8TH ANNUAL REPORT 2014-2015 - ONGC TERI Biotech Ltd8TH ANNUAL REPORT 2014-2015 ONGC TERI Biotech Limited AN ISO9001:2008; ... New Delhi REGISTERED OFFICE ONGC TERI Biotech Limited

ONGC TERI Biotech Limited

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8TH

ANNUAL REPORT

2014-2015


AN ISO9001:2008;

14001:2004&18001:2007

CERTIFIED COMPANY

Reg. No. : RI91/7445

http://www.ges-geo.com/images/clip_image003.jpg


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BOARD OF DIRECTORS

Shri Ashok Varma Chairman

(DIN06909494)

Dr. Banwari Lal Director & CEO

(DIN 01139763)

Shri M.M.Joshi Director

(DIN 01139690)

Dr. D.M.Kale Director

(DIN 01129072)

Shri R.K.Sharma Director

(DIN 05345881)

STATUTORY AUDITORS

M/s Khanna & Annadhanam

Chartered Accountants,

New Delhi (Registration No: 01297N)

BANKERS

State Bank of Hyderabad,

Lodhi Road, New Delhi

REGISTERED OFFICE


The Energy and Resources Institute,

Darbari Seth Block, IHC Complex,

Lodhi Road, New Delhi-110003

CIN: U74120DL2007PLC161117 Tel.: 011-24682300, 011-41504900

Fax: 011-24682144

Website: www.otbl.co.in


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NOTICE

NOTICE is hereby given that the 8th Annual General Meeting of the Members of ONGC TERI Biotech

Limited will be held on Wednesday, the 22nd July, 2015 at 17.30 Hrs. at 4th Floor, Conference Room,

TERI, Darbari Seth Block, IHC Complex, New Delhi-110003, to transact the following Ordinary

Business:

1. To receive, consider and adopt the Audited Balance Sheet as at 31st March, 2015 and the Statement of

Profit and Loss and Cash Flow Statement of the Company for the financial year ended on that date

together with the Reports of the Directors‟ and the Auditors thereon.

2. To appoint a Director in place of Shri Ashok Varma (DIN: 06909494) who retires by rotation and

being eligible, offers himself for re-appointment.

3. To appoint a Director in place of Dr. Banwari Lal (DIN: 01139763) who retires by rotation and being

eligible, offers himself for reappointment.

4. To ratify appointment of Statutory Auditors, M/s Khanna and Annadhanam, Chartered Accountants,

(Regn. No.001297N), New Delhi, as required under section 139 of the Companies Act, 2013 read

with the Companies (Audit and Auditors) Rules 2014 and to authorize the Board of Directors to fix

their remuneration.

By Order of the Board of Directors

for ONGC TERI Biotech Limited

Sd/-

Place: New Delhi (Dr. Banwari Lal)

Dated: 22nd

July, 2015 Director &

CEO

(DIN 01139763)

NOTE:

1. A Member entitled to attend and vote at the meeting is entitled to appoint a Proxy to attend and vote instead of

himself and the Proxy need not be a Member of the Company. Proxies in order to be effective must be received by

the Company not less than forty-eight hours before the meeting.


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DIRECTORS’REPORT

Dear Members,

Your Directors are pleased to present the 8th Annual Report together with the Audited Accounts of the

Company for the period ending on 31st March, 2015.

Financial Results

The Company has followed the Project Completion method for recognizing revenue. Based on Projects

closed, your Company during the year has generated gross revenue of Rs.1, 937. 84 lakhs (Previous year -

Rs. 1,544.52 lakhs). After meeting the operational & other expenses, after tax carried forward net profit of

your Company is Rs. 451.38 lakhs (Previous year - Rs. 448.88 lakhs).

Dividend

Your Directors do not recommend payment of any dividend for the period ended 31st March, 2015.

Operations Highlights

Your Company which was set-up as a Joint-Venture of Oil and Natural Gas Corporation Ltd., (ONGC)

and The Energy and Resources Institute (TERI) continues to provide oil field services to the Oil and Gas

Industry using microbial methods primarily in four areas, namely:

1. Bio-remediation using Oilzapper Technology;

2. Microbial Enhanced Oil Recovery;

3. Application of Paraffin Degrading Bacteria (PDB) technology to prevent chocking of

Production Tubing; and

4. Wax Deposition Prevention (WDP) in flow lines.

Order Book

(i) Bioremediation Jobs

Your Company during the year successfully executed the Bio-remediation job by use of “Oilzapper”

Technology at following sites:

i) ONGC Mehsana Asset - 31,953 MT. of Oily Sludge

ii) ONGC Ahmedabad Asset - 36,000 MT. of Oily Sludge

iii) Reliance Industries Ltd. Nagothane - 500 MT. of Oily Sludge

iv) Numaligarh Refinery Ltd, Assam - 1,270 MT. of Oily Sludge


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Before Bioremediation After Bioremediation

The following work orders, which are under execution by your Company, were also received during the

year:

i) ONGC Ahmedabad Asset - 60,227 MT. of Oily Sludge

ii) ONGC Mehsana Asset - 42,827 MT. of Oily Sludge

iii) ONGC Agartala Asset - 500 MT. of Oily Sludge

iv) BPCL, Mumbai - 3,200 MT. of Oily Sludge

v) Reliance Industries, Mumbai - 1,000 MT. of Oily Sludge


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Before Bioremediation After Bioremediation

(ii) Microbial Enhanced Oil Recovery (MEoR)

Work Order for execution of Microbial Enhanced Oil Recovery (MEoR) job in 10 wells of ONGC,

Ankleshwar Asset received by your Company during the year was under execution.

