1. Although the accumulated losses as at the year end amounted to
Rs.528,536,671 (Previous Year Rs.412,154,944) as against paid up share
capital of Rs.267,019,990, (Previous Year Rs.267,019,990) these
financial statements have been prepared by the Management on a going
concern basis taking into account the financial support of promoters/
shareholders and the various revival / restructuring options being
actively pursued by the management, including relocation of
manufacturing operations.
2. In view of accumulated losses, no transfer has been made to the
Debenture Redemption Reserve in respect of secured and unsecured Non
Convertible Debentures.
3. Restructuring and net worth status
a) After the CDR ''Rework'' proposal was rejected by the lenders, the
Company had declared formal closure of its manufacturing operations
with effect from June 26, 2008 as per the relevant provisions of The
Industrial Disputes Act, 1947. The legal dues and compensation payable
to the workmen affected by the closure have been duly provided in the
accounts (Rs.120 lacs provided in previous year and Rs.236.11 Lacs
provided in the Current year and Disclosed in exceptional items) in
terms MOU for settlement into in this regard. As the same
could not be paid before 31st March 2011, the employees union has
preferred to move to the Industrial Courts on the issue and their
matter is still pending before the Hon''ble Court.
b) Interest liability has not been provided on assigned loans and
debentures as revised terms are in the process of being negotiated and
in the opinion of the management, no further liability is expected.
c) During the year ended March 31, 2009 the Company had obtained the
approval of shareholders through postal ballot for a resolution
proposed as per Sec 293 (1) (a) of The Companies'' Act, 1956. A
shareholder had filed a petition before the Hon''ble Company Law Board
opposing the postal ballot exercise carried out by the Company. The
Hon''ble CLB, while allowing the postal ballot process to be completed
and results to be declared, restrained the Company from disposing of
any of its fixed assets and subjected the result of the postal ballot
to the final outcome of the petition. The petition is still pending
before the Hon''ble CLB Bench.
d) The Company continues to actively pursue the possibility of
establishing manufacturing operations at another site offering better
competitive advantages in terms of supply chain logistics, input
availability and cost. The Management expects to arrive at some
preliminary conclusions on this option during the year.
e) As part of restructuring, during 2008-09 the Company had also
entered into an arrangement for assignment of lease hold rights of its
land and part advance received has been utilised, inter alia, to settle
certain liabilities of the company.
f) The net worth of the Company has fully eroded during the year ended
March 31, 2010. However, the management has received legal opinion to
the effect that no reference need be made to BIFR, as certain
conditions required for the same as per the Sick Industrial Companies
(Special Provisions) Act, 1985 are not applicable to the Company under
the present circumstances.
4. Revaluation
(a) The Company had revalued the land, building and certain plant and
machinery as on April 1, 1996 based on the valuation made by M/s P.C.
Gandhi & Associates, an independent firm of consulting Engineers,
Surveyors and Government Approved Valuers vide their report dated 30th
April, 1997. Accordingly, the original costs of the above assets as on
April 1, 1996 have been restated at estimated market value arrived
after adjusting the depreciation on the estimated replacement cost. The
resultant increase in net book value arising on revaluation amounting
Rs. 428,593,000 was transferred to Revaluation Reserve Account during
the period ended 31st August, 1997. The following re-valued amounts
remain substituted for the historical cost in the gross block of fixed
assets:
Depreciation attributable to the enhanced value of the assets arising
on the revaluation amounting to Rs.3,221,890 (Previous year Rs. Nil)
has been transferred from Revaluation Reserve Account to the credit of
the Profit and Loss Account for the period ended 31st August, 1997.
(b) Revaluation Reserve amounting to Rs.428,593,000 had been adjusted
to the then accumulated losses pursuant to scheme of restructuring
approved by the Hon''ble High Court of Bombay vide its order dated April
23, 2001.
