17 Annual Report 2011-2012: Nimbus Foods Industries Limited
17 Annual Report 2011-2012: Nimbus Foods Industries Limited
BOARD OF DIRECTORS: Shri Amit Khaksa Shri Sharad Khandelwal Shri Arvind Thakkar Shri Sanjay Mangal Shri Deepak Sharma Shri Bhaychand Prajapati Executive Director Director Additional Director(w.e.f.14/08/2012) Additional Director(w.e.f. 14/08/2012) Director (upto 14/08/2012) Director (upto 14/08/2012)
REGISTERED OFFICE: Plot No. B-13 & 14, Phase- II, GIDC Industrial Area, Naroda, Ahmedabad-382330 Website : www.nimbusfoods.in E-mail: [email protected]
CONTENTS Notice Directors Report Management Discussion & analysis Report Report on Corporate Governance Auditors Report Balance Sheet Statement of Profit & Loss Cash Flow Statement Notes to the Financial Statements ANNUAL REPORT 2011-2012
PAGE NOS. 02 04 10 12 19 22 23 24 25
Directorship held in other companies Membership/Chairmanships of Committee in other Public Companies ANNUAL REPORT 2011-2012
None
Name Age (Date of Birth) Date of Appointment Qualification and experience in specific functional area
Mr. Sanjay Mangal 16-09-1971 14-08-2012 He is Commerce graduate and he has an experience of 22 years in the financial management and capital market advisory. None None
Directorship held in other companies Membership/Chairmanships of Committee in other Public Companies Brief resume of Executive Director seeking appointment Name Age (Date of Birth) Date of Appointment (Director) Qualification and experience in specific functional area
Mr. Amit Khaksa 22-08-1979 01-04-2006 Mr. Amit Khaksa, Executive Director of the Company aged around 33 years is a Graduate and jointed the Board of the Company in the year 2006 as Director Mr. Amit Khaksas responsibilities in the Company encompass product delivery, project execution for innovative production techniques, quality control and enhancement, process and customer satisfaction. He supervises the functioning of various departments in the organization such as Sales & marketing, Estimation, customer Relationship Management, cost audit, Human resources, Purchase, Corporate Communications. None
Directorship held in other companies Membership/Chairmanships of Committee in other Public Companies * Private Companies are excluded
B. C.
III. The Executive Director shall be entitled to reimbursement of expenses incurred by him In connection with the business of the Company. IV. The Executive Director shall not, so long as he functions as such, become interested or Otherwise concerned directly or through his wife and/or minor children in any selling Agency of the Company without the prior approval of the Central Government. D. DUTIES: Subject to the superintendence, direction, and control of the Board of Directors of the Company the Executive Director Shall be entrusted with powers of Administration, Marketing and Accounts and also such other duties and responsibilities as may be entrusted to him by the Board of Directors from time to time. The headquarter of Executive Director shall be at Ahmadabad or at such place as the Board of Directors may decided from time to time. TERMINATION: The Executive Director may be removed from his office for gross negligence, breach of Duty or trust if a special Resolution to that effect is passed by the Company in its General Meeting. The Executive Director may resign from his office by giving 90 days Notice to the Company. ANNUAL REPORT 2011-2012
E.
B. C. D. 2. A. B. 3.
TECHNOLOGY ABSORPTION :
B.
Electricity : Purchased Units (kwh/lacs) Total Amount (Rs. in Lacs) Rate / Unit (Rs.) 2. LDO : ( Light Diesel Oil ) Purchased (Ltr./ lacs) Total Amount ( Rs. in Lacs ) Rate / Ltr (Rs.) 3. GAS : Total Calorific / lacs Total Amount ( Rs. in Lacs ) Rate / Ltr (Rs.) CONSUMPTION PER UNIT OF PRODUCTION : Production of Bread & Bakery (Kg) Production of Bread & Bakery from consumption of Maida (per Kg)
THREATS Although heavy discounting by supermarkets has been less of a problem for the bread market over the past year, there are signs that the proliferation manufacturers to gain shelf space. The wide range of product positioning can also be confusing for the consumer. Breads image as a commodity product is still likely to act as a brake to any real growth within the market.
c.
