Consolidated - Pratibha Industries Limited
Transcription
Consolidated - Pratibha Industries Limited
Pr a t i b h a I n d u s t r i e s L i m i t e d multiprintindia.com TM Annual Report 2004 - 2005 P R A T I B H A An ISO 9001: 2000 Company Inauguration of Latur's Integrated Water Supply Scheme by Hon. Chief Minister, Shri Vilasraoji Deshmukh. Hon. Chief Minister felicitating Shri Ajit Kulkarni, Managing Director Pratibha Industries Ltd. Some of the prestigious projects executed by the Company. Akot water supply project Elevated Service Reservoir (ESR) - 10 lakh ltr capacity at Hiwarkhad Barvi water supply scheme Ghansoli railway station complex, Navi Mumbai Construction of Type I, II, III & IV flats at Kharghar, Navi Mumbai K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Contents Pratibha Industries Ltd. Six years at a glance Board of Directors Overview Smt. Usha Bhagwan Kulkarni Directors Report Chairperson Auditors Report Shri Ajit Bhagwan Kulkarni Managing Director Balance Sheet Shri Datta Bhagwan Kulkarni Profit & Loss Account Director Schedules Shri Vinayak Bhagwan Kulkarni Cash Flow Statement Director Balance Sheet Abstract Shri Ramdas Bhagwan Kulkarni Director Consolidated Financial Statement Auditors Jayesh Sanghrajka & Co. Chartered Accountants Bankers Registered Office The United Western Bank Ltd. Bank of Baroda Bank of India ICICI Bank Ltd. Punjab National Bank Usha Kamal, 574, Chembur Naka, Chembur, Mumbai 400 071 Administrative Office Shrikant Chambers Phase -II, 5th Floor, Sion-Trombay Road, Next to R. K. Studio, Chembur, Mumbai 400 071 Tel : 5641 4499 Fax: 2520 1135 E-mail: [email protected] www.pratibhagroup.com Annual General Meeting to be held on 21st June, 2005 at 11.00 a.m. at Administrative Office situated at 5th Floor, Shrikant Chamber, Chembur, Mumbai 400 071, Maharashtra. 3 K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Overview CHAIRMAN'S OVERVIEW “Our thrust in 2004-05 was on acquiring new customers and processes.” VISION To become a globally recognized, prestigious company through synergistic business investment, differentiation through innovation, passion through empowerment, that bring in delight of shareholders. MISSION To benefit society at large through innovations, quality, productivity, human development and growth, and to generate sustained surpluses, always striving for excellence, within the framework of law and with pride in ethical values. VALUES Respect for individuals Passion for perfection Achieving the impossible Different and unique Integrity Customer relationship QUALITY STATEMENT PIL is committed to excel in all its area of expertise by providing the client & society at large, with quality infrastructure built in accordance to specifications and by deployment of modern technology, sophisticated equipments, input of quality products & strict adherence to safety norms. 4 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Corporate philosophy COMMITMENT TO SOCIETY / NATION We respect the society and the environment to which we belong and will contribute to its progress and welfare. PASSION FOR QUALITY Fairness and justice in all our business and individual dealing-without this spirit no man can win respect. HARMONY AND CO-OPERATION Alone we are weak. Together we are strong. Work together as a family in mutual trust and responsibility. GROWTH Growth is vital. Increasingly seek out ways and means to constantly move forward. GRATITUDE Always repay the kindness of out customers, associates, community, nation and friends worldwide with gratitude. 5 K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Six years at a glance (Consolidated) (Rs. In Lacs) PARTICULARS 2004-05 2003-04 2002-03 2001-02 2000-01 1999-00 Total Income 12,144.37 8,181.92 4,284.99 3,531.05 2,961.77 3,731.03 Total Expenditure 10,713.11 7,298.94 3,915.76 3,271.85 2,730.95 3,533.51 1,431.26 882.98 369.23 259.20 230.82 197.52 Interest 520.52 473.65 125.06 103.72 124.08 72.95 Gross Profit 910.74 409.33 244.17 155.48 106.74 124.57 Depreciation 46.53 36.59 26.40 22.46 19.50 15.89 Profit Before Tax 864.21 372.74 217.77 133.02 87.24 108.68 Equity 200.00 200.00 200.00 176.66 140.08 140.08 1,853.90 844.94 479.99 287.57 149.67 78.25 Operating Profit Reserves (Rs. In Lacs) 2005 2004 2003 2002 2001 2000 Fixed Assets Gross Block Less: depreciation 995.25 153.34 865.23 117.30 488.61 83.19 448.60 56.79 362.40 35.26 298.66 15.76 Net Block 841.91 747.93 405.42 391.81 327.14 282.90 48.70 4709.49 48.70 2,490.50 18.70 665.99 106.42 542.64 106.42 161.96 106.42 127.76 0 0.23 0.46 0.69 0.92 1.15 5,600.10 3,287.60 1,090.57 1,041.56 596.44 518.22 3552.75 2,242.42 410.57 577.24 264.09 261.17 193.45 - - 0.10 42.59 38.72 Total 3,746.20 2,242.42 410.57 577.34 306.68 299.89 Net Worth 1,853.90 1,044.94 680.00 464.22 289.76 218.33 200.00 200.00 200.00 176.66 140.08 140.08 Reserves & Surplus 1,653.90 844.94 480.00 287.56 149.68 78.25 Total 1,853.90 1,044.94 680.00 464.22 289.76 218.33 What we owned Investments Current Assets (net) Miscellaneous Expenditure Total What we owned Secured Loans Unsecured Loans Represented by Share Capital 6 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Directors report Your Directors are pleased to present the 10th Annual Repor t and the audited accounts for the year ended 31st March, 2005. Financial results (Rs. In Million) For the year Ended 31.03.2005 31.03.2004 906.37 661.04 Sales & Other Income 91.04 40.92 Less: Depreciation Profit / (Loss) before Depreciation and Income Tax 4.62 3.65 Less: Provision for Tax Current 5.18 1.20 Less: Provision for Tax Deferred 0.35 3.61 Result of operation 80.89 32.46 Earning Per Share (In Rs.) 40.45 16.23 Operation The Company achieved a turnover of Rs. 906.37 Million (Previous Year 661.04) registering the splendid growth of 36.77 % on year to year basis. The net bottom line of the company increased from Rs. 32.46 Million in 2004 to Rs. 80.89 Million in 2005 showing a growth of 149.19%. The Directors have great pleasure to present the strong financial statements for the year ended on 31st March 2005. Dividend The directors are of the opinion to plough back the internal accrual to meet the working capital and fixed capital requirement of the company towards the various projects. In view of the same it is decided by the board not to declare any dividend for the current year. Bonus issue Your Directors have the pleasure in recommending bonus issue to the extent of four shares for every share held. Deposits The Company has not accepted any deposits during the year under review. Directors Mr. Vinayak Kulkarni retires by rotation and his appointment is recommended in the ensuing Annual General Meeting. There was no other change in the composition of Board of Directors of the Company. 7 K # 150 Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 Pratibha Group P R A T I B H A Directors' responsibility statement Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, with respect to Directors' Responsibility Statement, it is hereby confirmed that: 1. in the preparation of the annual accounts the applicable accounting standards have been followed; 2. the Directors 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, 2005 and of the profit of the Company for the year ended on that date. 3. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and 4. the Directors have prepared the annual accounts of the Company on a 'going concern' basis. New projects awards and achievements During the year under review, company has bagged various new tenders and the order booking position is at a new record high level as on 31st May 2005. The company has identified certain horizon projects that might yield good returns, which the directors have opined to carry through. The Company has therefore sought for additional finance from the bankers. They have responded very positively. ISO certification Our efforts to bring in modern management technique and quality assurance standards in the company as a measure to achieve our goals were also recognized and Moody International Ltd., a worldwide specialist in quality certification since 1911 has assessed the quality management systems of Pratibha Industries Ltd. and awarded their certificate for quality assurance standard of ISO 9001 (2000 Revision) on 4th June 2004. Pratibha Industries Ltd. is now an “ISO 9001 : 2000 Company”. Conservation of energy During the year under review, substantial efforts were made to ensure optimum use, and perseverance of energy. Foreign exchange earning and outgo During the year under review, company's operation was restricted within the Indian Territory and hence no foreign earnings. However company has spent amount of Rs. 47,940/- on foreign travel of Directors. Particulars of employees Information in accordance with the provision of Section 217 (2A) of Company Act, 1956, read with the Companies (Particular of Employees) Rules 1975, as amended, regarding employees to the Directors Report is as follows. None of the Employees of the Company are in receipt of remuneration aggregating to Rs. 24,00,000/- or more p.a., if employed for the entire year or Rs. 2,00,000/- or more per month, if employed for the year. 8 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Human resource development Your Company believes in people power. It recognises the fact that people are key to its sustainable success. Consequently, an HR vision forms an integral part of your Company's overall business vision and strategy. Over the years, the company has facilitated goal achievement through efficient systems, sustained training and innovative management practices. Technological advancement and successful completion of complex and high technology demanding projects are supported by an ongoing recruitment of specialised talent and the retention of outstanding talent through regular training and performance recognition. The Company provides an invigorating workplace, including a pursuit of excellence. Its biggest strength is a transparent open door access to the top management as well as a flat and informal structure, facilitating the speedy redressal of issues. HR philosophy of the company is designed to emerge as an employer of choice through the attraction and retention of the best talent. Provide opportunity for continuous learning and contribution. Auditors and auditors' report M/s. Jayesh Sanghrajka & Co., Chartered Accountants, Statutory Auditors of the Company, hold office until the conclusion of the forthcoming Annual General Meeting and are eligible for re-appointment. The Company has received letters from them to the effect that their appointments, if made, would be within the prescribed limits under