37
XTEND INDUSTRIAL DESIGNERS AND ENGINEERS PRIVATE LIMITED BOARD OF DIRECTORS MRS. ADITI PANANDIKAR MR. SUNDEEP V BAMBOLKAR MRS. MADHURA RAMAN I MRS. ARUNA SURESH KARE REGISTERED OFFICE 166 CST ROAD SANTACRUZ EAST MUMBAI 400098 BANKERS YES BANK LIMITED SARASWA T COOP BANK LIMITED AUDITORS D. S. MAHAMBRE & CO. 105 NEELAM BLDG R G THADANI MARG WORLI, MUMBAI 400018

SANTACRUZ EAST - Indoco Remedies Ltd · House, 166 CST Road, Santacruz East, Mumbai 400098 on Thursday 28th July, 2016 at 10.00 a.m. to transact the following business: ORDINARY BUSINESS

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XTEND INDUSTRIAL DESIGNERS AND ENGINEERS PRIVATE LIMITED

BOARD OF DIRECTORS

MRS. ADITI PANANDIKAR

MR. SUNDEEP V BAMBOLKAR

MRS. MADHURA RAMAN I

MRS. ARUNA SURESH KARE

REGISTERED OFFICE

166 CST ROADSANTACRUZ EASTMUMBAI 400098

BANKERS

YES BANK LIMITEDSARASWA T COOP BANK LIMITED

AUDITORS

D. S. MAHAMBRE & CO.105 NEELAM BLDGR G THADANI MARGWORLI, MUMBAI 400018

· "

XTEND INDUSTRIAL DESIGNERS AND ENGINEERS PRIVATE LIMITED[CIN: U93000MH1995PTC086174]

Registered d Office: 166 CST Road, Kalina, Santacruz (E), Mumbai 400 098Tel: 26541851-55 / Fax: 26520787/ email: jmenon@@indoco.com

NOTICE

Notice is hereby given that the 22"d Annual General Meeting of the member of Mis. Xtend IndustrialDesigners and Engineers Private Limited, will be held at the Registered Office of the Company at IndocoHouse, 166 CST Road, Santacruz East, Mumbai 400098 on Thursday 28th July, 2016 at 10.00 a.m. totransact the following business:

ORDINARY BUSINESS

1. To receive, consider and adopt the Audited Balance Sheet as at 31st March 2016 and the Profit and LossAccount for the year ended on that date and Report of the Directors' and Auditors' thereon.

2. To appoint a Director in place of Mr. Sundeep V Bambolkar who retires by rotation and being eligible,offers himself for re-appointment.

3. To appoint Auditors' and fix their remuneration.

D

SUNDEEP V BAMBOLKARDIRECTORDIN: 001756613

PLACE: MumbaiDATE: May 2, 2016

NOTE

A member entitled to attend and vote, is entitled to appoint a proxy to attend and vote instead of himselfand the proxy need not be a member of the Company. The Proxy form duly completed and signedshould reach company's registered office at least 48 hours before the meeting.

XTEND INDUSTRIAL DESIGNERS AND ENGINEERS PRIVATE LIMITED

DIRECTORS'REPORTTo,The Members,

Your Directors take pleasure in presenting the 2rd Annual Report for the year ended 31stMarch 2016

Operations

During the Year under consideration, the Company undertook new contracts for the expansion of thefactories in Goa and Patalganga. Execution of the existing contracts in Bangalore and Daman have beendelayed and the Company is expected to complete the sameduring the current FinancialYear.

During the year the Company has made a Loss of~ 29.75 Lacs as against a nominal Profit before Tax of~2.57 Lacs in the PY. After considering Deferred Tax the Net Loss is ~ 28.20 Lacs as against a Profit of ~1.69Lacs in the PY

The Company is of the opinion that the loss incurred in the current year is temporary taking intoconsideration the Project Orders in hand. The Company expects a substantial improvement in theperformancein the comingyears.

Dividendand Reserve

The company has issued 20,02,000/ - 7% Redeemable Cumulative Preference Shares. In view of theloss your Directors do not recommend payment of dividend on both Preference shares as well asequity shares for the Financial year ended March 31,2016.

ShareCapital

The paid up Equity Share Capital as on 31st March, 2016was ~ 2,50,250.During the year under review, theCompany issued on a Rights basis 20,02,0001- 7%RedeemableCumulative Preference Shares to its holdingcompany i.e. Indoco Remedies Limited. As on 31st March, 2016 the company continues to be a 100%subsidiary of Indoco Remedies Limited and None of the Directors holds any shares in the companyexceptasNominee holders on behalf of IndocoRemediesLimited.

Finance:

Cash and cash equivalent as at 31st March 2016, was ~ 8.74 lacs. The Company continues to focus onjudicious management of its working capital. Receivables, inventories and other working capital parameterswere kept under strict check through continuousmonitoring.

Deposits:

The Company has not accepted any Deposit covered under Section 73 of the Companies Act, 2013 and TheCompanies(Acceptanceof Deposit) Rules, 2014

Particularsof Loans, Guarantees or Investments:

Details of Loans, Guarantees and Investmentscoveredunder the provisions of Section 186of the CompaniesAct, 2013 are given in the notes to the Financial Statements.

Directors

In terms of provisions of the Section 152(6) of the Companies Act, 2013, Mr. Sundeep V Bambolkar retiresby rotation at the forthcoming Annual General Meeting, and being eligible offers himself for re­appointment.

During the year ended March 31,2016, Four Board Meetings were held on May 12,2015, July 10, 2015,October 8, 2015, January 8, 2016. The intervening gap between the meetings was as prescribed statutorilyunder the Companies Act, 2013

Directors Responsibility Statement

To the best of their knowledge and belief and according to the information and explanations obtained bythem, your Directors make the following statement in terms of Section 134(3)(c) of the Companies Act,2013:

1. that in the preparation of annual accounts, the applicable accounting standards have been followed andno material departures have been made from the same;

11. that they have selected such accounting policies and applied them consistently and made judgments andestimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of theCompany at the end of the financial year and of the profits of the Company for that year;

iii. that proper and sufficient care has been taken for the maintenance of adequate accounting records inaccordance with the provisions of the Companies Act, 2013 for safeguarding the assets of theCompany 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 company has laid down internal financial controls and such internal financial controls areadequate and operating effectively

VI. that proper systems have been devised to ensure compliance with the provisions of all applicable lawsand such systems are adequate and operating effectively

Related Party Transactions

All related party transactions that were entered into during the financial year were on an arm's length basisand were in the ordinary course of business. There are no materially significant related party transactionsmade by the Company with Promoters, Directors or Key Managerial Personnel which may have a potentialconflict with the interest of the Company at large.