Execution of MeOR job in oil wells

(iii) Wax Deposition Prevention (WDP)/ Paraffin Degrading Bacterial (PDB)

During the year, your Company successfully completed Paraffin Degrading Bacterial (PDB) jobs in 14

wells of ONGC, Ankleshwar Asset and in 45 wells of ONGC, Mehsana Asset. Out of a Work Order for

PDB jobs in 50 Wells received from ONGC, Ahmedabad Asset, PDB Job in 38 Wells was completed

during the year while the remaining jobs were under execution.

Execution of PDB job in Oil Wells


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Rate Contract

During the year, under the Long-term three years Rate Contract with ONGC, your Company received

work orders for Bioremediation of approximately 12,500 MT of oily sludge/oil soaked soil worth about

Rs. 3.20 Crore from various work centres of ONGC. These work orders are currently under execution.

Future Outlook

The order book of your Company continues to be overflowing with several proposals in pipeline and

nearing maturity.

ISO Certificate of Compliance

Your Company during the year successfully completed the initial Three Years period and the Certificate

for its Integrated Management System for „Providing & Promoting Biotechnological Solutions to Oil and

Gas Industry‟, being compliant with the requirements of International Standards of quality Management

System-ISO 9001:2008; Environmental Management System- ISO14001:2004 and Occupational Health

and Safety Management System-OHSAS18001:2007 was renewed by the International Certification

Services Pvt. Ltd.,(ICS) for a further period of Three years valid up to 15th March, 2018.

Authorization of Bioremediation Services by PCB, Assam

The Pollution Control Board, Assam has given authorisation under provisions of Rules5 (4) of Hazardous

Waste (Management, Handling & Transboudary Movement) Rules, 2008 for collection, reception,

treatment, transportation & storage of Hazardous Wastes (oily Sludge) during the Bio-remediation of

sludge pits at various sites throughout Assam, valid up to December,2016.

Deposits

The Company has not accepted any Deposits from the public in terms of Section 73 of the Companies

Act, 2013.

Meetings of the Board of Directors

During the year ended 31st March, 2015, the Board of Directors of your Company met four times. The

dates on which the Board meetings were held are 26th June, 29th September & 12th November, 2014 and

23rd February, 2015.

Auditors

M/s Khanna and Annadhanam, Chartered Accountants, New Delhi, (Regd. No.001297N), were

appointment as the Statutory Auditors of the Company from the conclusion of the 7th Annual General

Meeting until the conclusion of the 12th Annual General Meeting at such remuneration as to be fixed by

the Board of Directors. Their continued appointment is to be ratified by the Members at the ensuing 8th

Annual General Meeting.

There is no qualification in the Auditors‟ Report for the year ended 31st March, 2015.


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Particulars of Employees

There is no employee in the Company whose particulars are required to be given in terms of the

provisions of Section 197 of the Companies Act,2013 read with Rules 5 of the Companies (Appointment

and Remuneration of Managerial Personnel) Rules, 2014,

Particulars of Conservation of Energy, Technology Absorption, Foreign Exchange etc.

Your Company while providing bioremediation solutions to the Oil and Gas Industry is continuously

endeavouring to develop most energy efficient processes and devices. Wherever possible, energy

conservation measures have been implemented. Effort to conserve & optimize use of energy and absorb

new techniques is a continuous process in your Company. The Company earned and spent foreign

exchange equivalent to Rs. 8, 412, 265/- and Rs. 19, 080/-(Previous Year-Rs.22, 056), respectively

during the accounting period ended 31st March, 2015.

Directors’ Responsibility Statement

Pursuant to the requirement under Section 134 of the Companies Act, 2013, with respect to the Directors'

Responsibility Statement, the Board of Directors of the Company hereby confirms:

(i) that in the preparation of the Annual Accounts, the applicable accounting standards have been

followed;

(ii) that the accounting policies selected and applied are consistent and the judgment and

estimates made are reasonable and prudent so as to give a true and fair view of the state of

affairs of the Company at the end of the financial year and of the profit or loss of the

Company for that period;

(iii) that proper and sufficient care has been taken for the maintenance of adequate accounting

records in accordance with the provisions of the Companies Act, 2013 for safeguarding

the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the Annual Accounts have been prepared on a going concern basis;

(v) That the internal financial controls to be followed have been laid down which are adequate

and were operating effectively; and

(vi) That proper system has been devised to ensure compliance with the provisions of all

applicable laws and that such system was adequate and operating effectively.

Contracts and Arrangements with Related Parties

All contracts / arrangements / transactions entered by the Company during the financial year with related

parties were in the ordinary course of business and on an arm‟s length basis. There were no materially

significant related party transactions made by the Company which may have a potential conflict with the

interest of the Company at large.


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Your Directors draw attention of the members to Note 21 to the financial statement which sets out related

party disclosures.

Extracts of Annual Return

The Extracts of Annual Return is prepared in Form MGT-9 as per the provisions of the Companies Act,

2013 and Rule 12 of Companies (Management and Administration) Rules, 2014 and the same is enclosed

as Annexure to this Report.