Section 224(1-B) of the Companies Act, 1956 and also that they are not otherwise disqualified within the meaning of sub section (3) of Section 226 of the Companies Act, 1956, for such appointment. The notes to the accounts referred to in the Auditors' Report are self-explanatory and therefore do not call for any further comments. Internal control system Management Information Systems (MIS) is the backbone of our control mechanism. Clearly defined roles and responsibilities down the line for all managerial positions have been institutionalised. All operating parameters are monitored and committed. Regular internal audits and checks ensure that responsibilities are executed effectively and that the MIS is flawless amongst well conceived annual planning and budgeting system. Any material change in the business outlook is reported to the Board. Material deviations from the annual planning and budgeting are informed to the Board on a quarterly basis. An effective budgetary control on all capital expenditure ensures that actual spending is in line with the capital budget. Acknowledgement Your Directors wish to place on record their appreciation of the dedication and commitment of your Company's employees to the growth of your Company during a challenging year. Their unstinted support has been and continues to be integral to your Company's ongoing success. Your Directors express their gratitude to the Central and State Governments, banks, financial institutions, shareholders and business associates for their continued co-operation and guidance. For and on behalf of the Board of Directors Mrs. Usha Bhagwan Kulkarni Chairperson Mr. Ajit Bhagwan Kulkarni Managing Director Mumbai Date: 31st May 2005 9 K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Auditors' report Jayesh Sanghrajka & Co. CHARTERED ACCOUNTANTS Unit No. 405, 4th Floor, Hind Rajasthan Centre, D. S. Phalke Road, Dadar (C. Rly.), Mumbai - 400 014. Tel: 2411 3263 / 2418 2107 / 2416 5160 Fax : 2416 5160. To the Members, Pratibha Industries Limited We have audited the attached Balance Sheet of Pratibha Industries Limited as at 31st March, 2005 and the Profit and Loss Account for the year ended on that date annexed thereto and Cash Flow Statement for the year ended on that date. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. 1. We conducted our audit in accordance with 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 misstatements. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in 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. 2. As required by the Companies (Auditor's Report) Order 2003 issued by the Central Government of India in terms of subsection (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order. 3. Further to our comments in the Annexure referred to in paragraph 2 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 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 Cash Flow Statement dealt with by this report comply with the mandatory Accounting Standards referred in sub-section (3C) of section 211 of the Companies Act, 1956; e) In our opinion, and based on information and explanations given to us, none of the directors are disqualified as on 31st March, 2005 from being appointed as directors in terms of clause (g) of subsection (1) of section 274 of the Companies Act 1956; f) Subject to Clause 'g' below in our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the Significant Accounting Policies and other notes thereon give the information required by the Companies Act, 1956, in the manner so required, and present a true & fair view, in conformity with the accounting principles generally accepted in India: (i) In so far as it relates to Balance Sheet, of the state of affairs of the Company as at 31st March, 2005; (ii) In so far as it relates to the Profit and Loss Account, of the profit of the Company for the year ended on that date; and (iii) In so far as it relates to the Cash Flow Statement, of the cash flows of the Company for the year ended on that date. g) Write off of balances of Creditors on account of Cessation of Liabilities to the tune of Rs. 19621287.95 and recognition of Income from various contracts to the tune of Rs. 35,00,000/-, in view of declaration at the time of Search by the Income Tax Department. The income has increased to that extent. (refer point 3,4 and 13 in Notes to Accounts) For Jayesh Sanghrajka & Co. Chartered Accountants Mumbai, Date : 31st May 2005 Jayesh Sanghrajka Partner 10 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Annexure to auditors' report Jayesh Sanghrajka & Co. CHARTERED ACCOUNTANTS Referred to in Paragraph 2 of our report of even date 1. In respect of its fixed assets: a. The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets on the basis of available information. b. As explained to us, the fixed assets have been physically verified by the management during the year in a phased periodical manner, which in our opinion is reasonable, having regard to the size of the Company and nature of its assets. No material discrepancies were noticed on such physical verification. c. In our opinion, the Company has not disposed of substantial part of fixed assets during the year and the going concern status of the Company is not affected. 2. In respect of its inventories: a. As explained to us, inventories have been physically verified by the management at regular intervals during the year. b. In our opinion and according to the information and explanations given to us, 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 has maintained proper records of inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventory as compared to the book records. 3. In respect of loans, secured or unsecured, granted or taken by the Company to/from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956: a. The Company has not granted any loans from any parties covered in the registered maintained under section 301 of the Companies Act 1956. But the Company has taken Unsecured Loans from 1 Party amounting to Rs. 19345000/- covered in the registered maintained under section 301 of the Companies Act 1956. b. In our opinion and according to the information and explanations given to us, the rate of interest, wherever applicable and other terms and conditions are not prima facie prejudicial to the interest of the Company. c. There is no overdue amount in respect of loans granted by the Company. 4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and also for the sale of goods. During the course of our audit, we have not observed any major weaknesses in internal controls. 5. In respect of transactions covered under Section 301 of the Companies Act, 1956: a. In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements, that needed to be entered into in the register maintained under Section 301 of the Companies Act, 1956 have been so entered. b. Transactions aggregating during the year to Rs. 5,00,000/- or more in respect of each party, have been made at prices which are reasonable having regard to prevailing market prices for such goods and materials available with the Company or prices at which transactions for similar goods have been made with other parties at the relevant time. 6. The Company has not accepted any deposits from the public. 7. In our opinion, the internal audit system of the Company is commensurate with its size and nature of its business. 8. No cost records and accounts are prescribed by the Central Government under Section 209 (1)(d) of the Companies Act 1956. 11 K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Continuous Sheet …. Jayesh Sanghrajka & Co. CHARTERED ACCOUNTANTS 9. In respect of statutory dues: a. According to the records of the Company, undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees' State Insurance, Income-Tax, Sales tax, Wealth Tax, Customs Duty, Excise Duty, Cess and other statutory dues have been generally regularly deposited with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2005 for a period of more than six months from the date of becoming payable. b. There are no disputed statutory dues, hence the question of same been deposited does not arise. 10. The Company has no accumulated losses and has not incurred any cash losses during the financial year covered by our audit or in the immediately preceding financial year. 11. Based on our audit procedures and according to the information and explanation given to us, we are of the opinion that the Company has not defaulted in repayment of dues to financial institutions, banks or debenture holders. 12. In our opinion and according to the information and explanation given to us, no loans and advances have been granted by the Company on the basis of security by way of pledge of shares, debentures and other securities. 13. In our opinion, the Company is not a chit fund or a nidhi /mutual benefit fund/ society. Therefore, clause 4(xiii) of the Companies (Auditor's Report) Order 2003 is not applicable to the Company. 14. In our opinion, the company is not a dealer or trader in shares, securities, debentures and other investments. 15. The Company has given guarantees for loans taken by others from banks or financial institutions. According to the information and explanations given to us, we are of the opinion that the terms and conditions thereof are not prima-facie prejudicial to the interests of the Company. 16. The Company has raised new term loans during the year. These term loans were applied for the purposes for which they were raised. 17. On the basis of an overall examination of the Balance Sheet of the company, in our opinion, there are no funds raised on a short-term basis which have been used for long term investment, and vice versa. 18. During the year, 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. 19. The Company has not issued any debentures. 20. The Company has not raised any money by way of public issue during the year. 21. 