5309610316
5309610316
Forward-looking statements
In this Annual Report, we have disclosed forward-looking information to enable investors to fully appreciate our prospects and
take informed investment decisions. This report and other statement - written and oral - that we periodically make, contain
forward-looking statements that set our anticipated results based on management plans and assumptions.
We have tried, where possible, to identify such statements by using words such as ‘anticipate’, ‘expect’, ‘project’, ‘intend’, ‘plan’,
‘believe’, and words of similar substance in connection with any discussion of future performance.
We cannot, of course, guarantee that these forward-looking statements will be realised, although we believe we have been
prudent in our assumptions. Achievement of results is subject to risks, uncertainties, and potentially inaccurate assumptions.
Should known or unknown risks or uncertainties materialise, or should underlying assumptions prove inaccurate, actual results
could vary materially from those anticipated, estimated or projected.Readers should bear this in mind.
We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future
events or otherwise.
Contents
Vikas Ecotech at
a glance 04
Financial Highlights
06
Board of Directors
11
A sharp strategy
powering robust financial growth.
20+ COUNTRIES
ACROSS 4 CONTINENTS
REVENUE GROWTH
AT A CAGR OF 34.5%
Increase in exports
at A CAGR of 126.7%
Financial highlights
13 21 54 29 76 149
Company information
KEY MANAGERIAL PERSONNEL REGISTERED OFFICE BOARD COMMITTEES & ITS
Mr. Vikas Garg, Managing Director Vikas Apartments, 34/1, COMPOSITION
Mr. Vivek Garg, Whole-Time Director East Punjabi Bagh, AUDIT COMMITTEE
Mr. Ashutosh Kumar Verma, New Delhi-110026. Mr. Sumer Chand Tayal | Chairman
CEO & Whole-Time Director Email: [email protected] Mr. Manoj Singhal | Member
Mr. Pankaj Kumar Gupta, Website: www.vikasecotech.com Mr. Purushottam Dass Bhoot | Member
Chief Financial Officer
EXECUTIVE COMMITTEE
Mr. Siddharth Agrawal, MANUFACTURING PLANTS
Mr. Vikas Garg | Chairman
Company Secretary JAMMU & KASHMIR
Mr. Vivek Garg | Member
Industrial Growth Centre,
Mr. Ashutosh Kumar Verma | Member
NON-EXECUTIVE & INDEPENDENT Phase-I, SIDCO Complex
DIRECTORS Dist. Samba-184121, Jammu & Kashmir.
STAKEHOLDERS RELATIONSHIP
Mr. Purushottam Dass Bhoot COMMITTEE
Mr. Pradip Kumar Banerji RAJASTHAN Mr. Sumer Chand Tayal | Chairman
Mr. Jagdish Capoor G-24-30, Vigyan Nagar, Mr. Vivek Garg | Member
Mr. Sumer Chand Tayal RIICO Industrial Area, Shahjahanpur, Mr. Vikas Garg | Member
Mr. Manoj Singhal Dist, Alwar-301706, Rajasthan.
Mrs. Vibha Mahajan (Women Director) NOMINATION AND REMUNERATION
REGISTRAR & SHARE TRANSFER COMMITTEE
STATUTORY AUDITORS AGENT Mr. Sumer Chand Tayal | Chairman
M/s RSPH & Associates Alankit Assignments Limited Mr. Purushottam Dass Bhoot | Member
906, Vikram Tower, 16, 4E/2, Alankit House, Mr. Manoj Singhal | Member
Rajendra Place, New Delhi-110008. Jhandewalan Extension,
Delhi -110055. EQUITY WARRANT COMMITTEE
Mr. Manoj Singhal | Chairman
COST AUDITORS
Mr. Sumer Chand Tayal | Member
M/s Niraj Kumar Vishwakarma &
Mr. Purushottam Dass Bhoot | Member
Associates
SH. 13/124, Tarna Bazar,
COMPENSATION COMMITTEE
Shivpur, Varanasi,
Mr. Manoj Singhal |Chairman
(UP)-221003.
Mr. Sumer Chand Tayal | Member
Mr. Vikas Garg | Member
SECRETARIAL AUDITORS
M/s AAA & Associates CORPORATE SOCIAL RESPONSIBILITY
105, C-2/4 Pragati Market, COMMITTEE
Ashok Vihar Phase II, Mr. Purushottam Dass Bhoot | Chairman
New Delhi-110052. Mr. Sumer Chand Tayal | Member
Mr. Vikas Garg | Member
INTERNAL AUDITORS
M/s Pandey Amit & Associates
B-1399, Shastri Nagar,
New Delhi-110052.
R&D Advantage 1
• In-house MTM technology
• Only company in India to have this know-how
• Specialized, highly technical production process
• Less competition, barrier for entry for new players
MANUFACTURING
2 Advantage
3 • Consolidated manufacturing
around a single plant
Cost • Economies of scale
Advantage
• Savings in input costs from usage of recycled PVC
• Increased profitability
• Environment-friendly
4
One-stop solutions
for clients
• B2B customers get stabilizers, plasticizers, compounds
US FDA and additives from a single vendor
2014
• Offered ESOP to its employees
• Issued Bonus Shares in the ratio 3:2 to all its shareholders
• Received Star Export house status
2011
2009 • Established the export division
• Vikas Garg took over as Managing Director
Commissioned production facility to • Ranked as India’s fastest growing
manufacture Bio Plasticiser mid-sized company by Inc. 500
2008
• Backward integration into manufacturing. Commissioned 2 units in Jammu for TPR Compounds and
Organotin Stabilizers
• Commissioned production facility to manufacture Mineral fillers for Rubbers & Plastics in Rajasthan
• Name changed to Vikas Globalone Ltd
1984 1998
Founded as a Non Banking Finance 1995 Started trading and distribution
of petrochemical products
Company – Vikas Leasing Listed on BSE & NSE
Board of Directors
chemicals rapid growth, but has achieved it in local or country specific factors.
a responsible and sustainable manner.
Geopolitical uncertainties like the
industry is We are committed to demonstrating
that it is possible to manufacture
British referendum, the economic
sanctions imposed against various
focused manner. During the year we PVC pipes manufacturers. We are as those produced by competition
have consciously moved away from the only Indian company that has from virgin raw materials. This R&D
customers looking at only a low cost- the scientific know-how to offer this breakthrough is a first by an Indian
led solution from us. Subsequently, solution. This advantage is helping company and we see two key benefits;
we looked at higher revenue from us match global quality standards for one, we are helping the environment
each customer account through our customers across the world while by reducing landfills of waste plastic.
tighter partnerships and associating simultaneously giving us the ability to Second, our raw material costs are
with them through their entire product offer value driven prices. significantly lower while our end
development journey. product selling price is almost equal
With Organotin stabiliser being US to the competition’s product. This
Our second strategy has been to FDA approved, our product in the strategy has helped up improve our
sharpen our R&D focus to develop same category - Tinmate has an margins significantly while benefiting
a robust pipeline of sustainable and immense growth opportunity. Your the customers through a strategic
environmentally friendly specialty company is fast gaining credence and price advantage.
chemical solutions and products. recognition as a global supplier to
Globally and in India, we see the safety-critical healthcare industry Our third strategy is ensuring
definite regulatory and voluntary and medical devices and components geographic and revenue de-risking
action towards phasing out of industries. With new capacity for the company. Today, global and
harmful additives like lead and other enhancements, innovative product country-based volatility is the biggest
toxic materials. Today, one of our formulations and a focus on premium macro challenge for any business
products, Organotin, a popular lead- value-added products, we are forging that has international operations
free alternative additive, is seeing ahead to becoming a leader in the and ambitions. Our export focus is
significant traction both in domestic non-toxic alternatives market. helping ensure that we have a healthy
and export markets, especially among revenue mix from both domestic and
One of the high growth products in international customers. During the
Polymer Additives is flame-retardant year, we have achieved 48.5% of our
Today, our specialty material that finds applications in the sales from global customers. Over the
engineering and construction sectors next 36 months, we expect to generate
chemicals are among others. With the Bureau of an equal amount of revenue from
next fiscal year and contribute to a fully equipped to meet the stringent
200% increase in capacity. This will Our strategy of rules pertaining to the operations
help us service our local customers of our manufacturing plants. As a
in a shorter time and also enable us sweating our assets strategy, we have been investing in
to shorten the timelines for exports.
With our market domination in North
is helping us increase green practices over the last few years
and we stand better placed to reap
India continuing, we hope to create a production without the benefits of the newly introduced
pan-India marketing and distribution government policies.
network in the next few years. a corresponding
Within the country, we have focused
increase in capex while A future driven by intellect,
innovation and invention
our sales efforts in three key markets driving down per-unit Today we live in a world that sees
change on a regular basis due
of North, West and South India. We
export to over 30 countries divided production costs to rapid advances in technology
into 5 clusters (EU, USA, MENA, and science. New products and
South East Asia and African countries). During the year we have concentrated processes disrupt the status quo and
Thus, with over eight clear market on operational efficiencies and threaten incumbents. In India, we are
clusters (domestic and exports) and derived the maximum production witnessing a surge of entrepreneurial
over 33 micro markets, we have ‘ring from our manufacturing assets. activity that promises to lead to
fenced’ our revenues from a sudden Our strategy of sweating our assets the growth of improved business
fall in demand in any one region due is helping us increase production models like e-commerce and the
to macroeconomic factors. without a corresponding increase digitalization of various industries. It
in capex while driving down per-unit is highly likely that your company will
Profitable growth through production costs. Our human resource also have to face these challenges
science-led applications policy has ensured that our safety and we assure you that we are fully
The performance of the current year and health standards match global prepared to do so.
clearly shows that we have delivered levels and that all our manufacturing
profitable growth. This is due to plants meet environment, health and At Vikas Ecotech, we are committed
our increasing focus on an R&D- safety norms. to harnessing our collective intellect
led specialty chemical product and for innovation and continuous
solutions focus. With an experienced We have invested in zero-pollution invention in specialty sciences. With
team of scientists and increased manufacturing equipment and started support and encouragement of all our
spending on R&D, our margins have a practice of using recycled materials stakeholders, we pledge to persevere
improved significantly. to make advanced new formulations. in our efforts to manufacture products
We have also installed facilities that contribute to a safer and greener
Your company delivered a 45% revenue to convert waste cooking oil into tomorrow.
growth of INR 97 crore and achieved specialty additives. Recently, pollution
total revenues of INR 312 crore for control norms have been tightened With best wishes,
the year ending March 31, 2016. Net in India. This is another area where Vikas Garg
profit stood at INR 25.53 crore, an your Company has an edge over the Managing Director
increase of 575% on a Y-o-Y basis. unorganised sector. Vikas Ecotech is
Global presence
4 Continents
20+ Countries
USA
Pakistan
Singapore
FOCUS AREAS
Environmental Stewardship
Doing what is right for the environment
Zero-pollution manufacturing to manage climate change
Corporate Citizenship
Corporate governance, transparency and disclosures
Enabling customers across the value chain drive sustainability
MacroEconomic
Overview
1.5%
US economy is still recovering from behave like a fragile economy where
growth in
the financial effects of 2008. While rare pockets of performance continue
Euro area
local consumption led to increased to exist and grow. Asian economies
1.8%
spending during the year, weak especially China and India continued
in the performance by major US energy to deliver above average GDP growth
EU28 sector players and continued global of 7-8% on the twin handles of
weakness left the American GDP a robust domestic consumption
growth rate at a mere 2.4% for the and export competitiveness from
year, according to data released by value added manufacturing. China
asian Economics the World Bank. However, to build registered its slowest GDP growth in
efficiencies, US businesses will the past 25 years at 6.8% in 2015.
China
increase outsourcing to deliver cost For India, its knowledge-led skilled
Slowest GDP
efficiency and corporate profitability. workforce is an added competitive
6.8%
growth in the
Indian exports to USA especially in advantage, especially on the exports
past 25 years at
value- added and sustainable sectors front. Increased threats of non-
6.8% in 2015
will grow. economic nature continued to create
risk potential to hurt commerce.
India European Union lagged in economic
performance due to political While economic progress remained
GDP growth of
pressures like the EU referendum a challenge, financial markets
7.4% in 2015
and refugee influx. The polity’s in developed economies showed
is at a unique cusp overshadow economic realities in the Make in India – The Lion Roars
near term. For statistical purposes, During the year, India roared back
of value creation in 2015 the euro region registered a into the global center-stage both as a
global investors to invest their money aid India. Thus, India is leveraging
Top destination in the country. Also, several policy its higher productivity to become the
for Foreign Direct measures were unveiled to make value added manufacturing and R&D
Investment (FDI)
India the global manufacturing hub hub to the world.
for value added science, chemical
Top 3 preferred investment
and engineering services. India’s ability to ring-fence itself
destinations
against global financial crises is
With a GDP growth of 7.4% in 2015 commendable. Be it the 2008 crisis
and expected to touch 8% in the or the recent Brexit one, the Indian
coming year, the Indian economy is financial and banking system is
at a unique cusp of value creation able to withstand global upheavals
through value addition. Along with with minimum domestic disruption.
China and other Asian economies like This in turn has ensured local fiscal
USA
China India Vietnam, Bangladesh and Philippines stability and hedging of export
have recently become exporters to risks on thin exchange fluctuations.
$256
the world. Unregulated labor laws, Moreover, the implementation of
outdated industrial practices and GST by the next financial year will
billion environmental compromises counter act as a game changer for organized
balance their low cost and low end industry players.
FDI in projects
manufacturing due to cheap labor.
India China India through its focus on quality In year 2015, India replaced China
& trained manpower, transparent as the top destination for Foreign
policy & regulations and emphasis Direct Investment (FDI) as reported
on R&D has tapped the value added by the Financial Times, garnering
exports market, a trend that is here $63 billion in new FDI projects.
to continue. Liberalization, policy clarity and ease
BRICS countries of doing business has made India one
Specialty Chemicals
An attractive premium
play with an India
Advantage
D ecember 2015 was a defining
moment for the specialty
chemical industry. DuPont and Dow McKinsey & Company
validation of the attractiveness of the
specialty chemicals sector.
impart valued-added properties in locally. Standalone Indian specialty companies in environment, health
the end product. At the same time chemical players with cutting- and safety.
reducing input costs and ensuring edge R&D and import substitute
sustainable future best practices equivalent products will see a surge In India, Gujarat and Maharashtra
is key. The same strategy will also in demand. In turn, they will attract have emerged as favored
boost exports. growth investments for strengthening manufacturing destination zones for
R&D, manufacturing and expanding MNC’s, due to friendly government
Indian Government policy to give locally and in global markets. policies and access to both local and
a fillip to manufacturing export markets. With MNC and Indian
India is tweaking its economic policy East is the new West companies setting up local base to
to give a fillip to manufacturing. Till With western economies experiencing manufacture for the Indian consumer
recently, the services sector had demand stagnation and battling and supply to global marketplace,
been driving healthy growth while uneconomical costs of production, Indian specialty chemical companies
manufacturing had stagnated. With the next decade of manufacturing will ride this demand naturally by
the need for specialty chemicals and economic demand consumption aligning to their customer growth
in nearly 80% of manufacturing will have shifted to the East. Be it initiatives. Local players that that have
applications, the Indian specialty automobiles, construction, polymers, good R&D setups and are offering
chemicals segment will see increased agriculture or pharma, specialty import substitutes will get additional
demand as the manufacturing sector chemical players have followed their preference to meet this demand.
gets a fillip with ‘Make in India’ customers to the Asian markets of
initiatives. China and India. China’s inability R&D-led premium solutions – Up
to produce as per global standards the supply chain & technology
With FDI being allowed in most of has led to softening of exports ladder
the sectors, global MNC players benefitting Indian specialty chemical Today, the Indian specialty chemicals
across industries will set up players. Today, Indian players have segment at $25 billion garners an
manufacturing base in India. As a cost advantage of over Chinese abysmal share of 3% of the global
a measure of competitiveness, firms after taking into account the specialty chemicals industry. This
raw material sourcing will be met additional investments by Chinese is due to industry fragmentation,
100% FDI
Today, the Indian specialty chemicals Indian specialty chemical industry
industry at $25 bn garners will contribute 6-7% of the
an abysmal share of 3% of the global global demand by 2023,
being allowed in this sector, specialty almost doubling
increased global investments chemicals its market
will flow to local players along
with MNC’s setting up base
industry 3% share
low investments in R&D and most customers in science-based product industry action is being implemented
players targeting local markets. applications. in China and India with a clear hope
With Indian local consumption of new regulations against harmful
driving volumes and moving up the Societal awareness & activism- chemicals that impact both human
value chain, demand for premium led natural demand generation health and the environment being
specialty chemical applications is Sustainable production and put in place soon. Specialty chemical
set to increase. Indian specialty responsible environmental conduct by companies need to align their product
chemical players will contribute businesses are becoming critical. With portfolio with human safety for a
6-7% of the global demand by increased activism and government greener tomorrow. Such companies
2023, almost doubling their market intervention, harmful chemical will see increased demand whilst
share. This will include meeting the applications are being phased out for enjoying reputation and goodwill
current local demand that is being human consumption. The specialty premium from investors, regulators
met through expensive imports. chemical industry has been a torch and industry peers.
With increased spending on R&D bearer in developing sustainable Vikas Ecotech envisages making eco-
and local demand getting more science-based applications that friendly and sustainable products,
sophisticated, the unorganized replace the harmful chemical effects replacing the harmful chemical
and volume players will be in the product supply chain. effects of traditional additives. Our
separated from high end R&D-led growth will be driven by innovative
organized manufacturers. With For example, the global PVC stabilizer chemical solutions in the areas of
implementation of GST, the unsaid market expected to reach $3.8 billion stabilizers, plasticizers and recycled
price advantage will cease to by 2020 from the current $2.7 materials. Manufacturing products
exist and the unorganized players’ billion has seen volunteerism from that are import replacements will
market share will get transferred industry to shift to non-toxic lead- result in additional business and
to organized players. Essentially, free stabilizers. A complete phase not only saving of precious foreign
Indian specialty chemical players out of lead-based stabilizers driven exchange reserves for the country
will rise up the supply value by the ‘Comprehensive Chemicals but also foreign exchange earning in
chain and technology ladder to Regulation’ (REACH) in Europe Union form of incremental exports.
become strategic partners to their has led this shift. Similar proactive
Performance - Profitable
Growth, Sustainable
Business focus
3 focus areas
F or the year 2015-16, the company
registered net revenue of `311.98
crore as compared to `214.72 crore
segment, we have identified 3 focus
areas:
• Specialty Additives
Specialty for FY 2014-15, a jump of 45.30%. • Polymer Compounds
Additives PAT stood at `25.53 crore, a steep • Recycled Materials
improvement of 574.47% from
`3.79 crore for the corresponding We achieved superior financial
Plastic period of last year. performance across all quarters by
Compounds focusing on the following operational
The company’s performance is aspects:
remarkable in two aspects. In the
Recycled
immediate terms, we improved Process efficiency: During the year,
materials
on both our topline and bottom- a TQM (Total Quality Management)
line significantly in spite of macro- project was implemented across
challenges. However, what is all our factories. It covered all the
satisfying is that we are able to functions from sourcing to production
PVC is one of the implement a clear strategy for to end sales. The company closed
and construction During the year and going forward, Superior quality of outstanding
industry
our focus will be on the specialty debt: With our focus shifting from
chemicals business. Within the small to large enterprise customers,
20%
attain 25% share of the expanded
market in the near future.
global market demand at 1,40,000
MT p.a., we see a continued demand The demand for Organotin stabilizers
for our product due to advantages CAGR – lead-free alternative additives – is
that no other player in India currently witnessing a rise both in India as
provides. well as globally. Specialty additive
Global market demand
demand will rise across the world
The nascent Indian market of CPVC due to this unique phenomenon.