Directors and Key Managerial Personnel

In accordance with the provisions of Section 152 of the Companies Act, 2013 and the Articles of

Association of the Company, Shri Ashok Varma (DIN 06909494) and Dr. Banwari Lal (DIN 01139763),

Directors retire by rotation and being eligible, offer themselves for re-appointment.

Acknowledgements

The Directors wish to thank and deeply acknowledge the co-operation, assistance and support extended

by ONGC, TERI and other shareholders, Company‟s bankers and Statutory Auditors etc. The Directors

also wish to place on record their appreciation of the contribution made at all levels by the employees of

your Company, and look forward to a long term future with confidence.

Regd. Office: On behalf of the Board of Directors

for ONGC TERI Biotech Limited The Energy and Resources Institute,

Darbari Seth Block, IHC Complex, Sd/-


(Ashok Varma)

Date: 22nd

July, 2015 Chairman

(DIN: 06909494)

.


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Annexure to the Directors’ Report

Form No.MGT-9 EXTRACT OF ANNUAL RETURN AS ON THE FINANCIAL YEAR ENDED 31

st MARCH, 2015

[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies

(Management and Administration) Rules, 2014]

I. REGISTRATION AND OTHER DETAILS:

i) CIN : U74120DL2007PLC161117

ii) Registration Date : 26th March, 2007

iii) Name of the Company : ONGC TERI Biotech Limited

iv) Category/Sub-Category of the Company : Company Limited by Shares / Public

Company

v) Address of the Registered : The Energy and Resources Institute,

Office and contact details Darbari Seth Block, IHC Complex,


Tel.: 011-24682300, 011-41504900

Fax: 011-24682144

Website: www.otbl.co.in

vi) Whether listed Company : No

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY:

All the business activities contributing 10 % or more of the total turnover of the Company:

S. No. Name and Description of main NIC Code of the % to total turnover of the Company

Product/ Service Products /Services I. Bioremediation Services of Group: 99944 90%

Cleaning of Oil Contaminated Class:999441

Soil/Sludge Sub-Class : 9994413

III. PARTICUALRS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES: Nil

IV. Shareholding Pattern:

i) Category-wise Shareholding: Sl.

No.

Category of

Shareholders

No. of Shares held

at the beginning of

the year

% Share-

holding

No. of Shares

held at the end

of the year

% Share-

holding

% Change in

Shareholding

during the year

1. Promoters:

Bodies Corporate 49,000 98 49,000 98 -

2 Individuals 1,000 2 1,000 2 -

Total 50,000 100 50,000 100


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ii) Shareholding of Promoters: Sl.

No.

Shareholder’s

Name

No. of Shares held

at the beginning of

the year

% Share-

holding

No. of Shares

held at the end

of the year

% Share-

holding

% Change in

Shareholding

during the year

1 Oil and Natural

Gas Corporation

Ltd. (ONGC)

24,990 49.98 24,990 49.98 -

2 The Energy and

Resources

Institute(TERI)

24,010 48.02 24,010 48.02 -

Total 49,000 98 49,000 98 -

iii) Changes in Shareholding of Promoters during the year: No Change

iv) Shareholding Pattern of Top Ten Shareholders (Other than Directors & Promoters: Sl.

No.

Shareholder’s

Name

No. of Shares held

at the beginning of

the year

% Share-

holding

No. of Shares

held at the end

of the year

% Share-

holding

% Change in

Shareholding

during the year

1 Mr. S.K.C.Mathur 200 0.4 200 0.4 -

2. Mr. Albert Trevor 200 0.4 200 0.4 -

Total 400 0.8 400 0.8 -

v) Shareholding of Directors & Key Managerial Personnel (KMP): Sl.

No.

Shareholder’s

Name

No. of Shares held

at the beginning of

the year

% Share-

holding

No. of Shares

held at the end

of the year

% Share-

holding

% Change in

Shareholding

during the year

A. Directors:

1. Dr. Banwari Lal 200 0.4 200 0.4 -

2. Mr. R.K.Sharma 200 0.4 200 0.4 -

3. Dr.D.M.Kale 200 0.4 200 0.4 -

B. KMP: - - - - -

Total 600 1.2 400 1.2 -

V. Indebtedness:

Neither at the beginning nor at the end of the Financial Year, the Company had any debts, secured or unsecured.

VI. Remuneration of Directors & Key Managerial Personnel:

No Director or any Key Managerial Personnel were paid any remuneration during the Financial Year, except

Dr. D.M.Kale, who was paid Rs.15,000/- as sitting fees for attending meetings of the Board of Directors.

VII. Penalties/Punishment/Compounding of Offences, if any:

Type Section of The

Companies Act

Brief Description Details of Penalty / Punishment/

Compounding fees imposed

Authority [RD

/NCLT/COURT]

Appeal made,

if any

A. Company

Penalty

Punishment

Compounding

B. .Directors

Penalty

Punishment Compounding

C. Other Officers In

Default Penalty

Punishment

Nil


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Compounding

_______________________________________________________________________________________

Independent Auditor’s Report

To the Members of ONGC Teri Biotech Limited Report on the Financial Statements We have audited the accompanying Financial Statements of ONGC Teri Biotech Limited („the Company‟), which comprise the Balance Sheet as at March 31, 2015, the Statement of Profit and loss and the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information. Management’s Responsibility for the Financial Statements The Management and Board of Directors of the company are responsible for the matters stated in Section