Segment wise Performance: The Companys primary business is bakery and confectionery. The food related products of the Company incorporate product groups viz. Bakery and Bread which have similar risks and returns and are in one segment only.
d.
Recent Trend and Future Outlook: The Indian market for bread and baker products is estimated at about 10,000 Crore per annum and is growing at rate of 35 percent. It is observed after indulgence in the bread industry since last so many years that the cost of manufacturing Bread and bakery products is low after initial setup of plant and machinery and the tastes and preferences of consumers in bakery products is highly dependent upon the innovative creation of new or existing products which will create handsome opportunities with tremendous profit margins.
10
11
Executive Non-Independent Arvind Thakkar## Non-executive Independent Sanjay Mangal## Non Executive Independent Sharad Khandelwal Non Executive Deepak G. Sharma# Non Executive Bhaichand G. Prajapati# Non Executive Independent
Amit Khaksa
7 N.A. N.A 6 7 7
b)
* Private Companies excluded. # upto 14th August 2012 ## w.e.f. 14th August 2012 Details of the Directors seeking Re-appointment/Appointment in the Annual General Meeting : Brief resume of the Director seeking re-election at the 17th Annual General Meeting Name Age (Date of Birth) Date of Appointment Qualification and experience in specific functional area Mr. Sharad Khandelwal 26-10-1970 14-02-2011 Master degree in the field of Taxation and having more than 18 years of experience in the related field. None
12
Membership/Chairmanships of Committee in other Public Companies None Name Age (Date of Birth) Date of Appointment Qualification and experience in specific functional area Mr. Sanjay Mangal 16-09-1971 14-08-2012 He is Commerce graduate and he has an experience of 22 years in the financial management and capital market advisory. None
Membership/Chairmanships of Committee in other Public Companies None Brief resume of Executive Director seeking appointment Name Age (Date of Birth) Date of Appointment Qualification and experience in specific functional area Mr. Amit Khaksa 22-08-1979 01-04-2006 Mr. Amit Khaksa, Executive Director of the Company aged around 33 years is a Graduate and jointed the Board of the Company in the year 2006 as Director Mr. Amit Khaksas responsibilities in the Company encompass product delivery, project execution for innovative production techniques, quality control and enhancement, process and customer satisfaction. He supervises the functioning of various departments in the organization such as Sales & marketing, Estimation, customer Relationship Management, cost audit, Human resources, Purchase, Corporate Communications.
Directorship held in other companies * Private Companies are excluded ANNUAL REPORT 2011-2012
13
3.
4.
* w.e.f. 14/08/2012 # upto 14/08/2012 REMUNERATION COMMITTEE : The Board Committee is vested with the responsibilities to function as per SEBI Guidelines and Companies Act, 1956 and recommends to the Board compensation package. It also reviews from time to time the overall Compensation structure and related policies with a view to attract, motivate and retain employees. The Remuneration Committee of the Company is reconstituted on 14/08/2012. The meetings of Remuneration Committee were held on 20-07-2011, 10-11-2011, and 05-03-2012 during the year. The Composition and attendance of directors in Remuneration Committee during the year is as underSr. No. 01. 02. 03. 04. 05. Director Mr. Mr. Mr. Mr. Mr. Sanjay Mangal* Deepak Sharma# Bhaichand Prajapati # Sharad Khandelwal Amit Khaksa Status Chairman(w.e.f.14/08/2012) Chairman(upto 14/08/2012) Member Member Member No. of Meetings Attended N.A. 3 3 2 3
# upto 14/08/2012 * w.e.f. 14/08/2012 Details of remuneration paid: 1. Shri Amit Khaksa, Joint Managing Director was paid Rs 3,00,000/- as remuneration during the year 2011-12. 2. No Sitting Fees, Commission of Stock Option has been offered to the Directors.
