1.1 1,87,500 Equity Shares were issued as fully paid up Bonus shares in
the year 2007-08 by way of capitalization of Securities Premium
1.2 Rights, preferences and restrictions to the shareholders
1.2.1 Equity Shares all equity shareholders are having right to get
dividend in proportion to paid up value of the each equity share as and
No member shall be entitled to exercise any voting rights either
personally or by proxy at any meeting of the company in respect of any
shares registered in his name on which any calls or other sums
presently payable by him have not been paid or in regard to which the
company has, and has exercised, any right of lien.
1.2.2 Preference Shares Preference Shares are redeemable in 2014-15 at
par and having right of dividend on cumulative basis if not
2.1 Securities and Guarantees
For Term Loans from Financial Institutions and Banks:
Term Loans from Financial Institutions and Banks are secured by a joint
equitable mortgage and/or hypothecation charges ranking paripassu on
immovable/movable properties, present and future of the Company subject
to prior charges in favour of the Bankers on specified movable
properties created and/or to be created for working capital facilities.
Term Loans from Financial Institutions and Banks are guaranteed by Shri
R. L. Toshniwal, Chairman and Shri Ravindra Kumar Toshniwal, Managing
Director in their personal capacities other than Export-import Bank of
India. Term Loans outstanding of Rs. 8,636.36 Lacs (Previous Year Rs.
12,127.49 Lacs) from Export-import Bank of India are guaranteed by both
whereas term loans outstanding of Rs. 2,541.40 Lacs (Previous Year Rs.
2,641.41 Lacs) from Export-import Bank of India are guaranteed only by
Shri R. L. Toshniwal, Chairman.
For Working Capital Term Loans
Working Capital Term Loan from EXIM Bank is secured by First pari passu
charge on entire current assets both present and future of the company,
second pari passu charge on the entire fixed assets both present and
future and it is further secured by personal guarantee of Shri R. L.
For Deferred Payment Credits
Deferred payment credits under Sales Tax Deferment Scheme for
Industries 1987 are secured by a joint equitable mortgage and/or
hypothecation charges ranking pari-passu on immovable/movable
properties procured for expansion project as prescribed under the said
scheme Rs. 33.38 Lacs (Previous Year Rs. 59.10 Lacs) are payable within one
For Fixed deposits
Fixed Deposits taken by the Company are Under the provision of sec. 58A
of the Companies Act, 1956 and rules made there under are unsecured.
Fixed Deposits are repayable within 1 to 3 year depending upon the term
3.1 Securities and Guarantees
For Loans repayable on demand from banks are secured by way of
hypothecation (Floating charges) of Raw material, Dyes- Chemicals,
Packing Materials, Stores & Spares, Stock-in-process, Finished goods,
Book debts, Export Incentives and second charge on all the Fixed Assets
of the Company and also guaranteed by Shri R. L. Toshniwal, Chairman
and Shri Ravindra Kumar Toshniwal, Managing Director in their personal
4.1 In view of Stay Order dated 10.08.2006 of Hon''ble Rajasthan High
Court, Jodhpur later on modified vide interim stay order dated
04.03.2011 with regards to levy of entry tax by Rajasthan Govt, under
Rajasthan Entry Tax Act, 1999 with the direction to deposit the 50% of
Entry Tax payable, a provision for Rs. 103.95 Lacs (Previous Year Rs.
631.56 Lacs along with interest thereon) has been made and charged to
the Statement of Profit and Loss for the year in respective expenses
account. The outstanding balance after making the payment during the
year is Rs. 1428.93 Lacs (Previous Year Rs. 631.56 Lacs).
5.1 Accounting Standard 16 - Borrowing Cost
In terms of Accounting Policy No. 1 (J) borrowing cost of Rs. NIL Lacs
(Previous Year Rs. 151.34 Lacs) have formed part of cost of relevant
6.1 Credit in respect of Minimum Alternative Tax under Income Tax Act
1961 (MAT Credit Entitlement) is recognized in accordance with Guidance
Note issued by the Council of the Institute of Chartered Accountants of
7.1 Inventories include stocks lying with third parties Rs. 1,089.07
Lacs (Previous Year Rs. 1,224.01 Lacs)
(Rs. in Lacs)
As at As at
31st March, 2012 31st March, 2011
NOTE NO. ''8'' Contingent Liabilities
1. Contingent liabilities not
provided for in respect of:
a. Bills discounted with banks
(i)Against foreign LC 5,284.22 5,412.28
(ii) Others 1,469.02 2,247.15
b. Letter of Credit established
with banks :-
(i)Revenue account 298.09 720.62
(ii) Capital account 692.13 424.27
c. Guarantees given by the bankers
on behalf of the company for 790.06 264.59
which FDRs Rs. 92.23 Lacs
(Previous Year Rs. 30.39 Lacs)
pledged with them
d. Guarantee given by Company
to Banks for loan to Carreman 950.00 1,950.00
Fabrics India Ltd [Outstanding as
on 31.03.2012 Rs. 1,092.00 Lacs
(Previous Year Rs. 1,346.81 Lacs)]
e. Claims against the company not
acknowledged as debt: -
(i)Under Tax Laws 126.49 80.60
(ii) By Others:
(a) On Revenue account 1.84 5.74
(b) On Capital account Nil Nil
There is no reimbursement possible on account of contingent
NOTE NO. ''9'' Capital Commitments
Estimated amount of contracts remaining to be executed on Capital
account Rs. 1,597.45 Lacs (Previous Year Rs. 1,566.08 Lacs) and export
obligation against EPCG licenses Rs. 6,699.28 Lacs (Previous Year Rs.