(Chlorinated polyvinyl chloride) pipes
1,40,000
Asian countries like India is seeing
and fittings in India is estimated
MT p.a. increased demand for PVC pipes
to grow at more than 100% CAGR due to infrastructure growth and
over the next 2-3 years and is adoption of modern agri-practices.
giving leaders like Vikas Ecotech Continued demand for our product Western economies like the USA and
a distinct advantage. CPVC is a due to advantages that no other EU countries are using PVC pipes to
thermoplastic produced from PVC player in India currently provides. replace their crumbling municipality
resin that is much more flexible and and city infrastructure especially,
has the ability to withstand higher underground pipelines.
temperatures than standard PVC.
It is eco-friendly, corrosion-resistant Plastic Compounds
and has a long service life. CPVC is Vikas Ecotech’s strides as a leading
used in the manufacturing of pipes manufacturer of specialty polymer
for hot & cold water and industrial compounds continued both in the
The nascent CPVC (Chlorinated
liquids. global and Indian market. Today, we
polyvinyl chloride) pipes and
offer one of the most sophisticated
fittings market is estimated to
Organotin is the only heat stabiliser range of differentiated compounds
grow at more than 100% CAGR
used in the manufacture of CPVC like Thermoplastic Rubber (TPR),
pipes & fittings and the dosage is 3
folds in CPVC as compared to UPVC
100% Thermoplastic Elastomer (TPE) and
Speciality compounds of PVC, PET
over next 2-3 years
pipes & fittings. With both the Indian and EVA. Many of the world’s and
India’s leading footwear brands today raw material we are able to increase (MTM), the lead-free alternative
use our polymer compounds for our profitability and also reduce the additive, and 5,000MT of specialty
enhancing comfort and longevity in impact on the environment. polymers compounds annually.
shoe soles – a testament of our R&D
capabilities in developing localized Import Substitute Focused The increased capacity will act
customer focused solutions. Manufacturing Excellence as a genuine import substitute for
To ensure stringent quality and a additives and stabilizers across
The company has built a unique ‘near to customer’ strategy, we have industries operating in India, both
competitive advantage by developing commissioned the construction of our MNC and local firms. It will benefit
various innovative technologies in- new state of the art manufacturing customers by time savings due
house. We have a blue membership plant in Dahej SEZ, Gujarat. When to local sourcing, reduce logistics
of SATRA, a UK-based independent complete, it will add a capacity of hassles and ultimately deliver cost
testing and research organization. Our 6,000 MT of Organotin stabilizers savings. India will benefit from
test procedures and manufacturing foreign exchange savings.
processes are SATRA compliant. Our
R&D focus has led us to create few The Innovation Center will act as a
interesting solutions like compounds We have a blue catalyst to the company’s discovery
for soles of snow resistant boots
for the Indian Army through our tie
membership of efforts for chemical molecules. The
plant is strategically located to serve
up with FDDI - Footwear Design & SATRA, a UK- both the domestic markets of West
Development Institute (under the and South India and also, feed our
Ministry of Commerce & Industry, based independent export markets by accessing the sea-
Government of India). Global
Specialty polymers market is showing
testing and research route. Stated for production by early
next year, it will add over 200%
a high growth worldwide with a organisation capacity for the company.
CAGR of 5.9%, our expansion plans
are in line with the huge domestic
and international demand.
Recycled Materials
Our strategy of reusing materials to
make advanced new formulations
has been well received by customers.
With a dual advantage of near-to-
equal virgin efficacy at lesser prices
compared to virgin materials, clients
are appreciating our value driven
R&D approach. By using recycled
R&D focused
‘incremental innovation’ in current
applications and chemicals is an
effective way to harness our R&D
A s a homegrown specialty
chemicals player, our R&D-led
scientific product innovations are
in re-engineering used PVC material
to produce a high performance PVC
compound that matches the quality
the key to our success. From the attributes of virgin PVC. Typically,
initial days, R&D for ‘incremental products made from recycled PVC are
innovation’ has been our mantra in considered to be of lower grade and
solving customer’s problems in an hence command lower prices. We
efficacy-led and value driven manner. have been able to defy this through
Today, we channel a significant ‘intelligent’ chemical application.
part of our revenues and resources This has helped clients benefit from
towards R&D efforts. near-to-equal finished products at
a better price while improving our
Smart innovation, strategic portfolio margins.
focus and superior customer insights
are key in developing Vikas Ecotech’s A PwC report Commitment to the principles of
R&D program in a result-oriented
manner. A PwC reports suggests that
suggests that a circular economy
We believe a ‘circular economy’
about 96% of goods manufactured 96% of goods is key to sustainable development
by industry are somehow touched by
chemistry – a reason why innovation manufactured are and our R&D efforts are bearing
fruit in this direction. Unlike the
is critical for survival.
somehow touched ‘linear economy’ that practices
the take, make and dispose model
Incremental Innovation by chemistry – of production, here, nothing is
As leading specialty chemical majors
across the world have realized,
a reason why wasted and everything is re-used or
recycled. A World Economic Forum
spending on R&D without a focus innovation is critical (WEF) report mentions that over $1
on Returns on Investments (ROI) is
unsustainable in the long run. As for survival trillion annually could be generated
by 2025 globally if companies focus
a growing organization, we believe on building circular supply chains to
increase the rate of recycling, reuse clean & green products through an important in effective and optimum
and remanufacture. environment-friendly process and utilization of resources. For us, it
no-pollution facilities. Once scaled has become a key competitive edge
Our R&D team has invented a niche up, it is an opportunity to be tapped. owing to better economics.
chemical process whereby “used
cooking oil” is converted (recycled) At Vikas Ecotech, our R&D efforts Our accelerated R&D strategy will
to a specialty additive. We have been are focused towards creating a more continue to focus on deep diving
successful in developing a sourcing sustainable and less polluting world. into targeted higher value products,
supply chain of used cooking oil for We see a strategic shift in R&D for narrowing our industry choice and
one of India’s largest and reputed specialty chemicals to discover new an accelerated go-to-market strategy
Indian snack manufacturers, technologies for renewable and from the lab to the customer.
Haldirams. This has resulted in reusable product usage. This will be
A merit-driven
Intellect, performance-oriented
workplace is our motto.
Our HR philosophy is built
Northern Europe
Switched completely to alternative stabilizers
driven by legislations and market pressure
EU
Lead stabilizers’ Phase Out 1
completed in 2015
EU-15
Lead stabilizer consumption in
2000-2011 decreased by 81%
United South
Kingdom America
Permission to use Large processors
lead in potable have been switching
water pipes expired voluntarily
in 2003
Mitigation of Risks
& Concerns
O nly 12.2% (61) of Fortune 500
companies of 1955 still appear
in the same list for 2014 – six decades
to India, with similar effectiveness
yet cost benefit to customers.
we are addressing
challenges in 4 key areas
for staying relevant and
later the rest 88% have either gone We will continue to develop and competitive
bankrupt, merged or faded away. discover superior products from our
3D (Technological) Disruption, chemical applications by investing
(Changing) Demographics and continually in R&D. Going ahead,
(Newer) Demand have created a we look forward to legally protecting
world that is more risky and more our inventions through IPR-driven
rewarding than ever. Leaders need to programs and letting industry use R&D-led Product
be better prepared, well heeded and our technology with a patent-centric Development
innovation driven. At Vikas Ecotech, approach.
other than regular risk management
programs, we are addressing Business Continuity Planning:
challenges in 4 key areas for staying Non-economic risks like natural
relevant and competitive. calamities, acts of terror or local
community challenges often lead
Business Continuity
R&D-led Product Development: to stoppage of work. At Vikas Planning
A key reason science-based Ecotech, our three manufacturing
companies face peril is product plants across North and West India
or technology obsolescence. We will mirror each other in production
believe our in-house R&D skills and capabilities. Thus, any risk will be
product development capabilities quarantined at a local level while the Customer & Segment
are a key strategic advantage other plant continues unhindered Diversity
for the company’s growth and production for our customers.
market leadership. Today, some
of our chemical applications and A focus on implementing IT-based
products are IPR-equivalent and MIS across the company ensures
meet stringent regulatory norms of real-time monitoring of every
developed countries of EU and USA. situation and immediate exception
Geographic De-risking
Our products act as genuine import handling. Technology aided by (Domestic & Exports)
substitutes that were being imported geographic separation will ensure
Agriculture key sectors that would drive growth During the current year, the mix of
for its specialty chemical business. domestic and export revenues stood at
They are Agriculture, Automobile, `158.18 crores and `148.97 crores
Automobile
Wires & Cables, Organic & Inorganic respectively, a share of 51.50:48.50.
Chemicals, Polymers, Heathcare At Vikas Ecotech, we have rolled out
Wires & Cables industry, Packaging, Artificial a clear marketing and brand strategy
Leather and Footwear. This sector to address demand through a ‘micro
diversity will ensure that any demand markets’ approach. We believe in the
Organic & Inorganic
contraction or technology-led change near future, macro data will look slow
Chemicals
does not affect your company in a and grim while ‘pockets of excellence’
severe manner. drive growth and profitability. We have
Polymers a clear strategy for both our domestic
Secondly, we have rolled out a market and exports market whereby
customer acquisition strategy of we identify, serve and win in our own
Healthcare Industry
owning large B2B customer accounts. ‘micro markets’.
This will help us engage with a few
Packaging large customers in depth rather than In India, we are building a robust
spreading us thin across multiple sales and dealer network across the
Artificial Leather retail buyers. B2B customers can three key demand markets of North,
now get stabilizers, plasticizers, West and South India. Our three
compounds and additives from a manufacturing plants are strategically
Footwear single one-stop solutions partner – a located to employ a ‘near to customer’
value proposition that is difficult to approach. We want to be near to our
During the current year, replicate. However, we will ensure customer’s manufacturing facilities
MENA, South East Asia and African act of the company and its team Outlook – Responsible Growth for
regions. These 5 clusters are our key should live up to global standards of a Safer and Healthier Tomorrow
focus. Within each cluster, we want a propriety and goodness. As mentioned earlier, the specialty
single country to contribute not more chemicals sector, especially
than 10-15% of revenue and in each Robust internal control systems organized Indian players will
country, we want no single customer with due intervention of Information continue to deliver profitable growth
with revenue of more than 5-10%. Technology and plant automation both in local and international
through ERP is being implemented markets. We foresee the below
Currently, we are entering newer during the year. A best in class macroeconomic developments to act
markets and are in a growth phase. Business Intelligence (BI) software as a force multiplier for the Indian
The above metrics will fall in place is being deployed to harness the specialty chemicals industry.
once we mature our presence in benefits of big data and analytics for
the 9 ‘micro markets’ that we have business reporting, trend analysis Demand shift to eco-friendly
identified. Thus, our strategic intent is and exception handling. specialty chemical solutions in
to de-risk and meet the above goals. India
We are securing data through a Developed economies have already
Internal Control Systems– matrix method of information flow realized the net effect of harmful
Growth through Governance that will ensure critical information specialty chemical applications in
Today, Vikas Ecotech has embarked like intellectual property and end products of human use. It is
on a journey to become a true product innovation is dispersed in being realized even by developing
homegrown MNC. We are aware that a segmented and layered manner. countries like India and China. Like
as we expand ourselves globally, Security measures for data trail, theft Europe and USA, we foresee major
governance will play a key role in our and misuse are being implemented sectors like PVC pipes to artificial
growth. Predictability of Revenues, at the organization level. Regular leather manufacturers shift to toxin-
Transparency of Conduct, and statutory and voluntary audit free eco-friendly stabilizers and
Regard for Reputation are the pillars mechanisms are ensuring adherence compounds on a regulation-led
of our Governance approach. Every to the above on a regular basis. or voluntary basis. This shift will
create an automatic demand for Global Safety Norms for specialty chemicals sector has been
Vikas Ecotech’s lead-free Organotin World-class “Make in India” hit overnight. Local unorganized
stabilizer Tinmate as no other player Infrastructure players have vanished. After
in Asia currently has this proprietary The Indian government is spending implementing new environmental
green technology. significantly in upgrading the investments, reports suggest,
country’s infrastructure across China’s cost is 10-15% higher
Sustainable R&D for specialty private, industry and public spaces. than Indian players. Thus, in the
chemical solutions through Thus, the application of fire-resistant coming times, global demand for
re-use and re-cycling flame-retardant specialty chemical specialty chemicals will be met from
With the Indian government both at solutions for public places likes India owing to the ‘Make in India’
the central and local municipality factories, malls, stadiums, movie thrust and implementation of global
levels focusing on industrial theaters etc. is becoming mandatory. standards of environment norms and
pollution and effluent treatment, the The Bureau of Indian Standards industrial safety. Vikas Ecotech’s
specialty chemical industry will act requirements will automatically growth into sophisticated high value
as a catalyst in providing solutions result in an increased demand for developed markets will be aided by
for re-use and re-cycling. This will Vikas Ecotech’s V-ECOFLAMEX fire this measure.
create a similar movement and retardant additive and contribute
awareness like the e-waste sector. to the safety measures being We see natural demand-led growth
Vikas Ecotech has developed a niche implemented across public spaces, for Indian specialty chemical players
technique of converting used edible factories and private homes. in the years to come due to the above
oil to specialty plastic additives. macroeconomic developments. As
When scaled up at the national Meeting China’s export demand one of India’s leading homegrown
level, it will act as a strong deterrent for the entire world organized specialty chemical players,
to repeated re-heating of cooking oil With China clamping down on Vikas Ecotech is well prepared to ride
as toxic aldehydes are released that industries and enforcing stricter this growth journey with profitable
are harmful to humans. environmental norms, the country’s yet sustainable results.
export competitiveness in the
Vikas Ecotech’s
No other player in
V-ECOFLAMEX fire retardant
India currently has
additive contributes to the
the proprietary green
safety measures being
technology for lead-free
implemented across public
Organotin Stabilisers.
spaces, factories and
private homes.
Cables &
Agriculture Automobiles
Wires
Organic &
Inorganic Polymers Healthcare
Chemicals Industry
Artificial
Packaging Footwear
Leather
FINANCIAL
REPORTS &
STATEMENTS
BOARD’S REPORT
The Members,
Vikas EcoTech Limited
Your Directors have pleasure in presenting the 31st Annual Report on the business and operations of the Company and Audited
Statement of Accounts for the year ended March 31, 2016.
Vikas EcoTech Limited achieved 46% growth in its gross revenue to `323 Crores in 2015-16 as against `221 crores in 2014-15
The financial year 2015-16 embarked upon visible improvement in operating profit margins due to focused cost efficiency measures,
price discipline and low commodity prices. Vikas EcoTech sustained its investment in brand and manpower to prepare for next growth
phase. The operating profit before tax grew by 530% to `39.25 crores in financial year 2015-16 as compared to `6.22 crores in financial
year 2014-15. Your Company is financially strong and self reliant in terms of funds generation, debt servicing and has been able to
generate sufficient profits for dividend payouts. A constant rise in turnover and profits of the Company is apparent and your Directors are
expecting better results both in terms of operations of the Company and its financial position.
The Manufacturing plants of the Company are located in the state of J&K and Rajasthan. This has been done keeping in mind the
strategic and locational advantages with regard to availability of raw material and potential for finished goods.
Future Outlook
As a move forward and with the help of information technology, your Company is planning to introduce new products in market. The
Company is scheduling another manufacturing unit at land allotted by Gujarat Industrial Development Corporation (A Government
of Gujarat undertaking) at Dehej-II, Industrial Estate, District- Bharuch (Gujarat) to cater the market of Western and Southern India
and also for exports its products like Methyle Tin Mercaptile and Epoxidised Soya Bean Oil.
3. RESERVES
Your Company proposes to carry `1.78 crores to the general reserve and retain `22.22 crores in the profit and loss account.
4. DIVIDEND
Your Directors are pleased to recommend a dividend @ 5% i.e. of `0.05/- (Five Paisa) per share on 25,42,39,675 (Twenty Five
Crore Forty Two Lac Thirty Nine Thousand Six Hundred Seventy Five) Equity Shares for the current financial year. The dividend
if approved and declared in the ensuing Annual General meeting would result in a payout of `1,27,11,983.75/- (Rupees One
Crore Twenty Seven Lac Eleven Thousand Nine Hundred Eighty Three and Paisa Seventy Five) and Dividend Distribution Tax of
`25,87,906/- aggregating a total outflow of `1,52,99,889/-.
The dividend would be payable to all Shareholders whose names appear in the Register of Members as on the Book Closure Date.
The Register of Members and Share Transfer books shall remain closed from Saturday, September 24, 2016 to Friday, September
30, 2016 (both days inclusive).
5. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH
HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL
STATEMENTS RELATE AND THE DATE OF THE REPORT
No material changes and commitments affecting the financial position of the Company occurred between the end of the financial
year to which this financial statements relate and the date of this Report.
7. DETAILS OF DIRECTORS OR KEY MANAGERIAL PERSONNEL INCLUDING THOSE WHO WERE APPOINTED OR HAVE
RESIGNED DURING THE YEAR
Pursuant to the provisions of Section 152 of the Companies Act, 2013, Shri Vivek Garg, Whole-time Director, is due to retire by
rotation at the ensuing Annual General Meeting, and being eligible, offers himself for re-appointment.
The details of Director being recommended for re-appointment as required under the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 are contained in the accompanying Notice convening the ensuing Annual General Meeting of
the Company.
