1. (a) Previous year figures have been reworked, rearranged, regrouped
and reclassified, wherever considered necessary,
(b) Figures have been rounded off to the nearest Rupees.
2. In the opinion of the Board of Directors, Current Assets, Loans &
Advances have a value of realization in the ordinary course of business
at least equal to the amount at which they have been stated in the
Balance Sheet. The provisions for all known liabilities are adequate
and not in excess of amount considered reasonably necessary.
3. Miscellaneous Expenditure to the extent not written off or adjusted
Rs.2,98,90,903/- (Previous year Rs. 4,91,080/-) represent development
expenditure incurred on raising equity share capital by way of public
issue, Forest produce development etc.
4. Managerial Remuneration for Managing Director and Whole Time
Directors include:
Current Year (Rs.) Previous Year (Rs.)
Salaries & Allowances 30,96,000/- 29,25,600/-
Perquisites 1,62,050/- 1,90,000/-
32,58,050/- 31,15,600/-
Computation of Net Profit in accordance with section 309(5) of the
Companies Act, 1956 is not given, as the Company has not paid any
commission to any of its Directors.
5. Contingent Liabilities as on March 31,2007 in respect of: (i)
Claims against the company not acknowledged as debts Rs. Nil (Previous
Year Rs. Nil), (ii) Outstanding Bank Guarantee for Rs. 3,30,000 towards
U.RP.C.B (Previous Year Nil), (iii) Estimated amount of contracts
remaining to be executed on capital account and not provided for Rs.
Nil (Previous Year Rs. Nil), (iv) Outstanding corporate guarantee of Rs
26,03,67,7427- (Previous year Rs. 29,61,00,9687-) extended to Bank of
Baroda (BOB) for securing financial assistance availed by Gulshan
Polyols Ltd (GPL-a group company), and (v) Outstanding corporate
guarantee of Rs. 3,46,20,1007- (Previous year Rs. 10,89,00,0007-)
extended to Bank of Baroda (BOB) for securing financial assistance
availed by Gulshan Chemfill Ltd (GCL-a group company).
6. The Term Loan from Industrial Development Bank of India Ltd (IDBI)
Rs. 14,30,00,0007- (Previous Year Rs. 8,45,00,0007-) is secured by way
of first charge over the immovable and movable assets of the company
located at 9th KM., Jansath Road, Muzaffarnagar (UP). This loan is also
secured by the personal guarantees of the Promoter Directors of the
company. The aforesaid loan is also secured by the Corporate Guarantee
of M/s. Gulshan Holdings Pvt. Ltd. Interest accrued and due was Rs.
Nil.
The IDBI also have a floating charge on the remainder assets of the
Company, the floating charge is, however, subject to the prior charge
of the Companys Bankers against borrowing for Working Capital.
7. The loan from M/s. ICICI Ltd Rs. 2,28,2057- (Previous Year Rs.
5,42,3497-) is secured against Vehicles financed by them under Hire
Purchase Agreement. Interest accrued and due was Rs. Nil.
8. The loan from M/s. HDFC Bank Ltd Rs. 13,64,030/- (Previous Year Rs.
Nil) is secured against Vehicles financed by them under Hire Purchase
Agreement. Interest accrued and due was Rs. Nil.
9. The loan from Gulshan Mercantile Urban Co-operative Bank Ltd.
(GMUCB) Rs. 2,11,7207- (Previous Year Rs. 4,67,5467-) is secured
against Vehicles financed by them under Hire Purchase and is personally
guaranteed by the Managing Director. Interest accrued and due was Rs.
Nil.
10. The loan from Life Insurance Corporation of India (LIC) Rs.
66,20,250/- (Previous year Rs,. 66,20,2507-) is secured by pledge of
key men insurance policy taken by the company. Interest accrued and due
was Rs. Nil.
11. Working Capital Loan Rs. 6,91,71,760/- from Bank of Baroda (BOB)
(Previous Year Rs. 7,65,66,5837-) is secured by Hypothecation of
present &future stocks of Raw Materials, Stores, Stock-in-process,
Chemicals & Consumables, Fuels, Packing Material, Finished Goods etc.
and Book Debts of the company. The loan is further secured by way of a
Second Charge on the Fixed Assets of the company, personal guarantees
of the Promoter Directors of the company. The aforesaid loan is also
secured by the Corporate Guarantee of M/s. Gulshan Holdings Pvt. Ltd.
Interest accrued and due was Rs. Nil.
12. The amount owed to Small Scale Industries outstanding exceeding a
sum of Rs. 1 lakh each formore than SO days as at 31 st March, 2007 was
Rs. Nil/- (Previous Year- Rs. 1,14,796/- to M/s Shri Satguru Minerals).
13. Dr. C.K.Jain, Managing Director is the Chairman of Gulshan
Mercantile Urban Co-operative Bank Ltd. (a Non-Scheduled Bank) in which
company has maintained current accounts (maximum balance outstanding
during the year Rs. 13,09,176/-) (Previous year Rs. 32,62,525/-). The
company has also invested a sum of Rs. 4,77,8257- (Previous year Rs.
4,77,8257-) in the equity shares of GMUCB and borrowed funds for Hire
purchase asset as per note above.