14
6.
5.
6.
7.
Note : (a) No special Resolution passed in the last AGM of the Company. (b) Postal Ballot was conducted by the Company during the financial year 2011-12 and following three Special Resolutions were passed through postal ballot. (i) Approval to Increase in the limit of investment/loan/giving guarantee and/or providing security under Section 372A of the Companies Act, 1956. (ii) Approval under Section 293(1)(a) of the Companies Act, 1956 for mortgage and/or charge of movables and immovable properties of the Company. (iii) Approval to Issue Convertible Warrants to Promoter and Non-Promoters Group on preferential basis. DISCLOSURES : (a) The Company has not entered into any transaction of material nature with the Promoters, the Directors or the Management that may have any potential conflict with the interest of the Company. The Company has no subsidiary. (b) There was neither been any non-compliance of any legal provision of applicable law, nor any penalty imposed by the Stock Exchange/s or SEBI or any other authorities, on any matters related to Capital Market during the last three years. MEANS OF COMMUNICATION : (a) In compliance with the requirements of the Listing Agreement, the Company regularly intimates Unaudited/ Audited Financial Results to the Stock Exchange/s immediately after they are taken on record by the Board of Directors. These Financial Results are normally published in Free Press Gujarat of English Edition and Lokmitra of Gujarati Edition. (b) During the year ended on 31st March, 2012, no presentation was made to institutional investors or analyst or any other enterprise. (c) Management Discussion and Analysis form part of the Annual Report. SHAREHOLDERS INFORMATION : (a) Registered Office : Plot No.B-13 & 14 Phase-II, GIDC Industrial Area, Naroda, Ahmedabad - 382 330. (b) Annual General Meeting : Day : Thursday Date : 27th September, 2012 Time : 11.00 A.M. Venue : At the Registered Office of the Company at: Plot No.B-13 & 14 Phase - II, GIDC Industrial Area, Naroda, Ahmedabad - 382 330
15
Not Applicable. 1. Ahmedabad Stock Exchange Limited, Kamdhenu Complex, 1st Floor, Opp. Shajanand College, Panjara Pole, Ambawadi, Ahmedabad-380 015. 2. Bombay Stock Exchange Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai-400001
: :
ASE BSE
36004 531598
The Company has appointed the below mentioned agency as Registrars and share Transfer Agents (RTA) for both physical and Demat Segment of Equity Shares of the Company: SHAREPRO SERVICES (INDIA) PVT. LTD. 416-420, 4th.Floor, Devnandan Mall, Opp. Sanyash Ashram, Ellisbridge, AHMEDABD 380006 Tel No. 079-26582381/82/83/84 Fax No. 079-26582385 Email: [email protected]
Securities lodged for transfer at Registrars address are normally processed within 15 days from the date of lodgement, if documents are clear in all respects. Request for dematerialization of securities are processed and confirmation is given to the depositories within 15 days.
The shares of the Company have been traded at the Bombay Stock Exchange during 1st April, 2011 to 31st March, 2012. The information of Stock Price data are submitted here under: Month High(Rs.) April, 2011 May, 2011 June, 2011 July, 2011 August, 2011 September, 2011 October, 2011 November, 2011 December, 2011 January, 2012 February, 2012 March, 2012 2.60 2.46 2.09 1.94 1.88 2.05 2.00 2.02 1.69 1.68 1.71 1.70 BSE Low(Rs.) 2.02 1.95 1.35 1.41 1.42 1.46 1.51 1.36 1.35 1.37 1.18 1.19 Shares Traded (No.) 20,42,080 25,81,257 25,15,489 12,82,078 12,98,567 6,64,763 5,66,359 5,89,715 3,26,163 5,20,031 7,30,629 5,84,606 ANNUAL REPORT 2011-2012
16
(l) Category of Shareholders as on 31st March, 2012: Category Promoters & PAC Financial Institutions/ Banks Mutual Fund Bodies Corporate NRIs Public Grand Total No. of Share held 1,28,26,615 1,05,02,411 27500 3,79,84,465 5,08,11,080 % of Shareholding 25.24 20.67 0.05 54.09 100.00
8.