Mrs. Vibha Mahajan was appointed as Additional Director (Women Director) of the Company on August 12, 2015 and regularize in the
meeting of shareholders held at September 30, 2015.
Mr. Narender Kumar Garg, Non Executive Independent Director resigned on April 29, 2016 and Ms. Deepika Bhardwaj, Executive
Director resigned on May 18, 2015
Ms. Gayatri Chawla working as Company Secretary of the Company w.e.f. 14.02.2015 resigned on 29.02.2016. Thereafter Mr.
Siddharth Agrawal was appointed as Company Secretary of the Company on 23.05.2016
Appropriate Resolution(s) seeking your approval to the appointment/ re-appointment of Directors are also included in the Notice.
11. NOMINATION AND REMUNERATION POLICY OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES
In adherence of section 178(1) of the Companies Act, 2013, the Board of Directors of the Company in its Meeting held on 14th
February 2014, approved a policy on directors’ appointment and remuneration including criteria for determining qualifications,
positive attributes, independence of a director and other matters provided u/s 178(3), based on the recommendations of the
Nomination and Remuneration Committee. The broad parameters covered under the Policy are – Company Philosophy, Guiding
Principles, Nomination of Directors, Remuneration of Directors, Nomination and Remuneration of the Key Managerial Personnel
14. AUDITORS
1. Statutory Auditors
The Statutory Auditors, M/s RSPH & Associates, Chartered Accountants, (Registration No.) hold office till the conclusion of
the ensuing Annual General Meeting.
2. Cost Auditors
Pursuant to the provisions of Section 141 read with Section 148 of the Companies Act, 2013 and Rules made there under,
M/s Niraj Kumar Vishwakarma & Associates, Cost Accountants, New Delhi were appointed as the cost auditors of the
Company for the year ending March 31, 2016.
In terms of the Cost Audit Order notified by the Ministry of Corporate Affairs dated December 31, 2014, the Company is
covered under the purview of Cost Audit.
3. Secretarial Auditors
Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with corresponding Rules framed there under,
M/s AAA & Associates were appointed as the Secretarial Auditors of the Company to carry out the secretarial audit for the
year ending March 31, 2016.
A Secretarial Audit Report given by the Secretarial Auditors in Form No. MR-3 is annexed with this Report as ANNEXURE –
G. There are no qualifications, reservations or adverse remarks made by Secretarial Auditors in their Report.
The Company has not accepted any deposits during the year under review.
18. CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Company has duly constituted a Committee under the nomenclature of Corporate Social Responsibility Committee consisting
of majority of non-executive independent Directors. The Committee has developed Corporate Social Responsibility Policy of the
Company and is monitoring implementation of the same. The CSR Committee reports to the Board. The said CSR policy of the
Company is also posted on the Website of the Company at www.vikasecotech.com.
During the year under review, the Company undertook CSR initiative for cause of Education through the “Maharaja Agrasen Technical
Education Society (Regd.)” and `15,00,000/- (Rupees Fifteen Lacs) were allocated and spent for the said cause of promoting education
being one of the areas Company is presently focusing.
The Annual Report on Company’s CSR activities is furnished in “Annexure E” and attached to this report.
21. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL
STATEMENTS
The Risk Management and Governance Department of the Company have assured the existence of various risk-based controls in
the Company and also tested the key controls towards assurance for compliance for the present fiscal.
Further, the testing of such controls was also carried out independently by the Statutory Auditors of the Company as mandated
under the provisions of the Companies Act, 2013.
In the opinion of the Board, the existing internal control framework is adequate and commensurate to the size and nature of the
business of the Company.
23. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS
IMPACTING THE GOING CONCERN STATUS AND COMPANY’S OPERATIONS IN FUTURE
There was no significant and material order passed by the regulators or courts or tribunals impacting the going concern status
and Company’s operations in future.
During the previous financial year no exercise of options has taken place during the financial year under reporting and thus no
shares has been allotted under Employee Stock Option Scheme 2011 of the Company.
During the previous financial year the said scheme has been lapsed as on December 1, 2015 and no shares can now be allotted
against the same. The Board of Directors had passed a resolution in their meeting held on February 4, 2016 to rescind the said
scheme of the Company
Disclosures under Regulation 14 of Securities Exchange Board of India (Share Based Employment Benefits) Regulations,
2014 are available at website of the Company www.vikasecotech.com at weblink : http://vikasecotech.com/announcement/
DisclosureunderSEBI.pdf.
Parameters of Statutory compliances evidencing the standards expected from a listed entity have been duly observed and a Report
on Corporate Governance as well as the Certificate from Statutory Auditors confirming compliance with the requirements of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of the Annual Report.
Further, the Management Discussion and Analysis Report and CEO / CFO Certificate as prescribed under SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 are also presented in separate sections forming part of the Annual Report.
and social responsibility, always striving to provide safe and healthy work environment to our employees and efficient, safe and
environmentally responsible products to our customers. Your Company’s primary focus in this regard is on product innovation,
developing safe and efficient products which are environmentally friendly, i.e. energy-efficient, safer to use, using non-toxic / eco-
friendly raw-materials, having long use life and those can be safely disposed and dismantled at the end of their use life. Further,
we are actively working towards improving the EHS systems and practices within our operations. From environment aspect, our
efforts are directed towards resource conservation and efficiency within our operations. We have initiated an energy conservation
drive within our plants with the objective of monitoring our energy consumption at micro-level, benchmarking our performance
and implementing solutions for continuous improvements.
32. CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION AND FOREIGN EXCHANGE, EARNINGS AND OUTGO
The information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgo as required
under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished
in ANNEXURE - F and forms part of this Report.
33. Acknowledgement
The Board places on record its appreciation for the continued co-operation and support extended to the Company by customers,
vendors, regulators, banks, financial institutions, rating agencies, stock exchanges and depositories, auditors, legal advisors,
consultants, business associates and all the employees with whose help, cooperation and hard work the Company is able to
achieve the results. The Board deeply acknowledges the trust and confidence placed by the consumers of the Company and all
its shareholders.
i CIN L65999DL1984PLC019465
ii Registration Date 30.11.1984
iii Name of the Company Vikas EcoTech Limited (Formerly Vikas GlobalOne Limited)
iv Category/Sub-category of the Company Limited by Shares/Indian Non-Government Company
Company
v Address of the Registered Address : Vikas Apartments, 34/1, East Punjabi Bagh, New Delhi-110026
office & contact details Telephone : 011-43144444
Fax : 011-43144488
Email : [email protected]
Website : www.vikasecotech.com
vi Whether listed company Yes
vii Name , Address & contact Name : Alankit Assignments Limited
details of the Registrar & Address : 4E/2, Alankit House, Jhandewalan Extension, New Delhi- 110055
Transfer Agent, if any Telephone : 011-42541234
Email Address : [email protected]
Website : www.alankit.com
Sr. Name and Description of main products / NIC Code of the Product/service % to total turnover of the
No. services Company
1 Thermoplastic Rubber Compounds 20119 33.97
Category of Shareholders No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Change
during
Demat Physical Total % of Total Demat Physical Total % of Total
the year
Shares Shares
A. Promoters
(1) Indian
b) Central Govt 0 0 0 0 0 0 0 0 0
c) State Govt(s) 0 0 0 0 0 0 0 0 0
e) Banks / FI 0 0 0 0 0 0 0 0 0
f) Any other 0 0 0 0 0 0 0 0 0
Total shareholding of Promoter 10,71,08,380 0 10,71,08,380 42.13 11,69,65,446 0 11,69,65,446 46.01 3.88
(A)
B. Public Shareholding
1. Institutions
a) Mutual Funds 0 0 0 0 0 0 0 0 0
b) Banks / FI 0 0 0 0 0 0 0 0 0
c) Central Govt 0 0 0 0 0 0 0 0 0
d) State Govt(s) 0 0 0 0 0 0 0 0 0
f) Insurance Companies 0 0 0 0 0 0 0 0 0
i) Others (specify) 0 0 0 0 0 0 0 0 0
2. Non-Institutions
a) Bodies Corp. 8,49,70,906 1,67,500 8,51,38,406 33.49 7,58,77,444 2,67,500 7,61,44,944 29.95 -3.54
i) Indian
ii) Overseas
b) Individuals
i) Individual shareholders 91,28,240 26,33,912 1,17,62,152 4.63 1,66,84,323 25,16,887 1,92,01,210 7.55 2.93
holding nominal share capital
upto `2 lakh
ii) Individual shareholders 4,88,52,767 11,61,375 5,00,14,142 19.67 4,14,08,897 0 4,14,08,897 16.29 -3.38
holding nominal share capital in
excess of `2 lakh
c) Others (specify)
Sub-total (B)(2):- 14,30,26,008 40,75,287 14,71,01,295 57.86 13,39,80,664 27,84,387 13,67,65,051 54 -4.06
Total Public Shareholding 14,30,56,008 40,75,287 14,71,31,295 57.87 13,44,89,842 27,84,387 13,72,74,229 53.99 -3.87
(B)=(B)(1)+ (B)(2)
Grand Total (A+B+C) 25,01,64,388 40,75,287 25,42,39,675 100 25,14,55,288 27,84,387 25,42,39,675 100 0.00
Sr. Shareholder’s Shareholding at the beginning of the year Shareholding at the end of the year % change in
No. Name share holding
during the year
No. of % of total %of Shares No. of Shares % of total %of Shares
Shares Shares of the Pledged / Shares of the Pledged /
company encumbered to company encumbered to
total shares total shares
* Moonlite Technochem Private Limited (Transferee Company) has acquired the shares of Magic Tradelink Private Limited (Formerly
Known as Jai Ganesh Chit Fund Private Limited) (Transferor Company) and Vikas Polymerland Private Limited (Transferor Company)
on 1st April, 2016, pursuant to the merger vide order of Hon’ble High Court of Delhi dated 09.09.2015 effective from 29.09.2015
whereas appointed date was 01.04.2014.
Sr. Promoters Name Shareholding at the beginning of the year Cumulative Shareholding during the year
No.
1 Mrs. Asha Garg No. of shares % of total shares of No. of shares % of total shares of
the company the company
At the beginning of the year 8,025 0.003
No Changes --- --- 8,025 0.003
At the End of the year 8,025 0.003
2 Baby Sukriti Garg No. of shares % of total shares of No. of shares % of total shares of
the company the company
At the beginning of the year 3,78,325 0.149
No Changes --- --- 3,78,325 0.149
At the End of the year 3,78,325 0.149
3 Mr. Ishwar Gupta No. of shares % of total shares of No. of shares % of total shares of
the company the company
At the beginning of the year 42,800 0.017
Transactions (Purchase/sale) from -40,000 -0.016 2,800 0.001
12.02.2016 upto 19.02.2016
At the End of the year 2,800 0.001
4 Mrs. Seema Garg No. of shares % of total shares of No. of shares % of total shares of
the company the company
At the beginning of the year 32,17,175 1.265
No Changes --- --- 32,17,175 1.265
At the End of the year 32,17,175 1.265
5 Mr. Vikas Garg No. of shares % of total shares of No. of shares % of total shares of
the company the company
At the beginning of the year 5,33,62,250 20.989
Sale in the Open Market on -5,00,000 0.197 5,28,62,250 20.792
04.11.2015
Sale in the Open Market on -10,00,000 0.393 5,18,62,250 20.399
05.11.2015.
Sale in the Open Market on -5,00,000 0.197 5,13,62,250 20.202
06.11.2015.
Sale in the Open Market on -10,00,000 0.393 5,03,62,250 19.809
10.11.2015.
At the End of the year 5,03,62,250 19.809
6 Vikas Garg (Sukriti Welfare Trust) No. of shares % of total shares of No. of shares % of total shares of
the company the company
At the beginning of the year 44,56,550 1.753
No Changes --- --- 44,56,550 1.753
At the End of the year 44,56,550 1.753
7 Vikas Garg (HUF) No. of shares % of total shares of No. of shares % of total shares of
the company the company
At the beginning of the year 34,00,855 1.338
No Changes --- --- 34,00,855 1.338
At the End of the year 34,00,855 1.338
9 Mrs. Usha Garg No. of shares % of total shares of No. of shares % of total shares of
the company the company
At the beginning of the year 22,33,000 0.878
No Changes --- --- 22,33,000 0.878
At the End of the year 22,33,000 0.878
10 Mr. Jai Kumar Garg No. of shares % of total shares of No. of shares % of total shares of
the company the company
At the beginning of the year 10,19,750 0.401
No Changes --- --- 10,19,750 0.401
At the End of the year 10,19,750 0.401
11 Jai Kumar Garg (HUF) No. of shares % of total shares of No. of shares % of total shares of
the company the company
At the beginning of the year 11,18,500 0.44
No Changes --- --- 11,18,500 0.44
At the End of the year 11,18,500 0.44
12 Mr. Nand Kishore Garg No. of shares % of total shares of No. of shares % of total shares of
the company the company
At the beginning of the year 61,32,775 2.412
No Changes --- --- 61,32,775 2.412
At the End of the year 61,32,775 2.412
13 Nand Kishore Garg (HUF) No. of shares % of total shares of No. of shares % of total shares of
the company the company
At the beginning of the year 3,37,750 0.133
No Changes --- --- 3,37,750 0.133
At the End of the year 3,37,750 0.133
14 Mr. Vaibhav Garg No. of shares % of total shares of No. of shares % of total shares of
the company the company
At the beginning of the year 5,000 0.002
No Changes --- --- 5,000 0.002
At the End of the year 5,000 0.002
15 Moonlite Technochem Pvt. Ltd. No. of shares % of total shares of No. of shares % of total shares of
the company the company
At the beginning of the year NIL NIL
Acquired the shares of Magic Tradelink 4,32,21,141 17 4,32,21,141 17
Private Limited (Formerly Known as
Jai Ganesh Chit Fund Private Limited)
(Transferor Company) and Vikas Poly-
merland Private Limited (Transferor
Company) on 1st April, 2016, pur-
suant to the merger vide order dated
09.09.2015 of Hon’ble High Court of
Delhi effective from 29.09.2015
At the End of the year 4,32,21,141 17
II. Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of
GDRs and ADRs):
Sr. Shareholding at the beginning of the year Cumulative Shareholding during the year
No.