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 that causes the financial statements to be materially misstated. For Jayesh Sanghrajka & Co. Chartered Accountants Jayesh Sanghrajka M.No.37430. Partner Mumbai, Date : 31st May 2005 12 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. Balance Sheet as at 31st March, 2005 PARTICULARS SCH 31.03.2005 31.03.2004 SOURCES OF FUNDS SHAREHOLDER'S FUNDS Share Capital A 20,000,000.00 20,000,000.00 Reserve & Surplus B 165,390,464.57 84,493,635.66 185,390,464.57 104,493,635.66 748,704.00 399,680.00 155,767,089.32 DEFERRED TAX LIABILITY LOAN FUNDS Secured Loans C 251,388,675.25 Unsecured Loans D 19,345,000.00 456,872,843.82 260,660,404.98 APPLICATIONS OF FUNDS FIXED ASSETS E Fixed Assets Gross Block 98,593,479.10 86,293,872.14 Less : Depreciation 15,289,378.77 11,721,835.10 83,304,100.33 74,572,037.04 4,869,585.00 4,869,560.00 INVESTMENTS F CURRENT ASSETS LOANS & ADVANCES Inventories G 208,758,503.00 95,788,957.00 Sundry Debtors H 322,082,970.25 160,272,895.30 Cash & Bank Balance I 103,316,302.14 62,862,017.30 Loans, Advances & Deposits J 196,163,714.04 93,794,682.77 830,321,489.43 412,718,552.37 LESS: CURRENT LIABILITIES & PROVISIONS Sundry Creditors K 349,888,774.44 148,969,263.97 Other Liabilities & Provisions L 22,275,805.00 18,895,983.46 Advances & Deposits M WORKING CAPITAL MISCELLANEOUS EXPENSES Significant Accounting Policies & Notes to Accounts 89,457,751.50 63,657,403.00 461,622,330.94 231,522,650.43 368,699,158.49 181,195,901.94 N - 22,906.00 456,872,843.82 260,660,404.98 T As Per our Report on even Date For Jayesh Sanghrajka & Co. For and on behalf of the Board of Directors Chartered Accountants Ajit B. Kulkarni Usha B. Kulkarni Vinayak B. Kulkarni Datta B. Kulkarni Ramdas B. Kulkarni Jayesh Sanghrajka Partner Place : Mumbai Date : 31st May 2005 Place : Mumbai Date : 31st May 2005 13 Managing Director Chairperson & Director Directors K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. Profit & Loss Account for the year ended 31st March, 2005 PARTICULARS SCH 31.03.2005 31.03.2004 879,740,284.58 638,123,959.29 INCOME Sales Other Income O 26,631,045.82 22,917,162.18 906,371,330.40 661,041,121.47 720,326,933.27 36,160,830.14 38,628,877.31 11,487,976.10 4,616,769.67 8,705,658.00 22,906.00 819,949,950.49 551,188,119.01 28,801,806.50 20,474,168.87 5,920,187.75 3,650,913.23 13,708,333.00 22,907.00 623,766,435.36 86,421,379.91 5,000,000.00 349,024.00 37,274,686.11 1,200,000.00 - (175,527.00) - 419,617.00 80,896,828.91 36,494,303.11 2,000,000.00 2,000,000.00 40.45 18.25 EXPENDITURE Cost of goods sold Establishment Selling & Other Expenses Finance Charges Personnel Expenses Depreciation Annuity Period Expenses Preliminary Expenses P Q R S E PROFIT BEFORE TAX Provision for Income Tax. - Current Provision for Deferred Tax Liability EXTRA ORDINARY ITEMS Income Tax of Earlier Years Deferred Tax Liability reversed PROFIT AFTER TAX Weighted average number of Shares Basic and Diluted Earning Per Share (Net of Tax) (of the face value of Rs. 10/- each) Significant Accounting Policies & Notes to Accounts T As Per our Report on even Date For Jayesh Sanghrajka & Co. For and on behalf of the Board of Directors Chartered Accountants Ajit B. Kulkarni Usha B. Kulkarni Vinayak B. Kulkarni Datta B. Kulkarni Ramdas B. Kulkarni Jayesh Sanghrajka Partner Place : Mumbai Date : 31st May 2005 Place : Mumbai Date : 31st May 2005 14 Managing Director Chairperson & Director Directors K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. Schedules annexed to and forming part of the Balance Sheet as at 31st March, 2005 PARTICULARS 31.03.2005 31.03.2004 20,000,000.00 20,000,000.00 20,000,000.00 20,000,000.00 20,000,000.00 20,000,000.00 84,493,635.66 80,896,828.91 47,999,332.55 36,494,303.11 165,390,464.57 84,493,635.66 26,427,171.00 24,285,375.53 Working Capital Finance from consortium of banks (For Security see Note (b) below) 97,283,934.88 74,482,458.84 Factoring facility 42,215,422.52 12,712,250.00 Working Capital Demand Loans (For Security see Note (d) below) 10,480,887.90 5,500,000.00 Project specific term fund from Bank- for Akola Project (For Security see Note (e) below) 74,981,258.95 38,787,004.95 251,388,675.25 155,767,089.32 SCHEDULE - 'A' SHARE CAPITAL Authorised Capital (20,00,000 Equity Shares of Rs. 10/- Each ) Total (Last year 2000000 equity Share of Rs. 10/- each) Issued, Subscribed, Called Up & Paid Up Capital (20,00,000 equity shares of Rs.10 each Fully Paid up) (Last year 20,00,000/- equity shares of Rs. 10/- each) Total SCHEDULE - 'B’ RESERVE & SURPLUS Profit & Loss Account Opening Balance Add During The Year Total SCHEDULE - 'C' SECURED LOANS Loans for Vehicles & Equipments (For Security see Note (a) below) (of above Rupees 49,54,326/- is in respect of assets acquired for Akola Project) (For Security see Note (c) below) Total 15 K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. NOTES : a. Secured by hypothecation of specific assets / vehicle purchased. b. Secured against (i) First charge by way of hypothecation of current assets of the Company namely Stock of Raw Materials, Stock of Work in Progress & Receivables. (ii) First charge on the gross block of the Company ( other than those specifically charged to other banks) and collaterally secured by mortgage of fixed assets belonging to the directors. (iii) These facilities are further secured by Corporate Guarantees of Pratibha Pipes & Structural P. Ltd., Pratibha Precast Concrete Industries P. Ltd. and personal guarantee of all the directors. c. Secured against (i) First charge on receivables of the Company, factored with Canbank Factors Ltd. (ii) This facility is further secured by Corporate Guarantees of Pratibha Pipes & Structural P. Ltd., Pratibha Precast Concrete Industries P. Ltd. and personal guarantee of all directors. d. Working capital Demand Loan represent project specific loan sanctioned by ICICI Bank Ltd. and the was paid off on 15.06.2004. During the current year 2004-05 new loan taken from the United Western Bank Ltd. to finance our requirement to furnish EMD to various clients. e. Project specific term fund from Bank represent term loan taken by the company for executing "deferred payment project" of Akola Muncipal Corporation. "Deferred Payment Project" of Akola Muncipal Corporation. This loan is secured by way of Bank Guarantee of Akola Muncipal Corporation for Rs. 970.00 Lacs. And further guaranteed by personal guarantees of the Directors. Schedules annexed to and forming part of the Balance Sheet as at 31st March, 2005 PARTICULARS 31.03.2005 31.03.2004 SCHEDULE 'D' - UNSECURED LOANS From Directors, Relatives, Members and Related Concerns Total 16 19,345,000.00 - 19,345,000.00 - K # 150 Pratibha Industries Ltd. SCHEDULE : E: FIXED ASSETS GROSS BLOCK Sr. Particulars No. DEPRECIATION NET BLOCK Cost as on 01-04-2004 Addn. Sale/Transfer Cost as on 31-03-2005 As on 01-04-2004 For the Year On Sale/Transfer As on 31-03-2005 As on 31-3-2005 As on 31-3-2004 7,500,000.00 - - 7,500,000.00 - - - - 7,500,000.00 7,500,000.00 - - 22,114,569.00 457,492.28 360,688.62 - 818,180.90 21,296,388.10 21,657,076.72 12,759,804.96 5,744,776.00 42,302,627.36 7,055,531.56 2,095,122.56 1,030,204.00 8,120,450.12 34,182,177.24 28,232,066.84 1 Goodwill 2 Office Premises 22,114,569.00 3 Plant & Machinery 35,287,598.40 17 4 Furniture & Fixture 5,549,909.90 49,415.00 - 5,599,324.90 900, 129.30 353,334.13 - 1,253,463.43 4,345,861.47 4,649,780.60 5 Electric Installation 658,383.15 11,052.00 7,685.00 661,750.15 145,568.55 31,707.15 2,067.00 175,208.70 486,541.445 512,814.60 6 Office Equipment 2,160,217.00 1,011,480.00 - 3,171,697.00 686,599.76 316,151.87 - 1,002,751.63 2,168,945.37 1,473,617.24 7 Vehicles 12,995,114.69 4,131,006.00 35,690.00 17,090.430.69 2,470,897.65 1,429,149.33 16,955.00 3,883,091.98 8 Computer Software 28,080.00 125,000.00 - 153,080.00 5,616.00 30,616.00 -- 36,232.00 13,207,338.71 10,524,217.04 116,848.00 22,464.00 Total 86,293,872.14 18,087,757.96 5,788,151.00 98,593,479.10 11,721,835.10 4,616,769.67 1,049,226.0 15,289,378.77 83,304,100.33 74,572,037.04 Previous Year 48,860,587.14 38,074,447.00 86,293,872.14 8,318,744.87 3,650,913.23 247,823.00 11,721,835.10 74,572,037.04 40,541,842.27 641,162.00 1) Depreciation @100% has been claimed on Individual Assets costing upto Rs. 5000/- K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. PARTICULARS 31.03.2005 31.03.2004 500,000.00 500,000.00 1826,960.00 1,826,960.00 1,000.00 1,000.00 26,600.00 26,600.00 25.00 - SCHEDULE - 'F' INVESTMENTS (Long Term - At Cost) Trade Unquoted (Share Application) Share Application in Pratibha Ispat P. Ltd. (Formerly Chimanlal Vijaykumar Steel P. Ltd.) Share Application in Pratibha Pipes & Structural P. Ltd. Trade Unquoted Share Janakalyan Sahakari Bank Ltd. Shares of Abhudaya Bank Ltd. The Greater Bombay Co-op. Bank Ltd. Non Trade - Unquoted National Saving Certificates (Maturity Value - 15,000) Bonds U W B Vashi Br. Total 15,000.00 15,000.00 2,500,000.00 2,500,000.00 4,869,585.00 4,869,560.00 208,758,503.00 95,788,957.00 208,758,503.00 95,788,957.00 SCHEDULE - 'G' INVENTORIES (AS PER INVENTORIES CERTIFIED AND VALUED BY THE MANAGEMENT) Total SCHEDULE - 'H' SUNDRY DEBTORS (Unsecured, Considered good) Debt outstanding for a period exceeding six Months 100,977,575.62 844,425.63 Other Debts 221,105,394.63 159,428,469.67 322,082,970.25 160,272,895.30 2,473,324.42 1,095,103.42 Total SCHEDULE - 'I' CASH & BANK BALANCE Cash in hand Balance With Bank On Current Account On Deposit Total 18 9,342,115.72 2,702,129.58 91,500,862.00 59,064,784.30 103,316,302.14 62,862,017.30 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. PARTICULARS 31.03.2005 31.03.2004 SCHEDULE - 'J' LOANS , ADVANCES & DEPOSITS (Unsecured, Considered Good unless otherwise stated) Advances recoverable in cash or in kind or for value to be received Advances with Petron Pratibha Joint Venture Advances with Unity Pratibha Multimedia Joint Venture 3,002,551.23 4,699,388.88 55,458,168.82 3,823,891.64 Undistributed Profit of Petron Prathiba Joint Venture 1,775,545.00 739,417.00 Prepaid Expenses 5,183,893.00 1,385,965.00 179,650.00 281,550.00 Loans to Staff T.D.S. Mobilisation Advances Given Advance Income Tax Paid 13,001,559.00 8,472,848.00 4,814,352.76 6,733,909.71 3,500,000.00 - Other Deposits 83,983,914.93 49,316,201.87 Advance to Suppliers 25,264,079.30 18,341,510.67 196,163,714.04 93,794,682.7 Total SCHEDULE - 'K' SUNDRY CREDITORS Sundry Creditor (Net) 108,810,805.58 54,566,575.41 Creditors under Bills of Exchange (LC) 241,077,968.86 94,402,688.56 349,888,774.44 148,969,263.97 5,000,000.00 4,024,307.00 Total SCHEDULE - 'L' OTHER LIABILITIES & PROVISIONS Provision for Tax TDS Payable Annuity Period Expenses Provision for Employee Benefits Other Provisions Director Remuneration Payable Electricity Expenses 1,334,259.00 633,139.00 15,124,771.00 13,708,333.00 56,666.00 36,079.00 2,383.00 1,468.00 108,852.00 100,306.00 42,290.00 42,660.00 Employee's ESI Payable 1,496.00 1,366.00 Professional Tax Payable 13,555.00 7,235.00 Salary & Wages Payable 473,913.00 272,445.00 Telephone Exp. Payable 9,134.00 68,645.46 Service Tax Payable 1,051.00 - Gratuity Fund Payable Total 107,435.00 - 22,275,805.00 18,895,983.46 SCHEDULE - 'M' ADVANCES & DEPOSITS Security Deposits 28,768,632.00 20,461,075.00 Mobilisation Advances 58,158,308.50 38,131,174.00 Other Advances 1,507,925.00 1,200,000.00 Secured