14. In compliance to the Accounting Standard-22 on Accounting
forTaxes on Income issued by the Institute of Chartered Accountants of
India (ICAI), an amount of Rs. 27,22,9427- has been provided as
deferred tax liability for the year (PreviousYear Rs. 20,16,291 /- as
deferred tax credit) as on 31.03.2007 and the same has been recorded in
the Profit & Loss Account. The Deferred Tax Liability has been
calculated by applying tax rate applicable as on the Balance Sheet
date. No Liability has been computed in respect of differences
considered to be of permanent nature.
15. Related Party transactions as per Accounting Standard 18 issued by
ICAI:
(a) Name of related party and nature of related party relationship
where control exist:
(i) Holding Company : Nil
(ii) Subsidiary Company : Nil
(b) Name of related party and nature of related party relationship
other than those referred to in (a) above in transaction with the
company:
(i) Joint Ventures etc : Nil
(ii) Key Management Personnel (KMP) :
Dr. C.K.Jain, Managing Director,
Mrs. Mridula Jain,
Mr. A. K. Maneshwari, Whole Time Director,
Mr. A. K. Vats, Whole Time Director
There were no transactions during the year except the rent paid by the
company to Dr. C.K.Jain, Managing Director.
(iii) Corporate entities over which Board of Directors or the key
management personnel are able to exercise significant influence:
Gulshan Polyols Ltd. Gulshan Chemfill Ltd. Gulshan Industries Ltd.,
Gulshan Agro Foods Ltd., Gulshan Capital Ltd., Gulshan Lamee Pack Pvt.
Ltd., Selfridge Automobile Leasing & Industries Ltd., Gulshan Holdings
Pvt. Ltd. and Gulshan Impex Pvt Ltd
(iv) Un-incorporated entities over which key management personnel are
able to exercise significant influence: C.E. Foundation & G.R.
Charitable Trust.
(c) Transactions with related parties for the period 01 -04-2006 to
31-03-2007: (Amount in Rs.)
Particulars Corporate KMP& Unincorporated 0/S as on
Associates relatives Entities 31-03-2007
Loans Received 2,06,00,000 75,00,000 - 2,26,07,520
Interest paid on Loans 9,05,236 - - -
Remuneration to Key Personnel - 32,58,050 - -
Commission Received for services
& on Consignment sale 1,03,45,540 - - -
Rent paid - 15,00,000 - -
16. Earning Per Share computed in accordance with Accounting Standard
- 20:
Current Year Previous Year
2006-07 2005-06
i) Net Profit After Tax available
for Equity
Shareholders (Rs. In lacs) 513.77 280.46
ii) No of Equity Shares at the
end of year 1,28,12,439 62,12,230
iii) Increase in equity
(on 26-12-2006) (Nos) 66,00,209 NA
iv) Prorata Equity for the purpose
of EPS(nos) 79,48,175 62,12,230
v) Weighted Average of number of Equity
Shares outstanding 79,48,175 62,12,230
vi) Basic Earning Per Share
of Rs. 8/-each 6.46 4.51
vii) Diluted Earning Per Share
of Rs. 8/- each 6.46 4.51
17. In terms of Accounting Standard (AS-28) on Impairment of Asset
issued by the Institute of Chartered Accountants of India (ICAI), the
company during the yearcarried out an exercise of identifying the
assets that may have been impaired in accordance with the said
Accounting Standard.The company identified scrapped and dismantled old
power plant, which was not in use and other unusable material and sold
the same during the year. However, this did not have any impact on the
working or efficiency of the operations of the company.
18. The company manufactures only one product i.e. Calcium Carbonate,
hence the data for segment reporting is not given.
19. During the year, in November 2006, the company came out with a
follow on public issue of 66,00,000 Equity Shares of Rs. 8/- each at
fixed price of Rs. 40/- per equity shares comprising of face value of
Rs. 8/- and premium of Rs. 32/- each aggregating Rs. 2640 lacs. The
public issue closed on November 28, 2006 and was oversubscribed. The
company allotted 66,00,209 equity shares of Rs. 8/- each after taking
into account the additional equity shares due to fraction factor in
December 2006 in consultation with Bombay Stock Exchange.The share
premium of Rs. 21,12,06,6687- on the above equity shares has been
credited to share premium account under Reserves & Surplus.
The objects of the public issue were to expand the existing capacity by
setting up a 20,000 TPA Ground Calcium Carbonate (GCC) unit, to set up
an additional 3 MW captive power plant at its manufacturing facilities
at Muzaffarnagar (UP), to meet the long term working capital
requirements of the company, to raise resources for general corporate
purposes, to meet the expenses of the issue and to list the new equity
shares at Bombay Stock Exchange.The project was appraised and partly
funded by Industrial Development Bank of India (IDBI). The total fund
requirement was Rs. 3740 lacs comprising of project cost as appraised
by IDBI Rs. 2990 lacs, long term working capital requirement of Rs. 610
lacs and for general corporate purposes Rs. 140 lacs. The company
completed the project of GCC plant and commenced the commercial
production before scheduled date in fourth quarter of the financial
year 2006-07. |