1 Athena Multitrade Private Limited No. of shares % of total shares No. of shares % of total shares of the
of the company company
At the beginning of the year 2,97,96,000 11.720
Transactions (Purchase/sale) from -1,54,500 -0.061 2,96,41,500 11.659
21.08.2015 upto 28.08.2015
Transactions (Purchase/sale) from -4,10,000 -0.161 2,92,31,500 11.498
29.01.2016 upto 05.02.2016
Transactions (Purchase/sale) from -3,00,000 -0.118 2,89,31,500 11.380
19.02.2016 upto 26.02.2016
Transactions (Purchase/sale) from -10,00,000 -0.393 2,79,31,500 10.986
26.02.2016 upto 04.03.2016
Transactions (Purchase/sale) from -75,00,000 -2.950 2,04,31,500 8.036
11.03.2016 upto 18.03.2016
At the End of the year (or on the 2,04,31,500 8.036
date of separation, if separated
during the year)
2 Globe Capital Market Limited No. of shares % of total shares No. of shares % of total shares of the
of the company company
At the beginning of the year 61,600 0.024
Transactions (Purchase/sale) from 13,08,569 0.515 13,70,169 0.539
01.04.2015 upto 12.02.2016
Transactions (Purchase/sale) from 17,08,243 0.672 30,78,412 1.211
12.02.2016 upto 19.02.2016
Transactions (Purchase/sale) from 17,13,401 0.674 47,91,813 1.885
19.02.2016 upto 26.02.2016
Transactions (Purchase/sale) from 34,11,809 1.342 82,03,622 3.227
26.02.2016 upto 04.03.2016
Transactions (Purchase/sale) from 9,07,706 0.357 91,11,328 3.584
04.03.2016 upto 11.03.2016
Transactions (Purchase/sale) from -3,57,211 -0.141 87,54,117 3.443
11.03.2016 upto 18.03.2016
Transactions (Purchase/sale) from 2,15,809 0.085 89,69,926 3.528
18.03.2016 upto 25.03.2016
Transactions (Purchase/sale) from 8,41,577 0.331 98,11,503 3.859
25.03.2016 upto 31.03.2016
At the End of the year (or on the 98,11,503 3.859
date of separation, if separated
during the year)
3 Globe Fincap Limited No. of shares % of total shares No. of shares % of total shares of the
of the company company
At the beginning of the year 5,40,000 0.212
Transactions (Purchase/sale) from -5,32,500 -0.209 7,500 0.003
01.04.2015 upto 11.03.2016
Transactions (Purchase/sale) from 75,00,000 2.950 75,07,500 2.953
11.03.2016 upto 18.03.2016
At the End of the year (or on the 75,07,500 2.953
date of separation, if separated
during the year)
5 Surface Finance Private Limited No. of shares % of total shares No. of shares % of total shares of the
of the company company
At the beginning of the year 24,24,558 0.954
No Transactions -- -- 24,24,558 0.954
At the End of the year (or on the 24,24,558 0.954
date of separation, if separated
during the year)
6 Krishan Mittal No. of shares % of total shares No. of shares % of total shares of the
of the company company
At the beginning of the year 23,48,080 0.924
No Transactions -- -- 23,48,080 0.924
At the End of the year (or on the 23,48,080 0.924
date of separation, if separated
during the year)
7 Daya Goyal No. of shares % of total shares No. of shares % of total shares of the
of the company company
At the beginning of the year 21,92,400 0.862
No Transactions -- -- 21,92,400 0.862
At the End of the year (or on the 21,92,400 0.862
date of separation, if separated
during the year)
8 Naresh Kumar No. of shares % of total shares No. of shares % of total shares of the
of the company company
At the beginning of the year 21,67,500 0.853
No Transactions -- -- 21,67,500 0.853
At the End of the year (or on the 21,67,500 0.853
date of separation, if separated
during the year)
9 Ojas Asset Reconstruction No. of shares % of total shares No. of shares % of total shares of the
Company Limited of the company company
At the beginning of the year 21,50,900 0.846
No Transactions -- -- 21,50,900 0.846
At the End of the year (or on the 21,50,900 0.846
date of separation, if separated
during the year)
10 Harsha Goyal No. of shares % of total shares No. of shares % of total shares of the
of the company company
At the beginning of the year 19,35,000 0.761
No Transactions -- -- 19,35,000 0.761
At the End of the year (or on the 19,35,000 0.761
date of separation, if separated
during the year)
Sr. Name of the Directors & KMP’s Shareholding at the beginning of Cumulative Shareholding during
No. the year the year
1 Mr. Vikas Garg No. of shares % of total shares of No. of shares % of total shares
(Managing Director) the company of the company
At the beginning of the year 5,33,62,250 20.989
Sale in the Open Market on 04.11.2015. -5,00,000 0.197 5,28,62,250 20.792
Sale in the Open Market on 05.11.2015. -10,00,000 0.393 5,18,62,250 20.399
Sale in the Open Market on 06.11.2015. -5,00,000 0.197 5,13,62,250 20.202
Sale in the Open Market on 10.11.2015. -10,00,000 0.393 5,03,62,250 19.809
At the End of the year 5,03,62,250 19.809
2 Mr. Vivek Garg No. of shares % of total shares of No. of shares % of total shares
(Whole-Time Director) the company of the company
At the beginning of the year 10,71,550 0.42
No Changes --- --- 10,71,550 0.42
At the End of the year 10,71,550 0.42
3 Mr. Ashutosh Kumar Verma (CEO & Whole-Time No. of shares % of total shares of No. of shares % of total shares
Director) the company of the company
At the beginning of the year 75,000 0.029
No Changes --- --- 75,000 0.029
At the End of the year 75,000 0.029
4 Ms. Deepika Bhardwaj (Whole-Time Director, No. of shares % of total shares of No. of shares % of total shares
Resigned on 18.05.2015) the company of the company
At the beginning of the year NIL NIL
No Changes --- ---
At the End of the year NIL NIL
5 Mr. Prushottam Dass Bhoot (Director) No. of shares % of total shares of No. of shares % of total shares
the company of the company
At the beginning of the year 40,000 0.016
No Changes --- --- 40,000 0.016
At the End of the year 40,000 0.016
6 Mr. Sumer Chand Tayal No. of shares % of total shares of No. of shares % of total shares
(Director) the company of the company
At the beginning of the year 1,87,500 0.074
Sale in the Open Market on 06.04.2015. -5,978 -0.002 1,81,522 0.071
Sale in the Open Market on 09.04.2015. -2,000 -0.001 1,79,522 0.071
Sale in the Open Market on 05.05.2015. -4,183 -0.002 1,75,339 0.069
Sale in the Open Market on 15.05.2015. -4,000 -0.002 1,71,339 0.067
Sale in the Open Market on 19.06.2015. -4,000 -0.002 1,67,339 0.066
Sale in the Open Market from June to March -1,06,189 -0.042 61,150 0.024
At the End of the year 61,150 0.024
8 Mr. Jagdish Capoor (Director) No. of shares % of total shares of No. of shares % of total shares
the company of the company
At the beginning of the year 1,87,500 0.074
No Changes --- --- 1,87,500 0.074
At the End of the year 1,87,500 0.074
9 Mr. Narender Kumar Garg (Director, Resigned on No. of shares % of total shares of No. of shares % of total shares
29.04.2015) the company of the company
At the beginning of the year 1,87,500 0.074
No Changes --- --- 1,87,500 0.074
At the End of the year 1,87,500 0.074
10 Mr. Manoj Singhal (Director) No. of shares % of total shares of No. of shares % of total shares
the company of the company
At the beginning of the year NIL NIL
No Changes --- ---
At the End of the year NIL NIL
11 Mrs. Vibha Mahajan (Director, Appointed on No. of shares % of total shares of No. of shares % of total shares
12.08.2015) the company of the company
At the beginning of the year NIL NIL
No Changes --- ---
At the End of the year NIL NIL
12 Ms. Gayatri Chawla (Company Secretary, No. of shares % of total shares of No. of shares % of total shares
Resigned on 29.02.2016) the company of the company
At the beginning of the year NIL NIL
No Changes --- ---
At the End of the year NIL NIL
13 Mr. Siddharth Agrawal (Company Secretary, No. of shares % of total shares of No. of shares % of total shares
Appointed on 23.05.2016) the company of the company
At the beginning of the year NIL NIL
No Changes --- ---
At the End of the year NIL NIL
14 Mr. Pankaj Kumar Gupta (Chief Financial Officer) No. of shares % of total shares of No. of shares % of total shares
the company of the company
At the beginning of the year NIL NIL
No Changes --- ---
At the End of the year NIL NIL
INDEBTEDNESS
Indebtedness of the Company including interest outstanding/ accrued but not due for payment
(amount in `)
Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount 8,90,76,870 NIL NIL 8,90,76,870
ii) Interest due but not paid
iii) Interest accrued but not due
Total (i+ii+iii) 8,90,76,870 NIL NIL 8,90,76,870
Change in Indebtedness during the financial year
* Addition 5,05,18,301 5,05,18,301
* Reduction 1,83,71,760 1,83,71,760
Net Change 3,21,46,541 NIL NIL 3,21,46,541
Indebtedness at the end of the financial year
i) Principal Amount 12,12,23,411 NIL NIL 12,12,23,411
ii) Interest due but not paid
iii) Interest accrued but not due
Total (i+ii+iii) 12,12,23,411 NIL NIL 12,12,23,411
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.
Form for Disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub
section (1) of section 188 of the Companies Act, 2013 including certain arms length transaction under third proviso thereto.
NONE, DURING THE REPORTING PERIOD, ALL TRANSACTIONS WERE AT ARM’S LENGTH BASIS
Sr. No. Particulars Details
a) Name (s) of the related party & nature of relationship Not Applicable
b) Nature of contracts/arrangements/transaction Not Applicable
c) Duration of the contracts/arrangements/transaction Not Applicable
d) Salient terms of the contracts or arrangements or transaction including the value, if any Not Applicable
e) Justification for entering into such contracts or arrangements or transactions’ Not Applicable
f) Date of approval by the Board Not Applicable
g) Amount paid as advances, if any Not Applicable
Date on which the special resolution was passed in General meeting as required under first
h) Not Applicable
proviso to section 188
*Details of other related party transactions are forming part of Notes to financial statements, refer note no. 42.
DETAILS PURSUANT TO SECTION 197(12) OF THE COMPANIES ACT, 2013 READ WITH RULE 5(1) OF THE COMPANIES
(APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014
The Median Remuneration of Employees (MRE) excluding Managerial Personnel (MP) was `2,40,000/- and `3,13,306/- in F.Y. 2015-
16 and F.Y. 2014-15 respectively. The decrease in MRE (excluding MP) in F.Y. 2015-16, as compared to F.Y. 2014-15 is 23%.
The Median Remuneration of Employees (MRE) including Managerial Personnel (MP) was `2,30,643/- and `2,96,700/- in F.Y. 2015-
16 and F.Y. 2014-15 respectively. The decrease in MRE (including MP) in F.Y. 2015-16, as compared to F.Y. 2014-15 is 22%.
The number of permanent employees on the rolls of the Company as of March 31, 2016 and March 31, 2015 was 81 and 63
respectively.
The revenue growth during F.Y. 2015-16 over F.Y. 2014-15 was 46% and net profit after tax of `2553.42 lacs was recorded during the
F.Y. 2015-16 against net profit after tax of `379 lacs in the F.Y. 2014-15. The aggregate increase in salary for MP and other KMP’s, in
the current financial year, was 0.94% over F.Y. 2014-15. This was based on the recommendation of the nomination and remuneration
committee to revise the remuneration as per industry benchmarks.
The market capitalization of the Company increased by 154% to `399.66 Crore as of March 31, 2016 from `157.62 Crore as
of March 31, 2015 (Base BSE). The Price Earning (P/E) Ratio was `15.72/- as of March 31, 2016 as compared to `41.33/- as on
March 31, 2015. The closing price of the Company’s equity shares on the NSE and BSE as of March 31, 2016 was `15.72/- and
`15.65/- respectively.
The Company’s variable compensation philosophy for its managerial personnel is to ensure it is competitive in the global markets in
which it operates, for attracting and retaining the best talent.
Component of remuneration to directors and other KMPs Fixed Salary Bonus Commission Total
As a Percentage of revenue for F.Y. 2015-16 0.12% - - 0.12%
As a Percentage of net profit for F.Y. 2015-16 1.40% - - 1.40%
Annexure D
REMUNERATION POLICY
INTRODUCTION
In pursuance of the Company’s policy to consider human resources as its invaluable assets, to pay equitable remuneration to all
Directors, Key Managerial Personnel (KMP) and employees of the Company, to harmonize the aspirations of human resources consistent
with the goals of the Company and in terms of the provisions of the Companies Act, 2013 and the Listing Agreement as amended from
time to time this policy on nomination and remuneration of Directors, Key Managerial Personnel and Senior Management has been
formulated by the Committee and approved by the Board of Directors.
DEFINITIONS
Board means Board of Directors of the Company.
Director means Directors of the Company.
Committee means Nomination and Remuneration Committee of the Company as constituted or reconstituted by the Board.
Company means Vikas EcoTech Limited.
Independent Director means a director referred to in Section 149(6) of the Companies Act, 2013.
Key Managerial Personnel (KMP) means a KMP as as defined under Section 203 of the Companies Act, 2013 and includes:
i. CEO/Managing Director/Manager;
ii. Whole-time Director;
iii. Chief Financial Officer;
iv. Company Secretary;
v. Such other officer as may be prescribed under the applicable statutory provisions/regulations.
Senior Management means personnel of the Company occupying the position of Chief Executive Officer (CEO) of any unit / division
or Vice President including Vice President of any unit / division of the Company General Manager including General Manager of
any division or unit. Unless the context otherwise requires, words and expressions used in this policy and not defined herein but
defined in the Companies Act, 2013 as may be amended from time to time shall have the meaning respectively assigned to them
therein.
GENERAL
This Policy is divided in three parts: Part – A covers the matters to be dealt with and recommended by the Committee to the Board,
Part – B covers the appointment and nomination and Part – C covers remuneration and perquisites etc.
PART – A
MATTERS TO BE DEALT WITH, PERUSED AND RECOMMENDED TO THE BOARD BY THE NOMINATION AND REMUNERATION
COMMITTEE
The Committee shall:
Formulate the criteria for determining qualifications, positive attributes and independence of a director. Identify persons who
are qualified to become Director and persons who may be appointed in Key Managerial and Senior Management positions in
accordance with the criteria laid down in this policy.
Recommend to the Board, appointment and removal of Director, KMP and Senior Management Personnel.
PART – B
POLICY FOR APPOINTMENT AND REMOVAL OF DIRECTOR, KMP AND SENIOR MANAGEMENT
Appointment criteria and qualifications:
The Committee shall identify and ascertain the integrity, qualification, expertise and experience of the person for appointment as
Director, KMP or at Senior Management level and recommend to the Board his / her appointment.
A person should possess adequate qualification, expertise and experience for the position he/she is considered for appointment.
The Committee has discretion to decide whether qualification, expertise and experience possessed by a person is sufficient /
satisfactory for the concerned position.
The Company shall not appoint or continue the employment of any person as Wholetime Director who has attained the age of
seventy years. Provided that the term of the person holding this position may be extended beyond the age of seventy years with
the approval of shareholders by passing a special resolution based on the explanatory statement annexed to the notice for such
motion indicating the justification for extension of appointment beyond seventy years.
Term / Tenure
A. Managing Director / Whole-Time Director
The Company shall appoint or re-appoint any person as its Managing Director or Executive Director (Whole-time Director) for a
term not exceeding five years at a time. No re-appointment shall be made earlier than one year before the expiry of term.
B. Independent Director
An Independent Director shall hold office for a term up to five consecutive years on the Board of the Company and will be
eligible for re-appointment for another term of upto five consecutive years on passing of a special resolution by the Company and
disclosure of such appointment in the Board’s report.
No Independent Director shall hold office for more than two consecutive terms, but such Independent Director shall be eligible for
appointment after expiry of three years of ceasing to become an Independent Director. Provided that an Independent Director shall
not, during the said period of three years, be appointed in or be associated with the Company in any other capacity, either directly or
indirectly.
At the time of appointment of Independent Director it should be ensured that number of Boards on which such Independent Director
Serves is restricted to seven listed companies as an Independent Director and three listed companies as an Independent Director in case
such person is serving as a Whole-time Director of a listed company.
Evaluation
The Committee shall carry out evaluation of performance of every Director (including Independent Director), KMP and Senior
Management Personnel at regular interval (yearly).
Removal
Due to reasons for any disqualification mentioned in the Companies Act, 2013, rules made thereunder or under any other applicable
Act, rules and regulations, the Committee may recommend, to the Board with reasons recorded in writing, removal of a Director, KMP
or Senior Management Personnel subject to the provisions and compliance of the said Act, rules and regulations.
Retirement
The Director, KMP and Senior Management Personnel shall retire as per the applicable provisions of the Companies Act, 2013 and the
prevailing policy of the Company. The Board will have the discretion to retain the Director, KMP, Senior Management Personnel in the
same position / remuneration or otherwise even after attaining the retirement age, for the benefit of the Company.
PART – C
POLICY RELATING TO THE REMUNERATION FOR THE WHOLE-TIME DIRECTOR, KMP AND SENIOR MANAGEMENT PERSONNEL
General:
The remuneration / compensation / commission etc. to the Whole-time Director, KMP and Senior Management Personnel will be
determined by the Committee and recommended to the Board for approval. The remuneration / compensation / commission etc. shall
be subject to the prior/post approval of the shareholders of the Company and Central Government, wherever required.
The remuneration and commission to be paid to the Whole-time Director shall be in accordance with the percentage / slabs / conditions
laid down in the Articles of Association of the Company and as per the provisions of the Companies Act, 2013, and the rules made
thereunder.
Increments to the existing remuneration / compensation structure may be recommended by the Committee to the Board which should
be within the slabs approved by the Shareholders in the case of Whole-time Director.
Where any insurance is taken by the Company on behalf of its Whole-time Director, Chief Executive Officer, Chief Financial Officer, the
Company Secretary and any other employees for indemnifying them against any liability, the premium paid on such insurance shall not
be treated as part of the remuneration payable to any such personnel. Provided that if such person is proved to be guilty, the premium
paid on such insurance shall be treated as part of the remuneration.
Remuneration to Whole-time / Executive / Managing Director, KMP and Senior Management Personnel:
Fixed Pay
The Whole-time Director / KMP and Senior Management Personnel shall be eligible for a monthly remuneration as may be approved by
Minimum Remuneration
If, in any financial year, the Company has no profits or its profits are inadequate, the Company shall pay remuneration to its Whole-
time Director in accordance with the provisions of Schedule V of the Companies Act, 2013 and if it is not able to comply with such
provisions, with the previous approval of the Central Government.
Sitting Fees
The Non- Executive/Independent Director may receive remuneration by way of fees for attending meetings of Board or Committee
thereof. Provided that the amount of such fees shall not exceed Rupees One Lac per meeting of the Board or Committee or such amount
as may be prescribed by the Central Government from time to time.
Commission
Commission may be paid within the monetary limit approved by shareholders, subject to the limit not exceeding 1% of the profits of
the Company computed as per the applicable provisions of the Companies Act, 2013.
1. A brief outline of the Company’s CSR Policy including overview of projects or programs proposed to be undertaken and a
reference to the web-link to the CSR Policy and projects or programs.
We at Vikas EcoTech Limited consider Corporate Social Responsibility as a sense of responsibility towards the community and
environment (both ecological and social). We at Vikas EcoTech Limited as a corporate citizen have more common approach to
CSR that is corporate philanthropy. This includes monetary donations and aid given to non-profit organizations and communities.
Donations are made in areas such as the arts, education, housing, health, social welfare and the environment, among others to
carry on projects and programs for welfare of public at large.
We have determined our focus areas which include eradication of Hunger, Poverty, and Malnutrition, promotion of education,
environment stability, gender equality, women empowerment and rural development among others and are presently undertaking
our CSR initiatives through registered societies and trusts. The CSR Policy of the Company and other details on the Company’s
CSR initiatives are available at website of the Company at www.vikasecotech.com at http://vikasecotech.com/investors-corporate-
governance.aspx
3. Average net profit of the Company for last three financial years.
(amount in `)
Average Net Profit for Preceding 3 Financial
Sr. No. Financial Year Net Profit
Year
1 2012-13 4,12,53,497/- 4,69,85,153/-
2 2013-14 3,74,73,286/-
3 2014-15 6,22,28,675/-
4. Prescribed CSR Expenditure (two percent of the amount mentioned in item 2 above): `9,39,703/-
(a) Total amount to be spent for the financial year: `9,39,703/-
(b) Amount unspent, if any: NIL
(c) Manner in which the amount spent during the financial year is detailed below.
5. In case the Company has failed to spend the two percent of the average net profit of the last three financial years or any part
thereof, the Company shall provide the reasons for not spending the amount in its Board Report.
Not Applicable
6. A responsibility statement of the CSR Committee that the implementation and monitoring of CSR Policy, is in compliance with
CSR objectives and policy of the Company.
We hereby confirm that the implementation and monitoring of the CSR Policy is in Compliance with the CSR Objectives and Policy
of the Company and in the interest of Company and public at large.
Information as per Section 134 (3) (m) of Companies Act, 2013 read with Companies (Accounts) Rules, 2014 and forming part of the
Board’s Report for the year ended 31st March, 2016:
CONSERVATION OF ENERGY
Energy Conservation measures taken, Steps taken for utilizing alternate source of energy, Capital investment on energy conservation
equipment:
The Company has professionally designed & maintained Power factor Panels. These are specifically designed panels ensuring
optimum use of the electricity being consumed at our factories.
The power factor calculations on our electricity consumption calculations show that VEL is nearing perfect results in getting the
best output from the electrical energy consumed in the plants.
VEL closely monitors the throughput of all the machines to ensure that every part of the electrical energy consumed is justified with
nearly nil wastage of energy.
Proper production planning also contributes positively to avoid wastage of electrical energy & optimum outputs.
Water conservation
Water extraction, storage, desalinization (softening hard water, filtration for further use in process) also involve a considerable
consumptions of electrical energy.
VEL plants have the rainwater harvesting systems in place which not only help conserve water but also the electrical energy
involved in extraction of the volume of water thus collected.
The Company shall continue its endeavor to improve energy conservation and utilization
TECHNOLOGY ABSORPTION
1) Efforts made in technology absorption & Benefits derived:
Major initiatives are being taken to upgrade the various processes by making use of latest and better techniques. Efforts are
being made to make best use of available infrastructure and at the same time importing new technology to bring out efficiency
and economy. As a step towards it, the Company has procured highly sophisticated machinery for its newly set up plant at
Shahjahanpur, Rajasthan, for commencing production of an additional range of Polymer Additives.