9.
(m) Outstanding GDRs/ADRs/Warrants: The Company has not issued any GDRs/ADRs. The Company has 2,50,00,000 outstanding Warrants for the conversion into Equity Share, at the end of the financial year 2011-12. (n) Dematerialisation: The Company has entered into Agreement with National Securities Depository Limited (NSDL) and Central Depository Services (india) Limited (CDSL) for Dematerialisation of Shares. The Companys equity shares are compulsorily traded in dematerialized from. The ISIN No. of the Company is INE301B01020. As on 31st March, 2012, a total of 44364799 Shares of the Company which is 87.31% of the share Capital of the Company stands dematerialised. OFFICE & PLANT LOCATION : The Companys Office and Ahmedabad Plant is located at Plot No. B-13 & 14, Phase-II, GIDC Industrial Area, Naroda, Ahmedabad-382 330. Jaipur (Leased) Plant is located at E-421/422, Road No. 17, Nr. Kailash Canteen, V.K.I. Area, Jaipur - 302023 ADDRESS FOR CORRECPONDENCE : SHAREPRO SERVICES (INDIA) PVT. LTD. 416-420, 4th.Floor, Devnandan Mall, Opp. Sanyash Ashram, Ellisbridge, AHMEDABAD 380006 Tel No. 079-26582381/82/83/84 Fax No. 079-26582385 Email: [email protected] For any assistance regarding correspondence dematerialisation of shares, share transfers, transactions, change of address, non-receipt of divided or any other query, relation to shares: Registered Office : Plot No.B-13 & 14, GIDC Industrial Area, Naroda, Ahmedabad-382 330 Telephone Nos. : (079) 2281 3445 Fax No. : (079) 2281 4023 E-mail : [email protected] Compliance Officer : Mr. Amit Khaksa, Executive Director. For and on behalf of the Board Amit khaksa Executive Director
17
CHAIRMAN & WHOLE TIME DIRECTOR (WTD) DESIGNATED AS EXECUTIVE DIRECTOR CERTIFICATION: I, Amit Jogendra Khaksa, Chairman & Whole time Director designated as Executive Director of Nimbus Foods Industries Limited to the best of my knowledge and belief certify that: 1. These statements do not contain any untrue statement of a material fact or omit to state a material fact or contain statements that might be misleading 2. These statements together present a true and fair view of the Companys affairs and are in compliance with existing accounting standards, applicable laws and regulations. 3. To the best of my knowledge and belief, no transactions entered into by the company during the year are fraudulent, illegal or violative of the companys code of conduct. 4. I am responsible for establishing and maintaining internal controls over financial reporting for the company, and I have evaluated the effectiveness of the internal control system of the Company and I have disclosed to the auditors and the Audit Committee, deficiencies in the design or operation of internal control system, if any, of which I am aware and the steps I have taken or propose to take to rectify these deficiencies. 5. I further certify that we have indicated to the auditors and Audit Committee: (a) There have been no significant changes in internal controls during the year. (b) There have been no Significant changes in accounting policies during the year and that the same have been disclosed in the notes to the financial statements; (c) There have been no instances of significant fraud of which they have become aware and the involvement therein, if any, of the management or an employee having a significant role in the companys internal control system. Place : Ahmedabad Date : 14/08/2012 Amit Khaksa Chairman & Executive Director ANNUAL REPORT 2011-2012
18
2.
3.
4.
v)
vi)
19
c) (ii) a) b) c) (iii) a)
b)
c) d)
(iv)
In our opinion and according to the information and explanations given to us there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchases of inventory, fixed assets and with regard to the sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal controls. a) According to the information and explanations given to us, we are of the opinion that the transactions that need to be entered into the register maintained under section 301 of the Companies Act., 1956 have been so entered. In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contract or arrangements entered in the register maintained under section 301 of the Companies Act.,1956 and exceeding the value of rupees five lakhs in respect of any party during the year have been made at prices which are reasonable having to prevailing market prices at the relevant time.