134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these Financial

Statements that give a true and fair view of the financial position, financial performance and cash flows of

the Company in accordance with the accounting principles generally accepted in India, including the

Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies

(Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in

accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing

and detecting frauds and other irregularities; selection and application of appropriate accounting policies;

making judgments and estimates that are reasonable and prudent; and design, implementation and

maintenance of adequate internal financial controls, that are operating effectively for ensuring the

accuracy and completeness of the accounting records, relevant to the preparation and presentation of the

financial statements that give a true and fair view and are free from material misstatement, whether due to

fraud or error. Auditor’s Responsibility Our responsibility is to express an opinion on these Financial Statements based on our audit. 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 Audit Report under the provisions of the Act and the Rules made there under. 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. 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


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procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on

whether the Company has in place an adequate internal financial controls system over financial reporting

and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of

the accounting policies used and the reasonableness of the accounting estimates made by the Company‟s

Management and the Board of Directors, as well as evaluating the overall presentation of the Financial

Statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our audit opinion on the Financial Statement.

Opinion 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, 2015, its profit and its cash flows for the year ended on that date. Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor‟s Report) Order, 2015 (“the Order”) issued by the Central

Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure a statement on the matters specified in the paragraph 3 and 4 of the Order.

2. As required by Section 143 (3) of the Act, we report that: (a) We have sought and obtained all the information and explanations which to the best of our

knowledge and belief were necessary for the purposes of our audit. (b) In our opinion, proper books of account as required by law have been kept by the Company so far

as it appears from our examination of those books; (c) The Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealt with by this

Report are in agreement with the books of account; (d) In our opinion, the aforesaid Financial Statements comply with the applicable Accounting

Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

(e) On the basis of the written representations received from the directors as on 31 March 2015 and

taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2015 from being appointed as a director in terms of Section 164 (2) of the Act; and

(f) In our opinion and to the best of our information and according to the explanations given to us, we

report as under with respect to other matters to be included in the Auditor‟s Report in accordance

with Rule 11 of the Companies (Audit and Auditors) Rules, 2014:

i. The Company does not have any pending litigations which would impact its financial position ;

ii. The Company does not have any long term contracts including derivative contracts; as such the question of commenting on any material foreseeable losses thereon does not arise.

iii. There has not been an occasion in case of the company during year under report to transfer any

sums to the Investor Education and Protection Fund. The question of delay in transferring such sums does not arise.

for Khanna & Annadhanam


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Chartered Accountants

(Registration No: 01297N)

Sd/-

(Kapil Miglani)

Place: New Delhi Partner

Date: 13th

May, 2015 (Membership No: 527679)

Annexure to the Independent Auditors’ Report

The Annexure referred to in Paragraph 1 of our Report of even date to the members of the Company on the Accounts for the year ended 31

st March 2015.

On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of the Audit, we report that: (i) (a) The Company has maintained proper records showing full particulars, including quantitative

details and situation of fixed assets.

(b) As explained to us, fixed assets have been physically verified by the Management at regular

intervals: as informed to us no material discrepancies were noticed on such verification; (ii) The nature of business of the Company does not require it to have any inventory. Hence, the

requirement of clause (ii) of paragraph 3 of the said order is not applicable to the Company. (iii) The Company has not granted any loans, secured or unsecured to/from companies, firms or other

parties covered in the register maintained under section 189 of the Act.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate

internal control system commensurate with the size of the Company and the nature of its business

with regard to purchase of fixed assets and sale of services. Further, on the basis of our examination

of books and records of the company and according to the information and explanations given to us,

no major weakness has been noticed or reported.

(v) The Company has not accepted any deposits from the public covered under Section 73 to 76 of the

Companies Act, 2013.

(vi) As informed to us, the Central Government has not prescribed the maintenance of cost records under

section 148(1) of the Act.

(vii) a) According to the information and explanations given to us and based on the records

of the Company examined by us, the Company is regular in depositing the undisputed

statutory dues including provident fund, income tax, sales tax, wealth tax, service tax,

duty of customs, excise duty, cess and other material statutory dues, as applicable, with

the appropriate authorities in India.

b) According to the information and explanations given to us and based on the records

of the Company examined by us, there are no dues of income tax, wealth tax, service tax,

sales tax, Custom duty and excise duty which have not been deposited on account of any

disputes.

c) There has not been any 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


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reporting delay in transferring such sums does not arise.

(viii) The Company does not have any accumulated losses at the end of the financial year and has not

incurred cash losses in the financial year and in the immediately preceding financial year. (ix) According to the records of the Company examined by us and as per the information and explanation

given to us, the Company has not availed of any loans from any financial institution or banks and has not issued debentures.