The particulars as required under the Companies Act, 2013 is furnished in Annexure A (Form AOC-2) tothis report

Significant and Material Orders passed by the Regulators or Courts

There are no significant material orders passed by the Regulators! Courts which would impact the goingconcern status of the Company and its future operations.

Audit Committee:

The Company is not required to constitute an Audit Committee since it does not fall within the class ofcompanies prescribed under The Companies (Meetings of the Board and its Powers) Rules, 2014

Statutory Auditors:

MIS D S Mahambre & Co., Chartered Accountants Auditors of the company retire at the conclusion of theAnnual General Meeting and expressed their willingness to continue in the office, if appointed. You arerequested to appoint them and fix their remuneration.

MIS D S Mahambre & Co. have confirmed their eligibility under Section 141 of the Companies Act, 2013and the Rules framed thereunder for reappointment as Auditors of the Company.

Cost Auditors:

The Company is not required to maintain cost records as per the Companies (Cost Records and Audit)Amendment Rules, 2014

Extract of the Annual Return:

The details forming part of the extract of the Annual Return in form MGT 9 is annexed herewith as"Annexure B".

Patiiculars of Employees:

No Employee is covered under Section 197 read with Rule, 5 of The Companies (Appointment andRemuneration of Managerial Personnel) Rules, 2014

Employees Relations

The employees' relation at all levels and at all units continued to be cordial during the year.

Acknowledgement

Your Directors wish to place on record their appreciation of the dedicated efforts by employees at all levels.The Directors also wish to place on record their word of sincere appreciation to the bankers & financialinstitutions, the investors, the vendors, the customers, the medical profession and all other business

associates for their continued support. ~_

DITI PANANDIKAR )DIRECTOR )

179113 )))))))

SUNDEEP V BAMBOLKARDIRECTORDIN: 00176613

PLACE: MUMBAIDATE: May 2, 2016

Annexure-A

Form No. AOC-2(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 relatedparties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain armslength transactions under third proviso thereto:

1. Details of contracts or arrangements or transactions not at arm's length basis

The Company has not entered into any transaction which is not on arms length basis

2. Details of material contracts or arrangement or transactions at arm's length basis

Name of the party Principal terms and conditions Date of Amountwith which contract is Approval paid as

entered into Advance

Indoco Remedies Ltd Consultancy Charges Yearly 1,66,91,405 12-04-2015 NIL

Indoco Remedies LtdLoan from Holding

Yearly 22,00,000 12-04-2015 NILCo.

Indoco Remedies Ltd Retainer Fees Yearly 3,96,000 12-04-2015 NIL

Indoco Remedies Ltd Salary office staff Yearly 46,48,501 12-04-2015 NIL

Subscription to 7%

Indoco Remedies LtdCumulative OneTime 2,00,20,000 08-01-2016 NILRedeemablePreference Shares

Annexure-B

Extract of Annual ReturnAs on the financial year ended on 31stMarch. 2016

{Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Managementand Administration) Rules, 2014}

FORMMGT-9

SINo. Name and Description of NIC Code of the %to total turnover ofmain products/services Product/service the company

1. Project Construction 7110 100%

I. REGISTRATION AND OTHER DETAILS:

I CIN U93000MH1995PTC086174

ii Registration Date 8thMarch, 1995

III Name of the Company Xtend Industrial Designers and EngineersPrivate Limited

iv Category/sub Category of Company Company having Share Capital

v Address of the Registered Office and 166 CST Road, Kalina, Santacruz East,contact Details Mumbai 400098

Mr. SundeepV Bambolkar.Email: [email protected]: 02226541851-55

VI Whether Listed Company No

Vll Name. Address and contact details of NARegistrar and Transfer Agent

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10%or more of the total turnover of the companyshall be stated:-

m. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

SL. Name and CIN/GLN Holding! %of ApplicableNo. address of the Subsidiary shares Section

Company / Associate held

1. Indoco L85190MH1947PLC005913 Holding 100% 2(87)(ii)Remedies Ltd

IV. SHARE HOLDING PATTE'm (EquitylPreference Share Capital Breakup as percentage ofTotal Equity)

i) Category-wise Share Holding

Category of No. Of shares held at the beginning of the No. Of shares held at the end of the year %Shareholders year change

duringtheyear

Demat Physical Total %of Demat Physical Total %ofTotal TotalShares Shares

A. Promoters(1) Indiana) IndividuallHUFb) Central Govtc) State Govt (s)d) Bodies Corp 25025 25025 100 25025 25025 100e) BankslFIt) Any Other(PAC}Sub-Total (A)(l) 25025 25025 100 25025 25025 100(2)Foreigna) NRIs-Individualsb) Other-Individualsc) Bodies Corpd) Banks/FI

e) E) Any OtherSub-totalSub-Total (A)(2)Total 25025 25025 100 250025 250025 100Shareholding ofPromoter (A)=(A)(l)+ (A)(2)

PublicShareholding1. Institutionsa) Mutual Fundsb) BankslFIc) Central Govtd) State Govt(s)e) VentureCapital Fundsf) Insurance Cog) FIlsh) ForeignVenture CapitalFundi) Others(Specify)Sub-total (B) (1)

2. NonInstitutionala) Bodies Corp.

i) Indian

ii)Overseas

b) Individuals

i) Individualshareholdersholding nominalshare capital uptoRs.llakh

i) Individualsshareholdersholding nominalshare capital inexcess of Rs. 1lakhc) Others(specify)Clearing Member

ForeignNationals- Non ResidentIndians (Repat)- Non ResidentIndians (NonRepat)TrustSub total (B)(2)Total Publicshareholding(B)=(B)(I) +(B)(2)

C. Shares heldby Custodian forGDRs&ADRsGrand Total 25025 25025 100.00 250025 250025 100(A+B+C)

ii) Shareholding of Promoters

SI. Shareholder's Share holding at the beginning of Share holding at the end of the yearNo name the year

No. of %of %of No of %of % of shares %shares total shares shares total pledged/encumber chang

shares pledged/ share ed to total shares e incf the encumbere s of sharecompan d to total the holdin

y shares Com- gpany during

theyear

1 Indoco 25025 100 0 2027025 100 0 -Remedies.LtdTotal: 25025 100 250025 100 -

iii) Change in Promoters' Shareholding (please specify, if there is no change)

Sl Shareholder's name Share holding at the Share holding atNo beginning of the the end of the year

yearNo. of 0/0 of No of 0/0 of 0/0shares total shares total change

shares of shares in sharethe of the holding

company Com- duringpany the year

1 Indoco Remedies Limited 25025 100 250025 100 -Total: 25025 100 250025 100 -

C. Remuneration to Key Managerial Personnel Other than MD/ManagerIWTD : NA

iv) Shareholding Pattern of top ten shareholders (other than Directors, Promoters andHolders of GDRs and ADRs): NA

v) Shareholding of Directors and Key Managerial Personnel: NA

v. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment(~ lakhs)