(v)
b)
(vi)
In our opinion and according to the information and explanations given to us, the company has not accepted any deposits from public and hence directives issued by the Reserve Bank of India and provisions of Section ANNUAL REPORT 2011-2012
20
b)
(x) (xi)
In our opinion, the company has no accumulated losses and has not incurred cash loss during the year. In our opinion and according to the information and explanation given to us, the company has not defaulted in repayments of its dues to banks or financial institution .
(xii) The company has not granted any loans or advances on the basis of securities by the way of pledge on shares, debentures or other securities . (xiii) In our opinion the company is not a chit fund or a nidhi , mutual benefits fund society. Therefore the provisions of clause 4(xiii) of the Companies ( Auditors report ) order, 2003 are not applicable to the company. (xiv) In our opinion the company is not dealing in trading of shares , securities , debenture , or the investments and hence requirement of clause 4(xiv) of the Companies ( Auditors report ) order, 2003 are not applicable to the company . (xv) According to the information and explanation given to us the company has given guarantee for loan taken by other from banks and financial institutions, (during the year under review).
(xvi) In our opinion, the term loans have been applied for the purpose for which they were raised. (xvii) According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we report that the no funds raised on short-term basis have been used for long-term investment. No long-term fund has been used to finance short-term assets except permanent working capital. (xviii) The company has made preferential allotment of shares to parties and companies which is covered in the register maintained u/s 301 of the Companies Act.,1956. (xix) No debentures have been issued by the company and hence, the question of creating securities in the respect thereof does not arise. (x) The company has not raised any money by way of public issue during the year.
(xxi) Accordingly to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit. For B.S. RAJPUT & ASSOCIATES Chartered Accountants FRN:119760W Place : AHMEDABAD Date : 14/08/2012 Bhupendra Singh Rajput Partner M.No.: 106729
21
1 2
71,716,464 18,812,500
53,790,369
5,226,351
3,231,501
22,475,446 79,497,316
5 19,911,518 591,111 37,251,037 365,615 58,119,281 8 9 10 11 12 13 5,000,000 4,027,279 6,627,259 4,775,444 32,873,626 3,300 53,306,908 111,426,189 5,000,000 7,169,717 6,544,861 8,284,075 1,619,053 3,300 28,621,005 79,497,316 21,110,358 13,202 29,327,325 425,427 50,876,311
6 7
Significant accounting policies and notes to accounts 22 Note : Figures in brackets indicate negative figures. The previous years figures have been regrouped and reclassified wherever necessary. In terms of our report of even date On behalf of the Board of Directors For B.S. Rajput & Associates Nimbus Foods Industries Limited Chartered Accountants (FRN : 119760W) (Amit Khaksa) Executive Director (Bhupendra Singh Rajput) Partner (Sharad Khandelwal) Place : Ahmedabad Director Dated : 14/08/2012
22
NIMBUS FOODS INDUSTRIES LIMITED STATEMENT OF PROFIT AND LOSS FOR THE PERIOD ENDED 31st March, 2012
PARTICULARS Revenue from operations: Sale of Products Sale of Services Other Operating Revenues Less: Excise Duty Increase in Inventory II Other Income III Total Revenue (I + II) I Expenses Cost of Materials Consumed Purchases of Stock in Trade Changes in inventories of finished goods, work in progress and Stock-in- trade Employee benefits expense Finance Costs Depreciation and amortization expense Other expense Total Expense V Profit before exceptional and extraordinary items and tax (III-IV) VI Exceptional Items VII. Profit before extraordinary items and tax (V-VI) VIII Extraordinary items IX Profit before tax (VII-VIII) X Tax expense: (1) Current tax (2) Deferred tax (3) Prior Period Adjustments IV XI Profit/(Loss) for the period from continuing operations (IX - X) Note No. 14 105,933,003 - 105,933,003 15 (3,142,437) 16 276,024 (2,866,413) 103,066,589 17 63,594,629 7,026,084 294,445 1,405,926 26,563,416 98,884,500 4,182,090 4,182,090 4,182,090 1,150,000 155,995 1,305,995 2,876,095 2,876,095 1,100,000 182,236 34,225 1,316,461 2,392,296 2,392,296 0.05 0.05 94,548,043 1,395,481 878,625 94,548,043 2,274,106 96,822,149 Upto 31.03.2012 Rs. Rs. Upto 31.03.2011 Rs. Rs.