(x) In our opinion and according to the information and the explanations given to us, the Company has

not given any guarantee for loans taken by others from banks or financial institutions during the year. (xi) In our opinion and according to information and explanation given to us, the Company has not raised

any term loans during the year. (xii) During the course of our examination of the books and records of the company, carried in accordance

with the auditing standards generally acceptable in India, we have neither come across any instance of fraud on or by the Company noticed or reported during the course of our audit nor have we been informed of any such instance by the Management

for Khanna & Annadhanam

Chartered Accountants

(Registration No: 01297N)

Sd/-

(Kapil Miglani)

Place: New Delhi Partner

Date: 13th

May, 2015 (Membership No: 527679)


16

BALANCE SHEET AS AT 31ST MARCH, 2015

PARTICULARS

NOTE NO. CURRENT YEAR

(31.03.2015)

PREVIOUS YEAR

(31.03.2014)

I. EQUITY AND LIABILITIES

1 Shareholders’ funds

Share Capital 2 500,000 500,000

Reserve and Surplus 3 207,117,329 162,060,260

2 Non-current liabilities

Long-term Provisions

4

503,727

_

3 Current liabilities

Trade payables 27,964,808 27,846,418

Deferred tax liabilities (Net) _ _

Other current liabilities 5 260,009,279 179,400,844

Short term provisions 6 2,067,276 3,173,482

498,162,419 372,981,004

II. ASSETS

1 Non-current assets

Fixed Assets

- Tangible Assets 7 4,831,557 5,412,434

Deferred Tax Assets (Net) 230,578 85,788

Long Term Loan and Advances 8 3,976,823 3,914,709

2 Current assets

Trade Receivables 9 175,262,265 56,794,608

Cash and Cash Equivalents 10 173,883,587 165,585,675

Short Term Loan and Advances 11 20,253 18,253

Other Current Assets 12 139,957,356 141,169,537

498,162,419 372,981,004

Significant Accounting Policies 1

The accompanying Notes are significant part of the Financial Statements (16 to 24) As per our report of even date

For KHANNA & ANNADHANAM

CHARTERED ACCOUNTANTS

(Reg. No. 01297N)

Sd/- Sd/- Sd/- Sd/-


17

(KAPIL MIGLANI) (H.C. CHAUHAN) (ASHOK VARMA) (BANWARI LAL)

Manager-F&A

(M. No. 527679)

CHAIRMAN

(DIN 06909494)

DIRECTOR & CEO

(DIN 01139763)

PLACE :NEW DELHI

DATED : 13th

May, 2015

PROFIT & LOSS STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2015

PARTICULARS NOTE

NO.

CURRENT YEAR

(31.03.2015)

PREVIOUS YEAR

(31.03.2014)

I. Revenue from projects closed 179,836,832 141,333,809

II. Other Income 13 13,947,694 13,118,233

III. Total Revenue (I+II) 193,784,526 154,452,042

IV. Expenses :

Costs on projects closed 90,300,551 69,645,916

Employee benefits expense

14 10,336,686

9,134,059

Administrative & Selling expenses

15 24,830,041

8,358,587

Depreciation

7 1,202,263

866,389

Total Expenses 126,669,541 88,004,951

V Profit / (Loss) before tax (III-IV) 67,114,984 66,447,091

VI Tax expense:

Current Tax

22,121,517

21,529,080

Deferred Tax Asset

( 144,790)

29,677

VII Profit / (Loss) after tax (V -VI) 45,138,257 44,888,334

VIII Earning Per Equity Share

Basic & Diluted 903 898

Significant Accounting Policies 1

The accompanying Notes are an integral part of the Financial Statements (16-24) As per our report of even date

for KHANNA & ANNADHANAM


(Reg. No. . 01297N)

Sd/- Sd/- Sd/- Sd/-

(KAPIL MIGLANI) (H.C.CHAUHAN) (ASHOK VARMA) (BANWARI LAL)


18

Manager-F& A

(M. No. 527679)

CHAIRMAN

(DIN 06909494)

DIRECTOR & CEO

(DIN 01139763)

PLACE :NEW DELHI

DATED : 13th

May, 2015

CASH FLOWS STATEMENT FOR THE PERIOD ENDED 31ST MARCH, 2015

PARTICULARS CURRENT

YEAR

(31.03.2015)

PREVIOUS

YEAR

(31.03.2014)

Cash Flow from Operating Activities

Net Profit after Tax 45,138,257 44,888,334

Adjustments for:

Depreciation 1,202,263 866,389

Operating Profit before working capital changes 46,340,521 45,754,723

Adjustments for:

(Increase) / Decrease in Current Assets (117,319,590) 5,046,537

Increase / (Decrease) in Current Liabilities 80,124,346 14,159,545

Deferred Tax Assets (144,790) 29,677

Net Cash from Operating Activities 'A' 9,000,487 9,000,487 64,990,482

Cash Flow from Investing Activities

Purchase of Fixed Assets (702,575) (1,460,090)

Net Cash utilised in Investing Activities 'B' (702,575) (1,460,090)

Cash Flow from Financing Activities

Net Cash utilised in Financing Activities 'C' - -

Net Increase / (Decrease) in Cash and Cash

Equivalents (A+B+C)

8,297,912 63,530,392

Opening Cash and Cash Equivalents 165,585,675 102,055,283

Closing Balance of Cash and Cash Equivalents 173,883,587 165,585,675

Cash and Cash Equivalents comprise:

Cash and Bank Balance 173,883,587 165,585,675

173,883,587 165,585,675

As per our report of even date

for KHANNA & ANNADHANAM


(Reg. No. 01297N)

Sd/- Sd/- Sd/- Sd/-

(KAPIL MIGLANI) (H.C. CHAUHAN) (ASHOK VARMA) (BANWARI LAL)

Manager- F & A

(M. No. 527679)

CHAIRMAN

(DIN 06909494)

DIRECTOR & CEO

(DIN 01139763)

PLACE :NEW DELHI


19

DATED : 13th

May, 2015

NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31

ST MARCH, 2015

1 SIGNIFICANT ACCOUNTING POLICIES

a)

Basis of Preparation

The Company has followed mercantile system of accounting and recognizes Income &

Expenditure on accrual basis. The accounts are prepared on historical cost basis, as a

going concern and are consistent with the generally accepted accounting principles.

b) Use of Estimates

The preparation of financial statements requires estimates and assumptions which affect

the reported amount of assets, liabilities, revenues and expenses of the reporting period.