Secured Unsecured Deposits TotalLoans Loans Indebtedness

excludingdeposits

Indebtedness at the beginning ofthe financial yeari) Principal Amount 359.09 359.09ii) Interest due but not paidiii)Interest accrue but not dueTotal (i+ii+iii) 359.09 359.09Change in Indebtedness duringthe financial year

• Additional• Reduction 183.43 183.43

Net Change 183.43 183.43Indebtedness at the end of thefinancial yeari)Principal Amount 175.66 175.66ii)Interest due but not paidiii)Interest accrued but not due

Total: (i+ii+iii) 175.66 175.66

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole time Directors and lor Manager: NA

B. Remuneration to other directors: NA

VII. PENALITIESIPUNISHMENT/COMPOUNDING OF OFFENCES:

~ype Section oftb Brief Description Details of Authority Appeal made, if anyCompanies penalty/punis (RD/NCLT/ (give details)Act hmentlcompo COURT)

unding feesimposed

A. COMPANY

Penalty NA NA NAPunishment NA NA NA~ompounding NA NA NA

B. DIRECTORSenalty NA NA NA

Punishment NA NA NA~ompounding NA NA NA

C. OTHEROFFICERSINDEFAULTPenalty NA NA NAlPunishment NA NA NAk:ompounding NA NA NA

D. S. MAHAMBRE & COCHARTERED ACCOUNTANTS

105 NEELAM BLOC.R G THADANI ]\1AFCWORLIMUMBAI 400018.PHONE - 24935600

TOTHE MEMBERS OFXTEND INDUSTRIAL DESIGNERS & ENGINEERS PRIVATE LIMITED(Formerly known as INDOCO INDUSTRIAL DESIGNERS & ENGINEERS PRIVATE LIMITED)

Report on the financial Statements

We have audited the accompanying financial statements of XTEND INDUSTRIAL DESIGNERS &ENGINEERS PRIVATE LIMITED ("The Company"), which comprise the Balance Sheet as at 31stMarch 2016, the statement of Profit and Loss and Cash Flow Statement for the year then ended, and asummary of significant accounting policies and other explanatory information.

Managements responsibility for the financial statements:

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the CompaniesAct, 2013 ("The Act") with respect to the preparation and presentation of theses standalone financialstatements that give a true and fair view of the financial position, financial performance and cash flows ofthe Company in accordance with the accounting principles generally accepted in India. including theAccounting Standards specified under section 133 of the Act, read with Rule 7 of the Companies(Accounts) Rules, 2014. The responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriate accounting policies:making judgements and estimates that are reasonable and prudent ; and design , implementation andmaintenance of adequate internal financial controls, that were operating effectively for ensuring theaccuracy and completeness of the accounting records, relevant to the preparation and presentation of thefinancial statements that give a true and fair view and are free from material misstatements, whether due tofraud or error.

Auditors responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We have takeninto account the provisions of the Act, the accounting and auditing standards and matters which arcrequired to be included in the audit report under the provisions of the Act and the Rules made thereunder,

We conducted our audit in accordance with the standards on auditing specified under Section 143( I0) ofthe Act. Those standards require that we comply with ethical requirements and plan and perform the auditto obtain reasonable assurance about whether the financial statements are free from material misstatements

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in thefinancial statements. The procedure selected depend on the auditors judgment including the assessment ofthe risks of material misstatement of the financial statements whether due to fraud or error. In making thoserisk assessments, the auditor considers internal control relevant to the Company's preparation and fairpresentation of the financial statements in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by the management, as well as evaluating the overallpresentation of the financial statements.

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

OpinionIn our opinion and to the best of our information and according to the explanations given to us the financialstatements give the information required by the Act in the manner so required and give a true and fair viewin conformity with the accounting principles generally accepted in India, of the state of affairs of theCompany as at 31 st March, 2016 and its profit and is cash flows for the year ended on that date.

Report and other Legal and Regulatory Requirements1. 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 theannexure a statement on the matters specified in the paragraph 3 of the Order, to the extentapplicable.

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 knowledgeand belief were necessary for the purposes of our audit.

b. in our opinion proper books of accounts required by law have been kept by the Company so far as itappears 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 reportare in agreement with the books of account

d. in our opinion, the aforesaid standalone financial statement s comply with the Accounting Standardsspecified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

e. on the basis of the written representation received from the Directors as on 31sl March,20 16 taken onrecord by the Board of Directors, none of the directors is disquali fied as on 31st March, 2016 from bcingappointed as a director in terms of Section 164(2)ofthe Act

1\1. No.: 37106

Place: MumbaiDate : 02"d May, 2016

D. S. MAHAMBRE & COCHARTERED ACCOUNTANTS

105 NEELAM BLDG.R G THADANI MARGWORLIMUMBAI 400018.PHONE - 24935600

XTEND INDUSTRIAL DESIGNERS & ENGINEERS PRIVATE LIMITED

(Annexure to Auditors' Report)The Annexure referred to in our Auditors Report to the members of the company on the financialstatements for the year ended 31 st March,20 16 we report that:

I. In respect of its fixed assets:a. The Company has maintained proper records showing full particulars including quantitativedetails and situation of fixed assets.b. As explained to us the fixed assets have been physically verified by the management during the

year in a phased manner, which in our opinion is reasonable, having regard to the size of thecompany and nature of its assets. No material discrepancies were noticed on such verification.

c. In our opinion, the company has not disposed off a substantial part of fixed assets during theyear and the going concern status of the company is not affected.

2.. In respect of inventories:a. as explained to us, inventories had been physically verified by the management at the end of theyear.

b. In our opinion and according to the information and explanations given to us, the procedure ofphysical verification of inventories followed by the management is reasonable and adequate inrelation to the size of the company and nature of its business.

c. the company has maintained proper records of inventories. As explained to us there were 110material discrepancies noticed on physical verification of inventories as compared to bookrecords.

3. The company has taken a loan from company covered in the register maintained under section189 of the Companies Act,20 13. The terms of this loan are not prima facie prejudicial to theCompany.

4. The Company has not given any loans or advances to companies, firms or other partiescovered in the register maintained under Section 189 of the Act during the period.

5. In our opinion, and according to the information and explanations given to us, there are adequateinternal control procedures commensurate with the size of the Company and nature of its businessfor purchase of finished goods, spares, plant and machinery, equipment and other assets and forthe sale of goods and services. During the course of our audit we have not observed any majorweakness in internal controls.

6. In our opinion, and according to the information and explanations given to us, the company hasnot given any loans or advances in the nature of loans.

7. In our opinion, and according to the information and explanations given to us, the transactionsthat need to be entered in the register in pursuance of section 30 I of the Act have been entered,and the transactions have been made at prices which are reasonable with regard to the prevailingmarket prices at the relevant time.