Advances 1,022,886.00 3,865,154.00 89,457,751.50 63,657,403.00 22,906.00 45,813.00 Total SCHEDULE - 'N' MISCELLANEOUS EXPENSES Preliminary Expenses Less : Written Off Total 19 22,906.00 22,907.00 - 22,906.00 K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. PARTICULARS 31.03.2005 31.03.2004 Rent Received Dividend Received 160,000.00 124.00 70,000.00 30.00 Interest on Income Tax Refund 215,162.00 128,652.00 - 16,077.00 26,139,333.82 22,702,403.18 116,426.00 - 26,631,045.82 22,917,162.18 SCHEDULE - 'O' OTHER INCOME Services Charges Received Share of Profit from Partnerships Interest Received From Others Total SCHEDULE - 'P' COST OF GOODS SOLD Opening Stock Purchases Add: Direct Expenses Less: Closing Stock Total 95,788,957.00 34,482,016.00 754,919,447.14 560,872,726.64 850,708,404.14 595,354,742.64 78,377,032.13 51,622,333.37 208,758,503.00 95,788,957.00 720,326,933.27 551,188,119.01 SCHEDULE - 'Q' ESTABLISHMENT, SELLING & OTHER EXPENSES Administration & Office Exp. Auditors Remuneration 157,300.00 150,000.00 Advertisement Exp 294,290.00 396,962.00 Bad Debts 79,786.00 - Books & Periodicals 21,263.00 23,570.00 Computer & Software Exps. 98,172.00 247,580.00 3,527,881.00 3,279,662.00 Discount 506,458.65 209,911.50 Donation 40,208.00 39,006.00 816,796.89 976,862.00 Legal & Professional Fees Electricity Charges Fees & Subscription Pooja & Festival Expenses General Expenses Insurance Charges ( Car Policy) 7,035.00 44,600.00 480,787.00 495,397.50 683,352.34 627,616.00 3,013,025.00 640,113.00 Insurance Charges ( Others ) 64,775.00 - Laboratory Charges 28,634.00 3,020.00 Loss on Sale of Fixed Assets 1,796,775.00 208,039.00 Motor Car Expenses 2,313,708.31 1,152,464.34 696,347.00 135,701.00 1,487,547.79 1,139,915.81 885,302.75 927,960.75 Octroi Charges Postage & Telegram & Telephone Printing & Stationery Registration Fees Repair & Maintenance Royalty Expenses Security Service Charges Service Charges Sewarage Charges Tender Expenses Conveyance & Travelling Expenses Rent Rates & Taxes Total 20 77,865.00 1,550.00 126,557.00 145,776.00 2,000.00 894,100.00 195,129.00 842,733.00 36,287.80 16,506.00 161,657.00 - 728,715.00 1,621,742.86 634,806.00 1,962,150.25 15,525,037.88 13,091,691.00 35,474,436.27 28,287,693.15 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. PARTICULARS 31.03.2005 31.03.2004 593,509.87 390,960.35 Selling & Marketing Expenses Sales Promotion Brokerage Total 92,884.00 123,153.00 686,393.87 514,113.35 36,160,830.14 28,801,806.50 951,538.64 1,499,990.00 SCHEDULE - 'R' FINANCE CHARGES Bank Charges & Commission Bank commission LC/ BG 14,584,196.42 7,063,329.33 Factoring Charges 3,486,200.00 1,698,224.00 Interest on Mobilisation 5,341,227.69 1,749,333.31 Interest Paid( Bank) Net 12,221,852.13 7,777,575.67 1,895,009.43 685,716.56 148,853.00 - 38,628,877.31 20,474,168.87 5,998,467.00 1,746,099.00 842,465.00 3,302,164.00 1,350,000.00 - Interest Paid(Finance) Interest others Total SCHEDULE - 'S' PERSONNEL EXPENSES Salaries & Wages Directors Remuneration Director Medical Exp 609,405.00 265,882.00 Staff Welfare Expenses Contribution to PF, ESIC etc. 1,288,540.10 942,026.75 Incentive Insurance Charges (Key Man) 1,003,000.00 54,500.00 1,425.00 - 4,190.00 Staff Training Exp. Total 21 11,487,976.10 5,920,187.75 K # 150 Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 Pratibha Group P R A T I B H A Pratibha Industries Ltd. SCHEDULE 'T’ SIGNIFICANT ACCOUNTING POLICIES The financial statements are prepared to comply in all material aspects with the applicable accounting principles in India, the accounting standards issued by the Institute of Chartered Accountants of India and the relevant provisions of “The Companies Act, 1956. The Significant Accounting Policies are as follows:A. Basis of Preparation of Financial Statements The financial statements have been prepared under the historical cost convention in accordance with the generally accepted accounting principles in India and the provisions of the Companies Act, 1956. B. Use of Estimates The presentation of financial statements requires estimates and assumptions to be made that affect the reported amount of assets and liabilities on the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Difference between the actual results and estimates are recognized in the period in which the results are known/materialized. C. Fixed Assets Fixed Assets are stated at cost of acquisition, including any attributable cost for brining the asset to its working condition for its intended use, less accumulated depreciation and impairment loss. D. Intangible Assets Intangible Assets are stated at cost of acquisition. Computer software is amortized over a period of five years. E. Depreciation Depreciation on fixed assets has been provided on Straight Line method at the rates and in the manner prescribed in Schedule XIV to the Companies Act, 1956. Depreciation @ 100% is charged on the individual assets costing less than Rs. 5000.00 F. Foreign Currency Transactions a) Transactions denominated in foreign currencies are normally recorded at the exchange rate prevailing at the time of the transaction. b) Monetary items denominated in foreign currencies at the year end and not covered by forward exchange contracts are translated at year end rates and those covered by forward exchange contracts are translated at the rate ruling at the date of transaction as increased or decreased by the proportionate difference between the forward rate and exchange rate on the date of transaction, such difference having been recognized over the life of the contract. During the year under review, there was no foreign currency monetary item. G. Investments Current investments are carried at the lower of cost and quoted/fair value, computed category wise. Long Term Investments are stated at cost. Provision for diminution in the value of long-term investments is made only if such a decline is other than temporary in the opinion of the management. H. Inventories Items of inventories are measured at lower of cost or net realizable value. Cost of inventories comprise of all cost of purchase, cost of conversion and other cost incurred in bringing them to their respective present location and condition. i. Raw materials are valued at cost on Weighted Average Method. ii. The value of contracts, irrespective of whether the progress of work is below or at the reasonable extent is valued at estimated cost consisting of the costs that relate directly and that which can be allocated to the specific contract. iii. Stores, spares and Fuel are carried at cost. iv. Purchase goods and raw materials in transit are carried at cost. v. Scrap is carried at net of realizable value. 22 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. I. Revenue Recognition CONSTRUCTION CONTRACT SALES: In view of revised AS -7, “Accounting for Construction Contracts” issued by “The Institute of Chartered Accountants of India” which has become mandatory from 01st April 2004, the Company is following “percentage of Completion method as stipulated. Major revenue of the Company is from the execution of Long term Fixed Price Contracts and are recognized on the basis of percentage of completion. Profit is recognized and taken as the revenue of the year only when the work on the contract has progressed to a reasonable extent. CLAIM FOR EXTRA WORK AND ESCALATION: The Company's claim for extra work and escalation in rates relating to execution of contracts are reckoned in the year in which the said claims are finally accepted by the clients. RETIREMENT BENEFITS: Contribution to defined contribution scheme such a Provident Fund, Employees Pension Scheme, are charged to the Profit & Loss Account as incurred. The Company has taken comprehensive policy from the Life Insurance Corporation of India for its Gratuity liability. The yearly premium is charged to Profit and Loss account. TAXES ON INCOME: Current tax is determined as the amount of tax payable in respect of estimated taxable income for the year, in consultation with the tax experts. Deferred tax is recognized, subject to the consideration of prudence, on timing differences, being the difference between taxable incomes and accounting income, that originate in one period and are capable of reversal in one or more subsequent periods. The management is of the opinion that majority of its projects are eligible for Deduction u/s 80IA of the Income Tax Act and hence the Provision for the same is made at 10% of actual liability as the management is of the opinion that only 10% of the Revenue shall be from non 80IA eligible projects. Sales Tax on Works Contracts: Where the Company has contractual right to claim equal amounts regarding the said liability from the clients, the same is not charged as expenditure. Where the ultimate liability would be on the Company, the same is accounted for provisionally as per the information and the final adjustment for the same would be done as and when the demand from concerned authorities is made on the company. During the year under review sales tax expenses incurred include amount paid on account of assessment order received during the year. J. Borrowing Costs Borrowing costs that are attributable to the acquisition or construction of qualifying assets are capitalized as part of the cost of such assets. A qualifying asset is one that necessarily takes substantial period of time to get ready for intended use. All other borrowing costs are charged to revenue. K. Contingent Liabilities These are disclosed by way of notes on the Balance Sheet. Provision is made in the accounts in respect of those contingencies which are likely to materialize into liabilities after the year end, till the finalization of accounts and have material effect on the position stated in the Balance Sheet. L. ACCOUNTING STANDARDS COMPLIANCE · AS 1 Disclosure of Accounting policies The Company is following accrual basis of accounting on a going concern concept. Accounting policies are suitably disclosed as notes annexed to the Balance Sheet and Profit & Loss Account. · AS 2 Valuation of Inventories As per practice consistently followed Items of inventories are measured at lower of cost or net realizable value. Cost of inventories comprise of all cost of purchase, cost of conversion and other cost incurred in bringing them to their respective present location and condition. · AS 3 Cash Flow Statements Cash flow statement has been prepared under indirect method. 