18 19 20 21
XII Profit/(Loss) for the period from discontinuing operations XIII Tax expense of discontinuing operations XIV Profit/(Loss) from discontinuing operations (after tax) (XII-XIII) XV Profit/(Loss) for the period (XI + XIV)
XVI Earnings per equity share: (1) Basic 0.06 (2) Diluted 0.06 Significant accounting policies and notes to accounts 22 Note : Figures in brackets indicate negative figures. The previous years figures have been regrouped and reclassified wherever necessary. In terms of our report of even date For B.S. Rajput & Associates Chartered Accountants (FRN : 119760W) (Bhupendra Singh Rajput) Partner Place : Ahmedabad Dated : 14/08/2012 ANNUAL REPORT 2011-2012 On behalf of the Board of Directors Nimbus Foods Industries Limited (Amit Khaksa) Executive Director (Sharad Khandelwal) Director
23
NIMBUS FOODS INDUSTRIES LIMITED CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2012
PARTICULARS As at 31.03.2012 Rs. Rs. 4,182,090 1,405,926 111,050 1,516,976 1,721,683 3,108 1,724,791 As at 31.03.2011 Rs. Rs. 3,708,757
A.
Cash Flow from Operating Activities Net Profit before tax and Extraordinary Items Adjusted for Depreciation and amortization expense Loss on Sale of Asset
Operating Profit before Working Capital Changes 5,699,065 5,433,548 Adjusted for Inventories 3,142,438 (1,395,481) Sundry Debtors (82,398) (1,593,294) Loans & Advances (39,178,287) (11,969,603) Current Liabilities & Provisions (6,804,573) (42,922,819) 6,779,978 (8,178,399) Cash generated from Operating Activities Lees : Direct Tax Provisions Net Cash flow Operating Activities B. Cash Flow from Investing Activities Purchase of Fixed Assets Sales of Fixed Assets Adjustment of Taxation of earlier year Decrease in Profit & Loss A/c ( Dr Balance ) Increase in Investments Net Cash used in Investing Activities C. Cash Flow from Financing Activities Issue of Shares at Premium Share application money received Increase in Secured Loan Increase in Capital Reserves Increase in Unsecured Loan Net Cash used in Financing Activities Net increase in Cash and Cash Equivalents (A+B+C) 15,050,000 18,812,500 1,838,854 (0) 35,701,354 (3,508,631) (3,292,222) 2,455,991 (836,231) 664,862 546,859 1,211,721 (4,427,745) 12,711,820 8,284,075 (37,223,754) (1,150,000) (38,373,754) (5,238,472) 3,478,082 (34,225) (1,794,615) (2,744,851) (1,100,000) (3,844,851)