•.

D. S. MAHAMBRE & COCHARTERED ACCOUNTANTS

105 NEELAM BLDG.R G THADANI MARGWORLIMUMBAI 400018.PHONE - 24935600

8. The Company has not accepted any deposits from the public.

9. In our opinion, the internal audit system of the Company, is commensurate with its size andnature of business.

10. According to the information and explanations given to us , the Central government has notprescribed the maintenance of cost records under Section 148( 1) of the Companies Act, 2013.

11. The Company does not have any investments in shares and debentures. Hence the question ofcommenting on whether investments are held in its own name do not arise.

12. According to the records of the Company and also based on Management representations,undisputed statutory dues payable in respect of income tax, wealth tax, sales tax, customs duty,excise duty and any other statutory dues have generally been regularly deposited, by theCompany during the year with the appropriate authorities in India.

13. The Company does not have accumulated losses as at 31st March, 2016 and the Company hasincurred cash losses during the financial year covered by our audit but has not incurred cash lossesin the immediately preceding financial year.

14. The Company has not granted loans or advances on the basis security by way of pledge of shares,debentures and other securities.

15. According to the records of the company, it has not defaulted on any loans taken from financialinstitutions and banks and it has not issued any debentures.

16. According to the information and explanations given to us, the Company has not raised any fundson short term basis which were utilized by them for long term investments.

17. The Company has not given guarantee for loans or other facilities taken by another company frombanks or financial institutions.

18. As per the information and explanations given to us and on the basis of examination of records, nomaterial fraud on or by the Company was noticed or reported during the year.

Place: Mumbai

Date : 02nd May, 2016

XTEND INDUSTRIAL DESIGNERS AND ENGINEERS PVT. LTD.

Balance SheetAs at 31st March, 2016

(~ lakhs)

Particulars Note No. Current Year Previous Year iAs at 31.03.2016 As at 31.03.2015

II. EQUITY AND LIABILITIES(I) Shareholders' Funds:

(a) Share Capital 3 202.70 2.50(b) Reserves & Surplus 4 32.06 60.92

234.76 63.42(2) Non-Current Liabilities

(a) Deferred Tax Liabilities (Net) 5 (1.43)()~(b) Long Term Provisions 6 2.02 1.75

0.59 1.88(3) Current Liabilities I

(a) Short Term Borrowings 7 175.66 359.0Y I(b) Trade Payables 8 105.10 152.85 I(c) Other Current Liabilities 9 4.57 12.36 !

I(d) Short Term Provisions 10 4.58 o.vs !

I289.91 -2~I :. :..U, i

---------~Total. .......................................... 525.26 _~~O.:;8,

II. ASSETS iII

( I) I Non Current Assets I(a: Fixed Assets 11 R.03 : (J,Di I

I (b) Long Term Loans and Advances 12 45.02 ~ ___ .._____ j__{_).:..')8 :

I Current ASS(;IS_-

5.'.05 i 4l.~(2) I II

I 13) [n v entorics 13 221.83 I 292.n iI :b) Lade Receivables 14 186.42 2lH.II Ii I

I I(c) (:Lifl and Bank Balances 15 8.74 7.5'J II

I I (d) Short Term Loans and Advances 16 54.58 '12.l4 II I ielOther Current Assets 17 0.64 ') 1")1 I-_.'j !

472.21 --- 'i;rU3-1I

·-------"(0~~Tutal ........................................... 525.26 _ __ ::~_)\).3"'::4,----j

Signiflcant Accounting Policies 1& 2INOles (Ill Financial Statements 3 to 30 I~~~~~~~~~~~==-----------------------------~~~----------------------------------------~

As pCI' our report of even date annexedFor D.S.Mahambre & Co.

B:HnouikuD.S.MahambreProprietorMembership No. 37106

Murnbai, U21<clMu) . 20 I ()

XTEND INDUSTRIAL DESIGNERS AND ENGINEERS PVT. LTD.

Statement of Profit and Loss Accountfor the year ended 31st March 2016

Particulars Note No. Current Year Previous YearApr'15-Mar'16 Apr'14-Mar'15

Income1) Revenue from Operations 18 336.18 331.882) Other Income 19 0.48 0.78

Total Revenue (I) 336.66 332.66Expenses

3) Cost of Materials Consumed 20 203.34 199.044) Employees Benefits Expense 21 46.34 39.805) Other Expenses 22 77.86 61.73

Total Expenses (II) 327.54 300.57Earning before Finance Cost, Depreciation and Amortization 9.12 32.09and Tax (I - II)

6) Finance Cost 23 35.71 27.987) Depreciation and Amortization Expense II 3.16 151

Profit before Tax (29.75) 2.578) Provision for Tax

(a) Current 0.00 0.80(b) Deferred ( 1.55) O.U9Total Taxes (1.55) 0.89Profit for the year (28.20) 1.68

9) Earnings Per ShareBasic & Diluted ( Rs. 10/- each) 24 (112.69) 6.71

Significant Accounting Policies 1&2Notes on Financial Statements 3 to 30

(~ lakhs)

As per our report of even date annexedFor D.S.Mahambre & Co.Chartered AccountantsFirm Registration No.: 105754W ~--;;,.

~;7-~::_.:i:r~·~,.~ - I I ..// '\:'0\~ I ....r·\( M., o, "kl

D.S.l\lahambre ~q,\::/ih,;j. J~~j.lProprietor ~~ ,/ ..:/:;11Membership No. 37106 ~~~'.r:

Aditi PanandikurDirector

Mumbai, 02nd May, 2016

XTEND INDUSTRIAL DESIGNERS AND ENGINEERS PVT. LTD.

Cash Flow StatementFor the year ended 31st March. 2016

Current Year Previous Year

(A) Cash Flow from Operating Activities:Net Profit before tax and extraordinnry item (2975) 2.58Adjustments for :

Depreciation and Amortisation Expense 3.17 1.54Interest Income (0.48) (0.78)Finance Cost 35.71 27.98

38.40 28.74Operating Profit before Working Capital Change 8.65 31.32Adjustments for"

Trade Payables and Other liabilities (52.12) 4.19Trade and Other Receivables 4.07 (143.10)Inventories 70.45 (96.81)

22.40 (23572)Cash generated from Operations 31.05 (204.40)

Income Tax Paid (Net of Refund) (10.30) (0.49)Net Cash generated from Operating Activities (A) 20.75 (204.89)

(8) Cash Flow from Investing ActivitiesPayment towards Capital Expenditure (1.13) (2.88)Interest Received 0.48 0.78

Net Cash used in Investing Activities (8) (0.65) (2.10)(C) Cash Flow from .Financing Activities

Finance Cost (35.71) (27.97)Dividend Paid (029)Proceeds from issue of Preference shares 200.20Proceeds from Short Term Borrowings 22225Repayment of Short Term Borrowings (183.43)Finance Cost

Net Cash inflow from Financing Activities ( C) (18.94) 193.99

Net Increase in Cash or Cash Equivalents (A+B+C) 1.16 (13.00)

Cash and Cash Equivalents (Opening) 7.59 20.59

Cash and Cash Equivalents (Closing} (Refer note no. 15) 8.74 7.59

« lakhs)

Notes:1.The above Cash Flow Statement has been prepared under "Indirect Method" set out in AS~3, issued by Instituteof Chartered Accountants of India.Figures in brackets mdicate cash outgo.Previous year's figures have been regrouped and reclassified wherever necessary.