The difference between the actual results and estimates are recognized in the period in

which the results are known or materialized.

c) Fixed Assets / Depreciation

d)

Fixed Assets are stated at historical cost less accumulated depreciation and impairment

loss, if any. Temporary site installations for execution of job are expensed as project

expenditure in the year in which they are incurred. Depreciation on Fixed Assets has been

provided on written down value basis according to the useful lives specified under

Schedule II of the Companies Act, 2013.

Impairment

The carrying amounts of assets are reviewed at each Balance Sheet date to assess

impairment, if any based on internal / external factors. An asset is treated as impaired when

the carrying cost of the asset exceeds its recoverable value being higher of value in use and

net selling price. An impairment loss is recognised as an expense in the Statement of Profit

& Loss in the year in which an asset is identified as impaired. The impairment loss

recognised in prior accounting period is reversed if there has been an improvement in

recoverable amount.


20

e) Revenue Recognition

Revenue is recognised based on the nature of activity when consideration can be

reasonably measured and there exists reasonable certainty of its recovery. Revenue from

projects and costs are recognised based on substantial completion with the contractual

terms specified in the contract/agreement.


21

f) Employee Benefits

g)

h)

i)

a) Employee benefits in the form of Provident Fund are charged to the Profit and Loss

Account of the year when the contributions to the respective funds are due. There are

no other obligations other than the contribution payable to the respective funds.

b) Gratuity liability is accrued and provided for on the basis of an actuarial valuation on

the projected unit credit method made at the end of the financial year.

c) Short term compensated absence are provided for based on estimates. Long term

compensated absences in the form of leave encashment are provided for based on

actuarial valuation at the end of the financial year. The actuarial valuation done as per

projected unit credit method.

d) Actuarial gains/losses are debited to profit and loss account and are not deferred.

Project Expenses

All direct expenses incurred towards execution of job as well as other general

administrative expenses incurred at site are allocated to the activities /job and charged

/treated in profit and loss statement accordingly.

Taxes on Income

a) Tax expense for the period, current tax and deferred tax is included in determining

the net profit (loss) for the period.

b) Deferred tax is recognised for all timing difference between the accounting income

and taxable income and is quantified using the enacted/substantially enacted tax rates

as at the balance sheet date.

c) Deferred Tax Assets are recognised where realisation is reasonably certain where as

in case of carried forward losses or unabsorbed depreciation, deferred tax assets are

recognised only if there is a virtual certainty of realisation backed by convincing

evidence. Deferred Tax assets are reviewed for the appropriateness of their respective

carrying value at each Balance Sheet date.

Provisions, Contingent Liabilities and Contingent Assets

Provisions involving substantial degree of estimation in measurement are recognized

when there is a present obligation as a result of past events and it is probable that there

will be an outflow of resources. Contingent Assets are neither recognized nor disclosed in

the financial statements.


22

CURRENT YEAR PREVIOUS

YEAR

(31.03.2015) (31.03.2014)

2 SHARE CAPITAL

AUTHORISED

10,00,000 Equity Shares of Rs.10/- each 10,000,000 10,000,000

10,000,000 10,000,000

ISSUED, SUBSCRIBED AND PAID UP

50,000 Equity Shares of Rs.10/-each fully

paid up

500,000 500,000

500,000 500,000

The Company has issued only one class of shares referred to as equity shares having a par

value of Rs.10/-.

Each holder of equity shares is entitled to one vote per share.

Details of Equity Shareholders holding more than 5 percent Shares:

Oil and Natural Gas corporation ( ONGC) 24,990 24, 990

Percentage 49.98 49.98

The Energy and Resources Institute (TERI) 24,010 24,010

Percentage 48.02 48.02

3 RESERVES AND SURPLUS

Opening balance

Less: Adjustment towards depreciation

(Refer Note No.18)

162,060,260

81,188

117,171,926

_

Add: Net Profit/(Net Loss) for the current year 45,138,257 44,888,334

Closing balance 207,117,329 162,060,260


23

4

LONG TERM PROVISIONS

Leave Encashment Payable

Gratuity Payable

CURRENT YEAR

(31.03.2015)

242,385

261,342

PREVIOUS YEAR

(31.03.2014)

-

-

503,727 -

5

OTHER CURRENT LIABILITIES

- Billing - Ongoing Projects

- Expenses Payable

- TDS Payable

- Employee contribution to Provident Fund

- Other Liabilities

258,930,076

769,177

287,420

21,606

1,000

178,498,137

618,252

263,091

20,364

1,000

260,009,279 179,400,844

6 SHORT TERM PROVISIONS

- Leave Encashment Payable

- Gratuity Payable

14,010

4,646

-

-

- Provision for Taxation 79,271,658

Less:- Advance Tax/TDS 77,223,038 2,048,620 2,657,422

- Service Tax payable - 516,060

2.067,276 3,173,482

8 LONG TERM LOANS AND ADVANCES

- Security Deposit Against Projects 3,913,473 3,851,359

- Security Deposit Others 63,350 63,350

3,976,823 3,914,709


24

CURRENT YEAR

(31.03.2015)