5. Contingent Liabilities not provided for in respect of:
Year ended Year ended
31st March, 2011 31st March, 2010
Rupees Rupees
a) Outstanding Guarantees given
by banks - 1,084,000
b) Claims against the Company
relating to
(including interest or penalty up to
the date of demand):-
Excise Duty 6,226,499 6,226,499
Sales Tax 3,140,477 5,437,647
Cess Liability 2,835,224 2,835,224
MIDC Charges 10,831,716 25,524,142
Suppliers 1,681,414 1,681,414
c) Other Matters 125,000 125,000
d) Arrears of Fixed Preference
Dividend (Including Dividend Tax) 4,979,032 4,351,430
e) Liability as may arise in respect of matter as referred in 4(a)
above and further interest liability/penalty if any as may arise in the
matters mentioned in Para 6(b) above, amount
6. (a) Duncans Industries Limited has given corporate guarantees
favoring consortium banks for Rs.154,100,000 (Previous year
Rs.154,100,000) for Company''s working capital facilities and amount due
to the banks/other is Rs.88,669,760 (Previous year Rs.88,988,010)
including FITL Rs.11,611,718 (Previous year Rs.11,611,718) Letters of
Credit and Bank Guarantees Rs. Nil (Previous year Rs.1,084,000).
(b) All the Bank Working Capital Loans (including interest accrued and
due) have been / are being personally guaranteed by a director of the
Company.
7. (a) In the opinion of management, Current Assets, Loans and
Advances have a value on realization in the ordinary course of business
at least equal to the amount at which they are stated.
(b) The accounts of certain Sundry Debtors, Sundry Creditors, Banks,
Advances and Lenders are subject to confirmation/reconciliations and
adjustments, if any. The Management does not expect any material
difference affecting the current year''s financial statements.
8. a) Deferred Tax Asset/Liability
The Company has recognize the revised net deferred tax asset in
accordance with Accounting Standard 22 - Accounting for Taxes on
Income issued by The Management is of the opinion that there will be
sufficient future income against which such deferred tax assets will be
fully realised.
b) No current tax provision has been made in the accounts in absence of
taxable profits.
9. Details of transactions with related parties as identified by the
management in accordance with Accounting Standard -18 of the Companies
Accounting Standard Rules, 2006 are as follows:
(1) Key Management Personnel: Whole Time Director : Mr. S. P. Gupta
(2) Associates/ Group Companies with whom the company has entered into
the transaction during the year: ISG Traders Limited, Shubh Shanti
Services Limited
(3) The following transactions were carried out with each type of the
above related parties, associates / group companies in the ordinary
course of business and at arm''s length :
Notes: Figures in the brackets relates to previous year. 11.
Managing/Whole time Director''s remuneration:
The Company has applied to Central Government for necessary approval
for an amount of Rs.2,098,147 (relating to earlier years) paid in
excess as per Schedule XIII of the Companies Act, 1956 towards
Managerial remuneration and the same is awaited.
10. Disclosure in accordance with Section 22 of the Micro, Small and
Medium Enterprises Development Act, 2006
(*) - Amounts not determined.
The Company has compiled the above information based on verbal
confirmations from suppliers. As at the year end, no supplier has
intimated the Company about its status as a Micro or Small Enterprise
or its registration under the Micro, Small and Medium Enterprise
Development Act, 2006
11. After the resignation of Company Secretary w.e.f June 30, 2007,
the Company is making concerted efforts to appoint a Company Secretary
required to be appointed under Section 383A of the Companies Act, 1956.
12. Amount overdue to be credited to Investor Education Protection
Fund is Rs.16,469,354 The above excludes Rs.5,766,966 interest on
Debenture being unfunded
13 Earnings per Share
14. The Company is primarily engaged in one Segment i.e. EPDM rubber.
15. (a) Raw Materials and Packing Materials Consumed, Consumption of
indigenous and imported raw material and packing materials, Consumption
of indigenous and imported stores:
(b) Capacities and Production:
Note: Installed capacity is as certified by the management and accepted
by auditors, being a technical matter.
16. Figures of the previous year have been re-grouped/re-arranged
wherever necessary to conform to current year''s presentation. |