As per our report-of even date annexedFor D.S.Mahambre & Co.Chartered AccountantsFinn Registration No .. I05754W

D.S.Mahambr.ProprietorMembership No. 37106

Mumbai, 02nd May. 2016

Significant Accounting Policies

1. CORPORATE INFORMATION

Xtend Industrial Designers and Engineers Private Limited (the Company) is a private Limited Company domiciled inIndia and incorporated under the provision of the Companies Act, of VII of 1913. The Company is engaged inproviding Services to Pharmaceuticals and API sector with respect to Industrial Advisers, Technical Advisers, ProjectConsultants, Project Managers, Project Executors, Designers, and Engineers etc. It is a 100% subsidiary of IndocoRemedies.Limited.

2. SIGNIFICANT ACCOUNTING POLICIES

2.1 Basis of Accounting and preparation of Financial Statements

The financial statements of the Company have been prepared in accordance with the Generally AcceptedAccounting Principles in India (Indian GAAP) to comply with the Accounting Standards notified underprovisions of the Companies Act, 2013. The financial statements have been prepared on accrual basisunder the historical cost convention. All assets and liabilities have been classified as current or non­current as per the Company's normal operating cycle and other criteria set out in the Schedule III to theCompanies Act, 2013.

2.2 Use of Estimates

The preparation of the financial statements in conformity with Indian GAAP requires the Management tomake estimates and assumptions considered in the reported amounts of assets and liabilities (includingcontingent liabilities) and the reported income and expenses during the year. The Management believesthat the estimates used in preparation of the financial statements are prudent and reasonable. Futureresults could differ due to these estimates and the differences between the actual results and theestimates are recognised in the periods in which the results are known / materialised.

2.3 Fixed Assets

Tangible Assets

Tangible Assets are stated at historical cost net of recoverable taxes such as CENVAT. In case of fixedassets acquired for new projects / expansion, interest cost on borrowings & other related revenueexpenses such as salaries etc. are capitalised.

2.4 Depreciation and Amortisation

Tangible Assets

Depreciation on Fixed Assets is provided on the written down value method on all assets at the rate isprovided based on useful life of the assets as prescribed in Schedule II to the Companies Act, 2013.

2.5 Impairment of Tangible Assets

An asset is treated as impaired when the carrying cost of asset exceeds its recoverable value. Animpairment loss is charged to the Profit and Loss Statement in the year in which an asset is identified asimpaired. The impairment loss recognised in prior accounting period is reversed if there has been achange in the estimate of recoverable amount.

2.6 Work in Progress

Incomplete job Contracts are valued at the Direct Cost and other allocable costs incurred on such Contracts andshown under Current Assets.

2.7 Revenue Recognition:

Revenue is recognised to the extent that it is probable that the economic benefits will flow to theCompany and the revenue can be reliably measured. The following specific recognition criteria must alsobe met before revenue is recognised.

The Company follows completed project method of accounting ("Project Completion Method of Accounting").Allocable expenses incurred on incomplete projects during the year are debited to work-in-progress account. Theincome is accounted for as and when the projects gets completed or substantially completed.

Revenue from Consultancy services rendered is recognised in the Profit and Loss account based on underlyingcontracts.

2.8Sale of goods and services

1. Sales of products are recognized when risk and rewards of ownership of the product are passedon to the customers, which is generally on dispatch of goods.

2. All sales revenues are stated at net of returns, discounts and sales tax.3. Revenue from services rendered is recognised in the Profit and Loss account based on

underlying contract.

2.9 Interest and Dividend Income

Interest Income is accounted on accrual basis. Dividend income is accounted for when the right to receiveit is established.

2.10 Retirement and Other Employees' Benefits

Company's contribution to Provident, Superannuation Funds is accounted on accrual basis and chargedto Profit & Loss account. The Company also provides for unutilized leave benefits to its employees onactuarial valuation. The company's contribution to L1Cfor group gratuity policy is charged to Profit andLoss account each year.

2.11 Income Taxes

Current tax is determined as the amount of tax payable in respect of taxable income for the year.

Deferred tax is recognised, subject to the consideration of prudence, on timing differences, being thedifference between taxable income and accounting income that originate in one period and are capable ofreversal in one or more subsequent years.

2.12 Earning Per Shares (EPS)

Basic earnings per share is computed by dividing the profit / (loss) after tax (including the post tax effectof extraordinary items, if any) by the weighted average number of equity shares outstanding as onreporting date. The weighted average number of Equity Shares outstanding during the period is adjustedfor events such as Bonus issue, share split that have changed the number of equity shares outstanding,without a corresponding change in resources.

2.13 Provisions

A provision is recognised when the Company has a present obligation as a result of past events and it isprobable that an outflow of resources will be required to settle the obligation in respect of which a reliableestimate can be made. Provisions (excluding retirement benefits) are determined based on the bestestimate required to settle the obligation at the Balance Sheet date. These are reviewed at each BalanceSheet date and adjusted to reflect the current best estimates.

2.14 Contigent Liabilities

A contingent liability is a possible obligation that arises from past events whose existence will beconfirmed by the occurence or non - occurence of one or more uncertain future events beyond thecontrol of the company or a present obligation that is not recognised because it is not probable that anoutflow of resources will be required to settle the obligation. A contigent liability also arises in extremelyrare cases where there is a liability that cannot be recognised because it cannot be measured reliabily.Contingent liabilities are disclosed in the Note No.25.

As per our Report attached

ForD.S.Mahambre & Co.Chartered Accountants ..~Firm Registration no105754W :(~~">~,~;-:,-...,~ fj_"7'j ~~_ ~oIICi( M.1'·In. i:,":!