23 K # 150 Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 Pratibha Group P R A T I B H A Pratibha Industries Ltd. · AS 4 Contingencies and Event Occurring after the Balance Sheet Date. There are no contingencies and events after the Balance Sheet dates that affect the financial position of the company. · AS 5 Net profit or loss for the period, prior period items and changes in accounting policies. During the year under review, there is no material changes in the accounting policies and policies are consistently followed by the company. Profit and Loss account doesn't contain any item materially affecting and having reference of prior period. · AS 6 Depreciation Accounting Depreciation on fixed assets is provided on straight line method at the rates and in the manner prescribed in Schedule XIV to the Companies Act 1956. · AS 7 Accounting for Construction Contracts Reference may be made to the point I of part 1 of Schedule 22. CONSTRUCTION CONTRACT SALES: In view of revised AS -7, “Accounting for Construction Contracts” issued by “The Institute of Chartered Accountants of India” which has become mandatory from 01st April 2004, the Company is following “percentage of Completion method as stipulated. Major revenue of the Company is from the execution of Long term Fixed Price Contracts and are recognized on the basis of percentage of completion. Profit is recognized and taken as the revenue of the year only when the work on the contract has progressed to a reasonable extent. · AS 8 Accounting for Research and Development Expenditure relating to capital items is debited to fixed assets and depreciated at applicable rates. Revenue expenditure is charged to Profit & Loss account of the year in which they are incurred. · l · a. Capital Expenses during the year Nil (P. Y. Nil) b. Revenue Expenses during the year Nil (P. Y. Nil) AS 9 Revenue Recognition i. Income and expenditure are accounted on going concern basis. ii. Company's majority of income consist of income from Contract and hence revenue is recognized as per the guidelines aid down by AS -7. AS 10 Accounting for Fixed Assets Fixed Assets are stated at cost of acquisition, including any attributable cost for brining the asset to its working condition for its intended use, less accumulated depreciation and impairment loss. · AS 11 Accounting for the effects of changes in foreign exchange rates. a) Transactions denominated in foreign currencies are normally recorded at the exchange rate prevailing at the time of the transaction. b) Year end monetary items denominated in foreign currencies end and not covered by forward exchange contracts are translated at year end rates and those covered by forward exchange contracts are translated at the rate ruling at the date of transaction as increased or decreased by the proportionate difference between the forward rate and exchange rate on the date of transaction, such difference having been recognized over the life of the contract. During the year under review, there was no foreign currency monetary item. · AS 12 Accounting for Government Grants The company has not received any government grant. · AS 13 Accounting for Investments Current investments are carried at the lower of cost and quoted/fair value, computed category wise. Long Term Investments are stated at cost. Provision for diminution in the value of long-term investments is made only if such a decline is other than temporary in the opinion of the management. · AS 14 Accounting for Amalgamation This standard is not applicable to the company for the year under review. 24 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. · AS 15 Accounting for Retirement Benefits Contributions to defined contribution scheme such a Provident Fund, Employees Pension Scheme, are charged to the Profit & Loss Account as incurred. The Company has taken comprehensive policy from the Life Insurance Corporation of India for its Gratuity liability. The yearly premium is charged to Profit and Loss account. · AS 16 Borrowing Cost All the borrowing costs are charged to revenue except to the extent they are attributable to qualifying assets which are capitalized. A qualifying asset is one that necessarily takes substantial period of time to get ready for intended use. During the year there was no borrowing cost attributable to qualifying assets and hence no borrowing cost was capitalized. · AS 17 Segment Reporting The Company is dealing in only one segment namely infrastructure development segment. · AS 18 Related Party Disclosure As per the accounting standard 18 issued by the Institute of Chartered Accountants of India, the company's related parties are given below: KEY MANAGEMENT PERSONNEL (KMP) a. SMT. USHA B. KULKARNI CHAIRPERSON AND DIRECTOR b. SHRI AJIT B. KULKARNI MANAGING DIRECTOR c. SHRI VINAYAK B. KULKARNI DIRECTOR d. SHRI DATTA B. KULKARNI DIRECTOR RELATIVES OF KEY MANAGEMENT PERSONNEL a. SMT. VANDANA V. KULKARNI - WIFE OF SHRI VINAYAK B. KULKARNI b. SMT. SUNANDA D. KULKARNI - WIFE OF SHRI DATTA B. KULKARNI c. SHRI SANJAY V. KULKARNI SON OF SHRI VINAYAK B. KULKARNI d. MISS GEETA D. KULKARNI DAUGHTER OF SHRI DATTA B. KULKARNI Enterprises over which the KMP exercise significant influence and with which the company has transactions during the year (“Group”) a. Pratibha Pipes & Structural P. Ltd. b. Pratibha & Heng Structural Private Limited (Formerly known as Pratibha Ispat Pvt. Ltd.) c. Pratibha Ispat Private Limited (Formerly known as Chimanlal Vijaykumar Steel Private Limited). d. Petron Pratibha Joint Venture e. Unity Pratibha Joint Venture Nature of Transaction “Group” KMP RELATIVES OF KMP TOTAL Purchase of Goods 136745596 - - 136745596.00 Sales of Goods - 18421025 - 18421025.00 Remuneration paid - 2588564 415463 3004027.00 Total 158170648.00 25 K # 150 Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 Pratibha Group P R A T I B H A Pratibha Industries Ltd. · AS 19 Leases: During the year under review, the company has received a rent of Rs160000/- for the lease of its premises. However the said lease is for a short term period and its continuity is not certain. · AS 20 Earning Per Share Disclosure is made in Profit & Loss Account as per the requirement of the standard. · As 21 Consolidated Financial Statements The company does not have any subsidiary and hence this standard on presenting consolidated financial statements does not arise. However Company does have joint venture, governed by AS -27, wherein as the reference is made of AS -21. As per the requirement of AS -27, Consolidation of joint ventures is made. · AS 22 Accounting for Taxes on Income Deferred tax is recognized, subject to the consideration of prudence, on timing differences, being the difference between taxable incomes and accounting income, that originate in one period and are capable of reversal in one or more subsequent periods. The management is of the opinion that majority of its projects are eligible for Deduction u/s 80IA of the Income Tax Act and hence the Provision for the same is made at 10% of actual liability as the management is of the opinion that only 10% of the revenue shall be from non 80IA eligible projects. · AS 23 Accounting for Investments in Associates in Consolidated Financial Statements. As pre the guidelines of the Accounting Standard 23, investments in associates in consolidated financial statements have been accounted as per the guidelines issued in Accounting Standard 13. (ACCOUNTING FOR INVESTMENTS) · AS 24 Discontinuing Operation The company has not discounted any operations during the year. · AS 25 Interim Financial Reporting Company being closely held company and not listed on any stock exchange, this standard is not applicable to the Company. · AS 26 Intangible Assets Intangible Assets are stated at cost of acquisition. Computer software is amortized over a period of five years. · AS 27 Financial Reporting of Interest in Joint Ventures The investments in joint venture are governed by the AS-27 “Financial Reporting of Interest in Joint Venture” issued by the Institute of Chartered Accountants of India. During the year under review there were two active investments in the joint venture namely 1. Petron Pratibha Joint Venture and 2. Unity Pratibha Multimedia Joint Venture. As per para 1, of AS 27, This statement should be applied in accounting for interests in joint ventures and the reporting of joint venture assets, liabilities, income and expenses in the financial statements of ventures and investors, regardless of the structures or forms under which the joint venture activities take place. Accordingly income, expenses assets and liabilities are incorporated in the consolidated balance sheet of the Pratibha Industries Ltd. The Company had also entered into a Joint Venture with Mahavir Construction Co. in the name of Mahavir Pratibha JV to bid for Construction of 2 Roads. The JV had been successful in procuring the 2 Contracts from the MMRDA. The Construction of each road is done separately by each member of the JV. As each contract is executed separately by each entity using their own resources, the revenue and the expenses from the contract executed by the company has been accounted for completely in the books of the Company. All the assets and liabilities of the contract are also recognised in the books of the company. Notes on Accounts 1. The previous year's figures have been reworked, regrouped, rearranged and reclassified wherever necessary. 2. On account of prudence and as originally recommended by Accounting Standard 26 on “Intangible Assets”, issued by the Institute of Chartered Accountants of India, expenditure on Computer Software will be to the Profit and Loss Account by amortized over 5 years. 3. Purchases are stated at a figure net of Balances written off on account of Cessation of Liabilities to the tune of Rs. 196.21 Lacs. The Write-off is an unilateral act by the company and is subject to the approval and confirmation of the various creditors. The amount has been written off in view of the declaration made at the time of search in the case of the Company by the Income Tax Department on 17.02.2005.(Refer note 13). 26 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. 4. Sales and Contract Receipts include a Sum of Rs. 35.00 Lacs received from various contracts executed by the company. The Said sum represents Miscellaneous income received as a result of the execution of the Contracts. 5. Balances of Debtors, Creditors, Loan and Advances, Unsecured Loan are subject to confirmation, reconciliation adjustment if any. In the opinion of the Directors, the Current Assets, Loan and Advances will realize the value stated in the Balance sheet if realized in the ordinary course of the Business. 