ANNEXURE-G
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014]
To,
The Members
Vikas Ecotech Limited,
(previously known as Vikas GlobalOne Limited)
Regd. Office: 34/1 Vikas Apartment,
East Punjabi Bagh, New Delhi - 11002.
We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate
practices by Vikas EcoTech Limited (hereinafter called the “Company”). Secretarial Audit was conducted in a manner that provided us
a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.
Based on our verification of the books, papers, minute books, forms and returns filed and other records maintained by the Company
and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of Secretarial
Audit, we hereby report that in our opinion, the Company has, during the audit period ended on 31st March, 2016, complied with the
statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to
the extent, in the manner and subject to the reporting made hereinafter:
1. We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for
the period ended on 31st March, 2016 according to the provisions of:
I. The Companies Act, 2013 (the Act) and the Rules made thereunder;
II. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the Rules made thereunder;
III. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
IV. Foreign Exchange Management Act, 1999 and the Rules and Regulations made thereunder to the extent of Foreign Direct
Investment, Overseas Direct Investment and External Commercial Borrowings; it may be noted that during the year under
review there was no Foreign Direct Investment, overseas Direct Investment and External Commercial borrowings.
V. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’)
to the extent applicable to the Company:-
a. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
b. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992 and SEBI (Prohibition of
Insider Trading) Regulations, 2015 as applicable from December 2015;
c. The Securities and Exchange Board of India (Share Benefits) Regulations, 2014
d. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;
e. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding
the Companies Act and dealing with client;
f. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; and
We have also examined compliance with the applicable clauses of the following:
i) Secretarial Standards issued by The Institute of Company Secretaries of India.
ii) The Listing Agreements entered into by the Company with the Bombay Stock Exchange Limited and National Stock Exchange of
India Limited {i.e. SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015}.
During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards,
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 etc mentioned above.
2. We further report that the Company has, in our opinion, complied with the provisions of the Companies Act, 2013 and the
Rules made under that Act and the Memorandum and Articles of Association of the Company, with regard to:
Description Observation
Maintenance of various statutory registers and documents and The Company has maintained statutory registers as required under
making necessary entries therein the Act and all the entries have been properly recorded.
Closure of the Register of Members The Register of Member was closed at the time of Annual General
Meeting.
Forms, returns, documents and resolutions required to be filed The company has duly filed forms, returns with the Registrar of
with the Registrar of Companies and the Central Government Companies, Delhi and wherever there is delay the Company has paid
the additional fee.
Service of documents by the Company on its Members, Auditors Duly served
and the Registrar of Companies
Notice of Board meetings and Committee meetings of Directors Duly sent
The meetings of Directors and Committees of Directors including Duly convened
passing of resolutions by circulation
The 30th Annual General Meeting held on 30th September 2015 Duly convened
Minutes of proceedings of General Meetings and of the Board and Duly entered and signed
its Committee meetings
Approvals of the Members, the Board of Directors, the Duly obtained
Committees of Directors and the government authorities,
wherever required
Constitution of the Board of Directors / Committee(s) of Directors, Duly constituted, with proper balance of Executive, Non Executive
appointment, retirement and reappointment of Directors including and Independent Directors.
the Managing Director and Whole-time Directors
Payment of remuneration to Directors including the Managing Duly made in accordance with the approval of shareholders and
Director and Whole-time Directors Central Government.
Appointment and remuneration of Auditors and Cost Auditors; Duly made as per applicable provisions.
Transfers and transmissions of the Company’s shares and issue Duly made within prescribed time period.
and dispatch of duplicate certificates of shares
Declaration and payment of dividends Dividend of 5% i.e. 5 paise per share of `1/- was declared and paid
during the year under review.
Transfer of certain amounts as required under the Act to the Not required
Investor Education and Protection Fund and uploading of details
of unpaid and unclaimed dividends on the websites of the
Company and the Ministry of Corporate Affairs
4. The Company has complied with the provisions of the Securities Contracts (Regulation) Act, 1956 and the Rules made under
that Act, with regard to maintenance of minimum public shareholding.
5. I further report that the Company has complied with the provisions of the Depositories Act, 1996 and the Byelaws framed
thereunder by the Depositories with regard to dematerialization / rematerialisation of securities and reconciliation of records of
dematerialized securities with all securities issued by the Company.
6. The Company has complied with the provisions of the FEMA, 1999 and the Rules and Regulations made under that Act to the
extent applicable.
2 ADM Agro Industries High Court of Delhi 41.15 For winding up of the Company and also filed
Kota and Akola Ltd. Vs. another summary suit for recovery of debt which
Vikas GlobalOne Ltd. is pending adjudication.
SEBI vide its notification No. SEBI/LAD-NRO/GN/2015-16/013 dated 2 September 2015 notified the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (hereinafter referred as ‘SEBI Listing Regulations, 2015’), which were made applicable
with effect from 1st December 2015 and repealed the erstwhile listing agreement with the stock exchanges.
This Report, therefore, states the compliance status as per requirements of Companies Act, 2013 and SEBI Listing Regulations, 2015.
Given below are the Company’s corporate governance policies and practices for 2015-16. As will be seen, Vikas EcoTech’s corporate
governance practices and disclosures have gone well beyond complying with the statutory and regulatory requirements stipulated in
the applicable laws, including SEBI Listing Regulations, 2015.
In terms of Regulation 34(3) read with Section C of SCHEDULE V to SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, a Report on Corporate Governance for the year ended March 31, 2016 is presented below:
2) BOARD OF DIRECTORS
The Board of Directors has an optimum combination of Executive and Non-Executive Directors with one woman director and more
than fifty per cent of the Board of Directors comprised of Non-Executive Directors. The Chairperson of the Board is a Non-Executive
Director and more than half of the board of directors is comprised of Independent Directors. The Board meets at least four times
a year and more often if Company needs merit additional oversight and guidance. During the financial year 2015-16, the time
gap between any two Board Meetings did not exceed one hundred and twenty days. The Board of Directors periodically reviews
compliance reports pertaining to all laws applicable to the Company. All statutory and other matters of significance including
information as mentioned in Part A of Schedule II to the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 are tabled before the Board to enable it to discharge its responsibility of strategic supervision of the Company.
Sr. Name of Directors Category Designation No. of Board Whether attended No. of Shares
No Meetings Attended last AGM held
e) Web link where details of familiarization programmes imparted to Independent Directors is disclosed:
All Independent Directors are familiarized with the Company, their roles, rights, responsibilities in the Company, nature of the
industry in which the Company operates, business model of the Company, etc. from time to time. The Company makes consistent
efforts to acquaint the Board with the overall business performance covering all Business verticals, by way of presenting specific
performance of each Plant, Product Category and Corporate Function from time to time. Detailed agenda are sent well in advance
to all the Directors in order for the Board to perform its function and fulfil its role effectively.
The details regarding Independent Directors’ Familiarisation Programmes are given under the ‘Codes & Policies’ in the ‘Corporate
Governance’ section on the website of the Company and can be accessed at http://vikasecotech.com/announcement/Familiarisation%20
Programme%20for%20Independent%20Directors.pdf
3) AUDIT COMMITTEE
a) Brief description of terms of reference:
The terms of reference of the Audit Committee are as per the governing provisions of the Companies Act, 2013 (section 177) and
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (specified in Part C of Schedule II).
The role of the Audit Committee shall include the following:
1. Oversight of the company’s financial reporting process and the disclosure of its financial information to ensure that the financial
statement is correct, sufficient and credible;
2. Recommendation for appointment, remuneration and terms of appointment of auditors of the company;
3. Approval of payment to statutory auditors for any other services rendered by the statutory auditors;
4. Reviewing, with the management, the annual financial statements and auditor’s report thereon before submission to the board for
approval, with particular reference to:
a. Matters required to be included in the Director’s Responsibility Statement to be included in the Board’s report in terms of
clause (c) of sub-section 3 of section 134 of the Companies Act, 2013
b. Changes, if any, in accounting policies and practices and reasons for the same
c. Major accounting entries involving estimates based on the exercise of judgment by management
d. Significant adjustments made in the financial statements arising out of audit findings
e. Compliance with listing and other legal requirements relating to financial statements
f. Disclosure of any related party transactions
g. Qualifications in the draft audit report
5. Reviewing, with the management, the quarterly financial statements before submission to the board for approval;
6. Reviewing, with the management, the statement of uses / application of funds raised through an issue (public issue, rights issue,
preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document / prospectus /
notice and the report submitted by the monitoring agency monitoring the utilization of proceeds of a public or rights issue, and
making appropriate recommendations to the Board to take up steps in this matter;
7. Review and monitor the auditor’s independence and performance, and effectiveness of audit process;
8. Approval or any subsequent modification of transactions of the company with related parties;
9. Scrutiny of inter-corporate loans and investments;
10. Valuation of undertakings or assets of the company, wherever it is necessary;
11. Evaluation of internal financial controls and risk management systems;
12. Reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control systems;
13. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and
seniority of the official heading the department, reporting structure coverage and frequency of internal audit;
14. Discussion with internal auditors of any significant findings and follow up there on;
15. Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or
irregularity or a failure of internal control systems of a material nature and reporting the matter to the board;
The performance evaluation for the financial year was carried out in accordance with the criteria laid out by the Nomination and
Remuneration Committee and approved by the Board. The evaluation of all directors (including Independent Directors) was done by
the entire Board of Directors (excluding the Director being evaluated).
5) REMUNERATION OF DIRECTORS
a) All pecuniary relationship or transactions of the Non-Executive Directors vis-à-vis the Company:
None, except for the Sitting Fee to Independent Directors
The details of the Corporate Social Responsibility Policy of the Company have also been disclosed in the Directors’ Report section
of the Annual Report. The Corporate Social Responsibility Committee comprises 3 (Three) members of which 2 (Two) are Non-
Executive and Independent, the Chairman being Non-Executive and Independent. The Company Secretary of the Company acts
as Secretary to the Corporate Social Responsibility Committee. The Composition of Corporate Social Responsibility Committee as
on March 31, 2016, is given below:
During the financial year 2015-16, the Corporate Social Responsibility Committee met once on December 21, 2015 and the Meeting
was attended by all the Members of the Committee.
8) EXECUTIVE COMMITTEE
The role of the Executive Committee is to expeditiously decide business matters of routine nature and implementation of strategic
decisions of the Board. The Committee functions within the approved framework and directions of the Board. The Committee also
performs other activities as per the terms of reference of the Board. The Committee comprises 3 (Three) Executive Directors. The
Company Secretary of the Company acts as Secretary to the Executive Committee. The Composition of Executive Committee as
on March 31, 2016, is given below:
During the financial year 2015-16, the Executive Committee met thirteen times.
9) COMPENSATION COMMITTEE
The role of the Compensation Committee is to expeditiously administrate ESOP’s granted to various employees of the Company.
The Committee comprises 3 (Three) Directors. The Company Secretary of the Company acts as Secretary to the Committee. The
Composition of Compensation Committee as on March 31, 2016, is given below:
During the financial year 2015-16, the Compensation Committee met twice on December 21, 2015 and February 4, 2016
and the Meeting was attended by all the Members of the Committee.
Wednesday, 11.30 A.M. Haryana Maitri Bhawan, 1. Increase of Borrowing Powers of Board
September 30, 2015 Pitampura, New Delhi 2. To make investment in Foreign Company.
3. Change of Name of Company from Vikas GlobalOne
Limited to Vikas EcoTech Limited.
4. Appointment of Whole-time-Director of the Company.
b) Financial Year
The Financial Year of the Company starts from 1st April of a year and ends on 31st March of the following year.
d) Name and address of each Stock Exchange(s) at which the Company securities are listed and a confirmation about
payment of annual listing fee to each of such Stock Exchange(s):
The Equity shares of the Company listed at:
BSE Limited
Phiroze JeejeeBhoy Towers, Dalal Street, Mumbai-400007
Scrip Code- 530961
National Stock Exchange of India Limited (NSE)
‘‘Exchange Plaza”, Bandra-Kurla Complex, Bandra (E), Mumbai 400 051
Trading Symbol – VIKASECO
The listing fees for the financial year 2016-17 have been paid by the Company within the stipulated time.
e) Stock Code
f) Stock Market Price Data - high, low during each month in last financial year:
Price details monthly High-Low as compared with broad based BSE Index
% Deli.
No. of Deliverable
Month Open High Low Close No. of Shares Total Turnover Qty to * Spread
Trades Quantity
Traded Qty
H-L C-O
Apr 15 6.27 7.34 6.15 6.37 9,13,564 1,201 59,01,628 8,49,087 92.94 1.19 0.10
May 15 6.58 7.04 5.76 6.50 9,57,510 753 61,71,436 8,29,883 86.67 1.28 -0.08
Jun 15 6.36 6.70 6.20 6.35 8,82,370 550 56,81,673 8,17,522 92.65 0.50 -0.01
Jul 15 6.40 11.45 6.35 10.80 13,14,176 4,400 1,17,80,176 8,89,608 67.69 5.10 4.40
Aug 15 10.76 16.78 10.52 13.59 32,11,280 12,677 4,26,63,689 16,29,564 50.74 6.26 2.83
Sep 15 13.64 18.28 13.00 17.19 24,87,207 10,603 3,77,16,305 12,27,135 49.34 5.28 3.55
Oct 15 17.65 23.90 16.50 17.70 82,75,145 15,797 17,10,41,917 38,79,359 46.88 7.40 0.05
Nov 15 17.50 18.90 14.70 15.60 24,95,403 7,846 4,17,52,564 8,50,521 34.08 4.20 -1.90
Dec 15 15.65 21.10 13.65 20.00 36,93,286 11,396 6,56,88,805 20,74,048 56.16 7.45 4.35
Jan 16 20.35 21.95 16.65 19.85 57,44,477 15,706 11,12,03,091 25,97,434 45.22 5.30 -0.50
Feb 16 20.35 22.90 11.55 13.10 1,67,77,158 26,104 29,24,46,505 62,62,109 37.33 11.35 -7.25
Mar 16 13.02 16.07 13.00 15.72 1,08,60,445 8,064 15,92,05,714 51,83,409 47.73 3.07 2.70
NSE
Month Open High Price Low Price Close Volume
April 2015 6.20 7.60 6.15 6.45 37,47,784
May 2015 6.70 7.40 6.15 6.45 35,84,283
June 2015 6.40 6.95 6.20 6.30 22,11,171
July 2015 6.40 11.50 6.35 10.85 76,32,189
August 2015 11.00 16.80 10.50 13.60 2,20,40,195
September 2015 13.50 18.20 12.70 17.25 1,41,84,689
October 2015 17.50 23.95 16.55 17.65 2,30,53,582
November 2015 17.95 18.85 14.60 15.75 1,32,65,378
December 2015 15.80 21.00 13.55 20.05 1,48,19,886
January 2016 20.00 24.00 16.70 19.80 1,91,91,320
February 2016 19.95 25.40 11.50 13.10 6,17,58,732
March 2016 13.10 15.85 13.05 15.50 5,08,22,686
g) In case the securities are suspended from trading, the Directors Report shall explain the reason thereof: Not Applicable
Category of Share Number of Total Number of Percentage Category Holders Shares % of Total
shareholders Shares Shares
Shareholding of Promoter 15 11,69,65,446 46 Upto 5,000 3080 29,83,259 1.173
and Promoter Group
Body Corporate 310 7,55,21,826 29.71 5001-10,000 200 15,66,201 0.616
FII 5 5,09,178 0.20 10,001-20,000 177 25,60,355 1.007
Shareholders holding 53 4,14,08,897 16.29 20,001-30,000 78 19,75,139 0.777
share capital in excess of
`2 Lakhs
Others 3,466 1,98,34,328 7.80 30,001-40,000 31 11,09,226 0.436
40,001-50,000 28 13,26,583 0.522
50,001-1,00,000 70 52,81,737 2.077
Above 1,00,000 188 23,74,37,175 93.391
TOTAL 3,849 25,42,39,675 100 TOTAL 3849 25,42,39,675 100
l) Outstanding Global Depository Receipts or American Depository Receipts or Warrants or any convertible instruments, conversion
date and likely impact on equity:
There are no GDRs/ADRs/Warrants outstanding as on 31st March, 2016.
Branch Code: 2
G-24-30, VIGYAN NAGAR, SHAHJAHAN PUR, ALWAR, RAJASTHAN PIN-301706
Branch Code: 3
F-7 & 8, VIGYAN NAGAR, SHAHJAHAN PUR, ALWAR, RAJASTHAN PIN-301706
16) DISCLOSURE OF THE EXTENT TO WHICH THE DISCRETIONARY REQUIREMENTS AS SPECIFIED IN PART E OF SCHEDULE
II HAVE BEEN ADOPTED.
a) The Board
b) Shareholder Rights: Quarterly financial statements are published in leading newspapers and uploaded on Company’s website
www.vikasecotech.com.
c) Modified opinion(s) in audit report: The Auditors have raised no qualification on the financial statements.
d) Separate posts of Chairperson and CEO: Presently, Shri Vikas Garg is Managing Director of the Company and Mr. Ashutosh
Kumar Verma is CEO of the Company.
e) Reporting of Internal Auditor: The Company has appointed Amit Pandey & Associates as the Internal Auditors for conducting
the internal audit, representatives whereof report to the CFO and has direct access to the Audit Committee.
17) DISCLOSURE OF COMPLIANCE OF REGULATION 17 TO 27 AND CLAUSES (B) TO (I) OF SUB REGULATION (2) OF
REGULATION 46
The Company has complied with all the mandatory requirements specified in Regulations 17 to 27 and clauses (b) to (i) of
sub–regulation (2) of Regulation 46 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
18) DECLARATION SIGNED BY THE CHIEF EXECUTIVE OFFICER STATING THAT THE MEMBERS OF BOARD OF DIRECTORS
AND SENIOR MANAGEMENT PERSONNEL HAVE AFFIRMED COMPLIANCE WITH THE CODE OF CONDUCT OF BOARD OF
DIRECTORS AND SENIOR MANAGEMENT.
The Company is committed to conduct its business in accordance with the applicable laws, rules and regulations and with the
highest standards of business ethics. VEL’s Code of Ethics is intended to provide guidance and help in recognizing and dealing with
ethical issues, mechanisms to report unethical conduct, and to help foster a culture of honesty and accountability. The Board has
adopted a Code of Conduct for Directors, Senior Management and other Employees of the Company. The Code is available on the
website of the Company under ‘Code of Conduct’ in the ‘Corporate Governance’ section.