PREVIOUS YEAR

(31.03.2014)

9 TRADE RECEIVABLES (Unsecured considered good)

Trade receivables exceeding six months

11,270,348

9,596,084

Others 163,991,917 47,198,524

175,262,265 56,794,608

10 CASH AND CASH EQUIVALENTS

- Cash-in-Hand

715

715

- Balance with Scheduled Bank 2,90,619 2,776,538

- Fixed Deposit

- held as margin money 50,487,554 40,605,756

- others 123,104,699 122,202,666

173,883,587 165,585,675

11 SHORT TERM LOANS AND ADVANCES

(Unsecured considered good)

- Advance to Suppliers/Others - -

- Advance to Staff 20,253 18,253

20,253 18,253

12 OTHER CURRENT ASSETS

- Expenses- Ongoing Projects 128,417,734 125,795,529

- Tax Deducted at Source (against ongoing

projects)

6,716,829 6,076,669

- Income Tax Refundable 438,151 438,151

- Interest accrued on Fixed Deposit 4,225,067 8,803,026

- Prepaid Expenses

- Cenvat Credit

59,550

1,00,025

56,162

-

139,957,356 141,169,537


25

CURRENT YEAR PREVIOUS

YEAR

(31.03.2015)

(31.03.2014)

13 OTHER INCOME

- Interest on Fixed Deposit

- Liabilities no longer required written back

13,792,086

155,608

13,118,233

-

13,947,694 13,118,233

14 EMPLOYEE BENEFITS EXPENSES

Staff salary, allowances and reimbursement 8,995,866 8,391,340

Employer's contribution to PF and admin.

Charges

314,868 269,150

Group Insurance 289,657 292,307

Staff Welfare

- Leave Encashment Expenses

- Gratuity Expenses

213,912

256,395

265,988

181,262

-

-

10,336,686 9,134,059

15 OTHER EXPENSES

Web development & Maintenance Charges

5,356

34,933

Rent-Project / Site office 674,095 650,068

Books & Periodicals 3,332 10,038

Telephone/Internet Expenses 136,668 130,636

Courier charges 40,936 78,366

Electricity charges 79,683 68,563

Professional / Consultancy/legal fees 3,134,403 2,471,730

Travelling & Conveyance 3,096,611 2,839,697

Vehicle Running and Maintenance Expenses 305,865 328,873

Bank Charges 457,629 2,36,421

Miscellaneous / Sundry Expenses 18,918 37,894

Printing Stationery & Computer supplies 151,503 153,993

Repair & Maintenance-Others 232,240 862,683

Taxes & Fees 7,563 21,558

Advertisement, Publicity & Business Promotion 231.361 201,784

Auditors Remuneration 147,117 231,350

Service Tax paid for earlier years (including

interest)

16,106,761 -


26

24,830,041 8,358,587

CURRENT YEAR PREVIOUS YEAR

(31.03.2015)

(31.03.2014)

16 CONTINGENT LIABILITIES

Claims against the company not

acknowledged as debts

i) Outstanding performance guarantees 37,403,4018 36,534,875

issued by the company bankers

(secured against Fixed Deposits under

Lien)

ii) Estimated amount of contracts remaining

to be executed to the Capital Account (net

of advances)

iii) Tax demand under disputes 7,572,050 -

(Also Refer Point (a))

37,403,418

-

7,572,050

36,534,875

-

-

44,975,468 36,534,875

Additional Information

(a) The department has on conclusion of assessment for A.Y. 2012-13 and vide intimation

under section 143(1) for A.Y. 2013-14 raised demands aggregating to 75.72 lacs

(including interest) against which no provision exists since the demand has come to be

raised owing to short allowance of taxes deducted at source. For the A.Y. 2012-13,

rectification application has been filed on 9th

March 2015 which is pending. For the A.Y.

13-14, similar action is proposed. There is no likelihood of any liability of the company

on this account.

17 Disclosure for Gratuity and Leave Benefit plans

The company has a defined benefit gratuity plan. The present value of obligation is

determined based on actuarial valuation using the projected unit method, which

recognizes each period of services as giving rise to additional unit of employee benefit

entitlement and measures each unit separately to build up the final obligation. The

obligation for leave encashment is recognized in the same manner as gratuity.

(i) Changes in the present value of defined benefit obligations are as under:

Particulars Gratuity Leave Encashment

2014-15 2013-14 2014-15 2013-14

Opening defined benefit - - - -

Interest cost/ current year 265,988 - 256,395 -

Annual return on plan assets - - - -

Benefit paid - - - -

Actuarial gain/loss on - - - -


27

Closing defined benefit obligation 265,988 - 256,395 -

(ii) Changes in the fair value of plan assets are as follows:


2014-15 2013-14 2014-15 2013-14

Opening fair value of plan assets - - - -

Expected returns - - - -

Contributions by employer - - - -

Benefit paid - - - -

Actuarial gain/losses - - - -

Closing fair value of plan assets - - - -

(iii) Net employee benefit expense debited to Profit and Loss Account:


2014-15 2013-14 2014-15 2013-14

Interest cost/ current year 265,988 - 256,395 -

Expected return on plan assets - - - -

Actuarial gain/loss on - - - -

Net benefit expense to P&L 265,988 - 256,395 -

Actual return on plan assets - - - -

(iv) Actuarial Assumptions:


2014-15 2013-14 2014-15 2013-14

Mortality Table IALM-

2006-08

- IALM-

2006-08

-

Discount Rate 7.75% - 7.75% -

Expected rate of return on plan - - - -

Rate of escalation in salary per 5.25% - 5.25% -

The estimates of future salary increase considered in actuarial valuation take into account

the inflation, seniority, promotion and other relevant factors such as demand in the

employment market and supply.