6. Contingent Liability (Rs. In Lacs) 2004-2005 2003-2004 a. On Letter of Credit Opened by Banks 3302.53 339.00 b. On Guarantee given by Banks 3714.35 2867.57 c. Corporate Guarantee 5895.00 2073.11 (Security offered as margin for the above facilities are not reduced) 7. Annuity Interest Reserve During the year 2003-2004, company had entered into an agreement with Akola Municipal Corporation wherein the company been awarded construction and maintenance of road in the Akola city on deferred payment basic. The payment from Akola Municipal Corporation will be effected in 120 monthly installments (i.e. 10 yrs.). The company has taken project specific loan from the bank. As per terms of sanction this amount repayable within a period of 10 years. Hence the company has to incur the interest burden for the period of 10 years. However the project is scheduled to be completed within 18 months and all the revenue Will be received. By providing for annuity reserve, the company has followed the matching concept principal of accounting. As per the principal of matching concept, the revenue for the period/project is matched with the amount spends to earn that revenue. 8. Payment to Auditors: 2004-05 2003-04 (i) Audit Fees 55100 50000 (ii) Tax Audit Fees 11020 10000 (iii) In other Capacity 91180 90000 157300 150000 9. Investments are carried in the books at cost. The Directors is of the opinion that the investment would realize the invested amount on sale and accordingly no provision for diminution in value of share is made. 10. Donation made by the Company are within the limits prescribed u/s. 293(1) (e) of the Companies Act 1956. 11. Sundry Creditors include amount payable to various Small Scale Industrial (SSI) Units. 12. Managerial Remuneration: Computation of Net Profit U/s. 198 read with 309 (5) of the Companies Act, 1956. Profit as per Profit & Loss A/c. Add: Managerial Remuneration 31.03.2005 31.03.2004 86421379.61 37274686.11 1746099.00 1350000.00 Add: Loss on Sale of Fixed Assets 1796775.00 208039.00 Add: Reserve for Annuity 8705658.00 13708333.00 98669911.91 52541058.11 10853690.31 5779516.39 Managerial Remuneration ceiling @ 11% Actually paid is within the limit as calculated above 27 K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. 13. There was a search and seizure action by the Income Tax Department in the case of the Company, sister concern and directors of the Company on 17th and 18th February 2005. During the Course of the search action, Cash worth Rs. 35.00 Lacs was found at the premises of the Company and the same was seized by the Income Tax Department. The total declaration made during the search was Rs. 300 Lacs. In case of the company the declaration out of the above 300.00 Lacs, was Rs. 196.21 Lacs in case of cessation of liabilities and Rs. 35.00 Lacs of cash seized on account of Income from various contracts. 14. Earning in Foreign Exchange : Nil (P. Y. Nil) 15. Expenditure in Foreign Currency : INR. 47940/- (P.Y. 4534073) Additional information desired under clause 4D of Schedule VI of the Company Act 1956. CIF Value of Import : INR NIL (P.Y. 4534073.00) 16. Balance Sheet abstract and Company's General Business Profile (in terms of Part IV of Schedule VI) is enclosed herewith. For Jayesh Sanghrajka & Co. Chartered Accountants For & on Behalf of Board of Directors Jayesh Sanghrajka Partner Director Ajit B. Kulkarni Managing Director Usha B. Kulkarni Chairperson & Vinayak B. Kulkarni Director Datta B. Kulkarni Director Mumbai Date: 31st May 2005 Ramdas B. Kulkarni Director Mumbai Dated 31st May 2005 28 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Auditors' report Jayesh Sanghrajka & Co. CHARTERED ACCOUNTANTS Unit No. 405, 4th Floor, Hind Rajasthan Centre, D. S. Phalke Road, Dadar (C. Rly.), Mumbai - 400 014. Tel: 2411 3263 / 2418 2107 / 2416 5160 Fax : 2416 5160. We have verified enclosed Cash Flow Statement of M/s. PRATIBHA INDUSTRIES LTD. for the period ended March 31st 2005 from the books and records maintained by the Company in the ordinary course of business and have, found it in accordance therewith. For Jayesh Sanghrajka & Co. Chartered Accountants Mumbai, Date : 31st May 2005 Jayesh Sanghrajka Partner 29 K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31.03.2005 A 31.03.2005 31.03.2005 86,421,379.91 37,274,686.11 CASH FLOW FROM OPERATING ACTIVITIES Profit before tax and extraordinary items Adjustment for : Depreciation 4,616,769.67 3,650,913.23 Loss / (Profit) on Sale of Assets 1,796,775.00 208,039.00 Annuity Period Expenses 8,705,658.00 13,708,333.00 Preliminary Expenses Written Off Finance Charges Dividend Received Operating Profit before working Capital Changes 22,906.00 22,907.00 38,628,877.31 20,474,168.87 (124.00) (30.00) 140,192,241.89 75,339,017.21 Adjustment for: Inventories (112,969,546.00) 61,306,941.00) Sundry Debtors (161,810,074.95) (97,049,819.15) Loans & Advances (102,369,031.27) (24,707,720.17) Sundry Creditors 200,919,510.47 50,780,124.23 Other Liabilities (5,325,836.46) 2,804,272.46 Advances & Deposits 25,800,348.50 33,050,103.00 (155,754,629.71) (96,429,980.63) 38,628,877.31 20,474,168.87 5,175,527.00 1,200,000.00 (59,366,792.13) (42,765,132.29) (18,087,757.96) (38,074,447.00) Finance Charges paid (Net) Direct Taxes Paid Net cash used in operating activities B CASH FLOW FROM INVESTMENT ACTIVITIES Additions to Fixed Assets Deletion to Fixed Assets (net) 2,942,150.00 185,300.00 Redemption / (Purchase) of Investments (25.00) (3,000,000.00) Dividend Received 124.00 30.00 (15,145,508.96) (40,889,117.00) Net cash used in investing activities C CASH FLOW FROM FINANCING ACTIVITIES Proceeds from issue of Share Capital - Proceeds from Long Term Borrowings (Net) 43,316,937.37 (13,390,885.02) Proceeds from Short Term Borrowings (Net) 71,649,648.56 128,101,459.34 114,966,585.93 114,710,574.32 40,454,284.84 31,056,325.03 Opening Cash and Cash Equivalents 31.03.2004 62,862,017.30 31,805,692.27 Closing Cash and Cash Equivalents 31.03.2005 103,316,302.14 62,862,017.30 Net cash from financing activities D - NET INCREASE IN CASH AND CASH EQUIVALENTS Notes 1. The above statement has been prepared in indirect method as described in AS - 3 issued by ICAI. As per our report on even date For and on behalf of the Board of Directors For Jayesh Sanghrajka & Co. Ajit B. Kulkarni Usha B. Kulkarni Vinayak B. Kulkarni Datta B. Kulkarni Ramdas B. Kulkarni Chartered Accountants Jayesh Sanghrajka Partner Place : Mumbai Date : 31st May 2005 Place : Mumbai Date : 31st May 2005 30 Managing Director Chairperson & Director Directors K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A STATEMENT PURSUANT TO PART - IV OF SCHEDULE VI TO THE COMPANIES ACT, 1956 Balance Sheet Abstract and Company's General Business Profile I. REGISTRATION DETAILS Registration No. II. 0 Balance Sheet 3 Date Date 9 1 0 7 0 3 6 0 2 Month State Code 1 0 0 5 Year CAPITAL RAISED DURING THE YEAR (AMOUNT IN THOUSANDS) Public Issue Rights Issue N I L Bonus Shares N I L N I L Private Placement N III. 1 I L POSITION OF MOBILISATION AND DEPLOYMENT OF FUNDS (AMOUNT IN THOUSANDS ) Total Liabilities Total Assets 4 5 6 8 7 2 4 5 6 8 7 2 6 5 3 9 0 7 4 9 8 6 9 N I L 9 5 0 8 9 6 N I L SOURCES OF FUNDS Paid-up-Capital Reserves & Surplus 2 0 0 0 0 3 3 1 Secured Loans / Unsecured loans 2 7 0 Deferred Liabilities 7 APPLICATION OF FUNDS Net Fixed Assets Investments 8 3 3 0 4 6 8 6 9 9 N I L 4 Net Current Assets Misc. Expenditure 3 Accumulated Losses IV. PERFORMANCE OF THE COMPANY (AMOUNT IN THOUSANDS) Turnover Total Expenditure 9 + - 0 6 3 7 1 2 1 8 Profit/(Loss) Before Tax ü 8 6 4 + V. 0 - 4 9 Profit/(Loss) After Tax ü Earning Per Share (Amount in Rupees) 4 - 1 8 0 Dividend Rate (%) 5 GENERIC NAMES OF THREE PRINCIPAL PRODUCTS/SERVICES OF THE COMPANY Item Code No (ITC Code) N A Product Description Building & Construction As per our attached report of even date For Jayesh Sanghrajka & Co. For and on behalf of the Board of Directors Chartered Accountants Ajit B. Kulkarni Usha B. Kulkarni Vinayak B. Kulkarni Datta B. Kulkarni Ramdas B. Kulkarni Jayesh Sanghrajka Partner Place : Mumbai Date : 31st May 2005 Place : Mumbai st Date : 31 May 2005 31 Managing Director Chairperson & Director Directors K # 150 Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 Pratibha Group P R A T I B H A Auditors' report Jayesh Sanghrajka & Co. CHARTERED ACCOUNTANTS Unit No. 405, 4th Floor, Hind Rajasthan Centre, D. S. Phalke Road, Dadar (C. Rly.), Mumbai - 400 014. Tel: 2411 3263 / 2418 2107 / 2416 5160 Fax : 2416 5160. The Members of Pratibha Industries Limited We have audited the attached consolidated balance sheet of Pratibha Industries Limited and its joint ventures, as at 31st March, 2005, the consolidated profit and loss account and also the consolidated cash flow statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the company's management. 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 management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. We report that the consolidated financial statements have been prepared by the company in accordance with the requirement of the Accounting Standard 21, consolidated financial statements and Accounting Standard 27 reporting of interest in Joint Ventures, issued by the Institute of Chartered Accountants of India and on the basis of separate audited / certified financial statements, we are of the opinion that: In the case of the consolidated balance sheet gives true and fair view of the consolidated state of affairs of the company and its joint ventures as at 31st March 2005; In the case of the consolidated profit and loss account gives a true and fair view of the consolidated Profit / Loss for the year ended on that date; and In the case of the consolidated cash flow statement gives a true and fair view of the consolidated cash flows for the year ended on that date. For Jayesh Sanghrajka & Co. Chartered Accountants Jayesh Sanghrajka M.No.37430. Partner Mumbai, Date : 31st May 2005 32 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. (Consolidated) Consolidated Balance Sheet as at 31st March, 2005 PARTICULARS SCH 31.03.2005 31.03.2004 SOURCES OF FUNDS SHAREHOLDER'S FUNDS Share Capital A 20,000,000.00 20,000,000.00 Reserve & Surplus B 165,390,464.57 84,493,635.66 185,390,464.57 104,493,635.66 748,704.00 399,680.00 DEFERRED TAX LIABILITY LOAN FUNDS Secured Loans C 355,274,551.43 224,242,088.24 Unsecured Loans D 19,345,000.00 - Total 374,619,551.43 224,242,088.24 560,758,720.00 329,135,403.90 99,525,058.10 86,522,682.14 APPLICATIONS OF FUNDS FIXED ASSETS E Fixed Assets Gross Block Less : Depreciation 15,334,188.98 11,729,925.10 Net Block 84,190,869.12 74,792,757.04 4,869,585.00 4,869,560.00 INVESTMENTS F CURRENT ASSETS LOANS & ADVANCES Inventories G 276,673,699.00 160,065,864.02 Sundry Debtors H 429,111,203.10 224,287,246.76 Cash & Bank Balance I 103,515,567.72 