Opening Balance of Cash and Cash Equivalents 8,284,075 Closing Balance of Cash and Cash Equivalents 4,775,444 Note : Figures in brackets indicate negative figures. The previous years figures have been regrouped and reclassified wherever necessary. In terms of our report of even date On behalf of the Board of Directors For B.S. Rajput & Associates Nimbus Foods Industries Limited Chartered Accountants (FRN : 119760W) (Amit Khaksa) Executive Director (Bhupendra Singh Rajput) Partner (Sharad Khandelwal) Place : Ahmedabad Director Dated : 14/08/2012
24
92,000,000 92,000,000
92,000,000 92,000,000
ISSUED SUBSCRIBED & PAID UP : 50811080 Equity Shares of Re. 1/- Each fully paidup (P.Y. 45811080 Equity Shares) 50,811,080 50,811,080 Reconciliation of Shares: Opening Share Capital Add: Shares issued During the year Add: Rights/Bonus Shares Issued Total Less: Buy back of Shares Less Reduction in Capital Closing Share Capital Nos 45,811,080 5,000,000 50,811,080 50,811,080 Amt(Rs) 45,811,080 5,000,000 50,811,080 50,811,080 Nos 45,811,080 45,811,080 45,811,080
List of Share holders having 5% or more Shares (In Nos) Name Of Shareholders Vraj Consultancy Services Pvt Ltd Swarnjyot Finvest Pvt Ltd Nimbus Finvest Pvt. Ltd. NOTE : 2 RESERVE & SURPLUS Capital Reserve Opening Balance Add : Transfer from Statement of Profit & Loss Less : Appropriations Closing Balance Statement of Profit & Loss Opening Balance Add: Profit During The Year Less: Proposed Dividend (Incl .Tax) (Disclose Amt of Dividend Per Share) Transfer to Reserves Bonus Shares Closing Balance Share Premium In Nos 5,000,000 8,240,000 In % 9.84 16.22 In Nos 8,240,000 2,421,588 In % 17.99 5.29
25
NOTE : 4 : CURRENT LIABILITIES (A) Short term Borrowings Unsecured Deposits from Dealer Other Loans and Advances 1,247 311,938 3,799 316,984 (B) Trade Payables For Goods/Services For Expenses For Statutory Dues For Advances From Customers 8,428,934 5,319,429 191,596 261,374 14,201,332 (C) Short Term Provision Other Provisions Provision for Taxation 2,558 1,150,000 1,152,558 1,104,320 1,104,320 12,966,163 7,557,010 133,603 347,945 21,004,722 366,404 366,404
26
- 5,664,195 534,000 4,596,416 1,905,000 14,952,287 402,217 3,100 51,944 369,643 439,754 311,000 2,149,051 54,332 195,415 - 1,568,033
336,430 1,365,147 60,920 265 7,666 36,160 39,273 538,439 7,719 2,392,020 2,479,133 -
- 5,664,195 - 1,882,527 2,713,889 - 7,124,503 7,827,783 - 310,055 92,162 1,458 1,642 17,256 34,688 - 143,165 226,478 - 182,929 256,825 182,959 575,133 1,573,918 17,687 36,645 41,949 153,466 - 238,208 1,329,825
4,215,000 3,364,295 9,463,329 150,082 1,907 42,354 254,407 259,278 1,832,050 36,645 153,466 1,337,544
2,714,313 2,750,000 30,446,387 9,371,716 5,238,472 577,909 4,503,142 30,495,276 591,111 8,731,796 -
As At 31.03.2011 (Rs.)