19) COMPLIANCE CERTIFICATE FROM EITHER THE AUDITORS OR PRACTICING COMPANY SECRETARIES REGARDING
COMPLIANCE OF CONDITIONS OF CORPORATE GOVERNANCE:
The Certificate from the Statutory Auditors of the Company regarding compliance of conditions of corporate governance is annexed
with the Directors’ Report and forms an integral part of the Annual Report.
20) DISCLOSURES WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE ACCOUNT:
The Company does not have any shares in the demat suspense account or unclaimed suspense account.
In accordance of the same, your Company had proposed to send Notice calling General Meetings, Annual Report and other documents
in electronic mode in future to all the shareholders on their email addresses. It was also requested to inform the Company in case the
shareholders wish to receive the above documents in physical form. Accordingly, the Annual Report along with Notice will be sent to the
shareholders in electronic mode at their email addresses.
The shareholders who have not registered their email addresses with the Company are requested to kindly register their e-mail addresses
with the Company in the Form annexed with the Notice of Annual General Meeting enabling the Company to better service shareholder
correspondence through e-mode. The shareholders have also an option to register their email addresses with their Depository through
Depository Participant.
CEO’S/CFO’S CERTIFICATE
We, Ashutosh Kumar Verma, Whole-time Director and CEO and Pankaj Kumar Gupta, CFO of Vikas EcoTech Limited, to the best of our
knowledge and belief, certify that:
a. We have reviewed the financial statements and the cash flow statement for the year ended 31st March, 2016 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. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which 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 we have evaluated the
effectiveness of internal control systems of the Company pertaining to financial reporting and we have disclosed, to the auditors and
the Audit Committee, wherever applicable, deficiencies in the design or operation of such internal controls, if any, of which we are
aware and the steps we have taken or propose to take to rectify these deficiencies.
d. We have indicated to the auditors and the Audit Committee, wherever applicable,
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 we have become aware and the involvement therein, if any, of the management or any
employee having a significant role in the Company’s internal control system over financial reporting.
AUDITOR’S CERTIFICATE
To
The Members of Vikas EcoTech Limited
We have examined the compliance of conditions of corporate governance by Vikas EcoTech Limited, for the year ended on 31st
March, 2016, as stipulated in Chapter IV of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 pursuant to the Listing Agreement of the said Company with stock exchange(s).
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 the 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 according to the explanations given to us, we certify that the Company has complied
with the conditions of Corporate Governance as stipulated in the provisions as specified in Chapter IV of Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 pursuant to the Listing Agreement of the said Company
with stock exchange(s).
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.
(A.K.Popli)
Partner
C.P. No. 2544
To
The Members of
Vikas Ecotech Limited.
New Delhi
Auditor’s Responsibility
3. Our responsibility is to express an opinion on these financial statements based on our audit.
4. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be
included in the Auditor’s Report under the provisions of the Act and the Rules made there under.
5. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards
require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free from material misstatement.
6. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control
relevant to the Company’s preparation of the financial statements that give a true and fair view in order to design audit procedures
that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and
the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of
the financial statements.
7. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
financial statements.
Opinion
8. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements
give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting
principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2016 and its profit and its cash flows
for the year ended on that date.
(iii) The Company has not granted any loan, secured or unsecured to companies, firms, Limited Liability Partnerships (LLPs) or
other parties covered in the register maintained under section 189 of the Act. Accordingly, clauses 3(iii) (a), 3(iii) (b) and 3(iii)
(c) of the Order are not applicable to the Company.
(iv) The Company has not given any loans or made any investments or provided any guarantees and security covered under Section
185 and 186 of the Act. Accordingly, the provisions of Clause 3(iv) of the Order are not applicable.
(v) The Company has not accepted any deposits within the meaning of sections 73 to 76 of the Companies Act’ 2013 and the
Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(v) of the Order are not
applicable.
(vi) We have broadly reviewed the books of accounts maintained by the company pursuant to the Rules made by the Central
Government for the maintenance of cost records under section 148(1) of the Companies Act’ 2013 and are of the opinion that
prima facie, the prescribed accounts and records have been made and maintained.
(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including provident fund,
Employee’s State Insurance Fund, income tax, sales tax, service tax, duty of customs, value added tax, cess and other material
statutory dues have been deposited during the year by the Company with the appropriate authorities but delay in deposit of the
same has been observed in some of the cases. Further it has been observed that the company has not deposited the Employees
State Insurance Act’ 1948 ( ESI) and Provident fund of two of its units i.e of Bawana and Sitarganj Units.
(b) According to the information and explanations given to us, no other undisputed amounts payable in respect of provident fund,
income tax, sales tax, service tax, duty of customs, value added tax, cess and other material statutory dues were in arrears as
at March 31, 2016 for a period of more than six months from the date they became payable Except ESI of `24,699/- and PF of
`97,316/- of Sitarganj Unit and ESI of `34,149/- and PF of `1,34,548/- of Bawana and except as stated hereunder for which
appeals are pending :-
Nature of Statute Period to which Nature of Dues Amount Forum where dispute is pending
amount relates (in `)
Income Tax Act Assessment Year Income Tax Demand 27,64,140/- Commissioner of Income Tax Appeal – IX,
2012-13 Delhi
Income Tax Act Assessment Year Income Tax Demand 4,02,480/- Commissioner of Income Tax Appeal – IX,
2013-14 Delhi
Income Tax Act* Assessment Year Income Tax Demand of 38,53,030/- Commissioner of Income Tax Appeal – XIV,
2012-13 Sigma Plastic Industries Delhi
Income Tax Act* Assessment Year Income Tax Demand of 7,08,640/- Commissioner of Income Tax Appeal – XIV,
2013-14 Sigma Plastic Industries Delhi
Note :- The Company Vikas Ecotech Limited acquired 100% share in Sigma Plastic Industries, and merged the same in the Vikas
Ecotech Limited in FY. 2014-15, by virtue of this, pending litigation of Sigma Plastic Industries is also become part of pending
litigation of Vikas Ecotech Limited
(c) According to the information and explanations given to us, there has not been an occasion in case of the Company during
the year under report to transfer any sums to the Investor Education and Protection Fund. The question of reporting delay in
transferring such sums does not arise.
(viii) Based on our audit procedures and on the information and explanations given by the management, we are of the opinion
that the company has not defaulted in repayment of loans or borrowings to any financial institution or a bank or any dues to
debenture-holders during the year.
(ix) As per information & explanations given by the Company, monies raised by way of Initial Public Offer or further public offer
(including debt instruments) and Term Loan have been applied for the purpose for which they were raised.
(x) No fraud by the Company or on the Company by its officers or employees has been noticed or reported during the period
covered by the audit.
(xi) As per information & explanations given to us, the Company has paid or provided managerial remuneration in accordance
with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Companies Act, 2013
(xii) In our opinion, the Company is not a Nidhi Company. Accordingly, the provisions of clause 3(xii) of the Order are not
applicable.
Annexure “B” To The Independent Auditor’s Report Of Even Date To The Member of M/s Vikas Ecotech Limited On
The Standalone Financial Statements for the year ended 31st March 2016
––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––
Independent Auditor’s Report on the Internal Financial Controls under section 143(3)(i) of the Companies Act, 2013
(“the Act”)
1. In conjunction with our audit of the standalone financial statements of M/s VIKAS ECOTECH LIMITED (“the Company”) as of and
for the year ended March 31, 2016, we have audited the Internal Financial Controls over Financial Reporting (IFCoFR) of the
Company as of that date.
Auditors’ Responsibility
3. Our responsibility is to express an opinion on the Company’s Internal Financial Controls over Financial Reporting (IFCoFR)
based on our audit. We conducted our audit in accordance with the Standards on Auditing, Issue by the ICAI and deemed to be
prescribed under section 143(10) of the Act, to the extent applicable to an audit of Internal Financial Controls over Financial
Reporting (IFCoFR), and the Guidance Note issued by the ICAI. Those Standards and the Guidance Note require that we comply
with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate Internal
Financial Controls over Financial Reporting (IFCoFR) were established and maintained and if such controls operated effectively in
all material respects.
4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the Internal Financial Controls over
Financial Reporting (IFCoFR) and their operating effectiveness. Our audit of Internal Financial Controls over Financial Reporting
(IFCoFR) included obtaining an understanding of Internal Financial Controls over Financial Reporting (IFCoFR), assessing the risk
that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on
the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error.
5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Company’s Internal Financial Controls over Financial Reporting (IFCoFR).
Opinion
In our opinion, the company has, in all material respects, adequate Internal Financial Control over Financial Reporting (IFCoFR)
and such (IFCoFR) were operating effectively as of 31 March 2016, base on the Internal Financial Control over Financial Reporting
(IFCoFR) criteria established by the Company considering the essential components of internal control stated in the guidance note
issued by the ICAI.
Balance Sheet as at March 31, 2016 Amount in `
Note No. As at March 31, 2016 As at March 31, 2015
EQUITY AND LIABILITIES
Shareholder's funds
Share capital 2 25,42,39,675 25,42,39,675
Reserves and surplus 3 40,81,98,910 17,86,59,918
Money received against share warrants – –
66,24,38,585 43,28,99,593
Share application money pending allotment
Non-current liabilities
Long-term borrowings 4 9,70,80,604 7,48,19,041
Deferred tax liabilities (Net) 5 - 68,562
Other long term liabilities 6 8,75,622 16,68,685
Long-term provisions 7 - -
9,79,56,226 7,65,56,288
Current liabilities
Short-term borrowings 8 81,47,20,370 58,69,85,296
Trade payables 9 44,89,41,279 31,43,71,473
Other current liabilities 10 10,51,47,892 2,49,29,267
Short-term provisions 7 14,77,52,520 3,68,24,771
1,51,65,62,061 96,31,10,807
Total 2,27,69,56,872 1,47,25,66,688
ASSETS
Non-current assets
Fixed assets 11 27,90,26,018 21,02,06,995
Tangible assets
Intangible assets
Capital work-in-Progress
Intangible assets under development
Place: NEW DELHI SIDDHARTH AGRAWAL ASHUTOSH KUMAR VERMA PANKAJ KUMAR GUPTA
Date: May 23, 2016 (COMPANY SECRETARY) (CHIEF EXECUTIVE OFFICER) (CHIEF FINANCIAL OFFICER)
Statement of Profit and loss for the year ended March 31, 2016
Amount in `
Note No. As at March 31, 2016 As at March 31, 2015
Revenue
Revenue from operations 19 3,23,45,49,618 2,21,26,42,831
Less: Excise duty (16,30,29,478) (10,24,88,190)
Net Sales 3,07,15,20,140 2,11,01,54,641
Other income 20 4,83,09,132 3,70,70,306
Total revenue 3,11,98,29,272 2,14,72,24,947
Expenses
Cost of material Consumed 21 1,72,93,91,614 1,24,50,74,345
Purchase of stock-in-trade 22 66,74,28,985 49,42,21,506
Changes in inventories 23 (2,45,16,179) 2,09,09,438
Employee benefit expenses 24 3,27,79,336 3,71,72,085
Finance costs 25 11,33,53,541 10,71,12,968
Depreciation and amortization expenses 26 3,37,07,715 3,41,80,113
Other expenses 27 17,67,28,985 14,41,43,788
Total expenses 2,72,88,73,997 2,08,28,14,243
Profit before exceptional, extraordinary and prior period items 39,09,55,275 6,44,10,704
and tax
Exceptional items
Profit before extraordinary and prior period items and tax 39,09,55,275 6,44,10,704
Extraordinary items
Prior period item 16,11,579 (21,82,029)
Profit before tax 39,25,66,854 6,22,28,675
Tax expenses
Current tax 13,24,36,448 1,24,50,558
Mat Credit Availed 27,24,857 92,00,052
Deferred tax (17,83,319) (36,43,842)
Excess/short provision relating earlier year tax 38,46,649 63,63,547
Profit (Loss) for the period from continuing operations 25,53,42,219 3,78,58,361
Profit (Loss) from discontinuing operations
Tax expenses of discontinuing operations
Profit (Loss) from discontinuing operations (after tax)
Profit (Loss) for the period 25,53,42,219 3,78,58,361
Share earnings From Partnership Firm – –
As per our report of even date attached The previous year figures have been regrouped / reclassified, wherever necessary to conform to the current year presentation.
Place: NEW DELHI SIDDHARTH AGRAWAL ASHUTOSH KUMAR VERMA PANKAJ KUMAR GUPTA
Date: May 23, 2016 (COMPANY SECRETARY) (CHIEF EXECUTIVE OFFICER) (CHIEF FINANCIAL OFFICER)
Cash flow statement for the period ended on March 31, 2016
PARTICULARS For the period ended on For the period ended on
March 31, 2016 March 31, 2015
A. CASH FLOW FROM OPERATING ACTIVITIES
Net profit (loss) before extraordinary items and Tax 39,25,66,854 6,22,28,676
Adjustments for:
Depreciation 3,37,07,715 3,35,95,820
Amortization - 5,84,293
Fixed Assets Written-off 18,00,150 -
ESOP Amortization (1,05,03,337) 18,55,716
Interest on Income Tax - 3,17,229
Interest expenses 11,33,53,541 10,71,12,968
Profit on sale of Investment - (1,88,23,854)
Profit/Loss on sale of Tangible Asset 13,808 (4,125)
Interest on current investments (33,01,543) (32,61,658.03)
Operating Profit (Loss) before working capital changes 52,76,37,188 18,36,05,064
Adjustments for:
(Increase)/Decrease in inventories (9,64,94,906) (4,04,75,034)
(Increase)/Decrease in trade receivables (65,88,14,652) (20,90,89,799)
(Increase)/Decrease in other current assets 14,55,416 (8,70,106)
(Increase)/Decrease in loans and advances (34,58,412) 1,13,75,563
Increase/(Decrease) in trade payables 13,45,69,806 7,63,48,056
Increase/(Decrease) in other liabilities 8,02,18,626 (12,38,86,915)
Increase/(Decrease) in provisions (19,876) 36,058
Cash generated from operations (1,49,06,810) (10,29,57,113)
Direct taxes (paid)/refunded (2,65,07,360) (1,26,96,575)
Net Cash flow from (used) in operating activities (4,14,14,170) (11,56,53,688)
B.CASH FLOW FROM INVESTING ACTIVITIES
Purchase of tangible fixed assets (10,48,05,996) (3,39,27,103)
Net effect of invest in Sigma Plastic - 1,85,05,845
Sale of Investment (Moonlite Technochem Pvt Ltd) - 5,35,34,190
Sale of tangible fixed assets 4,65,300 5,000
Other interest received 33,01,543 45,42,372
Long term loans and advances 16,37,859 (3,52,381)
Other Non-current activities net (17,45,890) 5,70,252
Net cash flow from (used) in investing activities (10,11,47,184) 4,28,78,175
C. CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from short term borrowings 22,77,35,074 19,03,32,725
Proceeds from Long term borrowings 2,22,61,563 5,66,25,184
Interest Paid on bank borrowings (11,33,53,541) (10,71,12,968)
Share Capital - -
Other Long-term liabilities (7,93,063) 2,92,445
Dividend paid (1,27,11,984) (50,84,794)
Dividend distribution tax paid on equity shares (24,26,119) (8,64,161)
Net cash flow from (used) in financing activities 12,07,11,929 13,41,88,431
Net increase (decrease) in cash and cash equivalents (2,18,49,425) 6,14,12,919
Cash and Cash Equivalents at the beginning of the year 6,58,37,193 44,24,274
Cash and Cash Equivalents at the end of the year 4,39,87,768 6,58,37,193
As per our report of even date attached The previous year figures have been regrouped / reclassified, wherever necessary to conform to the current year presentation.
Place: NEW DELHI SIDDHARTH AGRAWAL ASHUTOSH KUMAR VERMA PANKAJ KUMAR GUPTA
Date: May 23, 2016 (COMPANY SECRETARY) (CHIEF EXECUTIVE OFFICER) (CHIEF FINANCIAL OFFICER)
NOTE 1:
The Company is engaged in the business of manufacturing and distribution of high end products used in Agricultural Pipes, Auto Parts,
Wires and Cables, Artificial Leather, Footwear, Organic Chemicals, Polymers, Pharmaceuticals and Packaging industries while alongside
acting as distributor of global conglomerates with niche in specialty chemicals and polymers.
Manufacturing plants of the Company are spread in various geographical locations across India, in the state of J&K and Rajasthan. This
has been done keeping in mind the Strategic and Location advantages with regard to availability of raw material, tax incentives, subsidy
grants as well as market potential for finished goods. These industrial units have speedy connectivity to Road, Rail and Air transport.
The Company has built the plants with the best of the machineries and technical knowhow available from the world’s leading suppliers.
The manufactured products of the Company have been well received in the market and have further scope of greater development with
increased production capacities. The products manufactured by the Company are environmental friendly.
Basis of Presentation: These financial statements have been prepared in accordance with the generally accepted accounting principles
in India under the historical cost convention on accrual basis. These financial statements have been prepared to comply in all material
aspects with the accounting standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014
& other relevant provisions of the Companies Act, 2013 & guidelines issued by the SEBI. The accountings policies have been consistently
applied except where a newly issued accounting standard is initially adopted or a revision to an existing accounting standard require a
change in the accounting policy hitherto in use.
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
liabilities at the date of the financial statements and the results of operations during the reporting year end. Although these estimates are
based upon management’s best knowledge of current events and actions, actual results could differ from these estimates. Hence, the
differences between the actual results and estimates are recognized in the year in which the results are known/materialized.
Inventories:
i) Raw Material/Trading is valued at lower of cost OR net realizable value.
ii) Finished products are valued at lower of cost OR net realizable value. Cost being the weighted average material cost & includes cost
of conversion & other cost incurred in bringing the goods to their present location & condition. Closing balance of finished stock are
accounted for on the basis of physically verified quantities.
iii) Packing Material, stores & spares parts are valued at lower of moving weighted average cost and net realizable value.
iv) Inventory on construction activities has been valued at cost incurred.
v) Obsolescence: Obsolete, slow moving & defective inventories are identified at the time of physical verification of inventories &
wherever necessary provision is made for such inventories.
vi) Shortage/Excess of Packing Material, Stores & spares parts and finish goods arising from physical verification are charged/adjusted
to consumption/production.
Prior Period Items: Significant items of Income and Expenditure which relates to prior accounting period are accounted in the statement
of profit and loss under the head “prior period expenses/income” other than those occasioned by events occurring during or after the close
of the year and which are treated as relatable to the current year.
Fixed Assets, Impairment: Fixed assets are stated at cost of acquisition less accumulated depreciation and impairment of losses if any.