70,358,049.44 Loans, Advances & Deposits J 1 70,168,790.74 102,704,507.75 979,469,260.56 557,415,667.97 CURRENT LIABILITIES & PROVISIONS Sundry Creditors K 381,756,068.15 182,627,588.97 Other Liabilities & Provisions L 33,406,435.23 26,440,377.14 Advances & Deposits M WORKING CAPITAL MISCELLANEOUS EXPENSES 92,608,491.30 98,897,521.00 507,770,994.68 307,965,487.11 471,698,265.88 249,450,180.86 N Total - 22,906.00 560,758,720.00 329,135,403.90 Significant Accounting Policies & Notes to Accounts As Per our Report on even Date For Jayesh Sanghrajka & Co. For and on behalf of the Board of Directors Chartered Accountants Ajit B. Kulkarni Usha B. Kulkarni Vinayak B. Kulkarni Datta B. Kulkarni Ramdas B. Kulkarni Jayesh Sanghrajka Partner Place : Mumbai Date : 31st May 2005 Place : Mumbai st Date : 31 May 2005 33 Managing Director Chairperson & Director Directors K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. (Consolidated) Consolidated Profit & Loss Account for the year ended 31st March, 2005 PARTICULARS SCH 31.03.2005 31.03.2004 1. Contracts Receipts O 1,213,945,481.95 817,977,567.83 2 Other Income P 491,712.00 214,759.50 1,214,437,193.95 818,192,327.33 INCOME EXPENDITURE 1. Cost of work done Q 989,878,904.89 681,129,007.86 2. Establishment Selling & Other Expenses R 50,707,833.52 39,481,678.25 3. Finance Charges S 52,051,829.35 29,542,866.45 4. Personnel Expenses T 14,534,218.10 7,510,889.75 4,653,489.88 3,659,003.23 5. Depreciation 6. Annuity Period Expenses U 13,964,611.00 17,822,006.68 7. Share of JV Partner V 2,202,021.30 1,749,282.00 22,906.00 22,907.00 1,128,015,814.04 780,917,641.22 86,421,379.91 37,274,686.11 5,000,000.00 1,200,000.00 349,024.00 - 81,072,355.91 36,074,686.11 Income Tax of Earlier Years (175,527.00) - Deferred Tax Liability reversed - 8. Preliminery Expenses PROFIT BEFORE TAX Provision for Income Tax. - Current Provision for Income Tax. - Deferred PROFIT AFTER TAX & BEFORE EXTRA ORDINARY ITEMS EXTRA ORDINARY ITEMS PROFIT AFTER TAX Weighted average number of Shares 419,617.00 80,896,828.91 36,494,303.11 2,000,000 2,000,000 40.45 18.25 Basic and Diluted Earning Per Share (Net of Tax) (of the face value of Rs. 10/- each) Significant Accounting Policies As Per our Report on even Date For Jayesh Sanghrajka & Co. For and on behalf of the Board of Directors Chartered Accountants Ajit B. Kulkarni Usha B. Kulkarni Vinayak B. Kulkarni Datta B. Kulkarni Ramdas B. Kulkarni Jayesh Sanghrajka Partner Place : Mumbai Date : 31st May 2005 Place : Mumbai st Date : 31 May 2005 34 Managing Director Chairperson & Director Directors K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. (Consolidated) Schedules annexed to and forming part of accounts for the year ended on 31.03.2005 PARTICULARS 31.03.2005 31.03.2004 20,000,000.00 20,000,000.00 20,000,000.00 20,000,000.00 20,000,000.00 20,000,000.00 Opening Balance 84,493,635.66 47,999,332.55 Add During The Year 80,896,828.91 36,494,303.11 165,390,464.57 84,493,635.66 26,427,171.00 24,285,375.53 97,283,934.88 74,482,458.84 42,215,422.52 12,712,250.00 10,480,887.90 5,500,000.00 74,981,258.95 38,787,004.95 103,885,876.18 68,474,998.92 355,274,551.43 224,242,088.24 SCHEDULE 'A' - SHARE CAPITAL AUTHORISED CAPITAL (20,00,000 Equity Shares of Rs. 10/- Each ) (Last year 2000000 equity Share of Rs. 10/- each) ISSUED SUBSCRIBED CALLED & PAID UP (20,00,000 equity shares of Rs.10 each Fully Paid up) (Last year 20,00,000/- equity shares of Rs. 10/- each) Total SCHEDULE 'B' - RESERVE & SURPLUS PROFIT & LOSS A/C. Total SCHEDULE 'C' - SECURED LOANS Loans for Vehicles & Equipment (For Security see Note (a) below) (Of above Rupees 49,54,326/- is in respect of assets acquired for Akola Project) Working Capital Finance from consortium of banks (For Security see Note (b) below) Factoring facility (For Security see Note (c) below) Working Capital Demand Loans (For Security see Note (d) below) Project specific term fund from Bank for Akola Project (For Security see Note (e) below) Secured Loan in respect to PPJV project from SICOM Ltd. (For security see Note (f) below) Total 35 K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. (Consolidated) a. Secured by hypothecation of specific assets / vehicle purchased. b. Secured against (i) First Charge by way of hypothecation of current assets of the Company namely Stock of Raw Materials, Stock of WIP & Receivables. (ii) First charge on the gross block of the Company (other than those specifically charged to other Banks) and collaterally secured by mortgage of fixed assets belonging to the directors. (iii) These facilities are further secured by Corporate Guarantees of Pratibha Pipes & Structural P. Ltd., Pratibha Precast Concrete Industries P. Ltd. and personal guarantee of all directors. c. Secured against (i) First charge on receivables of the Company, factored with Canbank Factors Ltd. (ii) This facility is further secured by Corporate Guarantees of Pratibha Pipes & Structural P. Ltd., Pratibha Precast Concrete Industries P. Ltd. and personal guarantee of all directors. d. (i) Working capital Demand Loan represent project specific loan sanctioned by ICICI Bank Ltd. This Loan was paid off on 15.06.2004. During the current year 2004-05 a new loan has been taken from The United Western Bank Ltd. to finance our requirement to furnish EMD to various clients. e. Project specific term fund from Bank represent term loan taken by the company for executing "Deferred Payment Project" of Akola Muncipal Corporation. This loan is secured by way of first charge on receivables of the project and further secured by way of Bank Guarantee of Akola Muncipal Corporation for Rs. 970.00 Lacs. And further guaranteed by personal guarantees of the Directors. f. SICOM loan is secured by receivables of PPJV from PMC and mortgage of Company's office premises at Shrikant Chambers. Schedules annexed to and forming part of accounts for the year ended on 31.03.2005 PARTICULARS 31.03.2005 31.03.2004 19,345,000.00 - 19,345,000.00 - SCHEDULE 'D' - UNSECURED LOANS From Directors, Relatives, Members and Related Concerns Total 36 K # 150 PRATIBHA INDUSTRIES LTD. (Consolidated) SCHEDULE : E: FIXED ASSETS GROSS BLOCK Sr. Particulars No. Sale/Transfer Cost as on 31-03-2005 As on 01-04-2004 For the Year On Sale/Transfer As on 31-03-2005 As on 31-3-2005 As on 31-3-2004 7,500,000.00 - - 7,500,000.00 - - - - 7,500,000.00 7,500,000.00 - - 22,114,569.00 457,492.28 360,688.62 - 818,180.90 21,296,388.10 21,657,076.72 12,759,804.96 5,744,776.00 42,302,627.36 7,055,531.56 2,095,122.56 1,030,204.00 8,120,450.12 34,182,177.24 28,232,066.84 5,599,324.90 900, 129.30 1,253,463.43 4,345,861.47 4,649,780.60 Goodwill 2 Office Premises 22,114,569.00 3 Plant & Machinery 35,287,598.40 4 Furniture & Fixture 5,549,909.90 5 Electric Installation Office Equipment 7 Vehicles 8 Computer Software NET BLOCK Addn. 1 6 DEPRECIATION Cost as on 01-04-2004 49,415.00 - 353,334.13 - 658,383.15 11,052.00 7,685.00 661,750.15 145,568.55 31,707.15 2,067.00 175,208.70 486,541.445 512,814.60 2,160,217.00 1,011,480.00 - 3,171,697.00 686,599.76 316,151.87 - 1,002,751.63 2,168,945.37 1,473,617.24 12,995,114.69 4,131,006.00 35,690.00 17,090.430.69 2,470,897.65 1,429,149.33 16,955.00 3,883,091.98 28,080.00 125,000.00 - 153,080.00 5,616.00 30,616.00 -- 36,232.00 13,207,338.71 10,524,217.04 116,848.00 22,464.00 37 Total 86,293,872.14 18,087,757.96 5,788,151.00 98,593,479.10 11,721,835.10 4,616,769.67 1,049,226.0 15,289,378.77 83,304,100.33 74,572,037.04 Previous Year 48,860,587.14 38,074,447.00 641,162.00 86,293,872.14 8,318,744.87 3,650,913.23 247,823.00 11,721,835.10 74,572,037.04 39,181,560.42 Assets of Unity Pratibha Multimedia JV 1 Plant & Machinery 84,248.00 672,314.0 - 756,562.00 1,644.00 20,762.57 -- 22,406.57 734,155.43 82,604.00 2 Computer & Printer 39,471.00 20,055.00 - 39,526.00 2,542.00 8,820.85 -- 11,362.85 48,163.15 36,929.00 3 Furniture & Fixture 105,091.00 - - 105,091.00 3,904.00 6,652.26 -- 101,556.26 94,534.74 101,187.00 4 Office Equipment - 10,400.00 - 10,400.00 - 484.53 - 484.53 9,915.47 - 228,810.00 702,769.00 - 931,579.00 8,090.0 36,720.21 - 44,810.21 886,768.79 220,720.00 Total Grand Total 86,522,682.14 18,790,526.96 5,788,151.00 99,525,058.10 11,729,925.10 Previous Year 48,860,587.14 38,303,257.00 86,542,682.14 8,318,744.87 641,162.00 1) Depreciation @100% has been claimed on Individual Assets costing upto Rs. 5000/- 4,653,489.88 1,049,226.00 15,334,188.98 84,190,869.12 74,792,757.04 3,659,003.23 247,823.00 11,729,925.10 74,792,757.04 40,541,842.27 K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. (Consolidated) PARTICULARS 31.03.2005 31.03.2004 1,826,960.00 1,826,960.00 SCHEDULE 'F' - INVESTMENTS Long Term - At Cost) Trade Unquoted (Share Application) Share Application in Pratibha Pipes & Structural P. Ltd. Trade Unquoted Share Janakalyan Sahakari Bank Ltd. Shares of Abhudaya Bank Ltd. Shares of Chimanlal Vijaykumar Steel P. Ltd. The Greater Bombay Co-op. Bank Ltd. 1,000.00 1,000.00 26,600.00 26,600.00 500,000.00 500,000.00 25.00 - 15,000.00 15,000.00 2,500,000.00 2,500,000.00 4,869,585.00 4,869,560.00 Non Trade Unquoted National Saving Certificates (Maturity Value - 15,000) Bonds (UWB) Vashi Branch Total SCHEDULE 'G' - INVENTORIES (AS PER INVENTORIES CERTIFIED AND VALUED BY THE MANAGEMENT) 208,758,503.00 95,788,957.00 Stock of Unity Pratibha Multimedia JV Own 44,958,080.00 22,042,419.00 Stock of Petron Pratibha JV 22,957,116.00 42,234,488.02 276,673,699.00 160,065,864.02 Total SCHEDULE 'H' - SUNDRY DEBTORS (Unsecured, Considered good) Debts outstanding for a period exceeding six Months 145,862,371.93 844,425.63 Other Debts 283,248,831.17 223,442,821.13 429,111,203.10 224,287,246.76 2,473,324.42 1,095,103.42 (Of above Rs.98128782.75/- pertains to PP JV ) (Of above Rs.32569067.00/- pertains to UPM JV ) Total SCHEDULE 'I' - CASH & BANK BALANCE Cash in hand Balance With Bank - - On Current Account 9,412,175.95 2,702,129.58 On Deposit Account 91,500,862.00 59,064,784.30 127,205.35 7,472,726.14 2,000.00 23,306.00 103,515,567.72 70,358,049.44 (Of above amount in current account include Rs. 2792/P.Y. 520/- being amount of PIL Employee Group Gratuity ) Cash & Bank Balance of Unity Pratibha Multimedia JV Cash & Bank Balance of Petron Pratibha JV Total 38 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. (Consolidated) PARTICULARS 31.03.2005 31.03.2004 SCHEDULE 'J' - LOANS , ADVANCES & DEPOSITS (Unsecured, Considered Good unless otherwise stated) Advances recoverable in cash or in kind or for value to be received Loans to Staff (includes Loan of Rs. 98677.00 given to staff of UPM JV) 179,650.00 372,727.00 T.D.S. (includes Rs. 1705104 pertaining to PP JV) 14,706,663.00 