D.S.MAHAMBRE l.'.*. .•..r » • / •• ., !"1. iPROPRIETOR \ Q. .:'1 i Iv.", ) ~,

\! .\. /.;:':;1.M.No. : 37106 '*~'i;."'_._.</~~>I'

~~ j().,>'~;--:-:._._.•...." Aditi Panandikar

Mumbai:Date : May 02,2016

Noteson financial statements for the year ended 31st March. 2016

Note 3 : Share Capital(~lakhs)

Particulars Current Year Previous YearAs at 31.03.2016 As at 31.03.2015

Authorised20,00,000 Equity SharesofRs.IO/- each (Previous Year 20,00,000 Equity Shares ofRs.10/- each) 200.00 200.0030,00,000 RedeemablePreference Shares ofRs.IO/- each (PreviousYear 30,00,000 redeemable Preference 300.00 300.00Shares ofRs.IO/- each)

Issued,Subscribed and Paid up:25,025 Equity Share ofRs. 10/- each (Previous year 25,025 Equity Share ofRs. 10/-) 2.50 2.50fully paid up.

Issued,Subscribed and Paid up:20,02,000 PrefShares of7% RedeemableCumulative Non-ConvertiblePrefShares ofRs.10/- each 200.20 -

,

Particulars 2015-16 2015-16 2014-15

Preference Shares Equity Shares Equity SharesNumber ~Iakhs Number ~Iakhs Number ~Iakhs

Shares outstanding at the beginningof the year - - 25,025 2.50 25,025 2.50Shares Issued during the year 20,02,000 200.20 - - - -Shares bought back during the year - - - - - -Shares outstanding at the end of the year 20,02,000 200.20 25,025 2.50 25,025 2.50

a) Details of Shares held by each shareholder holding more than 5% shares As at 31 March 2016 As at 31 March 2016 As at 31 March 2015No of Shares held % holding in that No of Shares held % holding in that No of Shares % holding in

class of Shares class of Shares held that class of

Egui!l Shares with votingrights :i) Indoco Remedies Limited - - 25025 100.00% 25025 100.00%

Preference Shareswith voting rights :i) Indoco Remedies Limited 2002000 100.00% - - - -

Noteson financial statements for the year ended 31st March, 2016

Note 4 : Reserves and Surplus(~ lakns)

Particulars Current Year Previous YearAs at 31.03.2016 As at 31.03.2015

i

a) Securities Premium Account 21.02 21.02

b) General Reserve I

Opening balance 0.50 0040Add : Transferred from Surplus in Statement of Profit & Loss - D.IOClosing Balance 0.50 0.50

Ic) Surplus in Statement of Profit & Loss

Opening balance 39.40 37.S0 IAdd: Net Profit after Tax transferred from Statement ofProfit & Loss (28.21) l.70 J

I Amount available for appropriation 11.19 39.50 II Less : Transferred to General Reserve - (0.1011I Less: Provision for Dividend (0.54) -

Less: Dividend Tax (0.11) - IClosing balance 10.54 J9.40~

i

LTOTAL ........................... 32.06 60.92

"

.,

Noteson financial statements for the year ended 31st March, 2016

Note 5 : Deferred Tax Liability (Net)(~ lakhs)

Particulars Current Year Previous YearAs at 31.03.2016 As at 31.03.2015

a) Deferred Tax LiabilityOn fiscal allowances on fixed assets 0.36 0.73

0.36 0.73

b) Deferred Tax AssetsOn employees' separation and retirement etc. (1.79) (0.60)

(1.79) (0.60)

TOTAL ........................... (1.43) 0.13

Note 6: Long Term Provisions

Particulars Current Year Previous YearAs at 31.03.2016 As at 31.03.2015

Provision For Leave Encashment 2.02 1.75

TOTAL ........................... 2.02 1.75

Note 7 . Short Term Borrowinzs (~ lakhs)

Particulars Rate of Interest Current Year Previous YearAs at 31.03.2016 As at 31.03.2015

UnsecuredLoans fromBanksCash Credit Facility ReferNote No. 6.1 36.66 142.09

Loans from Others ReferNote No. 6.2(a) Indoco Remedies Limited 99.00 127.00(b) Narsinh Investment and Finance Pvt Ltd 40.00 90.00

139.00 217.00

TOTAL ........................... 175.66 359.09

Noteson financial statements for the year ended 31st March, 2016

Note 8 : Trade Payables(~ lakhs)

Particulars Current Year Previous YearAs at 31.03.2016 As at 31.03.2015

Trade payablesOther than Acceptance . 105.10 152.85

TOTAL ........................... 105.10 152.85

Note 9 : Other Current Liabilities(~ lakhs)

Particulars Current Year Previous YearAs at 31.03.2016 As at 31.03.2015

Secureda) StatutoryDues 2.63 (1.88)

Unsecuredb) Other Current Liabilities 1.94 14.24

TOTAL ........................... 4.57 12.36

Note 10: Short Term Provisions(~ lakhs)

Particulars Current Year Previous YearAs at 31.03.2016 As at 31.03.20IS

a) Provision for Leave Encashment 0.85 0.19b) ProvisionFor Bonus 3.08 0.59c) ProvisionFor Dividend 0.54 -d) DividendTax 0.11 -

TOTAL ........................... 4.58 0.78

Noteson financial statements for the year ended 31st March, 2016

Note 11 : Fixed Assets

Gross Block Accumulated Depreciation! Amortisation Net BlockBalance as at 01st Additions Disposal! Sale Balance as at 31st Balance as at 01st Depreciation! Eliminated on Balance as at As at 31st As at 31st

Particulars April '2015 March' 2016 Apri['2015 Amortisation for Disposal! Sale of 31st March' March'2016 March'2015the year Assets 2016

A Tangible Assetsi) Plant & Machinery 7.63 1.13 - 8.76 1.42 1.32 - 2.74 603 6.22ii) Handling Equipments 0.39 - - 0.39 0.04 0.06 - 0.10 0.29 0.35iii) Plant - Utilities 0.15 - - 0.15 0.01 0.02 - 003 0.12 0.14iv) Equipments 3.29 - - 3.29 1.50 0.96 - 2.46 0.83 1.79

Total- Tangible Assets 11.46 1.13 - 12.59 2.97 2.36 5.33 7.27 8.50Previous year 11.47 11.47 2.96 2.96 8.51

B Intangible Assetsi) Computer Software 2.28 - - 2.28 0.71 0.80 - 1.51 0.76 1.57

Total - IntaJ1gible Assets 2.28 - - 2.28 0.71 0.80 - 1.51 0.76 1.57Previous year 2.28 2.28 0.71 0.71 1.57

Total - Assets 13.74 1.13 - 14.87 3.68 3.16 - 6.84 8.03 10.07Previous year - 13.74 - 13.74 - 3.68 - 3.68 10.07 -

Total.. ....... 8.03 10.07

(~ lakhs)

B D dA f f If ti ti (~I kh )eprecianon an mor rsa IOnre a 109 o con mumg opera IOns: a sFor the year For the year

Particulars ended 31st ended 31stMarch '2016 March '2015

i) Depreciation and amortisation for the year on Tangible Assets (As per Note lOA) 2.36 1.23ii) Depreciation and amortisation for the year on Intangible Assets (As per Note 13B) ()80 0.31