The Company capitalizes all direct costs relating to the acquisition and installation of fixed assets. Advances paid towards the acquisition
of fixed assets outstanding at each balance sheet date and the cost of fixed assets not ready to use before such date are disclosed under
‘Capital Advances’.
Depreciation and amortization methods, useful lives and residual values are reviewed predictably including at each financial
year end.
Impairment:
At each balance sheet date, the Company assesses whether there is any indication that an asset may be impaired, based on internal or
external factors. If any such indication exists, the Company estimates the recoverable amount of the asset or the cash generating unit. If such
recoverable amount of the asset or cash generating unit to which the asset belongs is less than its carrying amount, the carrying amount
is reduced to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value at the
weighted average cost of capital. After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining
useful life. The reduction is treated as an impairment loss and is recognized in the Profit and Loss Account. If, at the balance sheet date there
is an indication that a previously assessed impairment loss no longer exists, the recoverable amount is reassessed and the asset is reflected
at the reassessed recoverable amount. Impairment losses previously recognized are accordingly reversed.
Investments: Investments are classified as long term or current investments. Long term investments are stated at cost and provision for
diminution in their value, other than temporary, is recorded in the books of account. Current investments are stated at the lower of cost
or fair value. 100% Provision has been made in case the realizable value is uncertain.
Revenue recognition: Revenue is recognized to the extent it is probable that the economic benefits will flow to the Company and the
revenue can be reliably measured.
Sale of goods: Revenue from sale of goods is recognized when significant risks and rewards of ownership of goods are transferred
to the customers. Sales are net of sales return, free quantities delivered and trade discounts.
Interest: Interest income from deposits and others is recognized on accrual basis (i.e. time proportion basis).
Construction Contract: The Company follows complete contract method of accounting in respect of its construction activity. Under
this method, the profit on unit sold is recognized only when the work in respect of the relevant unit is completed or substantially
completed which is determined on technical estimations and the underlying sale deed is executed.
Profit on sale of Investment: Profit on sale of investment is recognized on the date of transaction of sale and is computed with
reference to the cost of investments.
Other Revenue Receipts: Other revenue receipts are recognized on accrual basis (i.e. time proportion basis).
Borrowing Costs: Borrowing costs attributable to the acquisition, construction or production of qualifying assets are capitalized as part
of cost of the asset. A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. All other
borrowing costs are charged to revenue in the year in which they are incurred.
Earnings Per Share: Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity
shareholders by the weighted average number of equity shares outstanding during the year.
For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the
weighted average number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares. The
Weighted average no of Equity shares outstanding during the year after adjusted for the events of bonus issue element in a right issue
to equity shareholders, share split and reserve share split (consolidation of shares).
Operating Leases: Leases of assets under which all the risks and rewards of ownership are effectively retained by the lessor are classified
as operating leases. Lease payments under operating leases are recognized as an expense on a straight-line basis over the lease term
in accordance with Accounting Standard 19 (AS 19) - Leases as notified under the Companies (Accounting Standards) Rules, 2006,
as amended.
Cash & Cash Equivalent: Cash and cash equivalents in the balance sheet comprise cash at bank and in hand and short-term
investments with an original maturity of three months or less.
Cash Flow Statement: Cash Flows are reported using indirect method, whereby profit before tax is adjusted for efforts of transactions
of non cash nature and any deferral or accruals of any past or future cash receipts or payments. The Cash Flows from regular revenue
generating, financing and investing activity of the Company segregated.
Taxes on Income: Tax expense comprises of current tax 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 income taxes are recognized for the future tax consequences attributable to timing differences between the financial
statement income and taxable income for the year. The effect on deferred tax assets and liabilities of a change in tax rates is recognized
in income using the tax rates and tax laws that have been enacted or substantively enacted by the balance sheet date.
Deferred Tax Assets are recognized and carried forward only to the extent that there is a reasonable certainty that sufficient future taxable
income will be available against which such deferred tax assets can be realized. Unrecognized deferred tax assets of earlier periods
are re-assessed and recognized to the extent that it has become reasonably certain that future taxable income will be available against
which deferred tax assets can be realized.
Provisions, Contingent Liabilities and Contingent Assets: Provisions are recognized only when there is a present obligation, as a result
of past events, and when a reliable estimate of the amount of obligation can be made. Provisions are not discounted to its present value
and are determined based on management estimate required to settle the obligation at the balance sheet date. These are reviewed at
each balance sheet date and adjusted to reflect the current management estimates. Contingent liability is disclosed for:
i) Possible obligations which will be confirmed only by future events not wholly within the control of the Company or,
ii) Present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the
obligation or a reliable estimate of the amount of the obligation cannot be made.
Contingent Assets are not recognized in the financial statements since this may result in the recognition of income that may never
be realized.
iii) Exchange Differences: Exchange differences arising on the settlement of monetary items or on reporting Company’s monetary
items at rates different from those at which they were initially recorded, are recognized as income or expense in the year in which
they arise except those arising from investments in non-integral operations.
iv) Forward Exchange Contract: In case of forward Exchange contract, difference between the forward rates and the exchange rate
on the date of transaction is recognized as expenses or income over the life of the contract. Exchange difference on such contract
is recognized in the statement of profit and loss in the year in which the exchange rates change. Any profit or loss arising on
cancellation or renewal of forward exchange contract is recognized as income or expenses for the year.
Government Grants: Government grants are recognized when there is reasonable assurance that the group will comply with the
condition attaching to them and grants will be received. Revenue grants are recognized in the statement of Profit and loss account.
Capital grants relating to Specific Fixed Assets are reduced from gross value of respectively fixed assets and other grant are credited to
capital reserve account.
Employee Stock Option Scheme: The Company account for Equity Settled Stock Options as per accounting treatment prescribed by
Securities and Exchange Board of India (Share Based Employee Benefits) Regulations 2014 and the guidance note on the Employees
Share-Based Payments issued by the Institute of Chartered Accountant of India using the intrinsic value method. Earlier scheme was
formulated under the guidelines issued by SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines
1999.
Reconciliation of the Shares outstanding at the beginning and at the end of the reporting period
Amount in `
Equity Shares As at March 31, 2016 As at March 31, 2015
No. of Shares Amount No. of Shares Amount
At the beginning of the period 25,42,39,675 25,42,39,675 10,16,95,870 10,16,95,870
Issued during the Period (Bonus Issue) - - 15,25,43,805 15,25,43,805
Redeemed or bought back during the period - - - -
Outstanding at end of the period 25,42,39,675 25,42,39,675 25,42,39,675 25,42,39,675
Equity Shares
The Company has only one class of Equity having a par value `1 per share. Each shareholder is eligible for one vote per share held. The
dividend proposed by the board of directors is subject to the approval of the shareholders in ensuing Annual General Meeting, except in
case of interim dividend. In the event of liquidation, the Equity shareholders are eligible to receive the remaining assets of the Company
after distribution of all preferential amounts, in proportion to their shareholding.
PARTICULARS NO OF OPTIONS
Options Granted 36,95,000
Pricing Formula Face Value
Options Outstanding, beginning of the Year 17,31,500
No of Options given to Employees in Third year (40% of total no of options) 10,46,000
Less-No of Options Exercised by Employees Nil
No of Options Lapsed during the period 27,77,500
Options Outstanding, end of the year NIL
*The Company Vikas Polymer Land was merged with company Moonlite Technochem Pvt Ltd in Financial Year 2015-16 with effect from April 1,
2014, by virtue of this merger, all assets and liabilities of Vikas Polymer Land Pvt Ltd was transferred to Moonlite Technochem Pvt Ltd and now
Moonlite Technochem Pvt Ltd become the shareholder of the company Vikas Ecotech Ltd.
Closing Balance – –
Capital Reserve*
Opening Balance 9,65,934 9,65,934
Add: Addition during the year
Less: Deletion during the year
General Reserve
Opening Balance 14,71,20,475 22,45,17,669
Add: Addition during the year 1,78,73,954 26,50,085
Less: Reversal of Fixed Assets Expired Useful Life – (11,19,729)
Less: Appropriation towards bonus shares – (7,89,27,550)
*Kindly refer Note No. 47 of Note provide the details of the Capital Reserve
**Kindly refer Note No. 45 in respect of Employee Stock Option
ICICI Bank Loan No. 3,96,94,710 36,06,217 4,33,00,927 4,33,00,927 32,00,333 4,65,01,260
LADEL00002038205
secured (Loan Taken for
Business)
HDFC - Vehicle Loan (Agreement No 24353585) was taken during 2013 year and carries interest @15.65% per annum. The Loan is
repayable in 36 installments of `22,837 each along with interest from the date of Loan. The loan is secured by hypothecation of car of
the Company.
HDFC - Vehicle Loan (Agreement No 25941597) was taken during 2013 year and carries interest @15.65% per annum. The Loan is
repayable in 36 installments of `17,941 each along with interest from the date of Loan. The loan is secured by hypothecation of car of the
Company. The said loan is squared off during the financial year.
ICICI Loan No - LADEL00026826516 was taken during 2013 year and carries interest @10.74% per annum. The Loan is repayable in
36 installments of `10,086 each along with interest from the date of Loan. The loan is secured by hypothecation of car of the Company. The
said loan is squared off during the financial year.
ICICI Loan No - LADEL00026874591 was taken during 2013 year and carries interest @9.09% per annum. The Loan is repayable in
36 installments of `1,11,450 each along with interest from the date of Loan. The loan is secured by hypothecation of car of the Company.
Term Loan-III (Oriental Bank of Commerce) Closing balance limits `98.32 Lacs. The Term Loan is secured on the Plant and Machinery
and Land and Building located at G-24-29 & 30, RIICO Industrial Area, Vigyan Nagar, Shahjahanpur, Dist. Alwar, Rajasthan owned by
Vikas GlobalOne Limited. The loan was sanctioned on reviewed on December 31, 2014 on the existing term and conditions. The Loan will
be repayable in Equal Installments of `5.12 lacs per month. The rate of interest shall be BR+ 2%+.5%. The Period of Maturity from the
Balance Sheet date is 17 months.
Term Loan-IV (Oriental Bank of Commerce) Closing balance limits `227.32 Lacs. The Term Loan is secured on the 1st exclusive charge
by way of hypothecation on plant & machinery financed by OBC. The loan was reviewed on December 31, 2014 on the existing term and
conditions. The Loan will be repayable in Equal Installments of `7.39 lacs per month. The rate of interest shall be BR+ 2%+.5%. The
Period of Maturity from the Balance Sheet date is 48 months.
Term Loan-V (Oriental Bank of Commerce) Closing balance limits `451.00 Lacs. The Term Loan is secured on the 1st exclusive charge by
way of hypothecation on plant & machinery and construction of Building financed by OBC. The loan was granted on December 31, 2014
on the existing term and conditions. The Loan will be repayable in Equal Installments of `8.20 lacs per month. The rate of interest shall be
BR+ 2%+.5%. The Period of Maturity from the Balance Sheet date is 54 months.
ICICI Bank Loan No. LADEL00002038205: By virtue of acquisition of remaining share in sigma plastic industries, the Loan (Firm has
taken term loan from ICICI Bank of `500 Lacs repayable in 120 EMI of `717355 each on November 12, 2013, this is secured against
house
No.10, Road No.4 East Punjabi Bagh New Delhi, the property in the name of the directors of the Company) become the part of capital
structure of the Company and The Loan is in the process of transferring the name of the borrower from Sigma Plastic Industries to Vikas
Globalone Limited and has not been transferred in the name of Company as on Balance Sheet Date.
CASH CREDIT
Company is availing working capital limits under consortium of Oriental Bank of Commerce and Bank of Baroda with Oriental Bank of
commerce as lead banker in consortium and Bank of Baroda is member bank.
The Company is availing a cash credit (Hypo) limit of `4,440 Lacs which include PCFC Limit of `1,900 Lacs from Oriental Bank of
Commerce against Hypothecation of stock, receivable, advance to suppliers and other current assets on pari passu basis with Bank of
Baroda. No DP against stock and Book debts exceeding 180 days. Margin is 20% & The rate of interest is Bank Base Rate + 2% which
at present is 11.65% p.a. Further the Company is also availing LC (Import) DA/DP basis non Fund Based Limit of `2,220 Lacs (which
includes both side inter changeability LC to CC for `500 Lacs) procurement of Raw Material and spares. Cash Margin is 15% in the
shape of FDR. The proposal of renewal cum enhancement is under process with Oriental Bank of Commerce as on Balance Sheet Date.
The Company is also availing Cash Credit limit of `2,960 Lacs from Bank of Baroda with a sub limit of PC/PCFC/FBP/FBD of `1,100 Lacs
under the same Cash Credit limit. The limit is secured by way of hypothecation of stock, receivables & other current assets on pari passu
basis on the Oriental Bank of Commerce. DP shall be permitted against receivable upto 180 days. Margin is 20% & Rate of interest is
BR + 2% which is present 11.65%. Further the Company is availing Non Fund Based LC (Import/Inland/DP/DA/BG), Buyers Credit of
`1,480 Lacs for procurement of raw material and spares. Cash Margin is 15% in the shape of FDR.
1. Property bearing Khasra No. 14/5/2 6 min, 15/1/2, 9/2 & 10 min Vill Ghevra, Near Mundka Railway Crossing, Delhi owned by
Ms. Seema Garg and Ms. Namita Garg.
2. Roof right of Property 34/1, Vikas Apartments, East Punjabi Bagh, New Delhi owned by Vikas Globalone Limited.
3. Industrial property at Industrial Growth Centre, Phase 1, Dist. Samba, J & K owned by Vikas Globalone Limited.
4. Land & building situated at Industrial Growth Centre, Phase-1, Dist. Samba, J & K owned by Sigma Plastic Industries, which has
been merged with Vikas GlobalOne Ltd.
5. F-5, Vikas Apartment, 34/1, 1st Floor, East Punjabi Bagh, New Delhi owned by Ms. Seema Garg.
6. EM of industrial property at G-30 RIICO Industrial Area, Vigyan Nagar, Shahjahanpur Dist. Alwar, Rajasthan.
7. Property situated at Khasra No. 710/201 in Village Rithala, Delhi owned by Mr. Vivek Garg.
8. A-28 Khasra No. 12/10 and 13/6 Village Kamrudin Nagar Nangloi owned by Ms. Seema Garg and Ms. Usha Garg.
9. 770, Khasra No. 142/770, situated at Village Khanjawala, New Delhi owned by Ms. Usha Garg
10. B-1, 34/1, Vikas Apartment, Punjabi Bagh, New Delhi owned by Ms. Usha Garg.
11. Mortgage of Agricultural land situated at village Sultanpur Dabas, New Delhi owned by Vikas GlobalOne Limited.
12. EM of industrial property at G-24-29 & G-30 RIICO Industrial Area, Vigyan Nagar, Shahjahanpur Dist. Alwar Rajasthan.
13. Negative lien on plot of 27,840.91 Sq. Mt. at Dahej-II, Industrial Estate, Dist. Bharuch Gujarat.
Properties at Sr. No. 4 & 5 are charged in account of Sigma Plastic Industries. Since this concern has been merged with the Vikas
Globalone Limited, the properties shall now be charged to the consortium.
Rate
Deletion
Addition
31, 2016
31, 2016
31, 2015
31, 2015
31, 2016
31, 2015
Deductions
for the year
As at March
As at March
As on March
As on March
As on March
As on March
PARTICULARS
Tangible
Building 5.00% 6,68,73,951 69,21,059 – 7,37,95,010 1,34,58,473 53,75,477 – 1,88,33,950 5,49,61,061 5,34,15,479
(Factory)
Plant & 13.91% 15,11,31,356 7,61,56,962 4,47,336 22,68,40,982 6,51,54,779 2,35,96,615 1,82,282 8,85,69,112 13,82,71,870 8,59,76,577
Machinery
Furniture & 18.10% 31,83,678 12,700 5,04,428 26,91,950 18,59,888 3,12,003 2,11,951 19,59,940 7,32,009 13,23,789
Fittings
Vehicles 25.89% 2,15,55,776 6,70,613 23,40,370 1,98,86,019 1,48,60,078 23,67,870 18,61,261 1,53,66,687 45,19,332 66,95,698
Office 13.91% 1,06,38,120 3,01,060 1,49,522 1,07,89,658 80,98,778 11,00,152 1,03,171 90,95,759 16,93,899 25,39,342
Equipments
Computers 40.00% 47,50,345 3,03,987 – 50,54,332 42,15,346 3,27,620 – 45,42,966 5,11,366 5,34,999
Total(A) 31,90,90,407 10,48,05,996 48,27,545 41,90,68,858 10,88,83,412 3,37,07,715 25,48,286 14,00,42,841 27,90,26,018 21,02,06,995
Intangible
Assets
Goodwill 29,21,464 – 29,21,464 – 29,21,464 – 29,21,464 – – –
Total (B) 29,21,464 – 29,21,464 – 29,21,464 – 29,21,464 – – –
Total (Current 32,20,11,871 10,48,05,996 77,49,009 41,90,68,858 11,18,04,876 3,37,07,715 54,69,750 14,00,42,841 27,90,26,018 21,02,06,995
Year)
As on March 28,21,84,387 3,98,44,984 17,500 32,20,11,871 7,06,03,779 4,00,97,994 11,36,354 10,95,65,419 21,02,06,995 21,15,80,609
31, 2015
finanacial REports & statements 111
*Advance to Suppliers includes `35,80,964 (Thirty Five Lacs Eighty Thousand Nine Hundred and Sixty Four only) to Moonlite
Technochem Private Limited in which Director of Vikas Globalone Limited is also a Director.
***Advance against Capital Assets includes `4,49,720 (Four Lacs Forty Nine Thousand Seven Hundred and Twenty only) to
M M Infosystems Private Limited in which Director of Vikas Globalone Limited is also a Director.
*There is no Amount in unpaid Dividend Account which is transferable to Investor Protection Fund Account
Details of inventory
Amount in `
PARTICULARS March 31, 2016 March 31, 2015
Raw Material
Raw material, WIP & Finished Goods Inventory 30,55,60,978 20,85,80,370
30,55,60,978 20,85,80,370
Total 30,55,60,978 20,85,80,370
Purchase of Stock in Trade anad Raw Material includes following transactions with the related party:
Amount in `
PARTICULARS Opening Stock Closing Stock Change in Inventory
Pet Resin 57,79,275 0 57,79,275
Plastic Granuals
PVC Resin 0 1,90,70,716 (1,90,70,716)
TIN Ingots 1,12,24,738 (1,12,24,738)
Land 2,66,16,539 2,66,16,539 0
Grand Total 3,23,95,814 5,69,11,993 (2,45,16,179)
Deferred tax
Amount in `
PARTICULARS March 31, 2016 March 31, 2015
Deferred Tax (17,83,319) (36,43,842)
Total (17,83,319) (36,43,842)
Auditor’s Remuneration
Amount in `
PARTICULARS March 31, 2016
Auditor’s Remuneration 5,50,000
Service Tax 79,750
Total 6,29,750
Note No. 28
The board of directors, subject to approval of the members has recommended a dividend of 5% of face value per Equity Share.