11,020.11 Lacs). The Company has also committed to contribute Rs.25.00
Lacs to Real Estate Opportunity Portfolio-1 out of which Rs. 25.00 Lacs
NOTE NO. 10.1 Accounting Standard: 15 Employee Benefits, the
disclosures of Employee benefits as defined in the accounting standard
are given below:
1. Defined Contribution Plan
Employer''s contribution to provident fund paid Rs. 690.65 lacs
(Previous Year Rs. 583.78 lacs) has been recognized as expense for the
2. Defined Benefit Plan
Present value of gratuity and long earned leave obligation is
determined based on actuarial valuation using the projected unit credit
method which recognizes each period of service as giving rise to
additional unit of employee benefit entitlement and measures each unit
separately to build up the final obligation. Short term earned leave
encased during the year charged to Statement of Profit and Loss.
Note No.''11'' Accounting Standard 17 - Segment Reporting
The Company is engaged in production of textile products having
integrated working and power generation. For management purposes,
Company is organized into major operating activity of the textile
products besides power generation. Revenue from power generation of the
year is less than 10% of the total revenue. The company has no activity
outside India except export of textile products manufactured in India.
Thereby no geographical segment and no segment wise information are
Note No. ''12'' Accounting Standard 18 - Related Party Disclosure
The company has identified all the related parties as per details given
a) Joint Venture and Associate concerns
Carreman Fabrics India Ltd.
Banswara Fabrics Ltd.
Treves Banswara Pvt. Ltd.
b) Key Management Personnel and Their Enterprises:
Shri Ravindra Kumar Toshniwal
Shri Rakesh Mehra Shri
c) Enterprises where Key Management Personnel has control /interest:
Lawson Trading Co. Pvt. Ltd.
Niral Trading Pvt. Ltd.
Shaleen Syntex Ltd.
Moonfine Trading Co. Pvt. Ltd.
Speed Shore Trading Co. Pvt. Ltd.
d) Relatives of Key Management Personnel and their Enterprises where
transactions have taken place
Shri Rameshwar Lai Ravindra Kr Toshniwal HUF
Shri Ravindra Kumar Toshniwal HUF
Shri Dhruv Toshniwal
Shri Udit Toshniwal
Smt. Prem Toshniwal
Smt. Navneeta Mehra
Smt. Radhika Toshniwal
Smt. Sonal Toshniwal
Ms. Esha Toshniwal
Ms. Diya Toshniwal
Sarvodaya Impex Pvt. Ltd.
Note: Related party relationship is as identified by the Company and
relied upon by the Auditors
Note No. ''13'' Financial and Derivative Instruments
Company has entered into following foreign exchange financial
a) The company uses foreign currency forward contracts to hedge its
risks associated with foreign currency fluctuations relating to certain
firm commitments on forecasted transactions as approved by Board of
Directors. The company does not use forward contracts for speculation
Note No. ''14'' Accounting Standard: 27 Financial Report of interest in
a) The Company has entered into the Joint Venture with Carreman, France
for 50% ownership interest in jointly controlled entity Carreman
Fabrics India Ltd.
b) The above Joint Venture Company is incorporated in India. The
company''s share of assets and liabilities as on 3151 March, 2012 and
income and expenses for the year ended on that date in respect of joint
venture entities as per Financial Statements is given below:
The Company has given guarantee in favour of bankers of Carreman
Fabrics India Ltd. for an amount of Rs. 1,950.00 Lacs (Previous Year Rs.
1,950.00 Lacs) for term loan. [Outstanding as on 31.03.2012 Rs. 1,092.00
Lacs (Previous Year Rs. 1,346.81 Lacs)].
Note No. ''15'' Accounting Standard : 28 Impairment of Assets:
The Company assessed potential generation of economic benefits from its
business units and is of the view that assets employed in continuing
businesses are capable of generating adequate returns over their useful
lives in the usual course of business, there is no indication to the
contrary and accordingly the management is Of the view that no
impairment provision is called for in these accounts.
Note No. ''16'' All assets and liabilities are presented as Current or
Non-current as per the criteria set out in the Revised Schedule VI of
the Companies Act, 1956. Based on the nature of products and the time
between the acquisition of assets for processing and their realization,
the Company has ascertained its operating cycle less than 12 months,
accordingly 12 months period has been considered for the purpose of
Current/Non current classification of assets and liabilities.
Note No. ''17'' The Revised Schedule VI became effective from April 1,
2011 for the preparation of Financial Statements. Hence, current year
Financial Statements are prepared in accordance with Revised Schedule
VI. Since Previous Year presentation was made as per Old Schedule VI,
the Previous Year figures have been regrouped/ reclassified wherever
necessary to correspond with the current year''s