR THE CURRENT PERIOD Present Value of Obligation Plan Assets Surplus (Deficit) Experience adjustments on plan liabilities - (Loss)/Gain Experience adjustments on plan assets - (Loss)/Gain VIII. RECONCILIATION STATEMENT OF EXPENSE IN THE STATEMENT OF PROFIT AND LOSS Present value of obligation as at the end of period 8,30,687 12,75,772 Present value of obligation as at the beginning of the period (4,47,680) (5,50,314) Benefits paid: (4,30,687) (12,75,772) (i) Directly paid by the enterprise – – (ii) Payment made out of the fund – – – – 3,83,007 7,25,458 Actual return on plan assets Expenses recognized in the statement of profit & loss IX. MOVEMENT IN THE LIABILITY RECOGNIZED IN THE BALANCE SHEET Opening Net Liability 4,47,680 5,50,314 Expenses as above 3,83,007 7,25,458 Benefits paid directly by the enterprise – – Contributions Paid into the Fund – – 8,30,687 12,75,772 Closing Net Liability 63 CONSOLIDATED FINANCIAL STATEMENTS Let's Join Hands... Tirupati Inks Limited Adding Colours to your life 2.33 CONTINGENT LIABILITIES AND COMMITMENTS Contingent liabilities not provided for in respect of 1. Letter of Credit issued to parties by banks on our behalf towards which materials are not received till 31.03.2013 : Rs. 74.59 lacs 2. Excise matter under Appeal at Commissioner Appeals Demand : Rs. 03.66 lacs Penalty : Rs. 05.51 lacs 3. The Company has imported Plant & Machinery under Export Promotion Capital Goods Scheme (EPCG), where under the company is required to fulfill export obligation amounting to Rs 3512.60 lacs on FOB basis within six years from the date of issue of authorization i.e. 09.08.2011. The liability amounting to Rs.585.43 Lacs on account of Custom Duty may arise along with interest in the event of non fulfillment of the export obligation. 2.34 SEGMENT REPORTING:The Company's operations comprises of business of Printing Inks and Allied Products. Its primary segment is only Printing Inks and Allied Products and hence Segment Reporting under this head is not applicable. The Secondary Segment i.e. Geographical Segment is applicable since the Company's operations are situated in two Geographical Areas i.e. India & UAE. Based on the guidelines of Accounting Standards on Segment Reporting (AS-17) issued by The Institute of Chartered Accountants of India, the details of Geographical Segment are as follows:Secondary Reportable Segment Geographical Segment (Rs. in Lacs) st Particulars Segment Revenue (Net Sales) Segment Results PBT Capital Employed India 22810.65 707.67 6717.63 Year Ended 31 March, 2013 UAE Consolidated 3712.16 26522.81 361.22 1068.89 388.42 7079.21 2.35 REMUNERATION PAID / PAYABLE TO AUDITORS (Rs. in Lacs) Particulars Statutory Audit Fees Tax Audit Fees st Year Ended 31 March, 2013 01.80 00.20 2.36 EARNING PER SHARE Profit After Tax Weighted Average No. of Equity Shares Basic EPS Diluted EPS (Rs. in Lacs except per share data) 851.00 15152370 5.62 5.62 2.37 Balances of some of the Trade Receivables, Trade Payables, Loans & Advances are subject to reconciliation/ confirmation from the respective parties. The Management does not expect any material differences affecting the financial statements for the year. 2.38 The Consolidated Financial Statements of the company have been prepared without incorporating the previous year figures pertaining to its only wholly owned foreign subsidiary since this is the first Financial Year after the formation of the said subsidiary. 2.39 All the figures have been rounded off to the nearest lacs of rupees. 64 CONSOLIDATED FINANCIAL STATEMENTS Let's Join Hands...