8,966,331.00 Prepaid Expenses Mobilisation Advances Given Advances to Suppliers Advance Income Tax Paid Advances given to sub contractor / supplier of UPM JV Deposits with various authorities of UPM JV Other Deposits 5,183,893.00 4,814,352.76 25,264,079.30 3,500,000.00 3,296,765.75 29,239,472.00 83,983,914.93 1,385,965.00 6,733,909.71 18,341,510.67 691,717.50 16,896,145.00 49,316,201.87 170,168,790.74 102,704,507.75 108,810,805.46 26,734,405.83 5,132,888.00 241,077,968.86 54,566,575.41 19,406,367.00 14,251,958.00 94,402,688.56 381,756,068.15 182,627,588.97 56,666.00 42,290.00 1,337,319.00 9,134.00 2,383.00 1,051.00 108,852.00 1,496.00 13,555.00 473,913.00 107,435.00 36,079.00 42,660.00 633,139.00 68,645.46 1,468.00 100,306.00 1,366.00 7,235.00 272,445.00 - 304,086.25 640,348.00 5,000,000.00 130,946.00 1,550,392.00 2,824,307.00 1,200,000.0 15,124,771.00 6,231,632.68 13,708,333.00 4,113,673.68 1,785,306.00 2,166,197.30 849,663.00 899,719.00 33,406,435.23 26,440,377.14 Total SCHEDULE 'K' - SUNDRY CREDITORS Sundry Creditor (Net) Sundry Creditors of UPM JV Sundry Creditors of PP JV Creditors under Bills of Exchange (LC) (Refer Note 9 of Schedule 22) Total SCHEDULE - 'L' - OTHER LIABILITIES & PROVISIONS Provision for Employees Salary & Benefits Electricity Charges Payable TDS Payable Telephone Expenses Payable Other Provisions Service Tax Payable Director Remuneration Payable Employee's ESI Payable Professional Tax Payable Salary & Wages Payable Gratuity Fund payable Provisions Provisions for expenses UPM JV Works Contract Tax Payable PPJV Sales Tax Payable (G.S.T & W.C.T.) Provision for Income Tax (Current) ANNUITY PERIOD EXPENSES RESERVE Akola Project Petron Pratibha Joint Venture Minority Interest in Joint Venture Unity Pratibha Multimedia JV Petron Pratibha Joint Venture (include Rs. 100/- towards capital contribution) Total 39 K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. (Consolidated) PARTICULARS 31.03.2005 31.03.2004 31,919,371.80 21,579,060.00 58,158,308.50 1,507,925.00 1,022,886.00 38,131,174.00 34,122,133.00 1,200,000.00 3,865,154.00 Total 92,608,491.30 98,897,521.00 Total 22,906.00 22,906.00 - 45,813.00 22,907.00 22,906.00 879,740,284.58 107,093,311.37 227,111,886.00 638,123,959.29 76,238,905.54 103,614,703.00 Total 1,213,945,481.95 817,977,567.83 Total 160,000.00 124.00 215,162.00 116,426.00 491,712.00 70,000.00 30.00 128,652.00 16,077.50 214,759.50 95,788,957.00 42,234,488.02 22,042,419.00 34,482,016.00 14,956,434.37 - 160,065,864.02 49,438,450.37 754,919,447.14 62,408,549.00 202,088,906.20 560,872,726.64 82,771,492.00 92,492,092.00 1,019,416,902.34 736,136,310.64 78,377,032.13 8,692,805.40 51,622,333.37 3,997,777.50 87,069,837.53 55,620,110.87 208,758,503.00 22,957,116.00 44,958,080.00 276,673,699.00 95,788,957.00 42,234,488.02 22,042,419.00 160,065,864.02 989,878,904.89 681,129,007.86 SCHEDULE - 'M' - ADVANCES & DEPOSITS Security Deposits (of above include Rs.3150739.80 /- of UPM JV) Mobilisation Advances Mobilisation Advances: UPM JV Other Advances Secured Advances SCHEDULE - 'N' - MISCELLANEOUS EXPENSES Preliminary Expenses Less : Written Off SCHEDULE 'O' - Contracts Receipts Own In respect of Petron Pratibha Joint Venture In respect of Unity Pratibha Multimedia Joint Venture (of Own includes Rs. 84228634/- for Akola Project) SCHEDULE 'P' - OTHER INCOME Rent Received Dividend Received Interest on Income Tax refund Services Charges Received Interest From Others SCHEDULE 'Q' - COST OF WORK DONE Opening Stock Own PPJV UPM JV Total Purchases Own (Refer Note 3 to the Notes to Accounts) PPJV UPM JV Total Add Direct Expenses Own PPJV UPM JV Total Less Closing Stock Own PPJV UPM JV Total 40 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. (Consolidated) PARTICULARS 31.03.2005 31.03.2004 168,320.00 294,290.00 79,786.00 21,938.00 132,217.00 5,373,355.00 516,399.65 316,658.00 877,428.89 7,035.00 523,250.00 878,278.22 4,913,678.00 64,775.00 28,634.00 1,796,775.00 5,776,198.31 696,347.00 1,808,189.79 1,115,531.00 77,865.00 130,226.00 2,000.00 199,522.00 36,287.80 201,872.00 161,657.00 728,715.00 2,391,534.86 20,497,449.63 150,000.00 396,962.00 31,002.00 283,101.00 5,599,215.00 209,911.50 49,556.00 986,387.00 76,035.00 516,440.50 968,234.00 1,684,016.00 3,020.00 208,039.00 2,212,877.59 135,701.00 1,259,595.81 1,289,524.75 1,550.00 145,776.00 894,100.00 1,266,252.00 16,506.00 642,406.00 3,096,402.75 16,474,566.00 49,816,213.15 38,597,176.90 784,736.37 106,884.00 722,288.35 162,213.00 Total 891,620.37 884,501.35 Total 50,707,833.52 39,481,678.25 1,402,502.64 17,460,261.42 3,843,498.00 5,341,227.69 16,247,803.17 1,895,009.43 5,861,527.00 2,016,015.00 9,317,184.33 1,698,224.00 1,749,333.31 9,772,486.67 889,635.14 4,099,988.00 52,051,829.35 29,542,866.45 SCHEDULE 'R' - ESTABLISHMENT, SELLING & OTHER EXPENSES Administration & Office Exp. Auditors Remuneration Advertisement Exp Bad Debts Books & Periodicals Computer & Software Exps. Legal & Professional Fees Discount A/c Donation Electricity Charges Fees & Subscription Pooja & Festival Expenses General Expenses Insurance Charges ( Car Policy) Insurance Charges ( Others ) Laboratory Charges Loss on Sale of Fixed Assets Motor Car Expenses Octroi Postage & Telegram & Telephone Printing & Stationery Registration Fees Repair & Maintenance Royalty Expenses Security Service Charges Service Charges Survey Expenses Sewarage Charges Tender Expenses Travelling Expenses Rent Rates & Taxes Total Selling & Marketing Expenses Sales Promotion Brokerage (Of above include exp of PPJV 47,48,852/- ) (Of above include exp of UPMJV 97,98,151.50/- ) SCHEDULE 'S' - FINANCE CHARGES Bank Charges & Commission Bank Commission LC/BG Factoring Charges Interest on Mobilisation Interest Paid( Bank) Net Interest Paid(Finance) Interest paid to financial institution ( Of above include exp of PPJV 57,71,094/- ) ( Of above include exp of UPMJV 76,51,858.04/- ) Total 41 K # 150 Pratibha Industries Ltd. Pratibha Group Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. (Consolidated) PARTICULARS 31.03.2005 31.03.2004 8,584,375.00 1,746,099.00 842,465.00 618,877.00 1,739,402.10 1,003,000.00 - 4,336,299.00 1,350,000.00 265,882.00 1,246,187.75 54,500.00 253,831.00 4,190.00 14,534,218.10 7,510,889.75 8,705,658.00 5,258,953.00 13,708,333.00 4,113,673.68 13,964,611.00 17,822,006.68 1,266,378.30 899,619.00 935,643.00 849,663.00 2,202,021.30 1,749,282.00 SCHEDULE 'T' PERSONNEL EXPENSES Salaries & Wages Directors Remuneration Director Medical Exp Contribution to PF, ESIC etc. Staff Welfare Expenses Incentive Insurance Charges (Key Man) Staff Training Exp. ( includes Personnel Expenses of UPM 30,46,242 .00/- ) Total SCHEDULE 'U' - ANNUITY PERIOD EXPENSES Akola Project Petron Pratibha Joint Venture Total SCHEDULE 'V' - SHARE OF JV PARTNERS IN PETRON PRATIBHA JOINT VENTURE JV PARTNER PETRON CIVIL ENGG. P. LTD. IN UNITY PRATIBHA MULTIMEDIA JOINT VENTURE JV PARTNERS: UNITY INFRAPROJECTS LTD AND MULTIMEDIA DESIGNERS P. LTD. Total 42 K # 150 Pratibha Group Pratibha Industries Ltd. Te n t h A n n u a l R e p o r t 2 0 0 5 P R A T I B H A Pratibha Industries Ltd. CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31.03.2005 PARTICULARS 31.03.2005 31.03.2004 86,421,379.91 37,274,686.11 Depreciation 4,653,489.88 3,659,003.23 Loss / (Profit) on Sale of Assets 1,796,775.00 208,039.00 13,964,611.00 17,822,006.6 A CASH FLOW FROM OPERATING ACTIVITIES Profit before tax and extraordinary items Adjustment for : Annuity Period Expenses Preliminary Expenses Written Off 22,906.00 22,907.00 2,202,021.30 1,749,282.00 52,051,829.35 29,542,866.45 (124.00) (30.00) 161,112,888.44 90,278,760.47 Inventories (116,607,834.98) (125,583,848.02) Sundry Debtors (204,823,956.34) (161,064,170.61) Share of Joint Venture Partner Finance Charges Dividend Received Operating Profit before working Capital Changes Adjustment for: Loans & Advances (67,464,282.99) (33,617,545.13) Sundry Creditors 199,128,479.18 84,438,449.21 Other Liabilities (9,200,574.21) 4,485,710.46 Advances & Deposits (6,289,029.70) 68,290,221.00 (205,257,199.04) Finance Charges Paid (Net) 52,051,829.35 Direct Taxes Paid (163,051,183.09) 29,542,866.45 5,175,527.00 Net cash used in operating activities (101,371,666.95) 1,200,000.00 (103,515,289.07) B CASH FLOW FROM INVESTMENT ACTIVITIES Additions to Fixed Assets (18,790,526.96) Deletion to Fixed Assets (net) Redemption / (Purchase) of Investments Dividend Received (38,303,257.00) 2,942,150.00 185,300.00 (25.00) (3,000,000.00) 124.00 30.00 (15,848,277.96) (41,117,927.00) Proceeds from Long Term Borrowings (Net) 78,727,814.63 127,031,238.01 Proceeds from Short Term Borrowings (Net) 71,649,648.56 56,154,335.23 150,377,463.19 183,185,573.24 Net cash used in investing activities C CASH FLOW FROM FINANCING ACTIVITIES Net cash from financing Activities D NET INCREASE IN CASH AND CASH EQUIVALENTS 33,157,518.28 38,552,357.17 Opening Cash and Cash Equivalents 31.03.2004 (A+B+C) 70,358,049.44 31,805,692.27 Closing Cash and Cash Equivalents 31.03.2005 103,515,567.72 70,358,049.44 Notes 1. The above statement has been prepared in indirect method as described in AS - 3 issued by ICAI. For and on behalf of the Board of Directors For Jayesh Sanghrajka & Co. Ajit B. Kulkarni Usha B. Kulkarni Vinayak B. Kulkarni Datta B. Kulkarni Ramdas B. Kulkarni Chartered Accountants Jayesh Sanghrajka Partner As per our report on even date Place : Mumbai Date : 31st May 2005 Place : Mumbai Date : 31st May 2005 43 Managing Director Chairperson & Director Directors Some of the prestigious projects executed by the Company. Clariflocculator unit of Water Treatment Plant (WTP) capacity 20.5 MLD at Chavand Gujarat Filter unit of Water Treatment Plant (WTP) Chavand, Gujarat Cement concrete Pune Solapur road Airoli railway station Net wor th Fixed assets 1,000.00 1,853.90 2,000.00 900.00 800.00 1,750.00 700.00 600.00 1,044.71 1,250.00 1,000.00 Rs. in Lacs Rs. in Lakhs 1,500.00 680.00 750.00 218.33 400.00 300.00 464.22 500.00 500.00 200.00 289.76 100.00 250.00 2000 2000 2001 2002 2003 2004 2005 2001 YEAR 2002 2003 YEAR Networth Gross Block Turnover 12,139.45 8179.78 3718.84 2926.78 3512.48 4255.14 900.00 800.00 700.00 600.00 500.00 400.00 300.00 200.00 100.00 2001 2002 YEAR Turnover 2003 Net Block 808.97 324.62 78.25 2000 2000 2005 Profit Rs in Lacs Rs in Lacs 12500 11500 10500 9500 8500 7500 6500 5500 4500 3500 2500 1500 500 -500 2004 2004 71.42 2001 137.90 2002 YEAR 2005 192.42 2003 2004 2005 Profit TM Pratibha Industries Limited Tel : 5641 4499 (100 lines) Shrikant Chambers Phase-II, 5 Floor, Sion-Trombay Road, Fax : 2520 11 35 Next to R. K. Studio, Chembur, Mumbai-400 071 India www.pratibhagroup.com th multiprintindia.com An ISO 9001: 2000 Company