Depreciation and amortisation relating to continuing operations 3.16 1.54

N~teson financial statements for the year ended 31st March, 2016Note 12 : Long Term Loans and Advances

Particulars Non-Current CurrentAs at 31.03.2016 As at 31.03.2015 As at 31.03.2016 As at 31.03.2015

~Iakhs ~Iakhs ~Iakhs ~IakhsUnsecured considered good

I) Advances to Suppliers - - 46.74 27.732) Deposit Others 0.91 1.10 - -3) Employee Advances - - 1.15 13.294) Advance Income Tax (Net) 23.10 12.80 - -5) Pre-paid Expenses - - 0.40 0.356) Balances with Government authorities

Service Tax Credit Receivables - - 6.29 1077) Other Loans& Advances (Sales Tax Receivable) 21.01 17.08 - -

TO'I·AL........................... 45.02 30.98 54.58 42.44

Amount disclosed under the head "Short Term Loans & Advances" (NoteNo. 16 ) - - (54.58) (42.44)

45.02 30.98 - -

Note 13 : Inventories(~lakhs)

Particulars Current Year Previous YearAs at 31.03.2016 As at 31.03.2015

a) Stock in Trade 221.29 280.68b) Stores and Spares 0.54 1160

TOTAL ........................... 221.83 292.28

" 14: Trade Receivables('{lakhs)

Particulars Current Year Previous YearAs at 31.03.2016 As at 31.03.2015

Unsecureda) Debts outstanding for more than six months from the date they are due for

paymentConsidered Good 99.57 101.76Considered Doubtful ................. - -

99.57 101.76Less. Provision/or doubtful debts - -

99.57 101.76

b) Other Debts - Considered Good 86.85 102.35

TOTAL ........................... 186.42 204.11

Notes,on financial statements for the year ended 31st March, 2016

Note 15 : Cash and Bank Balances

Particulars Current Year Previous YcarAs at 31.03.2016 As at 31.03.2015

Cash and Cash Equivalents(i) Cash on hand 0,52 0.03(ii) Balances with Banks

In Current Accounts 3,22 2,56In Fixed Deposit Accounts 5.00 5.00

/

TOTAL ........................... 8.74 7.59

(~ lakhs)

Note 16 : Short Term Loans & Advances

Particulars Current Year Previous YearAs at 31.03.2016 As at 31.03.2015

Unsecured considered good

Ia) Advances to Suppliers 46,74 2'1.73b) Employee Advances 1.15 iJ .29 I

c) Pre-Paid Expenses 0.40 (US Id) Balance with Customs, Central Excise Authorities 6,29 ' (' -; !I.l!j

I-

42.~T()TAL ........................... 54.58-

-- I

(~ lakhs)

Note 17 : Othel' Current Assets

r Particulars Current Year Previous YearAs at 31.03.2016 As at 31.03.2015-

I a) Interest Receivable 0.06 0.06

Ib) Other Current Assets 0.58 2.85

211'OTAL ........................... 0.64

(~ lakhs)

Revenue from OperationsFor the yearended 31stMarch, 2016

For the yearended 31stMarch, 2015

Sale of ProductDomesticDomestic Sales-Engg, MaterialTotaI. .

mort SalesTotal

Total Sales

Sale of ServicesSales - Engg.ServicesTotal

Total Revenue from Operations (Gross)

Less : Excise - FDFExcise - API

Total Excise

Total Revenue from Operations (Net)

(t lakhs) (t lakhs)

159.06 250.86159.06 250.86

159.06 250.86

177.12I

81.02 I177.]2 81.02r----------+-----------

336.18 331.88

II----~ --I-~ ~

336.18 331.88

Noteson financial statements for the year ended 31st March, 2016

Note 18 : Revenue from operations(~ lakhs)

Particulars Current Year Previous YearApr'15-Mar'16 Apr'14-Mar'15

a) Sale of ProductDomestic 159.06 250.86Export Sales 0.00 0.00

159.06 250.86

b) Sale of ServicesSales - Engg.Services 177.12 81.02

177.12 81.02

Total Revenue from Operations (Gross) 336.18 331.88

TOTAL ............. 336.18 331.88

Note 19 : Other Income(~ lakhs)

Particulars Current Year Previous YearApr'15-Mar'16 Apr'14-Mar'15

Interest Received 0.48 0.78

TOTAL ............. 0.48 0.78

Noteson financial statements for the year ended 31st March, 2016

Note 20 : Cost of Materials Consumed(~ lakhs)

Particulars Current Year Previous Yea I'Apr' I5-Mar' 16 Apr' I4-Mal" 15

Cost of Material ConsumedOpening Stock 280.68 J 87.50Add: Purchases (Net of Excise Duty) 143.95 292.22Less: Closing Stock (221.29) (280.68)

203.34 199.04

TOTAL .................... 203.34 199.04

Note 21 : Employee Benefits Expense(~ lakhs)

Particulars Current Year Previous YearApr'I5-Mar'16 Apr'14-Mar'15

a) Salaries, Wages and Bonus 42.36 36.80b) Cont. to Provident and Other Funds 3.98 2.99c) Staff Welfare Expenses 0.00 0.01

TOTAL .................... 46.34 39.80

Noteson financial statements for the year ended 31st March, 2016

Note 22 : Other Expenses(~ lakhs)

ticularsCurrent Year Previous YearApr'15-Mar'16 Apr'14-Mar'15

iConsumable Stores 2.99 1.61 IJob Work Charges 21.42 25.75

Ii Rent, Rates, Taxes 3.14 0.75Insurance 0.37 0.83 IRepairs & Maintenance 13.87 4.93 ITurnover and Additional Tax 0.00 0.01 I

I) Advertising and Sales Promotion Expenses I 0.00 1.09 i

, , I "

~.

1)2)

4)5)6)

8) Iravelling, Conveyance and Motor Car Expenses9) Legal and Professional Feesi0) Postage, Telephone and Telex Expenses1 i) Printing and Stationery Expenses12) Payments to Auditors

(i) Audit Fees(ii) Tax Audit Fees(iii) Other Services

4.16 1

1.8311.870.26

9.y~ !( ~", I

:')6~I',. YI

0.J5 II

0.25 I0.450.20

0.251.450.20

12) Loading & Unloading Charges13) Swach Bharat Cess Expense14) Site Expenses1S) Miscellaneous Expenses

1.90 n.905.46 0.000.05 0.00 I14.34~ 5.J3 I

6.20 5.63 I1-------7-7-.8-~-, ----6i.73:

--1L- ~ L_ _jTOTAL ..

Note 23 : Finance Cost

I Particulars._----.._.,

Current Year Previous YCt~

IApr'15-Mar'16 Apr'14-Mar'lS I- !