28

18 DEPRECIATION

During the year ended 31st March 2015, the company had revised useful lives of its fixed

assets in line with the lives prescribed in Schedule II of the Companies Act, 2013.

Consequent to the re-working and re-alignment with the lives prescribed for various assets,

the depreciation expense for the year ended 31st March, 2015 is higher by Rs. 3, 21,686.

For assets whose life has been completed as on 31st March, 2014, the carrying value of

those assets amounting to Rs. 81,188 has been adjusted against the brought forward reserve

and surplus.

19 JOINT VENTURES / ASSOCIATES

The Company is a joint venture company formed by Oil and Natural Gas Corporation

Limited in association with The Energy and Research Institute, New Delhi (a Society

formed and registered in Societies Registration Act, 1860).

20 CONFIRMATION OF BALANCES

(a) Balance in Fixed Deposits account (including interest accrued) when compared to the

balance as reflected in the bank certificates issued by the bankers revealed a difference

of Rs. 13,38,759 which is under reconciliation for effecting appropriate adjustment. The

management is confident that the impact thereof on the accounts will not be material.

(b) Interest Income has been accounted for based upon the certificate issued by the bankers.

(c) The balances in parties‟ accounts as at 31st March, 2015 are subject to confirmation/

reconciliation in some of the cases. Adjustments, if any, upon due reconciliation thereof

is proposed to be accounted for in future. The management, however, is of the view that

the impact of adjustment entries, if any, would not be significant.


29

21 RELATED PARTY DISCLOSURES

Key Managerial Personnel (KMP)

Dr. Banwari Lal (C.E.O)

Investing Entities (JV Partners)

Oil and Natural Gas Corporation Ltd. (ONGC)

The Energy & Resources Institute, New Delhi (TERI)

Details of Transactions

Transactions Joint Ventures KMP

CURRENT

YEAR

PREVIOUS

YEAR

CURRENT

YEAR

PREVIOUS

YEAR

Services Provided:

ONGC

(based on invoicing)

260,974,788 153,297,956 Nil Nil

Purchases /Services availed:

TERI

(based on invoicing)

51,553,413 59,332,854 Nil Nil

ONGC (Rent) 313,005 309,118 Nil Nil

Electricity Charges

Paid

62,248 58,174 Nil Nil

Amount Receivable:

ONGC Ltd. 163,359,060 47,410,116 Nil Nil

Amount Payable

TERI 10,665,500 15,551,115 Nil Nil

Key Management Personnel

No remuneration was paid to key management personnel during current as well as previous

year.


30

CURRENT YEAR PREVIOUS YEAR

(31.03.2015)

(31.03.2014)

22 AUDITOR’S REMUNERATION

The details of Auditors remuneration is as under:

Audit Fees 75,000

117,500

Certification work & other services 47,700

81,500

Out of Pocket Expenses & Service Tax 24,417

32,350

23 EXPENDITURE INCURRED IN FOREIGN CURRENCY

Receipts in Foreign Currency 8,412,265 -

Expenditure in Foreign Currency (Travel) 19,080

22,056

24 Previous Year‟s figures have been regrouped / rearranged to make them comparable with the

current year‟s figures.

As per our report of even date

For KHANNA & ANNADHANAM


(Firm Reg. No: 01297N)

Sd/- Sd/- Sd/- Sd/-

(KAPIL MIGLANI) (H.C.CHAUHAN) (ASHOK.VARMA) (BANWARI LAL)

Manager- F & A

M. No : 527679

CHAIRMAN

(DIN 06909494)

DIRECTOR &CEO

(DIN 01139763)

Place : New Delhi

Date : 13th

May,2015

147,117 231,350

8,431,345 22,056


31

NOTE-7

Fixed Asset Schedule as on 31.03.2015

Particulars Gross Block Depreciation Net Block

As on

31.03.2014

Additions

during

the

period

Deletions/

Adjustment

during the

period

As on

31.03.2015

Up to

31.03.2014

For the

Period

Adjustment

during the

period

Up to

31.03.2015

As on

31.03.2014

As on

31.03.2015

Computer

845,589

234,902

431,037

649,454

544,917

194,368

349,848

389,437

300,672

260,017

Equipment

and Field

Installations

7,245,054

467,673

_

7,712,727

2,346,491

946,446

-

3,292,937

4,898,563

4,419,790

Furniture

373,191

_

_

373,191

159,991

61,449

-

221,441

213,199

151,750

TOTAL

8,463,834

702,575

431,037

8,735,372

3,051,400

1,202,263

349,848

3,903,816

5,412,434

4,831,557

P .Year

7,003,744

1,460,090

-

8,463,834

2,185,011

866,389

-

3,051,400

4,818,733

5,412,434

Documents

8TH ANNUAL REPORT 2014-2015 - ONGC TERI Biotech Ltd8TH ANNUAL REPORT 2014-2015 ONGC TERI Biotech Limited AN ISO9001:2008; ... New Delhi REGISTERED OFFICE ONGC TERI Biotech Limited