NOTE : 6 : NON CURRENT ASSETS Long term Loans & Advances Security Deposits Loans and Advances to Related Parties Other Loans and Advances (Specify Nature)
365,615 365,615
425,427 425,427
NOTE : 8 : CURRENT ASSETS (A) Non Current Investments Long Term Investment - Associate Concern In Equity Shares-Unquoted , fully paid up 500000 Govindam Agro Foods Pvt. Ltd. ( 500000 Equity Shares of Rs. 10/- each Fully paid-up)
5,000,000
5,000,000
5,000,000
5,000,000
27
28
NIMBUS FOODS INDUSTRIES LIMITED NOTE FORMING PART OF STATEMENT OF PROFIT & LOSS
Year Ended 31.03.2012 (Rs.) NOTE : 14 SALES Sales 105,933,003 105,933,003 NOTE : 15 INCREASE / (DECREASE ) IN STOCK Closing Stock Less : Opening Stock Increase / (Decrease ) in Stock NOTE : 16 OTHER INCOME Commission Income Distributors Claim Interest received Kasar vatav Rate Difference Round off Weight Diff. Year Ended 31.03.2011 (Rs.) 94,548,043 94,548,043
63,594,629 63,594,629
66,884,700 66,884,700
NOTE : 18 EMPLOYEE BENEFIT COSTS Salaries, Wages, Bonus etc. Contribution to P.F, E.S.I and Other Statutory Funds Workmen and Staff Welfare Expenses
NOTE : 19 FINANCE COSTS Interest on Term Loan Interest on Unsecured Loans Interest Others
29
30
31
In the opinion of the Board of Directors, the Current Assets, Loans and Advances are approximately value stated, if realised in the ordinary course of business .The provisions of all known liabilities are adequately provided and not in the excess of amount reasonably necessary. The Company has given Corporate Guarantees to banks against Loans sanctioned by banks to the group companies aggregate to Rs. 19.70Crores (PY : Rs.4.60 crores.) The Company had been advised that the computation of net profit u/s 349 of the Companies Act., 1956 had not been made since no commission is paid / payable to the directors for the year. AS- 15: In the opinion of the Board at present the company is not liable for gratuity and treatment of retirement benefit are accounted for as and when paid. Estimated amount of contracts remaining to be executed on capital account and not provided for Nil ( P.Y. Nil ) Particulars 2011-12 Nil Nil Nil Nil 2010-11 Nil Nil Nil Nil
5.
6.
7.
8.
9.
10 Expenditure in foreign currency 11. Earning in foreign exchange 12. Contingent Liabilities
13. The Contribution to the defined contribution scheme such as Provident Fund etc. is charged to the Statement of Profit & Loss as incurred. However no provision for gratuity is made during the year as the same is still not applicable to the Company.
32
List of transaction: S.N. 1. 2. 3. 4. 5. 6. Name of Party Amit Khaksa Nimbus Foods Ltd. Balaji Resources & Trading Co. Ltd. Chinar Capital Market Pvt. Ltd. Shri Govindam Agro Foods Pvt. Ltd Nimbus Beverages Pvt. Ltd. Particulars of Transaction Salary Advances given Advances of previous years received Advances given Advances Given. Advances given Amount (`) 3,00,000 5,20,119 6,00,000 4,99,950 37,78,818 3,17,20,857
15. Quantitative detail information as required under para 3, 4C and 4D of part II of schedule VI of the Companies Act, 1956 to the extend applicable is as under: Quantitative Information Units Current Year Kgs. Previous Year Kgs.
Capacity : Bread : Licensed Installed Utilised N.A. N.A. N.A. N.A. N.A. N.A.
33
Maida consumed Material Consumed : Imported (in Rs.) Indigenous (in Rs.)
Production : Bread & Bakery (Kg.) 16. Accounting for Taxes on Income (AS-22) Deferred Tax Assets/ Liability are provided in accordance with Accounting Standard AS-22 issued by the Institute of Chartered Accountants of India. 17. Details of Earnings per Shares: S.No. 1. 2. 3. Particulars No. of Equity Shares of Re.1/- each Net Profit After Tax Basic and diluted earning per Shares 2011-12 50811080 28,76,095 0.06 2010-11 45811080 26,08,756 0.05 3435663 2468075
18. AS-28 : All the assets have been physically verified by the management during the year and also there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies were noticed on such verification. 19. The previous years figure have been rearranged / re grouped where ever necessary. In terms of our report of even date For B.S. Rajput & Associates Chartered Accountants (FRN : 119760W) (Bhupendra Singh Rajput) Partner Place : Ahmedabad Dated : 14/08/2012 On behalf of the Board of Directors Nimbus Foods Industries Limited (Amit Khaksa) Executive Director (Sharad Khandelwal) Director
34
The Proxy Form signed across revenue stamp should reach the Company's Registered Office at least 48 hours before the scheduled time of meeting.
* Applicable for members holding shares in dematerialised form. Note : Persons attending the Annual General Meeting are requested to bring their copies of Annual Report.
BOOK-POST