I a) Interest Expense 35.69 27.951

I b) Other Financial charges 0.02 n.03 I

I

I

TOTAL .................... 35.71 27.98

Noteson financial statements for the year ended 31st March, 2016

Note 24 : Earnings per share (EPS)

Particulars Current Year Previous Y carApr'15-Mar'16 Apr'14-Mar'lS

BasicTotal OperationsNet Profit for the year ( ~ lakhs) (28.20) 1.68

Weighted average numbers of equity shares 25025 25025

Earning per share ( ~ 10/-) (112.69) 6.71•

Noteson financial statements for the Year ended 31st March 2016

Note 25:Segment Reporting:Primary Segment:The Company has only one business segment i.e. Services.

Secondary Segment: (Geographical)

Sales and Services Current Year

( ~ In lakhs)

Previous Year

India 33618 331.88

Outside India 0.00 000----- ----_-_-_._--_._-

Total 3364B 331.88

Note 26:Tax deducted at source from Other Income consists of:Rs.11.38 Lakhs on account of Professional or Tech Services(Previous Year RS.3.15lakhs)RS.0.03Lakhs on account of Interest received (Previous Year Rs. 0.04 lakhs)RS.0.35Lakhs on account of Contracts (Previous Year RS.0.85lakhs)

Note 27 :Related Party Disclosure as required by Accounting Standard 18 issued by the Institute of CharteredAccountants of India.

I. Related Parties

(A) Enterprises that control or are controlled by thereporting company:

Holding companiesSubsidiary Companies Indoco Remedies Limited

Not Applicable

Fellow Subsidiaries Indoco Pharmchem Limited

(B) Associates and Joint Ventures of reporting company:AssociatesJoint Ventures

(ii) Their relatives:

NILNIL

Mr. Suresh G KareMrs. Aruna S. KareMrs. Aditi PanandikatMrs. Madhura A. RarnaniMr. Sundeep Bambolkar

Mr. Rarnnath KareDr. Milind P. PanandikarDr. Anup RarnaniMrs. Laxrni BambolkarMrs. Pratima VaidyaMrs. Amita RajadhyakshaMrs. Meera KarnikMrs. Suman NaikMrs. Sudha PalMr. 'Jasant BambolcarMrs. Neeta BarnbolkarMs. Manali BambolkarMr. Paresh Barnbolkar

(C) (i) Individuals owning and having control of the reporting company

(D) (i) Key Management personnel: Mrs. Aditi PanandikarMr. Sundeep V.BambolkarMrs. Aruna S. KareMrs. Madhura A. Ramani

(ii) Their relatives: Mr. Suresh G KareMrs. Laxmi BambolkarDr Milind P. PanandikarMrs. Neeta BambolkarMr. Vasant BambolearMs. Manali BambolkarMr. Paresh BambolkarDr. Anup RamaniMrs. Pratima VaidyaMrs. Amita RajadhyakshaMrs. Meera Karnik

(E) Enterprises controlled by key management personnel SPA Holdings Pvt Ltd.,Shanteri Investments Pvt Ltd.,IndoeoAnalytical Solutions LLP,Indoeo Capital Markets Ltd.,A K Services,Warren Generics s.r.o..Indoeo Pharamehem Limited.Suresh Kare Indoeo Foundation,Indoeo Remedies Singapore PTELtd.

::2

II. Transactions in respect of which disclosures to be madeIndividuals

Enterprises Associates owning and

Particulars of that control or and Joint having control

transaction are controlled Ventures of over theby reporting reporting reportingcompany company company and

their relatives(A) (8) (C)

Purchases or salesof goods (finishedor unfinished)Purchases or salesof fixed assets

Rendering or C.Y. 217.36receiving ofservices P.Y 64.42

C.Y.Agencyarrangements P.Y

P.YRemuneration paid

P.Y.Transfer ofresearch anddevelopment

License C.Y.agreements

P.Y

Finance (includingC.Y 222.20loans and equity

contributions incash or in kind) P.Y 131.21

Guarantees andcollateralsManagementcontracts includingfor deputation ofemployees

ReceivableC.Y 75.25

P.Y 30.51

C.y 99.00Payable

P.Y 130.61

KeyManagementpersonnel andtheir relatives

(D)

(~ In lakhs)

Enterprisescontrolled by keymanagementpersonnel

(E)

III. Transactions with related parties in ordinary coursel not in normal coursel not on an arm's length basis

Particulars oftransaction

Enterprises thatcontrol or arecontrolled byreportingcompany

(A)

439.56(i) Transactions C.Y.in the ordinarycourse P.Y 195.63

Associatesand Joint

Ventures ofreportingcompany

(8)

Individualsowning and

having controlover thereporting

company andtheir relatives

(C)

KeyManagementpersonnel andtheir relatives

(D)

( Z In lakhs )

Enterprisescontrolled by keymanagementpersonnel

(E)

3

(ii) Transactionsnot in thenormal course(iii)Transactionsnot on an arm'slength basis(iv) Justificationfor (iii)

Note 28 :Due to inadequacy of profits, Preference dividend is not paid on 7% Redeemable Cumulative Non-Convertible

Preference Shares of Rs.10/- each allotted by company Xtend Industrial Designers & Engineers Pvt Ltd to IndocoRemedies Limited. The same has however been provided in the accounts, the preference shares being cumulative.

Note 29 :Disclosure required under the Micro, Small and Medium Enterprises Development Act, 2006 (the Act) aregiven as follows:

~In lakhs

ABC

Principal Amount Due Interest due on the aboveInterest paid during the year beyond the appointed dayAmount of interest due and payable for the period of delay inmaking payment without adding the interest specified underthe Act

D Amount of interest accrued and remaining unpaid at the endof the year.

E Amount of further interest remaining due and payable even inthe succeeding years, until such date when the interest duesas above are actually paid to the small Enterprises for thepurpose of disallowance as a deductible expenditure undersection 23 of the ACT.

2015 -164.07

2014 -1519.20

The above information regarding Micro Enterprises and small Enterprises has been determined on the basisof information available with the Company. No interest has been accrued on delayed payments, if any.

Note 30:

Previous year's figures have been regrouped and reclassified wherever necessary.

As per our Report attached

For D.S.Mahambre & Co.Chartered Accountants

Firm Registr~ationno..~.. ,. -....-.s«.."""".'......~~~...... .,i::~~', ",,,,. / '\"'c)'\

~ ,. ~!,' 'e.,'\L 1~,' .;. "./4,,_It

D.S.Mahambre \t.·.,\\. :'·ih_';~./.t:.!.,iJ..e. /J~r 'JProprietor \:·;O"_....-:'.~"'(,~?(·M. No. 37106 ~~~;:d.f·

Aditi PanandikarDirector

Sundeep V. BambolkarDirector

Mumbai: May 02,2016

4