Note No. 29
Commitments
Capital Commitment: There are no any other contracts remaining to be executed on capital account and not provided for as at March
31, 2016 except the Company has purchased two Land & Building for through auction on March 19, 2016 for `3,23,50,000
(2,51,00,000.00 + 72,50,000.00), at Village Rohad Bahadurgad admeasuring measuring 4840 sq mtrs and 1512.50 sq mts.
Company has made the payment of `68,00,000 for the same upto March 31, 2016, remaining payment and the registration will be
done during the next financial year and the same will be registered in the name of the Company after completing all the formalities for
taking over the units.
Lease Commitment: The Company has taken various premises on operating leases. The lease rental of `3,55,241 (Previous year
`6,12,515) has been charged to Profit and Loss Account for the year ended March 31, 2016. The underlying agreements are executed
for a period generally ranging from one year to three years, renewable at the option of the Company and the lessor. There are no
restrictions imposed by such leases and there are no sub leases.
The minimum rental payments to be made in future in respect of these operating leases are as under:
Amount in `
Minimum Lease Rentals As at March 31, 2016 As at March 31, 2015
Within one year 3,80,441 10,25,400
Later than one year, not later than Three years 7,60,882 6,51,310
Total 11,41,323 16,76,710
Note No 30.
There is no significant event that has been taken place after the date of Balance Sheet.
Note No 31.
There is a Contingent Liability of `398.97 Lacs in the form of Bank Guarantee and `2,375 Lacs in respect of LC and duty saved
against advance license is `117.17 Lacs. LC Limit was utilized against the Trade Payable outstanding in Note No. 9.
Note No 32.
Details of pending Litigations are given below: -
Amount in `
Nature of Statute Nature of Dues Amount Forum where dispute is pending
Income Tax Act Income Tax Demand 31,44,000 ITAT, Delhi
Custom Act Custom Duty Demand 5,33,266 Custom Authorities, Rajasthan
VAT Vat Demand 88,000 VAT Authorities, Jammu
VAT Vat Demand 90,67,107 Special Commissioner Deptt. Of
Trade & Taxes, Rajasthan,
Income Tax Act Income Tax Demand (A.Y. 2012-13) 27,64,140 Commissioner of Income Tax (A) IX,
Delhi
Income Tax Act Income Tax Demand (A.Y. 2013-14) 4,02,480 Commissioner of Income Tax (A) IX,
Delhi
Income Tax Act* Income Tax Demand (A.Y. 2012-13) 38,53,030 Commissioner of Income Tax (A)
(in the name of Sigma Plastic Industry) XIV, Delhi
Income Tax Act* Income Tax Demand (A.Y. 2013-14) 7,08,640 Commissioner of Income Tax (A)
(in the name of Sigma Plastic Industry) XIV, Delhi
Excise* Excise Duty Refund (in the name of 31,24,983 CESTET (Delhi)
Sigma Plastic Limited)
Excise Excise Duty Refund 4,09,226 CESTET (Delhi)
Company has filed Civil Suit against ADM Agro Industries Kota and Akola Limited supplier of Soya Bean Oil in High Court Delhi case
No-CS OS No-198/214 of Amounting `99,61,516 due to poor supply of soya bean oil. Company has suffered a loss due to such poor
quality of material supplied by them and non recovery of money from debtors and it also affect goodwill of the Company. The ADM Agro
Industries Kota and Akola Limited has also filed winding up Petition against Company in High Court case no CO PET No-64/2014 due
to non-payment of `41,15,664 along with interest at the rate of 18% from the due date of payment. The ADM Agro Industries Kota and
Akola Limited has also filed a summary suit for recovery of debts in High Court, Summary Suit No. C S (OS) 3077/2014.
*The Company Vikas Ecotech Limited acquired 100% share in Sigma Plastic Industries, and merged the same in the Vikas Ecotech Limited in
FY. 2014-15, by virtue of this, pending litigation of Sigma Plastic Industries is also become part of pending litigation of Vikas Ecotech Limited.
Note No 33.
Inventory as stated in note no 15 includes real estate inventory of `266.17 Lacs.
Note No 34.
Segment Reporting
The segment reporting of the Company has been prepared in accordance with Accounting Standard (AS-17) Accounting for Segment
Reporting issued by The Institute of Chartered Accountant of India.
The Company has determined the following business segments as the primary segments for disclosure:
Chemical Division
Real Estate Division
Agro Division
Service Division
The above business segments have been identified and reported considering:
The nature of the services
The related risk and returns
The internal financial reporting systems
Purchase directly attributable to segments is reported based on items that are individually identifiable to that segment.
Common allocable costs are allocated to each segment to that common cost.
Amount in `
PARTICULARS As at March 31, 2016 As at March 31, 2015
Segment Revenue
Chemical Division 30,715.20 19,312.47
- Manufacturing 23,912.92 15,588.12
- Trading 6,802.28 3,724.35
Service Division 214.04
Agro Division 1,449.04
Real Estate Division 126.00
Total 30,715.20 21,101.55
Segment Expenditure
Chemical Division 26,139.08 18,040.84
Service Division 96.14
Agro Division 1,332.01
Real Estate Division 121.56
Total 26,139.08 19,590.59
Segment Results
Chemical Division 5,043.10 1,454.05
Service Division 117.90
Agro Division 117.03
Real Estate Division 4.44
Total 5,043.10 1,693.42
Less : Interest 1,133.54 1,071.13
Profit before Tax 3,925.67 622.29
Capital Employed
Chemical Division 6,358.23 4,062.83
Real Estate Division 266.16 266.16
Total 6,624.39 4,328.99
Geographical Revenue
Domestic Revenue 15,818.14 13,481.31
Export Revenue 14,897.06 7,620.24
Total Revenue 30,715.20 21,101.55
Segment revenue, results, assets and liabilities include amounts identifiable to each segment and amounts allocated on a reasonable
basis based on their relationship to the operating activities of the segment.
Note No 35.
The Company had not received information from suppliers regarding their status under the “Micro, Small and Medium Enterprises
Development Act 2006” and accordingly no disclosure regarding overdue outstanding of principal amount and interest thereon has
been given.
Note No 36.
The Company has purchased Leasehold Land for sum of `3,02,57,276, at D-2/CH/401-402, Dahej – II, Industrial Estate, District
Bharuch, Gujarat. The Company has made the payment of the same, and the registration of lease deed is registered in the name of the
Company as on January 7, 2016. A leasehold rights- leasehold land is amortized over the remaining useful life.
The Company has also purchased Leasehold Land for sum of `1,56,91,100, at F 7 & 8 RIICO Industrial Area, Vigyan Nagar,
Shahjahanpur Dist. Alwar, Rajasthan. The Company has made the payment of the same, and the registration of lease deed is registered
in the name of the Company as on February 6, 2016. A leasehold rights- leasehold land is amortized over the remaining useful life.
Note No 37.
In the opinion of the Management of the Company, all Current Assets, Loans and Advances appearing in the balance sheet as at March
31, 2016 have a value on realization in the ordinary course of the Company’s business at least equal to the amount at which they
are stated in the balance sheet. Certain balances shown under current assets, current liability, loans and advances and balances with
banks, are subject to confirmation / reconciliation.
Note No 38.
In the opinion of the Management, no provision is required to be made against the recoverability of these balances except provided.
Note No 39.
Employees Benefit Obligation
PARTICULARS Year Ended March 31, 2016 Year Ended March 31, 2015
Employer’s contribution to Provident Fund 5,92,175 3,70,938
PARTICULARS Year Ended March 31, 2016 Year Ended March 31, 2015
Retirement Age 60 60
Withdrawal Rates
Upto 30 Years 3% 3%
31-44 Years 2% 2%
Above 44 Years 1% 1%
Discounting Rate 7.80% 7.80%
Expected rate of increase in salary 6% 6%
Mortality Table
Indian Assured Live Maturity –
2006-08
Nil
(C) Reconciliation of Present value of Defined Benefit Obligation and the Fair value of Assets
Amount in `
PARTICULARS Gratuity Gratuity
Year Ended March 31, 2016 Year Ended March 31, 2015
Present Value of obligation as at the End of the period 8,91,804 17,04,743
Fair Value of Plan assets as at end of the Period 3,86,179 3,55,046
Un Funded Status
Unrecognized Actuarial (gains)/losses
Unfunded Net Assets/(liability) Recognize in Balance sheet 5,05,625 13,49,697
During the year ended March 31, 2016, the Company has made a provision of `8,91,804 in respect of provision for gratuity and
defined benefits as per actuarial valuation made as per AS-15. The balance has been reversed & credited to the Profit and Loss A/c.
The Company has taken Group Gratuity Scheme for the employees from the LIC of India. Total Fund Value of the same is `3,86,179.
Note No 40.
As per the best estimate of the management, no provision is required to be made as per Accounting Standard 29 (AS 29) Provisions,
Contingent Liabilities and Contingent Assets as notified under the Companies (Accounting Standards) Rules, 2006, as amended, in
respect of any present obligation as a result of a past event that could lead to a probable outflow of resources, which would be required
to settle the obligation.
Note No 41.
Prior Period Items
Amount in ` Lacs
PATICULARS As at March 31, 2016 As at March 31, 2015
Expenses:-
Legal & Professional charges 31,390 1,14,106
Provident Fund/ESIC 81,069 39,609
Rent 0 63,000
Freight charges 1,500 15,05,228
Custom Duty Expenses 15,85,313 -
General Exp 53,004 1,02,829
Loading Unloading Charges 78,762 53,490
Salary/Personal 2,69,616 76,690
Export Charges 13,203 2,27,077
Processing Fee 1,03,050 0
Insurance 2,03,030 0
Mess Expenses 21,601 0
Total 24,41,538 21,82,029
LME and Foreign Exchange Difference 18,53,062 0
Expert Incentive 19,84,449 0
VAT Refund 2,15,606 0
Total 40,53,117 0
Prior Period (Income)/Expenses (16,11,579) 21,82,029
Note No 42.
Disclosure in respect of Accounting Standard (AS) 18 “Related Party Disclosures” as notified under the Companies (Accounting
Standards) Rules, 2006, as amended:
Relative of Key Management Personnel Mr. Nand Kishore Garg, Mrs. Seema Garg, Mrs. Shashi Prabha Verma
The following transactions were carried out during the year with related parties in the ordinary course of business:
Amount in ` Lacs
Nature of Transaction Company with common Director Kmp & Relative Other Relates Parties Total
Sales 813.57 - 21.37 834.94
Purchase 1,129.03 - 740.09 1,869.12
Advance against Capital Goods 2.20 - 2.20
Rent Paid - 3.44 - 3.44
Director Remuneration - 22.80 - 22.80
Salary to KMP - 13.01 - 13.01
Salary - 6 - 6
Reimbursement - - - -
Total 1,944.80 45.25 761.46 2,751.51
In accordance with AS 18, disclosures in respect of transactions with identified related parties are given only for such period during
which the relationship existed.
Note No 43.
Earnings Per Share:-
Basic earnings per share are computed by dividing the net profit/(loss) attributable to equity shareholders, for the year by the weighted
average number of equity shares outstanding during the year.
Amount in `
PATICULARS As at March 31, 2016 As at March 31, 2015
Net Profit/(Loss) After Tax as per Profit & Loss Account (in `)* 25,53,42,219 3,78,58,361
Weighted average no of shares outstanding during the year 25,42,39,675 25,42,39,675
Basic and diluted Earnings Per Share (in `)** 1.00 0.15
Nominal value per Equity Share (in `) 1 1
Note No 44.
Deferred Tax:-
In compliance with Accounting Standard 22 (AS 22) - Accounting for Taxes on Income, as notified under the Companies (Accounting
Standards) Rules, 2006, as amended, the Company has recognized deferred tax Asset (net) in the Profit and Loss Account of
`17,83,319 (Previous year `36,43,842) during the year ended March 31, 2016.
The breakup of Deferred Tax Assets into major components as at March 31, 2016 is as under:
Note No 45.
In the AGM of the Company held on September 28, 2011, the members of the Company passed a resolution for introducing a Stock
Compensation Plan called the Employees Stock Option Scheme, 2011 (ESOS 2011), for the benefit of employees of the Company. The
resolution also accorded approval for the Board of Directors, to formulate the Scheme as per broad parameters outlined in the resolution,
either directly or through a committee. Accordingly, a committee of directors called Compensation Committee was constituted.The
Committee, after due deliberations and after studying the provisions of SEBI employee Stock option Scheme and Employee Stock
Purchase Scheme) Guidelines, 1999 as amended from time to time, has formulated the Employees Stock Option Scheme, 2011 (ESOS
2011). The Scheme has been approved by the Stock Exchange on May 7, 2012 (NSE) and May 2, 2012 (BSE). The Compensation
Committee at its meeting held on June 2, 2012 has granted Stock Option to the eligible employees and accordingly the options granted
shall vest over a period of 3 years, or as may be decided by the CC, as per schedule as under.
There shall be a minimum period of one year between grant date and the vesting period for the first lot of vesting of granted options.
The interval between the subsequent lots shall be one year.
The Employee Stock Options granted by the Company pursuant to its ESOP Scheme, 2011, lapsed on December 1, 2015. No
employee opted for ESOP during the year under consideration. consequent to effect of lapse of options, the balance of `1,05,03,337
appearing in Employee Stock Option Reversal account has been reversed and shown as under the head, Employee Stock Option
Compensation account under “Other Income”, Consequent to the same, Other income has been increased and corresponding increase
in profit for the year by `1,05,03,337.
Note No 46.
The company does not see any material foreseeable losses on any long term contracts entered by the company, therefore no provision
is required in this respect. Further the Company has not entered into any foreign exchange derivative instruments during the year
under consideration.
Note No 47.
The unit at Bawana (Delhi) and unit at Sitarganj (Uttrakhand) have been shifted in the manufacturing unit at Shajahanpur, (Rajasthan).
1. In the unit at Bawana (Delhi) wherein two products namely PVC Compounds and V-blend (SOE Compound) are being manufactured
(Shifted to Rajasthan Unit 1 w.e.f. February 1, 2016).
2. In the unit at Sitarganj (Uttrakhand) wherein products like V-PET-C (PET-Compound) is being manufactured (Shifted to Rajasthan
Unit 1 w.e.f. February 1, 2016).
Note No 48.
Corporate Social Responsibility
The Company is covered u/s 135 of Companies Act 2013, the details of the expenditure on corporate social responsibility activity is
as under:
a. Gross amount required to be spent by the Company during the year: `7,02,214
b. Amount spent during the year: `15,00,000
Note No 49.
Additional information to the extent applicable are as follows:-
A. Managerial remuneration
Amount in `
PATICULARS As at March 31, 2016 As at March 31, 2015
Salaries 22,80,000 15,18,000
Employer’s Contribution to Provident Fund - -
Total 22,80,,000 15,18,0000
B. Auditors remuneration
Amount in `
PATICULARS As at March 31, 2016 As at March 31, 2015
Audit Fees & Tax Audit 5,50,000 5,50,000
Service Tax 79,750 0
C. Expenses incurred in foreign currency during the year ended March 31, 2016 aggregates to
Amount in `
PATICULARS As at March 31, 2016 As at March 31, 2015
Expenditures:-
Purchase 31,13,22,520 51,55,06,231
Foreign Travelling 13,86,738 16,11,335
Interest Expenses 3,49,325 1,19,365
Total 31,30,58,223 51,72,36,931
E. CIF value of export (in foreign currency) made during the year included in the sales amounting `131,41,36,473
(Previous Year: `76,20,23,719)
F. Activity in foreign currency during the year ended March 31, 2016 aggregates to
Amount in `
G. Details of foreign currency fluctuation gain for the year ended March 31, 2016 aggregates to
Amount in `
PATICULARS As at March 31, 2016
Purchase 15,12,744
Sales 2,45,90,916
Bank Balance -2,02,97,342
Total 58,06,318
Note No 50.
Disclosures as required by Clause 32 of the Listing Agreement
Amount in `
PATICULARS As at March 31, 2016 As at March 31, 2015
A. LOANS AND ADVANCES
– – –
B. CONSUMPTION OF RAW MATERIAL
Raw Material Consumed 1,72,93,91,614 1,24,50,73,411
C. DETAILS OF CONSUMTION OF IMPORTED AND INDIGENOUS STOCK
Imported 58,62,32,416 46,60,22,631
Indigenous 1,14,31,59,198 77,90,50,780
D. EARNING IN FOREIGN EXCHANGE
Sale of Goods 1,31,41,36,473 76,20,23,719
Note No 51.
Quantitative Details of Major material consumed in Manufacturing
(In Kgs)
PARTICULARS Opening Stock Purchases Closing Stock Consumption
Raw Material
Tin Alloy/Inogts 30,731 3,44,210 51,879 3,23,061
2 Ethyl hexyl Thiogycolate 34,526 2,40,652 81,145 1,94,034
Tin mate - 1,24,471 1,680 1,22,791
Hydrogen Peroxide 37,616 2,87,800 1,03,203 2,22,213
RSO (Refined Soyabean Oil) 760 6,65,175 10,521 6,55,414
PVC Resin 85,000 50,22,975 9,66,006 41,41,969
Styrene Butadiene Copolymer 7,040 10,41,790 48,261 10,00,569
Styrene Butadiene Styrene 1,32,176 16,71,031 11,726 17,91,481
Methyl Chloride (Gas) 10,910 63,580 15,476 59,014
Others 16,01,701 2,01,13,554 25,24,538 1,91,90,717
Total 19,40,459 2,95,75,239 38,14,436 2,77,01,262
Note No 52.
Borrowing Cost:
There is no borrowing cost that is attributable to acquisition or development of qualifying tangible/intangible assets, which is to be
capitalized till the date they are put to use.
Place: NEW DELHI SIDDHARTH AGRAWAL ASHUTOSH KUMAR VERMA PANKAJ KUMAR GUPTA
Date: May 23, 2016 (COMPANY SECRETARY) (CHIEF EXECUTIVE OFFICER) (CHIEF FINANCIAL OFFICER)
Notes
Notes